0001082027 --12-31 false 2020 FY 0001082027 2020-01-01 2020-12-31 0001082027 2020-12-31 0001082027 2020-06-30 0001082027 2021-09-21 0001082027 2019-12-31 0001082027 2019-01-01 2019-12-31 0001082027 us-gaap:CommonStockMember 2020-01-01 2020-12-31 0001082027 us-gaap:AdditionalPaidInCapitalMember 2020-01-01 2020-12-31 0001082027 us-gaap:ReceivablesFromStockholderMember 2020-01-01 2020-12-31 0001082027 us-gaap:RetainedEarningsMember 2020-01-01 2020-12-31 0001082027 us-gaap:PreferredStockMember 2020-01-01 2020-12-31 0001082027 2017-12-31 0001082027 us-gaap:CommonStockMember 2017-12-31 0001082027 us-gaap:AdditionalPaidInCapitalMember 2017-12-31 0001082027 us-gaap:ReceivablesFromStockholderMember 2017-12-31 0001082027 us-gaap:RetainedEarningsMember 2017-12-31 0001082027 us-gaap:PreferredStockMember 2017-12-31 0001082027 2018-01-01 2018-12-31 0001082027 us-gaap:CommonStockMember 2018-01-01 2018-12-31 0001082027 us-gaap:AdditionalPaidInCapitalMember 2018-01-01 2018-12-31 0001082027 us-gaap:ReceivablesFromStockholderMember 2018-01-01 2018-12-31 0001082027 us-gaap:RetainedEarningsMember 2018-01-01 2018-12-31 0001082027 us-gaap:PreferredStockMember 2018-01-01 2018-12-31 0001082027 2018-12-31 0001082027 us-gaap:CommonStockMember 2018-12-31 0001082027 us-gaap:AdditionalPaidInCapitalMember 2018-12-31 0001082027 us-gaap:ReceivablesFromStockholderMember 2018-12-31 0001082027 us-gaap:RetainedEarningsMember 2018-12-31 0001082027 us-gaap:PreferredStockMember 2018-12-31 0001082027 us-gaap:CommonStockMember 2019-01-01 2019-12-31 0001082027 us-gaap:AdditionalPaidInCapitalMember 2019-01-01 2019-12-31 0001082027 us-gaap:ReceivablesFromStockholderMember 2019-01-01 2019-12-31 0001082027 us-gaap:RetainedEarningsMember 2019-01-01 2019-12-31 0001082027 us-gaap:PreferredStockMember 2019-01-01 2019-12-31 0001082027 us-gaap:CommonStockMember 2019-12-31 0001082027 us-gaap:AdditionalPaidInCapitalMember 2019-12-31 0001082027 us-gaap:ReceivablesFromStockholderMember 2019-12-31 0001082027 us-gaap:RetainedEarningsMember 2019-12-31 0001082027 us-gaap:PreferredStockMember 2019-12-31 0001082027 us-gaap:CommonStockMember 2020-12-31 0001082027 us-gaap:AdditionalPaidInCapitalMember 2020-12-31 0001082027 us-gaap:ReceivablesFromStockholderMember 2020-12-31 0001082027 us-gaap:RetainedEarningsMember 2020-12-31 0001082027 us-gaap:PreferredStockMember 2020-12-31 0001082027 fil:AccountsPayableConvertedMember 2020-01-01 2020-12-31 0001082027 fil:RelatedPartyDebtDirectorConvertedMember 2020-01-01 2020-12-31 0001082027 fil:LegalLiabilityGrossMember 2020-12-31 0001082027 fil:LegalLiabilityGrossMember 2019-12-31 0001082027 fil:LegalLiabilityInterestPayableMember 2020-12-31 0001082027 fil:LegalLiabilityInterestPayableMember 2019-12-31 0001082027 us-gaap:SeriesAPreferredStockMember 2020-12-31 0001082027 us-gaap:SeriesAPreferredStockMember 2019-12-31 0001082027 us-gaap:SeriesBPreferredStockMember 2020-12-31 0001082027 us-gaap:SeriesBPreferredStockMember 2019-12-31 xbrli:pure iso4217:USD xbrli:shares iso4217:USD xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

~~[X]~~☒ ANNUAL REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, ~~2019~~2020

[☐ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from n/a

Commission file number: 333-90031

Northstar Electronics, Inc.

Name of small business issuer in its charter

Delaware

33-0803434

State or other jurisdiction of

incorporation or organization

IRS Employer Identification No.

~~2020~~355 ~~General~~Burrard ~~Booth Blvd~~Street, ~~Unit~~Suite ~~230,~~1000

~~Virginia Beach~~Vancouver, VABC, ~~USA 23451~~Canada V6C 2G8

Address of principal executive offices and Zip Code

Issuer’s telephone number (~~647-286-4594~~778) 881-5544

Securities registered pursuant to section 12(b) of the Act: None

Securities registered pursuant to section 12(g) of the Act: None

~~Check~~Indicate ~~whether~~by ~~the~~check ~~issuer~~mark isif ~~not~~the ~~required~~registrant tois ~~file~~a ~~reports~~well-known ~~pursuant~~seasoned toissuer, ~~Section~~as 13defined orin ~~15(d)~~Rule 405 of the ~~Exchange~~Securities Act. ~~[ ]~~☐ Yes ☒ No

~~Check~~Indicate ~~whether~~by ~~the~~check ~~issuer~~mark ~~(1)~~if ~~filed~~the ~~all~~registrant ~~reports~~is not required to befile ~~filed~~reports bypursuant to Section 13 or Section 15(d) of the ~~Exchange~~ Act ~~during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days~~. ~~(1)~~ ~~[X]~~☐ Yes ~~[ ]~~☒ No ~~(2) [X] Yes [ ] No~~

~~Check~~Indicate ifby ~~there~~check ismark nowhether ~~disclosure~~the ofregistrant ~~delinquent~~(1) ~~filers~~has infiled ~~response~~all toreports ~~Item~~required ~~405~~to ofbe ~~Regulation~~filed ~~S-B~~by ~~contained~~Section in13 ~~this~~or ~~form,~~15(d) ~~and~~of nothe ~~disclosure~~Securities ~~will~~Exchange ~~not~~Act beof ~~contained,~~1934 toduring the ~~best~~last of12 ~~registrant’s~~months ~~knowledge,~~(or infor ~~definitive~~such ~~proxy~~shorter orperiod ~~information~~that ~~statements~~the ~~incorporated~~registrant bywas ~~reference~~required into ~~Part~~file ~~III~~such ofreports), ~~this~~and ~~Form~~(2) ~~10-K~~has orbeen ~~any~~subject ~~amendment~~ to ~~this~~such ~~Form~~filing ~~10-K~~requirements for the past 90 days. ~~[X]~~

~~Indicate~~☐ byYes ~~check~~☒ mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):No

~~Large~~Indicate ~~accelerated~~by ~~Filer~~check [mark ]whether ~~Accelerated~~the ~~Filer~~registrant [has ]submitted ~~Non~~electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-~~accelerated~~T ~~filer~~(§ [229.405 ]of ~~Smaller~~this ~~reporting~~chapter) ~~Company~~during ~~[X]~~the preceding 12 months (Door ~~not~~for ~~check~~such ifshorter aperiod ~~smaller~~that ~~reporting~~the ~~company)~~registrant ~~Emerging~~was ~~growth~~required ~~company~~to [submit ]and post such files).

If☐ anYes ~~emerging~~☒ growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]No

Indicate by check mark ~~whether~~if disclosure of delinquent filers in response to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s isknowledge, ain ~~shell~~definitive ~~company~~proxy ~~(as~~or ~~defined~~information statements incorporated by reference in ~~Rule~~Part ~~12b-2~~III of ~~the~~this ~~Exchange~~Form ~~Act). Yes~~10-K ~~[ ] No~~or ~~[X]~~any amendment to this Form 10-K. ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated Filer ☐	Accelerated Filer ☐
Non-accelerated filer ☒	Smaller reporting Company ☒
	Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

State issuer’s revenues for its most recent fiscal year: $0

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter: $571,590

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date. Outstanding shares of common stock as of ~~April~~September 2421, ~~2020~~2021: 127,838,231

~~Documents incorporated by reference: None~~2

Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X]

TABLE OF CONTENTS

Risk Factors 1 PART I 1 Item 1. Description of Business 1 Item 2. Description of Properties 3 Item 3. Legal Proceedings 3 Item 4. Submission of Matters to a Vote of Security Holders 3 PART II 4 Item 5. Market for Registrant’s Common Equity and Related Stockholder Matters 4 Item 6. Management’s Discussion and Analysis or Plan of Operation 4 Item 7. Financial Statements 5 Item 8. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure 1817 Item 8A. Controls and Procedures 1817 PART III 2019 Item 9. Directors, Executive Officers, Promoters and Control Persons 2019 Item 10. Executive compensation 2019 Item 11. Security Ownership of Certain Beneficial Owners and Management 2019 Item 12. Certain Relationships and Related Transactions 2019 Item 13. Exhibits and Reports on Form 8-K 2019 Item 14. Principal Accountants Fees and Services 2019 SIGNATURES 2221

Note Regarding Forward Looking Statements

Except for statements of historical fact, certain information contained herein constitutes ‘forward looking statements’. Forward looking statements address our current plans, intentions, beliefs and expectations and are statements of our expected future economic performance. Statements containing terms like ‘will’, ‘believes’, ‘does not believe’, ‘plans’, ‘expects’, ‘intends’, ‘estimates’, ‘anticipates’, ‘may’ and other phrases of similar meaning or the negative or other variations of these words or other comparable words or phrases are considered to imply uncertainty and are forward looking statements.

Such forward looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results or achievements of the Company to be materially different from any future results or achievements of the Company expressed or implied by such forward looking statements. Such factors include, but are not limited to changes in economic conditions, government regulations, contract requirements and abilities, behavior of existing and new competitor companies and other risks and uncertainties ~~discussed in this annual Form 10-K report~~.

We cannot guarantee our future results, level of activity, performance or achievements. Neither I nor any other person assumes responsibility for the accuracy and completeness of these forward looking statements. We are under no duty to update any of the forward looking statements after the date of this report.

~~iii~~3

Risk Factors

Investment in our common stock involves a high degree of risk. Prospective investors should carefully consider the following risk factors in addition to other information in this annual report before purchasing our common stock.

Because we have a net loss from operations of $~~580~~48,~~344~~667 for the year ended December 31, 2020 (December 31, 2019: $580,344 loss) and have accumulated losses of $14,~~365~~414,~~785~~452 from inception, we face a risk of insolvency and we remain dependent on equity and debt financing to help pay operating costs and to help cover operating losses. Business financing is being pursued but there is no financing in place at the time of this filing.

The Company had previously been dependent on contract manufacturing which did not deliver long term positive financial results, as had been expected. We are, at present, working with a perspective partner company to develop a business area in the aerospace sector. If successful we will own approximately 30% of the partner company. Our future is uncertain if we fail to develop this business area. Please also refer to our December 31, ~~2019~~2020 year end ~~audited~~ financial statements and notes thereto, prepared without audit.

The auditor’s report for our prior year December 31, 2019 consolidated financial statements ~~includes~~included an additional paragraph that identifies conditions which raise doubt about our ability to continue as a going concern. The ~~audited~~unaudited financial statements do not include any adjustments that might result from the outcome of this uncertainty.

PART I

Item 1. Description of Business

The business of the Company is primarily that of a holding company with subsidiaries. The Company’s wholly owned subsidiary, National Five Holding Ltd, ~~held~~holds a 6095 percent share interest ~~(now increased to 95%)~~ in Northstar Sealand Enterprises Ltd (“NSEL”). NSEL has been incorporated to pursue a manufacturing, marketing, sales and maintenance opportunity in the aviation industry and is in negotiations with a major aviation company.

Corporate History

The Company’s wholly owned subsidiary, Northstar Network Ltd., (NNL), had carried out defense, aerospace and homeland security contract manufacturing. NNL has been discontinued due to insufficient working capital, quality issues with suppliers and design changes made by the customer.

Our second wholly owned subsidiary, Northstar Technical Inc., (NTI), had been involved in underwater sonar sensors primarily related to the fishing industry. NTI has been discontinued due to several issues in the commercial fishing industry. The time taken for new technology developments using underwater communicating techniques was long. The timeframe for market introduction was also lengthy. Although NTI’s sonar system was initially a success in a changing industry, NTI could not keep up with the larger competitors’ products. The Company did not consummate the signing of a Letter of Intent to acquire a development stage company specializing in advanced sonar technologies and systems and was discontinued.

Homeland Security and Military Defense:

The Company had expected that design and manufacture of homeland security and anti-terrorism systems would have grown rapidly as the United States Department of Homeland Security and the United States Navy had planned to ramp up efforts to protect ports, and other onshore high value assets and ships. In partnership with a division of Lockheed Martin Corp, we responded to a Request for Quote by the USN and they gave us a high assessment rating. We sold several systems but the DHS took the USN’s budget meant to purchase our systems and used the funds for the war in Iraq. This also happened the following year and subsequently the USN cancelled the program.

~~DESIGN~~NEW ~~ENGINEERING AND CONTRACT MANUFACTURING~~DIRECTION

The Company ~~has~~continued ~~considerable~~to ~~experience~~expend inconsiderable ~~contract~~efforts ~~manufacturing~~during ~~and~~the ~~has~~past ~~produced~~year ~~electronic~~in ~~and~~developing ~~mechanical~~operational ~~systems~~knowledge ~~under~~of ~~contract~~a toparticular ~~defense~~industrial ~~and~~single ~~aerospace~~engine ~~companies.~~Turbo ~~Products~~Prop ~~were~~airplane, ~~built~~conducting ~~according~~research tointo ~~designs~~Supply ~~provided~~Chain byManagement ~~our~~Systems ~~customers~~applicable ~~for~~to ~~whom~~this ~~the Company provided production engineering~~project, ~~contract~~carrying ~~manufacturing~~out ofmarket ~~components,~~research ~~sourcing~~in ~~and~~different ~~procurement~~geographical ~~of parts~~areas, ~~assembly~~in ofconducting ~~full systems, testing and shipping.~~

~~For~~research ~~several~~into ~~customers,~~the ~~Northstar~~most ~~was~~efficient ~~carrying~~procedures ~~out~~to ~~electronic~~obtain the Type Certificate for the airplane and ~~mechanical~~in ~~design~~developing ~~work~~the most cost effective ways to carry out production of the airplane as well as strategies to acquire systems and technologies.

Due the large capital requirements of the perspective new aerospace venture the Company is working with a strong partner to obtain the worldwide rights to a single engine Turbo Prop airplane with industrial applications. If successful, our partner company will manufacture and market the airplane internationally and provide Maintenance, Repair and Overhaul (MRO) services in close proximity to customers with Northstar holding a share interest of approximately 30% interest in the new company. The Company’s ~~former~~wholly ~~customers~~owned ~~included~~subsidiary, ~~Lockheed~~National ~~Martin~~Five ~~MS2~~Holding Ltd, ~~Lockheed~~is ~~Martin~~a ~~Canada,~~95% ~~Lockheed~~shareholder ~~Martin~~of ~~Aeronautics~~Northstar ~~and~~Sealand ~~L-3~~Enterprises Ltd (NSEL). NSEL holds the Company’s interests in this endeavor.

~~NEW DIRECTION~~Marketing

~~The~~Due ~~Company continued~~ to ~~expend~~financial ~~considerable~~restrictions ~~efforts during~~ the ~~past~~Company ~~year~~is innot ~~developing~~actively ~~operational~~marketing ~~knowledge~~itself ofat ~~a particular industrial single engine Turbo Prop airplane~~present., conducting research into Supply Chain Management Systems applicable to this project, carrying out market research in different geographical areas, in conducting research into the most efficient procedures to obtain the Type Certificate for the airplane and in developing the most cost effective ways to carry out production of the airplane as well as strategies to acquire systems and technologies.

WeTechnology continue with the intention to build our own systems in the civilian aviation sector. We believe that this affords improved control over the business outcomes compared to the contract manufacturing business.Protection

The Company iscurrently ~~working~~owns tono ~~obtain~~proprietary ~~worldwide~~technology ~~rights~~requiring toprotection awith ~~single~~respect ~~engine~~to ~~Turbo~~its ~~Prop airplane with industrial applications~~activities. If ~~successful, we intend to manufacture and market~~ the ~~airplane~~company ~~internationally~~acquires ~~and~~any ~~provide~~proprietary ~~Maintenance~~technology, ~~Repair~~it ~~and~~will ~~Overhaul~~put ~~(MRO)~~appropriate ~~services~~protection inmeasures ~~close proximity to customers. The Company’s wholly owned subsidiary, National Five Holding Ltd, is a 95% shareholder of Northstar Sealand Enterprises Ltd (NSEL). NSEL, has experience~~ in ~~working on certified commercial aircraft and government military contracts, and has access to an established aircraft assembly and parts manufacturing facility~~place.

~~Airplane~~Need ~~Applications~~for Government Approvals

~~The~~If ~~airplanes~~the ~~will~~Company beis ~~designed~~successful toin ~~carry~~acquiring ~~out~~the ~~Rapid~~rights ~~Response~~to ~~Forest~~the ~~Fire~~aforementioned ~~Fighting~~single ~~and~~engine ~~Agriculture~~airplane, ~~Crop~~there ~~Dusting.~~will Webe ~~are~~required ~~looking~~government ~~into~~approvals ~~other~~applicable ~~applications~~to ~~including~~our ~~Cloud~~expected ~~Seeding~~future activities.

~~Marketing~~The approvals would likely be for an in-country Type Certificate and other certificates, as required, in other countries where the airplane would be marketed. These approvals will put in place by the company building the airplanes and not Northstar Electronics.

~~NSEL~~Effect ~~has~~of ~~started~~Existing ~~market~~or ~~assessments~~Probable inGovernment international markets where there appears to be volume sales potential for the single engine airplane. We have also begun to explore potential marketing partnerships with other aviation companies. Projections made by NSEL show a potential growth in demand for suitable single engine aircraft, subject to economic factors. Preliminary plans have been started on methods to achieve market presence, including direct sales, magazine ads, web site, and participation in trade shows. Our efforts have been somewhat curtailed by a lack of financing.Regulations

~~Technology~~If ~~Protection~~successful with the acquisition of the rights to the single engine airplane, the Company through its partnership with a local manufacturing company intends to abide by the applicable regulations in each country where it intends to carry out marketing and sales. The costs of meeting the regulatory requirements can be high and the Company in conjunction with its manufacturing and sales partner will do it’s best to procure the funds required.

~~The~~Costs ~~Company~~and ~~currently~~Effects ~~owns~~of noCompliance ~~proprietary technology requiring protection~~ with ~~respect~~Environmental ~~to its activities. It intends to acquire proprietary technology and, if successful, intends to put appropriate protection measures in place.~~Laws

~~Need~~The ~~for~~Company ~~Government~~incurred ~~Approvals~~no costs or adverse effects in its compliance with any environmental laws.

~~If the Company is successful in acquiring the rights to the aforementioned single engine airplane, there will be required government approvals applicable to our expected future activities.~~PRODUCTION

The ~~approvals~~Company ~~would~~has ~~likely~~experience bein ~~for~~carrying anout ~~in-country~~work ~~Type~~requiring ~~Certificate~~multiple ~~and~~subcontractors ~~other~~to ~~certificates,~~perform asspecialized ~~required,~~tasks. inThe ~~other~~ability ~~countries~~to ~~where~~integrate the ~~airplane~~work ~~would~~of multiple components to create a complete system will be ~~marketed~~NSEL’s main area of business - system integration.

~~Effect of Existing or Probable Government Regulations~~EMPLOYEES

IfAs ~~successful with the acquisition~~ of ~~the~~December ~~rights to the single engine airplane~~31, ~~the~~2020 ~~Company intends to abide by~~ the ~~applicable regulations in each country where it intends to carry out marketing and sales. The costs of meeting the regulatory requirements can be high and the~~ Company ~~will~~has dono ~~its best efforts to procure the funds required~~employees.

~~Costs~~PUBLIC ~~and Effects of Compliance with Environmental Laws~~INFORMATION

The Company ~~incurred~~electronically nofiles ~~costs~~with orthe ~~adverse~~Securities ~~effects~~and inExchange Commission (SEC) all its ~~compliance~~reports, ~~with~~including ~~any~~but ~~environmental~~not ~~laws~~limited to its annual and quarterly reports. The SEC maintains an internet site (http://www.sec.gov) that contains reports and other information regarding issuers that do file electronically. The Company maintains a web site address at www.northstarelectronics.com

Item 2. Description of Properties

~~PRODUCTION~~The Company maintains an office at:

The Company has experience in carrying out work requiring multiple subcontractors to perform specialized tasks. The ability to integrate the work of multiple components to create a complete system will be NSEL’s main area of business - system integration.2

~~EMPLOYEES~~1000-355 Burrard St., Vancouver BC Canada V6C 2G8

AsItem of3. ~~December~~Legal ~~31, 2019 the Company has a team of experienced consultants who provide administration, marketing and engineering services to the Company.~~Proceedings

~~PUBLIC~~There ~~INFORMATION~~are no known undisclosed legal filings registered or contemplated against the Company.

The Company ~~electronically~~is ~~files~~liable ~~with~~to repay $3,136,886 in assistance received from the ~~Securities~~Atlantic ~~and~~Canada ~~Exchange~~Opportunity ~~Commission~~Agency (~~SEC~~ACOA) ~~all~~by ~~its~~the ~~reports,~~Company’s ~~including~~two ~~but~~former ~~not~~subsidiaries, ~~limited~~Northstar toTechnical ~~its~~Inc. ~~annual~~(NTI) and ~~quarterly~~Northstar ~~reports~~Network Ltd. (NNL). The ~~SEC~~Company, ~~maintains~~for anreasons ~~internet~~of ~~site~~expediency, ~~(http://www~~became a cosigner of the agreements the subsidiaries had with ACOA.~~sec.gov)~~ Subsequently, ACOA claimed that ~~contains~~NTI ~~reports~~and NNL were delinquent in their payments and, ~~other~~eventually, ~~information~~in ~~regarding~~early ~~issuers~~2013 ~~that~~ACOA dolaunched ~~file~~legal ~~electronically~~action in Newfoundland where the two subsidiaries had operated. The Company ~~maintains~~was anot ~~web~~in ~~site~~a ~~address~~financial position at ~~www~~the time to launch a defense and ACOA received a judgment unopposed.~~northstarelectronics~~ The Company intends to approach ACOA with an offer of settlement within the foreseeable future.~~com~~

Item 24. ~~Description~~Submission of ~~Properties~~Matters to a Vote of Security Holders

There have been no changes since the previous filing. The Company ~~maintains~~has filed with the SEC an ~~office~~SB-1 ~~at:~~registration statement April 2000, an S-8 registration November 2000 and quarterly reports (form 10QSB) for June and September 2000 and for March, June and September 2001, 2002, 2003, 2004, 2005, 2006 and 2007, form 10Q’s for March, June and September 2008, 2009, 2010, 2011, 2012 - 2014, 2015, 2016, 2017, 2018 and 2019 and annual reports (form 10KSB) for December 31, 2000, 2001, 2002, 2003, 2004, 2005, 2006, 2007 and form 10K for 2008, 2009, 2010, 2011 and the years 2012 thru 2014 and for 2015, 2016, 2017, 2018 and 2019 .

~~1000-355 Burrard St., Vancouver BC Canada V6C 2G8~~3

~~Item~~PART ~~3. Legal Proceedings~~II

~~The~~No ~~Company~~change issince ~~liable~~previous ~~to repay CAD$3,100,221 in assistance received from the Atlantic Canada Opportunity Agency (ACOA) by the Company’s two former subsidiaries, Northstar Technical Inc~~filing. (NTI) and Northstar Network Ltd. (NNL). The Company, for reasons of expediency, became a cosigner of the agreements the subsidiaries had with ACOA. Subsequently, ACOA claimed that NTI and NNL were delinquent in their payments and, eventually, in early 2013 ACOA launched legal action in Newfoundland where the two subsidiaries had operated. The Company was not in a financial position at the time to launch a defense and ACOA received a judgment unopposed. The Company intends to approach ACOA with an offer of settlement within the foreseeable future.

Item 46. ~~Submission~~Management’s ofDiscussion ~~Matters~~and toAnalysis aor ~~Vote~~Plan of ~~Security Holders~~Operation

~~There~~Certain ~~have~~statements ~~been~~in nothis ~~changes~~report ~~since~~and ~~the~~elsewhere ~~previous~~(such ~~filing.~~as ~~The~~in ~~Company~~other ~~has~~filings ~~filed~~by the Company with the ~~SEC~~Securities anand ~~SB-1~~Exchange ~~registration~~Commission ~~statement~~(“SEC”), ~~April~~press ~~2000~~releases, anpresentations ~~S-8~~by ~~registration~~the ~~November~~Company ~~2000~~of ~~and~~its ~~quarterly~~management ~~reports~~and ~~(form~~oral ~~10QSB~~statements) ~~for~~may ~~June~~constitute ~~and~~“forward-looking ~~September~~statements”. ~~2000~~Words ~~and~~such ~~for~~as ~~March~~“expects,” ~~June~~“anticipates,” ~~and September 2001~~“intends,” ~~2002~~“plans,” ~~2003~~“believes,” ~~2004~~“seeks,” ~~2005~~“estimates,” ~~2006~~ and ~~2007~~“should,” ~~form~~and ~~10Q’s~~variations ~~for~~of ~~March,~~these ~~June~~words and ~~September~~similar ~~2008~~expressions, ~~2009,~~are ~~2010,~~intended ~~2011,~~to ~~2012~~identify these forward-looking ~~2014,~~statements. ~~2015,~~Actual ~~2016,~~results ~~2017~~may ~~and~~materially ~~2018~~differ ~~and~~from ~~annual~~any ~~reports~~forward-looking ~~(form~~statements. Factors ~~10KSB)~~that ~~for~~might ~~December~~cause ~~31,~~or ~~2000,~~contribute ~~2001,~~to ~~2002,~~such ~~2003,~~differences ~~2004~~include, ~~2005,~~among ~~2006~~others, ~~2007~~competitive pressures and ~~form~~constantly ~~10K~~changing ~~for~~technology ~~2008,~~and ~~2009,~~market ~~2010,~~acceptance ~~2011~~of the Company’s products and services. The Company undertakes no obligation to publicly release the ~~years~~result ~~2012~~of ~~thru~~any ~~2014~~revisions ~~and~~to ~~for~~these ~~2015,~~forward-looking ~~2016~~statements, ~~2017~~which ~~and~~may ~~2018~~be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

3The following discussion, comparison and analysis should be read in conjunction with the Company’s accompanying unaudited consolidated financial statements for the years ended December 31, 2020 and 2019 and the notes related thereto. The discussion of results, causes and trends should not be construed to infer conclusions that such results, causes or trends necessarily will continue in the future.

~~PART II~~DISCUSSION

~~Item~~The 5.following ~~Market~~table sets forth for ~~Registrant’s~~the ~~Common~~years ~~Equity~~indicated ~~and~~items ~~Related~~included ~~Stockholder~~in ~~Matters~~the Company’s consolidated statement of operations:

No change since previous filing.

	2020		2019
Total revenue	$	-	$	-
Cost of goods sold		-		-
Gross margin		-		-

Expenses		48,667		580,344

Net income (loss)	$	(48,667)	$	(580,344)
Net income (loss) per share	$	(0.00)	$	(0.00)

~~Item~~During 6.the ~~Management’s~~years ~~Discussion~~ended December 31, 2020 and ~~Analysis~~2019, orthe ~~Plan~~Company continued its recovery from the loss of ~~Operation~~its contracts, continued to improve its internal systems and continued working toward attaining suitable new contracts.

~~Certain~~A ~~statements~~shortage inof ~~this~~working ~~report~~capital ~~and elsewhere (such as~~ in ~~other~~support ~~filings~~of byoperations ~~the~~has ~~Company~~been ~~with~~an ~~the~~issue ~~Securities~~as ~~and Exchange Commission ("SEC"), press releases, presentations by~~ the Company oftook ~~its~~measures management and oral statements) may constitute "forward-looking statements". Words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates," and "should," and variations of these words and similar expressions, are intended to ~~identify~~provide ~~these~~that ~~forward-looking statements~~support. ~~Actual~~Sufficient ~~results~~capital ~~may~~was ~~materially~~not ~~differ~~raised ~~from any forward-looking statements. Factors that might cause or contribute to such differences include, among others, competitive pressures~~ and ~~constantly~~consequent ~~changing~~business ~~technology~~operations ~~and~~were ~~market~~kept ~~acceptance~~at ofa ~~the Company's products and services~~minimum. The Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements, which may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

The ~~following discussion, comparison and analysis should be read in conjunction with the~~ Company’s ~~accompanying~~experienced ~~audited~~operating ~~consolidated~~losses ~~financial~~of ~~statements~~$48,667 for ~~the years ended December 31~~2020, ~~2019~~ and ~~2018~~$580,344 ~~and~~for ~~the~~2019 ~~notes~~while ~~related~~maintaining ~~thereto.~~an ~~The~~office ~~discussion of results, causes~~ and ~~trends~~continuing ~~should not be construed~~ to ~~infer~~pursue ~~conclusions~~its ~~that~~single ~~such~~engine ~~results,~~aircraft ~~causes or trends necessarily will continue in the future~~opportunity.

~~DISCUSSION~~Discontinued NETMIND operations: the Company was unable to finance its operations and could not attract personnel to manufacture and market the NETMIND product.

~~The~~Defense ~~following~~Sonar ~~table~~Development ~~sets~~Contract ~~forth for the years indicated items included in the Company’s consolidated statement of operations:~~Opportunity

	2019		2018
Total revenue	$	-	$	-
Cost of goods sold		-		-
Gross margin		-		-
Expenses		580,344		257,946
Net income (loss)	$	(580,344)	$	(257,946)
Net income (loss) per share	$	(0.00)	$	(0.00)

Discontinued

During the years ended December 31, 2019 and 2018, the Company continued its recovery from the loss of its contracts, continued to improve its internal systems and continued working toward attaining suitable new contracts.4

AContract ~~shortage~~Manufacturing ~~of working capital in support of operations has been an issue as the Company took measures to provide that support. Sufficient capital was not raised~~ and ~~consequent~~System ~~business operations were kept at a minimum.~~Integration

~~The~~Although the Company ~~experienced~~remains ~~operating~~open ~~losses~~to ofcarrying ~~$580,344~~out ~~for~~work ~~2019,~~in ~~and~~contract ~~$257,946~~manufacturing ~~for~~and ~~2018~~system ~~while~~integration, ~~maintaining~~we anare ~~office~~not ~~and~~actively ~~continuing~~pursuing tocontracts ~~pursue~~at ~~its~~this ~~single~~time ~~engine~~in ~~aircraft~~those ~~opportunity~~areas.

~~Discontinued~~Results ~~NETMIND~~of ~~operations: the Company was unable to finance its operations and could not attract personnel to manufacture and market the NETMIND product.~~Operations

4Nil revenue was generated in the years 2020 and 2019 resulting in negligible cash flow. The Company generated $0 in contract revenue and $0 sales revenues during these years.

~~Defense~~During ~~Sonar~~2020 ~~Development~~the ~~Contract~~Company ~~Opportunity~~incurred costs of $nil ($39,983 during 2019) on market assessments, type certificate matters, supply chain management planning, quality control, first assembly plans, follow-on production plans, and maintenance, repair and overall planning related to the acquisition of the worldwide rights to the single engine industrial Turbo Prop airplane. In order to fund the project the Company reduced its interest in the project to 31.5% subject to our new partner company being successful in financing the project.

~~Discontinued~~Liquidity and Capital Resources

~~Contract~~The ~~Manufacturing~~Company used cash in operations of $(18,665) in 2020 compared to cash used by operations of $(130,570) in 2019 and ~~System~~$(127,672) ~~Integration~~in 2018.

~~Although~~In 2020 the Company ~~remains~~raised ~~open~~equity tofinancing ~~carrying~~of ~~out~~$nil. ~~work~~In in2019 ~~contract~~the ~~manufacturing~~Company ~~and~~raised ~~system~~equity ~~integration,~~financing weof ~~are not actively pursuing contracts at this time in those areas~~$nil.

~~Results~~The Company’s working capital and capital requirements will depend on many factors, including the ability of ~~Operations~~the Company to generate sufficient funds to cover the current level of operating expenses. During the most recent fiscal year 2020 the Company increased its current debt by $39,002 (2019 increased by $449,774). The Company is attempting to negotiate a secure equity financing in the short term.

~~Nil~~The ~~revenue~~Company ~~was~~is ~~generated~~liable to repay CAD$3,100,221 in assistance received from the ~~years~~Atlantic ~~2019~~Canada Opportunity Agency (ACOA) by the Company’s two former subsidiaries, Northstar Technical Inc. (NTI) and ~~2018~~Northstar ~~resulting~~Network Ltd. (NNL). The Company, for reasons of expediency, became a cosigner of the agreements the subsidiaries had with ACOA. Subsequently, ACOA claimed that NTI and NNL were delinquent in ~~negligible~~their ~~cash~~payments ~~flow~~and, eventually, in early 2013 ACOA launched legal action in Newfoundland where the two subsidiaries had operated. The Company ~~generated~~was $0not in ~~contract~~a financial position at the time to launch a defense and $0ACOA ~~sales~~received ~~revenues~~a ~~during~~judgment ~~these~~unopposed. ~~years~~The Company intends to approach ACOA with a reasonable offer of settlement.

~~During~~The ~~2019~~availability of sufficient future funds will depend to an extent on the ~~Company~~timing ~~incurred~~of ~~costs~~the expected financing of ~~$39,983~~the ~~($137,435~~rights ~~during~~to ~~2018)~~the onsingle ~~market~~engine ~~assessments,~~Turbo ~~type~~Prop ~~certificate~~airplane. ~~matters~~Accordingly, ~~supply~~the ~~chain~~Company ~~management~~will ~~planning,~~be ~~quality~~required ~~control,~~to ~~first~~issue ~~assembly~~securities ~~plans,~~to ~~follow~~finance start-onup ~~production~~and ~~plans,~~working ~~and~~capital ~~maintenance,~~requirements ~~repair~~for the expected new aviation business and ~~overall~~ongoing ~~planning~~general ~~related~~business toexpansion. ~~the~~There ~~acquisition~~can ofbe ~~the~~no ~~worldwide~~assurance ~~rights~~whether toor ~~the~~not ~~single~~such ~~engine~~future ~~industrial~~financings ~~Turbo~~will ~~Prop~~be ~~airplane~~available or on satisfactory terms.

~~Liquidity~~Item ~~and~~7. ~~Capital~~Financial ~~Resources~~Statements

~~The~~NORTHSTAR ~~Company used cash in operations of $(130~~ELECTRONICS,~~570)~~ ~~in 2019 compared to cash used by operations of $(127,672) in 2018 and $(47,140) in 2017~~INC.

InIndex ~~2019~~to ~~the~~Consolidated ~~Company~~Financial ~~raised~~Statements ~~equity~~December ~~financing~~31, of2020 ~~$nil.~~and ~~In 2018 the Company raised equity financing of $282,065~~2019(U.S. Dollars)

~~The~~PREPARED ~~Company’s~~WITHOUT working capital and capital requirements will depend on many factors, including the ability of the Company to obtain aircraft sales in order to generate sufficient funds to cover the current level of operating expenses. During the most recent fiscal year (2019) the Company increased its current debt by $449,774 (2018 increased by $128,899). The Company is attempting to negotiate a secure equity financing in the short term.AUDIT

~~The~~Consolidated ~~Company~~Balance is liable to repay CAD$3,100,221 in assistance received from the Atlantic Canada Opportunity Agency (ACOA) by the Company’s two former subsidiaries, Northstar Technical Inc. (NTI) and Northstar Network Ltd. (NNL). The Company, for reasons of expediency, became a cosigner of the agreements the subsidiaries had with ACOA. Subsequently, ACOA claimed that NTI and NNL were delinquent in their payments and, eventually, in early 2013 ACOA launched legal action in Newfoundland where the two subsidiaries had operated. The Company was not in a financial position at the time to launch a defense and ACOA received a judgment unopposed. The Company intends to approach ACOA with a reasonable offer of settlement.Sheets

~~The~~Consolidated ~~availability~~Statements of ~~sufficient~~Operations future funds will depend to an extent on the timing of the expected acquisition of the rights to the single engine Turbo Prop airplane. Accordingly, the Company will be required to issue securities to finance start-up and ~~working~~Comprehensive capital requirements for the expected new aviation business and ongoing general business expansion. There can be no assurance whether or not such future financings will be available or on satisfactory terms.Loss

~~Item~~Consolidated 7.Statements ~~Financial~~of ~~Statements~~Changes in Stockholders’ Deficit

~~NORTHSTAR~~Consolidated ~~ELECTRONICS,~~Statements ~~INC.~~of Cash Flows

~~Index~~Notes to Consolidated Financial Statements ~~December 31, 2019 and 2018 (U.S. Dollars)~~

~~Report of Independent Registered Public Accounting Firm~~5

~~Consolidated~~NORTHSTAR ~~Balance~~ELECTRONICS, ~~Sheets~~INC.

Consolidated ~~Statements~~Balance ~~of Operations and Comprehensive Loss~~Sheets

~~Consolidated~~PREPARED ~~Statements~~WITHOUT ~~of Changes in Stockholders’ Deficit~~AUDIT

~~Consolidated~~December ~~Statements of Cash Flows~~31

~~Notes~~(US ~~to Consolidated Financial Statements~~Dollars)

		2020		2019
				(audited)
Assets

Current
Cash	$	21,596	$	40,261

Total Current Assets		21,596		40,261

Total Assets	$	21,596	$	40,261

Liabilities

Current
Accounts payable and accrued liabilities (note 4)	$	880,436	$	1,220,792
Loans payable (note 5)		442,916		442,916
Due to director (note 6)		949,852		616,159
Legal liability (note 7)		3,136,886		3,100,221

Total Current Liabilities		5,410,090		5,380,088

Total Liabilities		5,410,090		5,380,088

Stockholders’ Deficit
200,000,000 Common shares authorized with a par value of $0.0001 127,838,231 Common shares issued and outstanding (127,838,231 - 2019)		12,784		12,784
20,000,000 Preferred shares authorized with a par value of $0.0001 597,716 Preferred shares issued and outstanding (597,716 - 2019)		404,299		404,299
Additional Paid-in Capital		8,608,875		8,608,875
Accumulated Deficit		(14,414,452)		(14,365,785)

Total Stockholders’ Deficit		(5,388,494)		(5,339,827)

Total Liabilities and Stockholders’ Deficit	$	21,596	$	40,261

~~Report~~Nature of ~~Independent~~operations ~~Registered~~and ~~Public~~going ~~Accounting~~concern ~~Firm~~(note 1)

ToSee ~~the~~notes ~~shareholders~~to ~~and~~consolidated ~~the~~financial ~~board of directors of Northstar Electronics, Inc.~~statements

~~Opinion on the Consolidated Financial Statements~~6

WeNORTHSTAR ~~have audited the accompanying consolidated balance sheets of Northstar Electronics~~ELECTRONICS, ~~Inc~~INC. (the "Company") as of December 31, 2019 and 2018, the related consolidated statements of operations and comprehensive loss, changes in stockholders' deficit and cash flows, for the years then ended, and the related notes and schedules (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2019 and 2018, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

~~Going~~Consolidated ~~Concern~~Statements of Operations and Comprehensive Loss

~~The~~PREPARED ~~accompanying~~WITHOUT financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the financial statements, the Company has not generated revenues since inception, has incurred losses in developing its business, and further losses are anticipated. The Company requires additional funds to meet its obligations and the costs of its operations. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans in this regard are described in Note 1. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.AUDIT

~~Basis~~Years ~~for~~Ended ~~Opinion~~December 31

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (~~United~~US ~~States~~Dollars) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting in accordance with the standards of the PCAOB. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion in accordance with the standards of the PCAOB.

		2020		2019
				(audited)
Expenses
Research and development	$	-	$	39,600
Travel, marketing and business development		-		383
Management fees		-		120,000
Administration		15,000		60,750
Consulting		-		3,550
Rent and storage		3,600		10,217
Professional fees		16,763		16,148
Investor relations		1,110		9,099
Office and miscellaneous		3,062		5,744
Filing and transfer agent fees		6,395		18,334
Foreign exchange (gain) loss		2,737		148,063

Net loss before other items		(48,667)		(431,888)

Other items
Filing penalty (Note 9)		-		(50,000)
Interest expense		-		(98,456)
Net and comprehensive loss	$	(48,667)	$	(580,344)

Loss Per Share (Basic)	$	(0.00)	$	(0.00)
Loss Per Share (Dilutive)	$	-	$	-

Weighted Average Number of Common Shares Outstanding (Basic and Diluted)		127,838,231		127,838,231

~~Our~~See ~~audits~~notes ~~included performing procedures~~ to ~~assess~~consolidated ~~the risks of material misstatement of the~~ financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

~~/s/ DALE MATHESON CARR-HILTON LABONTE LLP~~7

~~DALE~~NORTHSTAR ~~MATHESON~~ELECTRONICS, ~~CARR-HILTON LABONTE LLP~~INC.

~~CHARTERED~~Consolidated ~~PROFESSIONAL~~Statements ~~ACCOUNTANTS~~of Changes in Stockholders’ Deficit

WePREPARED ~~have~~WITHOUT ~~served as the Company’s auditor since 2016~~AUDIT

~~Vancouver,~~Years ~~Canada~~Ended December 31

~~April~~(US ~~24, 2020~~Dollars)

	Number of Shares	Par Value		Additional Paid-In Capital		Subscriptions receivable		Accumulated Deficit		Preferred Shares		Total Stockholders’ Deficit
Balance, December 31, 2017	98,579,815	$	9,858	$	8,333,396	$	(5,035)	$	(13,527,495)	$	404,299	$	(4,784,977)
Issued for services	1,000,000		100		9,900		-		-		-		10,000
Issuance for cash	28,258,416		2,826		265,579		-		-		-		268,405
Subscription collected	-		-		-		5,035		-		-		5,035
Net loss	-		-		-		-		(257,946)		-		(257,946)
Balance, December 31, 2018	127,838,231	$	12,784	$	8,608,875	$	-	$	(13,785,441)	$	404,299	$	(4,759,483)
Net loss	-		-		-		-		(580,344)		-		(580,344)
Balance, December 31, 2019	127,838,231	$	12,784	$	8,608,875	$	-	$	(14,365,785)	$	404,299	$	(5,339,827)
Net loss	-		-		-		-		(48,667)		-		(48,667)
Balance, December 31, 2020	127,838,231	$	12,784	$	8,608,875	$	-	$	(14,414,452)	$	404,299	$	(5,388,494)

~~NORTHSTAR~~See ~~ELECTRONICS,~~notes ~~INC.~~to consolidated financial statements

~~Consolidated Balance Sheets~~8

~~December~~NORTHSTAR 31ELECTRONICS, INC.

(US Dollars)		2019		2018
Assets
Current
Cash	$	40,261	$	170,831
Total Current Assets		40,261		170,831
Total Assets	$	40,261	$	170,831
Liabilities
Current
Accounts payable and accrued liabilities (note 4)	$	1,220,792	$	1,110,456
Loans payable (note 5)		442,916		442,916
Due to director (note 6)		616,159		521,074
Legal liability (note 7)		3,100,221		2,855,868
Total Current Liabilities		5,380,088		4,930,314
Total Liabilities		5,380,088		4,930,314
Stockholders’ Deficit
Common Stock (note 10)
Authorized:
200,000,000 Common shares with a par value of $0.0001 each
20,000, 000 Preferred shares with a par value of $0.0001 each
Issued and outstanding:
127,838,231 Common shares (127,838,231 - 2018)		12,784		12,784
597,716 Preferred shares (597,716 - 2018)		404,299		404,299
Additional Paid-in Capital		8,608,875		8,608,875
Accumulated Deficit		(14,365,785)		(13,785,441)
Total Stockholders’ Deficit		(5,339,827)		(4,759,483)
Total Liabilities and Stockholders’ Deficit	$	40,261	$	170,831

Consolidated Statements of Cash Flows

~~Nature~~PREPARED ofWITHOUT ~~operations and going concern (note 1)~~AUDIT

~~See~~Years ~~notes~~Ended toDecember ~~consolidated financial statements~~31

7(US Dollars)

NORTHSTAR ELECTRONICS, INC.

		2020		2019

Operating Activities
Net loss	$	(48,667)	$	(580,344)
Items not involving cash:
Non-cash investor relations		-		-
Foreign exchange (gain) loss		-		145,897
Changes in Non-Cash Working Capital:
Accounts payable and accrued liabilities		(6,663)		110,336
Due to director		-		98,456
Interest accrual		36,665		95,085
Cash Used in Operating Activities		(18,665)		(130,570)

Financing Activities
Issuance of share capital for cash		-		-
Loan advances		-		-
Cash Provided by Financing Activities		-		-

Change in Cash		(18,665)		(130,570)
Cash, Beginning		40,261		170,831
Cash, Ending	$	21,596	$	40,261

Supplemental Information
Income taxes paid	$	-	$	-
Interest paid	$	-	$	-

Non-cash transactions
Common shares issued for consulting	$	-	$	-

~~Consolidated~~See ~~Statements~~notes ofto ~~Operations~~consolidated ~~and~~financial ~~Comprehensive Loss~~statements

~~Years Ended December 31~~9

~~(US~~NORTHSTAR ~~Dollars)~~ELECTRONICS, INC.

		2019		2018
Expenses
Research and development	$	39,600	$	99,855
Travel, marketing and business development		383		37,580
Management fees (note 6)		120,000		120,000
Administration		60,750		60,000
Consulting		3,550		-
Rent and storage		10,217		10,362
Professional fees		16,148		13,642
Investor relations		9,099		13,899
Office and miscellaneous		5,744		6,167
Filing and transfer agent fees		18,334		33,023
Foreign exchange (gain) loss		148,063		(237,416)
Net loss before other items		(431,888)		(157,112)
Other items
Filing penalty (Note 9)		(50,000)		-
Interest expense (Note 7)		(98,456)		(100,834)
Net and comprehensive loss	$	(580,344)	$	(257,946)
Loss Per Share (Basic)	$	(0.00)	$	(0.01)
Loss Per Share (Dilutive)	$	-	$	-
Weighted Average Number of Common Shares Outstanding (Basic and Diluted)		127,838,231		113,309,684

Notes to Consolidated Financial Statements

~~See~~Prepared ~~notes~~without ~~to consolidated financial statements~~audit

8Years Ended December 31, 2020 and 2019

~~NORTHSTAR~~(US ~~ELECTRONICS, INC.~~Dollars)

~~Consolidated~~1. ~~Statements~~NATURE ofOF ~~Changes~~OPERATIONS inAND ~~Stockholders’~~GOING ~~Deficit~~CONCERN

~~Years~~Northstar ~~Ended~~Electronics ~~December~~Inc. 31(the “Company”) was incorporated on May 11, 1998 in the state of Delaware. The Company is attempting to reorganize itself.

~~(US~~The ~~Dollars~~Company’s business activities are conducted principally in Canada. However, the financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) with all figures translated into United States dollars for financial reporting purposes.

	Number of Shares	Par Value		Additional Paid-In Capital		Subscriptions receivable		Accumulated Deficit		Preferred Shares		Total Stockholders’ Deficit
Balance, December 31,2017	98,579,815	$	9,858	$	8,333,396	$	(5,035)	$	(13,527,495)	$	404,299	$	(4,784,977)
Issued for services (note 10)	1,000,000		100		9,900		-		-		-		10,000
Issuance for cash (note 10)	28,258,416		2,826		265,579		-		-		-		268,405
Subscription collected	-		-		-		5,035		-		-		5,035
Net loss	-		-		-		-		(257,946)		-		(257,946)
Balance, December 31, 2018	127,838,231	$	12,784	$	8,608,875	$	-	$	(13,785,441)	$	404,299	$	(4,759,483)
Net loss	-		-		-		-		(580,344)		-		(580,344)
Balance, December 31, 2019	127,838,231	$	12,784	$	8,608,875	$	-	$	(14,365,785)	$	404,299	$	(5,339,827)

The accompanying consolidated financial statements have been prepared on a going concern basis, which assumes the Company will be able to continue as a going-concern and contemplates the realization of assets and satisfaction of liabilities in the normal course of business. For the year ended December 31, 2020 the Company incurred a net loss of $48,667 (2019: $580,344) and had a working capital deficiency of $5,388,494 (2019: $5,339,827). Continuation as a going concern is dependent upon the ability of the Company to obtain the necessary financing to meet its obligations and pay its liabilities arising from normal business operations when they come due and ultimately upon its ability to achieve profitable operations. The outcome of these matters cannot be predicted with any certainty at this time and raise substantial doubt that the Company will be able to continue as a going concern. These consolidated financial statements do not include any adjustments to the amounts and classification of assets and liabilities that may be necessary should the Company be unable to continue as a going concern. Management intends to obtain additional funding by issuing debt and equity financing.

~~See~~2. ~~notes~~SIGNIFICANT toACCOUNTING ~~consolidated financial statements~~POLICIES

9a. Basis of consolidation

~~NORTHSTAR~~The ~~ELECTRONICS~~consolidated financial statements include the accounts of the Company and its controlled subsidiary, ~~INC~~National Five Holding Ltd, which was inactive during the years ended December 31, 2020 and 2019.

~~Consolidated~~b. ~~Statements~~Cash ofand Cash ~~Flows~~Equivalents

~~Years~~Cash ~~Ended~~and ~~December~~cash 31equivalents consist of commercial accounts, trust accounts and interest-bearing bank deposit. Items are considered to be cash equivalents if the original maturity is three months or less.

~~(US~~c. ~~Dollars)~~Research and development

		2019		2018
Operating Activities
Net loss	$	(580,344)	$	(257,946)
Items not involving cash:
Non-cash investor relations		-		10,000
Foreign exchange (gain) loss		145,897		(246,437)
Changes in Non-Cash Working Capital:
Accounts payable and accrued liabilities		110,336		169,341
Due to director		98,456		96,536
Interest accrual		95,085		100,834
Cash Used in Operating Activities		(130,570)		(127,672)
Financing Activities
Issuance of share capital for cash		-		273,440
Loan advances		-		8,625
Cash Provided by Financing Activities		-		282,065
Change in Cash		(130,570)		154,393
Cash, Beginning		170,831		16,438
Cash, Ending	$	40,261	$	170,831
Supplemental Information
Income taxes paid	$	-	$	-
Interest paid	$	-	$	-
Non-cash transactions
Common shares issued for consulting	$	-	$	10,000

Research and development costs are expensed to operations as incurred.

~~See~~d. ~~notes~~Foreign tocurrency ~~consolidated financial statements~~translation

10The functional currencies of the Company and its subsidiary were determined as the US dollar, which is the currency of their primary economic environment. Amounts incurred in Canadian dollars are translated into the functional currency as follows:

~~NORTHSTAR~~(i)Monetary ~~ELECTRONICS,~~assets ~~INC.~~and liabilities at the rate of exchange in effect as at the balance sheet date;

~~Notes~~(ii)Non-monetary toassets ~~Consolidated~~and ~~Financial~~liabilities ~~Statements~~at the exchange rates prevailing at the time of the acquisition of the assets or assumption of the liabilities; and

~~Years~~(iii)Revenues ~~Ended~~and ~~December~~expenditures ~~31,~~at ~~2019~~rates ~~and~~approximating ~~2018~~the average rate of exchange for the year.

~~(US~~e. ~~Dollars)~~Use of estimates

1The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenditures during the reporting period. ~~NATURE~~Actual OFresults ~~OPERATIONS~~could ~~AND~~differ ~~GOING~~from ~~CONCERN~~these estimates.

~~Northstar Electronics Inc. (the “Company”) was incorporated on May 11, 1998 in the state of Delaware. The Company is doing research and development on single engine aircrafts for business use.~~10

~~The Company's business activities are conducted principally in Canada~~2. ~~However,~~SIGNIFICANT ~~the~~ACCOUNTING ~~financial~~POLICIES ~~statements are prepared in accordance with accounting principles generally accepted in the United States of America~~ (~~“GAAP”~~continued) ~~with all figures translated into United States dollars for financial reporting purposes.~~

The accompanying consolidated financial statements have been prepared on a going concern basis, which assumes the Company will be able to continue as a going-concern and contemplates the realization of assets and satisfaction of liabilities in the normal course of businessf. ~~For~~Income the year ended December 31, 2019 the Company incurred a net loss of $580,344 (2018: $257,946) and had a working capital deficiency of $5,339,827 (2018: $4,759,483). Continuation as a going concern is dependent upon the ability of the Company to obtain the necessary financing to meet its obligations and pay its liabilities arising from normal business operations when they come due and ultimately upon its ability to achieve profitable operations. The outcome of these matters cannot be predicted with any certainty at this time and raise substantial doubt that the Company will be able to continue as a going concern. These consolidated financial statements do not include any adjustments to the amounts and classification of assets and liabilities that may be necessary should the Company be unable to continue as a going concern. Management intends to obtain additional funding by issuing debt and equity financing.taxes

2Deferred income taxes are reported for timing differences between items of income or expense reported in the financial statements and those reported for income tax purposes in accordance with ASC 740, “Income Taxes”, which requires the use of the asset/liability method of accounting for income taxes. Deferred ~~SIGNIFICANT~~income ~~ACCOUNTING~~taxes ~~POLICIES~~and tax benefits are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases, and for tax losses and credit carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The Company provides for deferred taxes for the estimated future tax effects attributable to temporary differences and carry-forwards when realization is more likely than not.

ag. ~~Basis~~Basic ofand ~~consolidation~~diluted net loss per share

The ~~consolidated~~Company ~~financial~~computes ~~statements~~net ~~include~~income (loss) per share in accordance with ASC 260, “Earnings per Share”. ASC 260 requires presentation of both basic and diluted earnings per share (“EPS”) on the ~~accounts~~face of the ~~Company~~income ~~and~~statement. ~~its~~Basic ~~controlled~~EPS ~~subsidiary,~~is ~~National~~computed ~~Five~~by ~~Holding~~dividing ~~Ltd,~~net ~~which~~income ~~was~~(loss) ~~inactive~~available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the ~~years~~period. ~~ended~~Diluted ~~December~~EPS ~~31,~~gives ~~2019~~effect to all dilutive potential common shares outstanding during the period using the treasury stock method and ~~2018~~convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excluded all dilutive potential shares if their effect is anti-dilutive.

bh. ~~Cash~~Segments of an enterprise and ~~Cash~~related ~~Equivalents~~information

~~Cash~~ASC ~~and~~280, ~~cash~~“Segment ~~equivalents~~Reporting” ~~consist~~establishes guidance for the way that public companies report information about operating segments in annual financial statements and requires reporting of ~~commercial~~selected ~~accounts,~~information ~~trust~~about ~~accounts~~operating segments in interim financial statements issued to the public. It also establishes standards for disclosures regarding products and ~~interest-bearing~~services, ~~bank~~geographic ~~deposit~~areas and major customers. ~~Items~~ASC ~~are~~280 ~~considered~~defines tooperating besegments ~~cash~~as ~~equivalents~~components ifof ~~the~~a ~~original~~company ~~maturity~~about which separate financial information is ~~three~~available ~~months~~that oris ~~less~~evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance.

ci. ~~Research~~Fair ~~and~~value ~~development~~measurements

~~Research~~The Company adopted ASC 820, Fair Value Measurements. ASC 820 provides a definition of fair value, establishes a hierarchy for measuring fair value under generally accepted accounting principles and ~~development~~requires ~~costs~~certain ~~are~~disclosures ~~expensed~~about tofair ~~operations~~values used in the financial statements. ASC 820 defines fair value as ~~incurred~~the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the primary or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value, which are the following:

d.Level ~~Foreign~~1 ~~currency~~- ~~translation~~Quoted prices in active markets for identical assets or liabilities.

~~The~~Level ~~functional~~2 ~~currencies~~- ofInputs ~~the~~other ~~Company~~than ~~and~~Level ~~its~~1 ~~subsidiary~~that ~~were~~are ~~determined~~observable, aseither ~~the~~directly USor ~~dollar~~indirectly, ~~which~~such isas ~~the~~quoted ~~currency~~prices offor ~~their~~similar ~~primary~~assets ~~economic~~or ~~environment.~~liabilities; ~~Amounts~~quoted ~~incurred~~prices in ~~Canadian~~markets ~~dollars~~that are ~~translated~~not ~~into~~active; or other inputs that are observable or can be corroborated by observable market data for substantially the ~~functional~~full ~~currency~~term asof ~~follows:~~the assets or liabilities.

~~(i)Monetary~~Level ~~assets~~3 ~~and~~- ~~liabilities~~Unobservable atinputs ~~the~~that ~~rate~~are ofsupported ~~exchange~~by inlittle ~~effect~~or asno atmarket activity and that are significant to the ~~balance~~fair ~~sheet~~value ~~date;~~ of the assets or liabilities.

~~(ii)Non-monetary~~j. ~~assets~~Comparative ~~and liabilities at the exchange rates prevailing at the time of the acquisition of the assets or assumption of the liabilities; and~~ figures

~~(iii)Revenues~~Certain ~~and~~comparative ~~expenditures~~figures athave ~~rates~~been ~~approximating~~adjusted ~~the~~to ~~average~~conform ~~rate~~to ~~of exchange for~~ the current year’s presentation.

~~e. Use of estimates~~11

The preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenditures during the reporting period2. ~~Actual~~SIGNIFICANT ~~results~~ACCOUNTING ~~could~~POLICIES ~~differ from these estimates.~~(continued)

11k. Recently adopted accounting pronouncements

2In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). ~~SIGNIFICANT~~Topic ~~ACCOUNTING~~842 ~~POLICIES~~is effective for public companies for annual reporting periods beginning after December 15, 2018, including interim periods within those fiscal years. The new standard establishes a right-of-use (~~continued~~“ROU”) model that requires a lessee to record a ROU asset and a lease liability, measured on a discounted basis, on the balance sheet for all leases with terms longer than 12 months. Leases are classified as either finance or operating, with classification affecting the pattern of expense recognition in the statement of income. Originally, entities were required to adopt ASU 2016-02 using a modified retrospective approach, which required prior periods to be presented under this new standard with certain practical expedients available.

fHowever, in July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements, which allows entities the option of recognizing the cumulative effect of applying the new standard as an adjustment to the opening balance of retained earnings in the year of adoption while continuing to present all prior periods under previous lease accounting guidance. ~~Income~~The ~~taxes~~Company adopted Topic 842 as of January 1, 2019 which did not result in any impact on the Company’s financial statements as the Company did not have leases with terms longer than 12 months.

~~Deferred~~Other ~~income~~recent ~~taxes~~accounting ~~are~~pronouncements ~~reported~~issued ~~for~~by ~~timing~~the ~~differences~~Financial ~~between~~Accounting ~~items~~Standards ofBoard ~~income~~ or ~~expense~~other ~~reported~~authoritative instandards ~~the~~groups ~~financial statements and those reported for income tax purposes in accordance~~ with ~~ASC~~future ~~740,~~effective ~~“Income~~dates ~~Taxes”,~~are ~~which~~either ~~requires~~not ~~the~~applicable ~~use~~or ~~of the asset/liability method of accounting for income taxes. Deferred income taxes and tax benefits~~ are ~~recognized~~not ~~for~~expected ~~the~~to ~~future~~be ~~tax~~significant ~~consequences attributable~~ to ~~differences between~~ the financial ~~statement~~statements ~~carrying amounts~~ of assets and liabilities and their respective tax bases, and for tax losses and credit carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the ~~years in which those temporary differences are expected to be recovered or settled. The~~ Company ~~provides for deferred taxes for the estimated future tax effects attributable to temporary differences and carry-forwards when realization is more likely than not~~.

g3. ~~Basic~~FINANCIAL ~~and diluted net loss per share~~INSTRUMENTS

~~The~~Fair Company computes net income (loss) per share in accordance with ASC 260, “Earnings per Share”. ASC 260 requires presentation of both basic and diluted earnings per share (“EPS”) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excluded all dilutive potential shares if their effect is anti-dilutive.values

h.The ~~Segments~~carrying values of anaccounts ~~enterprise~~payable, loans payable, due to director and ~~related~~legal ~~information~~liability approximate their fair values because of the short maturity of these financial instruments.

~~ASC~~Interest ~~280,~~rate “Segment Reporting” establishes guidance for the way that public companies report information about operating segments in annual financial statements and requires reporting of selected information about operating segments in interim financial statements issued to the public. It also establishes standards for disclosures regarding products and services, geographic areas and major customers. ASC 280 defines operating segments as components of a company about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance.risk

i.The ~~Fair~~Company ~~value~~is ~~measurements~~not exposed to significant interest rate risk due to the fixed rates of interest on its monetary assets and liabilities.

~~The~~Credit Company adopted ASC 820, Fair Value Measurements. ASC 820 provides a definition of fair value, establishes a hierarchy for measuring fair value under generally accepted accounting principles and requires certain disclosures about fair values used in the financial statements. ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the primary or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value under ASC 820 must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value, which are the following:risk

~~Level~~The 1Company -is ~~Quoted~~exposed ~~prices~~to incredit ~~active~~risk ~~markets~~with ~~for~~respect ~~identical~~to ~~assets~~its orcash. ~~liabilities~~The Company deposits cash with a high credit quality financial institution as determined by rating agencies.

~~Level~~Currency 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.risk

~~Level~~The 3Company -is ~~Unobservable~~subject ~~inputs~~to ~~that~~currency ~~are~~risk ~~supported~~as bycertain ~~little~~of orthe noassets ~~market activity~~ and ~~that~~liabilities are ~~significant~~denominated in Canadian dollars. The exchange rate conversion to ~~the~~US ~~fair~~dollars ~~value~~may ofvary ~~the~~from ~~assets~~time orto ~~liabilities~~time.

j.Liquidity ~~Comparative figures~~risk

~~Certain~~Liquidity ~~comparative~~risk ~~figures~~is ~~have~~the ~~been~~risk ~~adjusted~~that toan ~~conform~~entity towill encounter difficulty in meeting obligations associated with its financial liabilities. The Company is reliant upon related parties and share issuance as its sources of cash. The Company has received financing from related parties and share issuances in the ~~current~~past; ~~year’s~~however, ~~presentation~~there is no assurance that it will be able to do so in the future.

24. ~~SIGNIFICANT~~ACCOUNTS ~~ACCOUNTING~~PAYABLE ~~POLICIES~~AND ~~(continued)~~ACCRUED LIABILITIES

k. Recently adopted accounting pronouncements

	2020		2019
Accounts payable	$	525,924	$	220,559
Accrued liabilities		354,512		1,000,233
	$	880,436	$	1,220,792

InCertain ~~February~~creditors ~~2016,~~and the ~~FASB~~Company ~~issued~~have ~~ASU~~agreed ~~2016-02,~~to ~~Leases~~settle ~~(Topic~~their ~~842).~~debts ~~Topic 842 is effective~~ for ~~public~~the ~~companies~~issuance ~~for~~of ~~annual reporting periods beginning after December 15~~10, ~~2018~~168,720 ~~including~~shares ~~interim periods within those fiscal years. The new standard establishes a right-~~of~~-use~~ ~~("ROU")~~common ~~model~~stock ~~that~~valued ~~requires~~at ~~a lessee to record a ROU asset and a lease liability~~$21,328. ~~measured~~This ontransaction awill ~~discounted~~be ~~basis,~~completed onas ~~the~~soon ~~balance sheet for all leases with terms longer than 12 months. Leases are classified~~ as ~~either finance or operating, with classification affecting~~ the ~~pattern~~company ofis ~~expense recognition~~ in ~~the statement of income. Originally, entities were required to adopt ASU 2016-02 using~~ a ~~modified~~position ~~retrospective approach, which required prior periods~~ to beissue ~~presented~~the ~~under~~shares. ~~this~~See ~~new~~also ~~standard~~Note ~~with certain practical expedients available.~~6

However, in July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements, which allows entities the option of recognizing the cumulative effect of applying the new standard as an adjustment to the opening balance of retained earnings in the year of adoption while continuing to present all prior periods under previous lease accounting guidance5. ~~The~~LOANS ~~Company adopted Topic 842 as of January 1, 2019 which did not result in any impact on the Company’s financial statements as the Company did not have leases with terms longer than 12 months.~~PAYABLE

Other recent accounting pronouncements issued by the Financial Accounting Standards Board or other authoritative standards groups with future effective dates are either not applicable or are not expected to be significant to the financial statements of the Company.

	2020		2019
Demand loans	$	417,364	$	417,364
Promissory notes		8,625		8,625
Interest payable		16,927		16,927
	$	442,916	$	442,916

3.The ~~FINANCIAL~~demand ~~INSTRUMENTS~~loans are non-interest bearing, unsecured with no fixed terms of repayment.

~~Fair~~The ~~values~~promissory notes bear interest rate of 10% per annum and are convertible to the Company’s shares at the Company’s option at a price to be agreed upon both the Company and the promissory note holders.

~~The~~6. ~~carrying~~RELATED ~~values~~PARTY ~~of accounts payable, loans payable, due to director and legal liability approximate their fair values because of the short maturity of these financial instruments.~~TRANSACTIONS

~~Interest~~a.The ~~rate~~amount ~~risk~~of $949,852 due to a director and to a former director (December 31, 2019: $616,159 due to a former director of the Company) has no specific terms of repayment, is non-interest bearing and unsecured. The creditor and the Company have agreed to settle $949,852 (the debt) for the issuance of 46,500,000 shares of common stock. This transaction will be completed as soon as the company is in a position to issue the shares.

b.The Company isaccrued ~~not~~management ~~exposed~~fees topayable ~~significant~~of ~~interest~~$nil ~~rate~~in ~~risk~~total ~~due~~ to a director of the ~~fixed~~Company ~~rates~~for his services as an officer of ~~interest~~the onCompany ~~its~~during ~~monetary~~the ~~assets~~year ~~and~~ended ~~liabilities~~December 31, 2020 (2019: $120,000).

~~Credit~~7. ~~risk~~LEGAL LIABILITY

~~The~~During 2000 to 2008, the Company’s isformer ~~exposed~~subsidiaries Northstar Technical Inc. (“NTI”) and Northstar Network Ltd. (“NNL”) received funding from Atlantic Canada Opportunities Agency (“ACOA”) to ~~credit~~fund ~~risk~~their ~~with~~projects. ~~respect~~In 2013, ACOA filed claims against NTI, NNL and the Company for repayments of advances due to ~~its~~events ~~cash~~of default. The ~~Company~~advances ~~deposits~~and ~~cash~~interests ACOA claimed totaled $3,079,475 CAD ($2,257,255). In accordance with the agreements signed between NTI, NNL and the Company, the Company was jointly and severally liable for the obligations. Further, the claim amount bears a ~~high~~daily ~~credit~~interest ~~quality~~of ~~financial~~CAD ~~institution~~$358 asfrom ~~determined~~February by15, ~~rating~~2013 ~~agencies~~to settlement. During the year ended December 31, 2019, the Company accrued interest in the amount of $98,456 (2018: $100,834).

Currency risk

	2020		2019
Legal liability	$	2,403,152	$	2,403,152
Interest payable		733,734		697,069
	$	3,136,886	$	3,100,221

~~The Company is subject to currency risk as certain of the assets and liabilities are denominated in Canadian dollars. The exchange rate conversion to US dollars may vary from time to time.~~13

~~Liquidity~~8. ~~risk~~WARRANTS

~~Liquidity~~Warrant ~~risk~~activity isfor the ~~risk~~years ~~that~~ended anDecember ~~entity~~31, ~~will~~2020 ~~encounter~~and ~~difficulty~~2019 ~~in meeting obligations associated with its financial liabilities. The Company~~ is ~~reliant upon related parties and share issuance~~ as ~~its sources of cash. The Company has received financing from related parties and share issuances in the past; however, there is no assurance that it will be able to do so in the future.~~follows:

4. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

	Number of Warrants	Weighted Average Exercise Price
Balance December 31, 2018	17,959,148	$0.64
Expired	(2,500,000)	$0.04
Issued	14,629,208	$0.05
Balance December 31, 2019	15,459,148	$0.07
Expired	(14,629,208)	$0.04
Balance December 31, 2020	829,940	$0.04

	2019		2018
Accounts payable	$	220,559	$	259,550
Accrued liabilities		1,000,233		850,906
	$	1,220,792	$	1,110,456

As at December 31, 2020 the outstanding warrants were:

	Exercise	Number of Warrants
Expiry Date	Price	2020	2019
Open(1)	$ 0.50	389,170	389,170
Open(1)	$ 0.75	389,170	389,170
Open(2)	$ 0.25	51,600	51,600
April 20, 2019	$ 0.04	-	-
April 23, 2020	$ 0.05	-	645,000
April 23, 2020	$ 0.05	-	850,000
September 30, 2020	$ 0.05	-	792,102
September 30, 2020	$ 0.05	-	500,000
September 30, 2020	$ 0.05	-	11,842,106
Total outstanding and exercisable		829,940	15,459,148
Weighted average outstanding life of warrants (years)		Open	0.88 - Open

5(1)These warrants were issued in 2005. ~~LOANS~~The ~~PAYABLE~~expiry date of the warrants are six months after the closing bid price for the common stock of the Company has been over $0.65 and $1.00 per share respectively for five consecutive trading days.

	2019		2018
Demand loans	$	417,364	$	417,364
Promissory notes		8,625		8,625
Interest payable		16,927		16,927
	$	442,916	$	442,916

(2)These warrants were issued in 2008 and they do not have an expiry date.

~~The~~9. ~~demand~~INCOME ~~loans are non-interest bearing, unsecured with no fixed terms of repayment.~~TAXES

~~The~~Income ~~promissory~~taxes ~~notes~~vary ~~bear~~from ~~interest~~the ~~rate~~amount ofthat ~~10%~~would ~~per~~be ~~annum~~computed ~~and~~by ~~are~~applying ~~convertible to~~ the ~~Company’s~~estimated ~~shares~~combined atstatutory ~~the~~income ~~Company’s~~tax ~~option~~rate at(21%) afor ~~price to be agreed upon both~~ the ~~Company~~following ~~and the promissory note holders.~~reasons:

6. RELATED PARTY TRANSACTIONS

	2020		2019
Loss before income taxes	$	(48,667)	$	(580,344)
Income tax rate		21%		21%
Expected income tax recovery		(10,222)		(121,872)
Permanent difference		-		10,500
Effect from change in tax rates		-		-
Change in valuation allowance		10,222		111,372
Provision for income taxes	$	-	$	-

~~a.The amount of $616,159 (December 31, 2018: $521,074) due to a director of the Company has no specific terms of repayment, is non-interest bearing and unsecured.~~ 14

b9.~~The~~ ~~Company~~INCOME ~~accrued~~TAXES ~~management fees payable of $120,000 in total to a director of the Company for his services as an officer of the Company during the year ended December 31, 2019~~ (~~2018: $120,000~~continued).

7.Deferred ~~LEGAL~~income ~~LIABILITY~~taxes reflect the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.

During 2000 to 2008, the Company’s former subsidiaries Northstar Technical Inc. (“NTI”) and Northstar Network Ltd. (“NNL”) received funding from Atlantic Canada Opportunities Agency (“ACOA”) to fund their projects. In 2013, ACOA filed claims against NTI, NNL and the Company for repayments of advances due to events of default. The advances and interests ACOA claimed totaled $3,079,475 CAD ($2,257,255). In accordance with the agreements signed between NTI, NNL and the Company, the Company was jointly and severally liable for the obligations. Further, the claim amount bears a daily interest of CAD $358 from February 15, 2013 to settlement. During the year ended December 31, 2019, the Company accrued interest in the amount of $98,456 (2018: $100,834).

	2020		2019
Deferred tax asset attributable to:
Non-capital loss	$	2,028,382	$	2,018,162
Less: change in valuation allowance		(2,028,382)		(2,018,162)
	$	-	$	-

		2019		2018
Legal liability	$	2,403,152	$	2,257,255
Interest payable		697,069		598,613
	$	3,100,221	$	2,855,868

The Company’s carried losses for income tax purposes are $9,610,295 which may be carried forward to apply against future income tax. The future tax benefit of these loss carry-forwards has been offset with a full valuation allowance. These losses expire as follows:

8. WARRANTS

2026	$	681,591
2027		718,441
2028		1,791,899
2029		1,039,431
2030		1,272,447
2031		1,807,955
2032		864,013
2033		102,286
2034		(297,953)
2035		(332,517)
2036		535,288
2037		639,125
2038		257,946
2039		530,344
2040		48,677
	$	9,658,973

~~Warrant~~The ~~activity~~Company has adopted Financial Accounting Standards Board Interpretation No. 48, “Accounting for Uncertainty in Income Taxes” - an interpretation of SFAS 109. (FIN 48), as codified in ASC 740. ASC 740 addresses the ~~years~~determination ~~ended~~of ~~December~~whether 31tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under ASC 740, ~~2019~~the ~~and~~Company ~~2018~~may recognize the tax benefit from an uncertain tax position only if it is asmore ~~follows:~~likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position would be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. ASC 740 also provides guidance on de-recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, and accounting for interest and penalties associated with tax positions.

	Number of Warrants	Weighted Average Exercise Price
Balance December 31, 2017	5,157,440	$0.64
Expired	(1,827,500)	$0.04
Issued	14,629,208	$0.05
Balance December 31, 2018	17,959,148	$0.07
Expired	(2,500,000)	$0.04
Balance December 31, 2019	15,459,148	$0.04

The Company did not file its U.S. federal income tax returns, including, without limitation, information returns on Internal Revenue Service (“IRS”) Form 5471, Information Return of U.S. Persons With Respect to Certain Foreign Corporations for the years ended December 31, 2007 through 2020. Failure to furnish any information with respect to any foreign business entity required, within the time prescribed by the IRS, subjects the Company to certain civil penalties.

1415

89. ~~WARRANTS~~INCOME TAXES (continued)

AsThe atCompany did not file the information reports for the years ended December 31, 2007 through 2020 concerning its interest in foreign bank accounts on TDF 90-22.1, “Report of Foreign Bank and Financial Accounts” (“FBARs”). For not complying with the FBAR reporting and recordkeeping requirements, the Company is potentially subject to civil penalties up to $10,000 for each of its foreign bank accounts. During the year ended December 31, 2019, the ~~outstanding~~Company ~~warrants~~accrued ~~were:~~$50,000 on potential penalty for failure to file the form TDF 90-22.1. In addition, because the Company did not generate any income in the United States or otherwise have any U.S. taxable income, the Company does not believe that it owes U.S. federal income taxes in respect to any transactions that the Company or any of its subsidiaries may have engaged in through December 31, 2020. However, there can be no assurance that the IRS will agree with the position, and therefore the Company ultimately could be held liable for U.S. federal income taxes, interest and penalties.

	Exercise	Number of Warrants
Expiry Date	Price	2019	2018
Open (1)	$ 0.50	389,170	389,170
Open (1)	$ 0.75	389,170	389,170
Open (2)	$ 0.25	51,600	51,600
April 20, 2019	$ 0.04	-	2,500,000
April 23, 2020	$ 0.05	645,000	645,000
April 23, 2020	$ 0.05	850,000	850,000
September 30, 2020	$ 0.05	792,102	792,102
September 30, 2020	$ 0.05	500,000	500,000
September 30, 2020	$ 0.05	11,842,106	11,842,106
Total outstanding and exercisable		15,459,148	17,959,148
Weighted average outstanding life of warrants (years)		0.88 - Open	0.94 - Open

10. COMMON STOCK

~~(1)These~~During ~~warrants were issued in 2005. The expiry date of~~ the ~~warrants~~years ~~are~~ended ~~six~~December ~~months~~31, ~~after~~2020 ~~the~~and ~~closing~~2019, ~~bid price for~~ the ~~common stock of the~~ Company ~~has~~did ~~been~~not ~~over~~issue ~~$0.65~~any ~~and~~common $1shares.~~00 per share respectively for five consecutive trading days.~~

~~(2)These~~See ~~warrants~~also ~~were~~Notes ~~issued~~4 ~~in 2008~~ and ~~they do not have an expiry date.~~ 6

9.Preferred ~~INCOME TAXES~~Shares

~~Income~~Issued ~~taxes vary from the amount that would be computed by applying the estimated combined statutory income tax rate (21%)~~ for ~~the following reasons~~cash:

	2019		2018
Loss before income taxes	$	(580,344)	$	(257,946)
Income tax rate		21%		21%
Expected income tax recovery		(121,872)		(54,169)
Permanent difference		10,500		-
Effect from change in tax rates		-		1,146,861
Change in valuation allowance		111,372		(1,092,692)
Provision for income taxes	$	-	$	-

All classes of the preferred shares bear interest at 10% per annum paid semiannually not in advance and are convertible to shares of common stock of the Company after two years from receipt of funds at a 20% discount to the then current market price of the Company’s common stock. The preferred shares may be converted after six months and before two years under similar terms but with a 15% discount to market. At December 31, 2020, the outstanding number of preferred Classes A, B and C shares are 582,716 Class A (December 31, 2019: 582,716), 15,000 Class B (December 31, 2019: 15,000) and nil Class C (December 31, 2019: nil), respectively.

~~Deferred~~11. ~~income~~LOSS ~~taxes~~PER ~~reflect the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes.~~SHARE

	2019		2018
Deferred tax asset attributable to:
Non-capital loss	$	2,018,162	$	1,906,790
Less: change in valuation allowance		(2,018,162)		(1,906,790)
	$	-	$	-

The potentially dilutive securities that were excluded from the earnings (loss) per share calculation consist of 829,940 warrants (2019: 15,459,148). The warrants and any preferred share conversions would be antidilutive and therefore excluded.

1516

9Item 8. ~~INCOME~~Changes ~~TAXES~~in ~~(continued)~~and Disagreements with Accountants on Accounting and Financial Disclosure

~~The~~There ~~Company's carried losses for income tax purposes~~ are ~~$9,610,295~~no ~~which~~reportable ~~may~~disagreements beon ~~carried~~accounting ~~forward~~or tofinancial ~~apply~~disclosure ~~against future income tax~~issues. ~~The future tax benefit of these loss carry-forwards has been offset with a full valuation allowance. These losses expire as follows:~~

2026	$	681,591
2027		718,441
2028		1,791,899
2029		1,039,431
2030		1,272,447
2031		1,807,955
2032		864,013
2033		102,286
2034		(297,953)
2035		(332,517)
2036		535,288
2037		639,125
2038		257,946
2039		530,343
	$	9,610,295

Item 8A. Controls and Procedures

~~The~~Management’s ~~Company~~Annual ~~has~~Report adopted Financial Accounting Standards Board Interpretation No. 48, “Accounting for Uncertainty in Income Taxes” - an interpretation of SFAS 109. (FIN 48), as codified in ASC 740. ASC 740 addresses the determination of whether tax benefits claimed or expected to be claimed on aInternal ~~tax~~Control ~~return~~over ~~should~~Financial be recorded in the financial statements. Under ASC 740, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position would be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. ASC 740 also provides guidance on de-recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, and accounting for interest and penalties associated with tax positions.Reporting

~~The~~Our ~~Company~~management ~~did~~is ~~not~~responsible ~~file~~for ~~its~~establishing ~~U.S.~~and ~~federal~~maintaining ~~income~~adequate ~~tax~~internal ~~returns,~~control ~~including,~~over ~~without~~financial ~~limitation,~~reporting ~~information~~(as ~~returns~~defined onin ~~Internal~~Rule ~~Revenue Service~~ 13a-15(~~“IRS”~~f) ~~Form~~under ~~5471, Information Return of U.S. Persons With Respect to Certain Foreign Corporations for~~ the ~~years~~Exchange ~~ended December 31, 2007 through 2019~~Act). ~~Failure to furnish any information with respect to any foreign business entity required, within the time prescribed by the IRS, subjects the Company to certain civil penalties.~~

~~The~~Framework ~~Company~~used ~~did~~by ~~not~~Management ~~file~~to ~~the~~Evaluate ~~information reports for~~ the ~~years~~Effectiveness ~~ended December 31, 2007 through 2019 concerning its interest in foreign bank accounts on TDF 90-22.1, “Report~~ of ~~Foreign~~Internal ~~Bank~~Controls ~~and~~over Financial Accounts” (“FBARs”). For not complying with the FBAR reporting and recordkeeping requirements, the Company is potentially subject to civil penalties up to $10,000 for each of its foreign bank accounts. During the year ended December 31, 2019, the Company accrued $50,000 on potential penalty for failure to file the form TDF 90-22.1. In addition, because the Company did not generate any income in the United States or otherwise have any U.S. taxable income, the Company does not believe that it owes U.S. federal income taxes in respect to any transactions that the Company or any of its subsidiaries may have engaged in through December 31, 2019. However, there can be no assurance that the IRS will agree with the position, and therefore the Company ultimately could be held liable for U.S. federal income taxes, interest and penalties.Reporting

16I maintain internal controls and procedures that are designed to ensure that information required to be disclosed in our filings under the Exchange Act is recorded, processed, summarized and reported within the periods specified in the rules and forms of the SEC. This information is accumulated and communicated to our executive officers to allow timely decisions regarding required disclosure within certain policies and procedures. These policies and procedures include:

~~10.~~-maintenance ~~COMMON~~of ~~STOCK~~records in reasonable detail to accurately and fairly reflect the transactions and dispositions of assets;

~~During~~-provide ~~the~~reasonable ~~year~~assurance ~~ended~~that ~~December~~transactions 31are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, ~~2019~~and that receipts and expenditures are being made only in accordance with authorizations of management and directors, ~~the~~and ~~Company~~provide ~~did~~reasonable ~~not~~assurance ~~issue~~regarding ~~any~~prevention ~~common~~or ~~shares~~timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on our financial statements.

~~During~~For the year ended December 31, ~~2018,~~2020 ~~the~~management ~~Company~~has ~~issued~~relied ~~28,258,416~~on ~~common~~the ~~shares~~Committee ~~for cash~~ of ~~$268,405.~~Sponsoring ~~Included~~Organizations inof ~~these~~the ~~issuances~~Treadway ~~were~~Commission 14(COSO),~~629,208~~ ~~attached warrants with~~ an ~~exercise~~Internal ~~price~~Control of- ~~$0.05~~Integrated ~~for~~Framework aissued ~~period~~in of1992, ~~one~~ to ~~two~~evaluate ~~years.~~the Noeffectiveness ~~value~~of ~~was~~our ~~attributed~~internal tocontrol ~~these~~over ~~warrants~~financial reporting.

~~During~~Management’s ~~the~~Assessment ~~year~~of ~~ended December 31, 2018,~~ the ~~Company~~Effectiveness ~~issued 1,000,000 common shares for services with a fair value~~ of ~~$10,000.~~Internal ~~Included~~Controls inover ~~this~~Financial ~~issuance~~Reporting ~~were~~as ~~500,000 attached warrants with an exercise price~~ of ~~$0.05~~December ~~for a period of two years. No fair value was attributed to the warrants as the $10~~31,~~000~~ ~~was determined to be the fair value of the service received.~~2020

~~Preferred~~Management ~~Shares~~conducted an evaluation of the effectiveness of our internal control over financial reporting and determined that our internal control over financial reporting was effective as of December 31, 2020.

~~Issued~~Attestation ~~for~~Report ~~cash:~~of the Registered Accounting Firm

~~All~~This ~~classes~~annual ofreport ~~the~~does ~~preferred shares bear interest at 10% per annum paid semiannually~~ not ininclude ~~advance~~an ~~and~~attestation ~~are~~report ~~convertible to shares~~ of ~~common stock of~~ the Company’s ~~after~~registered ~~two~~public ~~years~~accounting ~~from~~firm ~~receipt~~regarding ofinternal ~~funds~~control atover afinancial ~~20%~~reporting. ~~discount~~Management’s toreport ~~the~~was ~~then~~not ~~current~~subject ~~market~~to ~~price~~attestation ofby the Company’s ~~common~~registered ~~stock.~~public ~~The~~accounting ~~preferred~~firm ~~shares~~pursuant ~~may be converted after six months and before two years under similar terms but with a 15% discount~~ to ~~market.~~temporary Atrules ~~December~~of ~~31, 2019,~~ the ~~outstanding~~SEC ~~number~~that ofpermit ~~preferred~~the ~~Classes~~Company A,to Bprovide ~~and~~only Cmanagement’s ~~shares~~report ~~are~~in ~~582,716~~this ~~Class~~annual ~~A (December 31, 2018: 582,716), 15,000 Class B (December 31, 2018: 15,000) and nil Class C (December 31, 2018: nil), respectively~~report.

~~11.~~Factors ~~LOSS~~Considered ~~PER~~in ~~SHARE~~Determining Effectiveness of Internal Controls and Procedures

~~The~~Our ~~potentially~~President/Chief ~~dilutive~~Executive ~~securities~~Officer/Chief ~~that~~Financial ~~were~~Officer, ~~excluded~~has ~~from~~evaluated the ~~earnings~~effectiveness of our internal controls and procedures (~~loss)~~as ~~per~~such ~~share~~term ~~calculation~~is ~~consist~~defined ofin Rules 13a-15~~,459,148~~(e) ~~warrants~~and 15d-15(~~2018: 17,959,148~~e). ~~The~~under ~~warrants~~the ~~and~~Securities ~~any~~Exchange ~~preferred~~Act ~~share~~of ~~conversions~~1934, ~~would~~as beamended ~~antidilutive~~(the ~~and~~“Exchange ~~therefore excluded~~Act”).

~~Item~~Our 8internal controls over financial reporting are designed by, or under the supervision of, our President/Chief Executive Officer/Chief Financial Officer, or persons performing similar functions, and effected by our board of directors, management and other personnel, and provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. ~~Changes~~Our internal control over financial reporting includes those policies and procedures that provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, that our receipts, expenditures and ~~Disagreements~~business transactions are being made in accordance with ~~Accountants~~authorizations onof ~~Accounting~~our management and ~~Financial~~directors ~~Disclosure~~and that all of our reporting obligations are met.

~~There~~Management’s ~~are~~Assessment noof ~~reportable~~the ~~disagreements~~Effectiveness onof ~~accounting~~Disclosure orControls ~~financial~~over ~~disclosure~~Financial ~~issues.~~Reporting

~~Item~~Management 8Aconducted an evaluation of the effectiveness of our disclosure control over financial reporting and determined that our disclosure control over financial reporting was not effective as of December 31, 2020. ~~Controls~~In the future, management will review the form of the 10-K to ensure that the affirmations meet the disclosure affirmation requirements and ~~Procedures~~the internal control affirmation requirements. Measures have been taken to ensure any weakness in disclosure controls is remedied, principally by input from the Company’s legal securities counsel with respect to the disclosure obligations of the Company and from adequate allocation of resources.

~~Management's Annual Report on Internal Control over Financial Reporting~~18

~~Our~~PART ~~management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act).~~III

~~Framework~~Item ~~used~~9. byDirectors, ~~Management~~Executive toOfficers, ~~Evaluate~~Promoters ~~the~~and ~~Effectiveness~~Control ~~of Internal Controls over Financial Reporting~~Persons;

ICompliance ~~maintain~~with ~~internal~~Section ~~controls~~16(a) ~~and~~of ~~procedures that are designed to ensure that information required to be disclosed in our filings under~~ the Exchange Act is recorded, processed, summarized and reported within the periods specified in the rules and forms of the SEC. This information is accumulated and communicated to our executive officers to allow timely decisions regarding required disclosure within certain policies and procedures. These policies and procedures include:

-maintenance of records in reasonable detail to accurately and fairly reflect the transactions and dispositions of assets;

Name of Director	Age	Office
Wilson Russell, PhD	75	Former President and Principal Financial Officer
Howard Nash	67	President and Acting CEO
Piers VanZiffle	73	Chairman of the Board, & Director

~~-provide~~Item ~~reasonable~~10. ~~assurance~~Executive that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorizations of management and directors, and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of assets that could have a material effect on our financial statements. compensation

~~For~~During the year ~~ended~~2020 ~~December 31, 2019 management has relied on~~ the ~~Committee~~Company ofpaid ~~Sponsoring~~or ~~Organizations~~accrued ofas ~~the~~payable ~~Treadway~~$nil ~~Commission~~ (~~COSO)~~2019 $120,000; an2018 ~~Internal~~$120,000; ~~Control~~2017 ~~- Integrated Framework issued in 1992~~$105,000) to ~~evaluate~~Wilson Russell, the ~~effectiveness~~Company’s ofPresident, ~~our~~for ~~internal~~his ~~control over financial reporting~~services.

~~Management’s~~Item ~~Assessment~~11. ofSecurity ~~the~~Ownership ~~Effectiveness~~ of ~~Internal~~Certain ~~Controls~~Beneficial ~~over~~Owners ~~Financial~~and ~~Reporting as of December 31, 2019~~Management

Management conducted an evaluation of the effectiveness of our internal control over financial reporting and determined that our internal control over financial reporting was effective as of December 31, 2019.

Class	Name and Address	Number of Shares	Percentage of Shares*

Common	Wilson Russell 5450 Vine Street, Suite 405 Vancouver, B.C. Canada V6N 3Z9	9,014,721	7.05%
Common	Sandra Lafleur-Nash 78 Rehwinkel Road NW Edmonton, Alberta Canada T6R 1Z8	5,735,000	4.49%
Common	Piers VanZiffle 1166 Alberni Street Vancouver, B.C Canada V6E 3Z3	1,230,830	0.96%

Common	All officers and directors as a group:	15,980,551	12.50%

~~Attestation~~*Based ~~Report~~on 127,838,231 shares of ~~the~~common ~~Registered~~stock ~~Accounting~~issued ~~Firm~~and outstanding September 30, 2020

~~Factors Considered in Determining Effectiveness of Internal Controls and Procedures~~None

~~Our~~Item ~~President/Chief~~13. ~~Executive~~Exhibits ~~Officer/Chief Financial Officer, has evaluated the effectiveness of our internal controls~~ and ~~procedures~~Reports ~~(as~~on ~~such~~Form ~~term is defined in Rules 13a~~8-~~15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) as of December 31, 2016.~~K

18No change in exhibits since previous filing.

~~Our~~No ~~internal~~Form ~~controls~~8K ~~over~~was ~~financial~~filed ~~reporting~~during ~~are designed by, or under~~ the ~~supervision~~fourth ~~of,~~quarter ~~our President/Chief Executive Officer/Chief Financial Officer, or persons performing similar functions, and effected by our board~~ of directors, management and other personnel, and provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles2020. Our internal control over financial reporting includes those policies and procedures that provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, that our receipts, expenditures and business transactions are being made in accordance with authorizations of our management and directors and that all of our reporting obligations are met.

~~Management’s~~Item ~~Assessment~~14. ofPrincipal ~~the~~Accountants ~~Effectiveness~~Fees ofand ~~Disclosure Controls over Financial Reporting as of December 31, 2018~~Services

~~Management~~During ~~conducted~~2020, ~~an evaluation of~~ the ~~effectiveness~~Company’s ofauditors ~~our~~charged ~~disclosure~~approximately ~~control~~$16,500 ~~over~~remuneration ~~financial~~for ~~reporting~~audit and ~~determined~~related ~~that~~(quarterly ~~our~~review) ~~disclosure control over financial reporting was effective as of December 31, 2019~~services. InNo ~~the~~other ~~future,~~services ~~management~~were ~~will~~provided ~~review the form of the 10-K~~ to ~~ensure that~~ the ~~affirmations~~Company ~~meet the disclosure affirmation requirements and the internal control affirmation requirements. Measures have been taken to ensure any weakness in disclosure controls is remedied, principally~~ by ~~input~~its ~~from~~auditors ~~the Company’s legal securities counsel with respect to the disclosure obligations of the Company~~ and ~~from~~principal ~~adequate allocation of resources~~accountants.

~~PART~~During ~~III~~2019, the Company’s auditors received approximately $17,095 in remuneration for audit and related (quarterly review) services. No other services were provided to the Company by its auditors and principal accountants.

~~Item~~During 9.the ~~Directors,~~year ~~Executive~~2018 ~~Officers~~the Company’s auditors received approximately $16,000 ~~Promoters~~in remuneration for audit and ~~Control~~related ~~Persons;~~services. No other services were provided to the Company by its auditors and principal accountants

~~Compliance~~During ~~with~~the ~~Section~~year ~~16(a)~~2017 ofthe Company’s auditors received approximately $29,000 in remuneration for audit and related services. No other services were provided to the ~~Exchange~~Company ~~Act~~by its auditors and principal accountants

Name of Director		Age		Office
Wilson Russell, PhD		73		President and Principal Financial Officer

During the year 2016 the Company’s auditors received approximately $16,500 in remuneration for audit and related services. No other services were provided to the Company by its auditors and principal accountants

~~Item~~During 10the year 2015 the Company’s auditors received approximately $6,250 in remuneration for audit and related services. ~~Executive~~No ~~compensation~~other services were provided to the Company by its auditors and principal accountants.

During the ~~year~~years ~~2019~~2012, ~~the~~2013 ~~Company~~and ~~paid~~2014 orthe ~~accrued~~Company’s asauditors ~~payable~~received approximately $~~120~~15,000 ~~(2018~~in ~~$120,000;~~remuneration ~~2017~~for ~~$105,000)~~audit toand ~~Wilson~~related ~~Russell,~~services. No other services were provided to the Company’s ~~President,~~by ~~for~~its ~~his~~auditors ~~services~~and principal accountants.

~~Item~~During 112011, the Company’s auditors and principal accountants received approximately $98,113 in remuneration for audit and related (quarterly review) services. ~~Security~~No ~~Ownership~~other ofservices ~~Certain~~were ~~Beneficial~~provided ~~Owners~~to the Company by its auditors and ~~Management~~principal accountants.

Class	Name and Address	Number of Shares	Percentage of Shares*
Common	Wilson Russell	9,014,721	7.05%
	4308 Musqueam Drive
	Vancouver, B.C.
	Canada V6N 3R7
Common	All officers and directors as a group:	9,014,721	7.05%

During 2010, the Company’s auditors and principal accountants received approximately $100,000 in remuneration for audit and related (quarterly review) services. No other services were provided to the Company by its auditors and principal accountants.

*BasedDuring ~~on 127~~2009,~~838,231~~ ~~shares~~the ofCompany’s ~~common~~auditors ~~stock~~and ~~issued~~principal ~~and~~accountants ~~outstanding~~received ~~December~~approximately 31$96,382 ~~2019~~in remuneration for audit and related (quarterly review) services. No other services were provided to the Company by its auditors and principal accountants.

~~Item~~During 122008, the Company’s auditors received approximately $44,900 in remuneration for audit and related (quarterly review) services. ~~Certain~~No ~~Relationships~~other services were provided to the Company by its auditors and ~~Related~~principal ~~Transactions~~accountants.

~~None~~20

~~Item 13. Exhibits and Reports on Form 8-K~~SIGNATURES

NoPursuant ~~change~~to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in ~~exhibits~~the ~~since~~capacities ~~previous~~and ~~filing~~on the dates indicated.

NoNorthstar ~~Form~~Electronics, ~~8K was filed during the fourth quarter of 2019~~Inc.

~~Item 14. Principal Accountants Fees and Services~~(Registrant)

During 2019, the Company’s auditors received approximately $17,095 in remuneration for audit and related (quarterly review) services. No other services were provided to the Company by its auditors and principal accountants.

By (Signature and Title):
	/s/ Howard Nash
Date: September 21, 2021	Howard Nash, President and
	acting Chief Financial Officer

During the year 2018 the Company’s auditors received approximately $16,000 in remuneration for audit and related services. No other services were provided to the Company by its auditors and principal accountants21

During the year 2017 the Company’s auditors received approximately $29,000 in remuneration for audit and related services. No other services were provided to the Company by its auditors and principal accountants

During the year 2015 the Company’s auditors received approximately $6,250 in remuneration for audit and related services. No other services were provided to the Company by its auditors and principal accountants.

During the years 2012, 2013 and 2014 the Company’s auditors received approximately $15,000 in remuneration for audit and related services. No other services were provided to the Company by its auditors and principal accountants.

During 2011, the Company’s auditors and principal accountants received approximately $98,113 in remuneration for audit and related (quarterly review) services. No other services were provided to the Company by its auditors and principal accountants.

During 2009, the Company’s auditors and principal accountants received approximately $96,382 in remuneration for audit and related (quarterly review) services. No other services were provided to the Company by its auditors and principal accountants.

During 2008, the Company’s auditors received approximately $44,900 in remuneration for audit and related (quarterly review) services. No other services were provided to the Company by its auditors and principal accountants.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Northstar Electronics, Inc.

(Registrant)

By (Signature and Title):
	/s/ WILSON RUSSELL
Date: April 27, 2020	Wilson Russell, PhD,
	Chief Executive Officer and Chief Financial Officer

Filing Compare · NORTHSTAR ELECTRONICS INC