UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

x QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended: ~~November~~February 3028, ~~2018~~2019

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from: _____________ to ~~________________~~______________

~~Commission~~Comission file number: ~~000~~0-55558

Poverty Dignified, Inc.

(Exact name of registrant as specified in its charter)

Nevada		46-3754609
(State or Other Jurisdiction of Incorporation or Organization)		(IRS Employer Identification Number)

6428 W. Wilkinson Boulevard, Suite 305

Belmont, North Carolina 28012

Telephone No.: (719) 761-1869

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

330 Grapevine Highway

Hurst, Texas 76054

(Former address)

____________________________

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 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. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

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 the definitions 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	x
		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 x

As of ~~January~~April 1415, 2019, there were 1119,~~396~~460,~~152~~215 shares of the registrant's common stock issued and outstanding.

Poverty Dignified, Inc.

Quarterly Report on Form 10-Q

Table of Contents

		Page Number	~~Page Number~~
~~PART I – FINANCIAL INFORMATION~~	PART I – FINANCIAL INFORMATION
Item 1	Financial Statements	3	3
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	19	18
Item 3	Quantitative and Qualitative Disclosures About Market Risk	24	21
Item 4	Controls and Procedures	24	21
~~PART II – OTHER INFORMATION~~	PART II – OTHER INFORMATION
Item 1	Legal Proceedings	25	22
Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	25	22
Item 3	Defaults Upon Senior Securities	25	22
Item 4	Mine Safety Disclosures	25	22
Item 5	Other Information	25	22
Item 6	Exhibits	26	23

2 ~~Table of Contents~~

~~Item~~PART 1.I ~~Financial~~- ~~Statements~~FINANCIAL INFORMATION

~~Poverty~~Item ~~Dignified, Inc~~1. Financial Statements

~~Consolidated~~Poverty ~~Balance~~Dignified, ~~Sheets~~Inc.

	November 30, 2018			August 31, 2018
	(Unaudited)
ASSETS
Current assets
Cash	$	92,815		$	1,819
Prepaid expenses and other current assets		6,492			10,092
Current assets of discontinued operation		2,308			2,174
Total current assets		101,615			14,085
Total assets	$	101,615		$	14,085
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities
Accounts payable	$	62,702		$	53,777
Notes payable - related party		1,114,207			1,114,207
Accrued payroll expenses		1,089,950			1,013,863
Accrued expenses		26,955			6,330
Due to officer		6,725			6,725
Convertible notes payable, net of discount of $70,681 and $52,831, respectively		304,819			158,669
Derivative liabilities		62,070			56,220
Current liabilities of discontinued operation		410,548			415,371
Total current liabilities		3,077,976			2,825,162
Total liabilities		3,077,976			2,825,162
Stockholders' equity (deficit):
Preferred stock par value $.0001:10,000,000 shares authorized; no shares issued and outstanding		-			-
Common stock par value $.0001: 100,000,000 shares authorized; 11,396,152 and 10,107,394 shares issued and outstanding as of November 30, 2018 and August 31, 2018, respectively		1,140			1,011
Additional paid in capital		9,013,189			8,812,361
Accumulated deficit		(11,959,855	)		(11,596,587	)
Accumulated other comprehensive loss - discontinued operation		(30,835	)		(27,862	)
Total stockholders' equity (deficit)		(2,976,361	)		(2,811,077	)
Total liabilities and stockholders' equity (deficit)	$	101,615		$	14,085

Consolidated Balance Sheets

The accompanying notes are an integral part of these consolidated financial statements.

	February 28, 2019			August 31, 2018
	(Unaudited)
ASSETS

Current assets
Cash	$	19,194		$	1,819
Prepaid expenses and other current assets		6,142			10,092
Current assets of discontinued operation		2,271			2,174
Total current assets		27,607			14,085

Total assets	$	27,607		$	14,085

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current liabilities
Accounts payable	$	47,964		$	53,777
Notes payable - related party		1,114,207			1,114,207
Accrued payroll expenses		1,089,950			1,013,863
Accrued expenses		50,171			6,330
Due to former officer		6,725			6,725
Convertible notes payable, net of discount of $55,318 and $52,831, respectively		306,082			158,669
Derivative liabilities		8,484			56,220
Current liabilities of discontinued operation		409,681			415,371
Total current liabilities		3,033,264			2,825,162

Total liabilities		3,033,264			2,825,162

Stockholders' equity (deficit):
Preferred stock par value $.0001: 10,000,000 shares authorized; no shares issued and outstanding		-			-
Common stock par value $.0001: 100,000,000 shares authorized; 12,096,152 and 10,107,394 shares issued and outstanding as of February 28, 2019 and August 31, 2018, respectively		1,210			1,011
Additional paid in capital		9,049,119			8,812,361
Accumulated deficit		(12,025,980	)		(11,596,587	)
Accumulated other comprehensive loss - discontinued operation		(30,006	)		(27,862	)
Total stockholders' equity (deficit)		(3,005,657	)		(2,811,077	)

Total liabilities and stockholders' equity (deficit)	$	27,607		$	14,085

3The ~~Table~~accompanying notes are an integral part of ~~Contents~~these consolidated financial statements.

~~Poverty~~3 ~~Dignified,~~Table ~~Inc.~~of Contents

Poverty Dignified, Inc. Consolidated Statements of Operations and Comprehensive Loss Unaudited

Unaudited

	Three Months Ended						Six Months Ended
	February 28, 2019			February 28, 2018			February 28, 2019			February 28, 2018

General and administrative
Payroll	$	8,390		$	81,568		$	84,826		$	162,699
Stock-based compensation expense		-			85,750			200,957			85,750
Professional fees		47,225			51,955			81,210			76,567
Advertising		-			-			102			-
Travel		95			-			1,719			11,596
Other		1,433			2,278			16,126			14,999
Total general and administrative		57,143			221,551			384,940			351,611

Total operating expenses		57,143			221,551			384,940			351,611

Net operating loss		(57,143	)		(221,551	)		(384,940	)		(351,611	)

Interest expense		(78,676	)		(70,679	)		(121,562	)		(120,706	)
Gain (loss) on valuation of derivative liabilities		88,184			(50,192	)		97,397			(127,169	)
Loss on extinguishment of convertible notes		(18,490	)		(39,041	)		(18,490	)		(90,091	)
Debt default penalty expense		-			(51,392	)		-			(51,392	)

Net loss from continuing operations		(66,125	)		(432,855	)		(427,595	)		(740,969	)

Loss from discontinued operation		-			(97,805	)		(1,798	)		(270,951	)

Net loss		(66,125	)		(530,660	)		(429,393	)		(1,011,920	)

Other comprehensive income (loss):
Foreign currency translation adjustment - discontinued operation		829			(2,923	)		(2,144	)		(3,952	)

Comprehensive loss	$	(65,296	)	$	(533,583	)	$	(431,537	)	$	(1,015,872	)

Basic and diluted net loss per common share
-Continuing operations	$	(0.01	)	$	(0.05	)	$	(0.04	)	$	(0.08	)
-Discontinued operation		-			(0.01	)		(0.00	)		(0.03	)
Net loss per share	$	(0.01	)	$	(0.06	)	$	(0.04	)	$	(0.12	)

Weighted average common shares outstanding
-Basic and diluted		11,746,152			8,813,598			11,101,773			8,739,622

	Three Months Ended
	November 30, 2018			November 30, 2017
General and administrative
Payroll	$	76,436		$	81,131
Stock-based compensation expense		200,957			-
Professional fees		33,985			24,612
Advertising		102			-
Travel		1,624			11,596
Other		14,693			12,721
Total general and administrative		327,797			130,060
Total operating expenses		327,797			130,060
Net operating loss		(327,797	)		(130,060	)
Interest expense		(42,886	)		(50,027	)
Gain (loss) on valuation of derivative liabilities		9,213			(76,977	)
Loss on extinguishment of convertible notes		-			(51,050	)
Net loss from continuing operations		(361,470	)		(308,114	)
Loss from discontinued operation		(1,798	)		(173,146	)
Net loss		(363,268	)		(481,260	)
Other comprehensive income (loss):
Foreign currency translation adjustment - discontinued operation		(2,973	)		(1,029	)
Comprehensive loss	$	(366,241	)	$	(482,289	)
Basic and diluted net loss per common share
- Continuing operations	$	(0.03	)	$	(0.04	)
- Discontinued operation		(0.00	)		(0.02	)
Net loss per share	$	(0.03	)	$	(0.06	)
Weighted average common shares outstanding
- Basic and diluted		10,751,773			8,585,826

The accompanying notes are an integral part of these consolidated financial statements.

~~The~~4 ~~accompanying~~Table ~~notes are an integral part~~ of ~~these consolidated financial statements.~~Contents

4 Table of Contents

Poverty Dignified, Inc.
Consolidated Statement of Changes in Stockholders' Equity (Deficit)
Unaudited

	Common Stock				Additional					Accumulated Other			Total
	Number of Shares		Amount		Paid In Capital		Accumulated Deficit			Comprehensive Loss			Stockholders' Equity (Deficit)

Balance at August 31, 2018		10,107,394	$	1,011	$	8,812,361	$	(11,596,587	)	$	(27,862	)	$	(2,811,077	)

Issuance of common stock through conversion of convertible notes payable		700,000		70		35,930		-			-			36,000
Stock-based compensation		1,288,758		129		200,828		-			-			200,957
Net loss		-		-		-		(429,393	)		-			(429,393	)
Other comprehensive loss		-		-		-		-			(2,144	)		(2,144	)

Balance at February 28, 2019		12,096,152	$	1,210	$	9,049,119	$	(12,025,980	)	$	(30,006	)	$	(3,005,657	)

~~Poverty~~The ~~Dignified,~~accompanying ~~Inc~~notes are an integral part of these consolidated financial statements.

~~Consolidated~~5 ~~Statement~~Table of ~~Changes in Stockholders' Equity (Deficit)~~Contents

Unaudited

Poverty Dignified, Inc.
Consolidated Statements of Cash Flows
Unaudited

	Six Months Ended
	February 28, 2019			February 28, 2018

Cash Flows From Operating Activities
Net loss from continuing operations	$	(427,595	)	$	(740,969	)
Loss from discontinued operation		(1,798	)		(270,951	)
Net loss		(429,393	)		(1,011,920	)

Adjustments to reconcile net loss from continuing operations to net cash used in operating activities - continuing operations:
Stock-based compensation expense		200,957			85,750
Amortization of debt discounts		73,334			94,345
(Gain) loss on valuation of derivative liabilities		(97,397	)		127,169
Loss on extinguishment of convertible notes		18,490			90,091
Debt default penalty expense		-			51,392
Changes in operating assets and liabilities:
Prepaid expenses and other current assets		3,950			5,658
Accounts payable		(5,813	)		14,240
Accrued payroll expenses		76,087			143,121
Accrued expenses		43,841			(2,493	)
Net cash used in operating activities - continuing operations		(114,146	)		(131,696	)
Adjustments to reconcile loss from discontinued operation to net cash used in operating activities - discontinued operation:
Loss on impairment of property and equipment of discontinued operation		-			54,141
Changes in discontinued operation assets and liabilities		(5,787	)		61,752
Net cash used in operating activities - discontinued operation		(7,585	)		(155,058	)
Net cash used in operating activities		(121,731	)		(286,754	)

Cash Flows From Financing Activities
Proceeds from notes payable - related party		-			116,800
Payments on notes payable - related party		-			(11,543	)
Advances from (payments to) former officer, net		-			(219	)
Issuance of common stock		-			17,100
Proceeds from convertible notes payable		147,250			186,500
Debt issuance costs		(6,000	)		(19,500	)
Net cash provided by financing activities - continuing operations		141,250			289,138
Net cash provided by financing activities		141,250			289,138

Effect of foreign currency translation - discontinued operation		(2,144	)		(3,952	)

Net increase (decrease) in cash		17,375			(1,568	)
Cash - beginning of period		1,819			2,039
Cash - end of period	$	19,194		$	471

Non-Cash Financing Activities:
Debt issuance costs netted from proceeds on convertible notes payable	$	16,750		$	-
Original issue discount in connection with convertible note payable	$	-		$	12,500
Issuance of common stock through conversion of convertible notes payable	$	36,000		$	190,020
Reclassification of beneficial conversion feature to derivative liabilities	$	-		$	51,075

Supplementary Disclosure Of Cash Flow Information
Cash paid during the period for interest	$	-		$	23,345

	Common Stock				Additional					Accumulated Other			Total Stockholders'
	Number of Shares		Amount		Paid In Capital		Accumulated Deficit			Comprehensive Loss			Equity (Deficit)
Balance at August 31, 2018		10,107,394	$	1,011	$	8,812,361	$	(11,596,587	)	$	(27,862	)	$	(2,811,077	)
Stock-based compensation		1,288,758		129		200,828		-			-			200,957
Net loss		-		-		-		(363,268	)		-			(363,268	)
Other comprehensive loss		-		-		-		-			(2,973	)		(2,973	)
Balance at November 30, 2018		11,396,152	$	1,140	$	9,013,189	$	(11,959,855	)	$	(30,835	)	$	(2,976,361	)

The accompanying notes are an integral part of these consolidated financial statements.

~~The~~6 ~~accompanying~~Table ~~notes are an integral part~~ of ~~these consolidated financial statements.~~Contents

5Poverty ~~Table~~Dignified, ofInc. ~~Contents~~Notes to Unaudited Consolidated Financial Statements February 28, 2019

~~Poverty~~NOTE ~~Dignified,~~1 ~~Inc.~~– ORGANIZATION AND BASIS OF PRESENTATION

~~Consolidated~~Poverty ~~Statements~~Dignified, Inc. was incorporated in the State of ~~Cash~~Nevada ~~Flows~~on September 27, 2013, and is headquartered in Belmont, North Carolina. The Company was established as a renewable energy company, incubating solar technologies to establish electrification, education, connectivity and media distribution infrastructures in rural communities across the globe to empower the individual, community and local economy. My Power Solutions, Inc., a wholly-owned subsidiary of Poverty Dignified, Inc., was incorporated in the State of Nevada on March 13, 2014 as a franchise business opportunity with Franchise Disclosure Documents for franchise sales in both the United States and South African markets. Africhise, Inc., a wholly-owned subsidiary of Poverty Dignified, Inc. is a Delaware Corporation, and was formed on August 28, 2015 to be the franchise management arm of My Power Solutions, Inc's franchise operations in Africa. My Power Solutions Bahamas, Inc., a wholly-owned subsidiary of My Power Solutions, Inc., is a Delaware Corporation, and was formed on June 14, 2018 to establish itself as a renewable energy solutions company in the Bahamas. B4dignity, Inc., a wholly-owned subsidiary of Poverty Dignified, Inc. is a Delaware Corporation, and was formed on January 18, 2019 to be a cause marketing company.

~~Unaudited~~Basis of Presentation

	Three Months Ended
	November 30, 2018			November 30, 2017
Cash Flows From Operating Activities
Net loss from continuing operations	$	(361,470	)	$	(308,114	)
Loss from discontinued operation		(1,798	)		(173,146	)
Net loss		(363,268	)		(481,260	)
Adjustments to reconcile net loss from continuing operations to net cash used in operating activities - continuing operations:
Stock-based compensation expense		200,957			-
Amortization of debt discounts		19,963			40,293
(Gain) loss on valuation of derivative liabilities		(9,213	)		76,977
Loss on extinguishment of convertible notes		-			51,050
Changes in operating assets and liabilities:
Prepaid expenses and other current assets		3,600			658
Accounts payable		8,925			(12,535	)
Accrued payroll expenses		76,087			76,810
Accrued expenses		20,625			(578	)
Net cash used in operating activities - continuing operations		(40,526	)		(75,439	)
Adjustments to reconcile loss from discontinued operation to net cash used in operating activities - discontinued operation:
Loss on impairment of property and equipment of discontinued operation		-			54,141
Changes in discontinued operation assets and liabilities		(4,957	)		33,296
Net cash used in operating activities - discontinued operation		(6,755	)		(85,709	)
Net cash used in operating activities		(47,281	)		(161,148	)
Cash Flows From Financing Activities
Proceeds from notes payable - related party		-			81,800
Advances from (payments to) officer, net		-			(219	)
Issuance of common stock		-			17,100
Proceeds from convertible notes payable		147,250			98,000
Debt issuance costs		(6,000	)		(10,000	)
Net cash provided by financing activities - continuing operations		141,250			186,681
Net cash provided by financing activities		141,250			186,681
Effect of foreign currency translation - discontinued operation		(2,973	)		(1,029	)
Net increase in cash		90,996			24,504
Cash - beginning of period		1,819			2,039
Cash - end of period	$	92,815		$	26,543
Non-Cash Financing Activities:
Debt issuance costs netted from proceeds on convertible notes payable	$	16,750		$	-
Original issue discount in connection with convertible note payable	$	-		$	5,000
Issuance of common stock through conversion of convertible notes payable	$	-		$	126,076
Reclassification of beneficial conversion feature to derivative liabilities	$	-		$	51,075
Supplementary Disclosure Of Cash Flow Information
Cash paid during the period for interest	$	-		$	4,802

The accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the United States Securities and Exchange Commission for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they may not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations or cash flows. It is management's opinion, however, that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statement presentation.

The ~~accompanying~~unaudited interim consolidated financial statements should be read in conjunction with the Company’s Form 10-K, which contains the audited financial statements and notes thereto, together with Management’s Discussion and Analysis of Financial Condition and Results of Operations, for the year ended August 31, 2018. The interim results for the six months ended February 28, 2019 are annot ~~integral~~necessarily ~~part~~indicative of ~~these~~results ~~consolidated~~for ~~financial~~the ~~statements~~full fiscal year.

6The ~~Table~~consolidated financial statements include the accounts of ~~Contents~~Poverty Dignified, Inc., My Power Solutions, Inc., Africhise, Inc., and My Power Solutions Bahamas, Inc. However, My Power Solutions Bahamas, Inc. and B4dignity, Inc. have yet to establish operations and have little to no activity to date. All significant intercompany accounts and transactions have been eliminated in consolidation. These entities are collectively referred to herein as Poverty Dignified, or the Company.

~~Poverty~~In ~~Dignified~~May 2018, following an operational review, the Company decided to withdraw all operations of My Power Solutions, Inc. ~~Notes~~in South Africa. With a lack of significant revenues and higher than expected expenses due to ~~Unaudited~~training ~~Consolidated~~on-the-ground ~~Financial~~personnel ~~Statements~~and ~~November~~the 30implementation of solar installations, ~~2018~~plus the instability of the political environment, the established operating structure and initial business plan was not sustainable. The decision to cease the operations of My Power Solutions, Inc. in rural South African communities represents a strategic shift that impacts the Company’s financial reporting and results. As such, My Power Solutions, Inc. in South Africa has been classified as a discontinued operation.

~~NOTE~~Since 1it –has ~~ORGANIZATION~~been ~~AND~~classified ~~BASIS~~as OFa ~~PRESENTATION~~discontinued operation, the balance sheet amounts and results of operations for My Power Solutions, Inc. in South Africa have been reclassified from their historical presentation to assets and liabilities of discontinued operation on the Consolidated Balance Sheets and to discontinued operation on the Consolidated Statements of Operations and Comprehensive Loss, respectively, for all periods presented. Losses associated with impairment of assets are recorded in discontinued operation in the period of the disposal. The Consolidated Statements of Cash Flows has also been reclassified for assets, liabilities and results of the discontinued operation for all periods presented. See Note 10 for more details regarding the discontinued operation.

~~Poverty~~7 ~~Dignified,~~Table ~~Inc. was incorporated in the State~~ of Nevada on September 27, 2013, and is headquartered in Belmont, North Carolina. The Company was established as a renewable energy company, incubating solar technologies to establish electrification, education, connectivity and media distribution infrastructures in rural communities across the globe to empower the individual, community and local economy. My Power Solutions, Inc., a wholly-owned subsidiary of Poverty Dignified, Inc., was incorporated in the State of Nevada on March 13, 2014 as a franchise business opportunity with franchise disclosure documents for franchise sales in both the United States and South African markets. Africhise, Inc., a wholly-owned subsidiary of Poverty Dignified, Inc. is a Delaware Corporation, and was formed on August 28, 2015 to be the franchise management arm of My Power Solutions, Inc's franchise operations in Africa. My Power Solutions Bahamas, Inc., a wholly-owned subsidiary of My Power Solutions, Inc., is a Delaware Corporation, and was formed on June 14, 2018 to establish itself as a renewable energy solutions company in the Bahamas. Contents

~~Basis~~NOTE of2 ~~Presentation~~- GOING CONCERN AND PLAN OF OPERATION

~~The~~Going accompanying unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the United States Securities and Exchange Commission for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they may not include all the information and footnotes necessary for a comprehensive presentation of financial position, results of operations or cash flows. It is management's opinion, however, that all material adjustments (consisting of normal recurring adjustments) have been made that are necessary for a fair financial statement presentation.Concern

The ~~unaudited~~accompanying ~~interim~~ consolidated financial statements ~~should~~have bebeen ~~read~~prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in ~~conjunction~~the ~~with~~normal course of business. As of February 28, 2019, the Company’s ~~Form~~had ~~10-K~~cash of $19,194, ~~which~~a ~~contains~~working ~~the~~capital ~~audited~~deficit ~~financial~~of ~~statements~~$3,005,657 and ~~notes~~a ~~thereto~~stockholders’ deficit of $3,005,657. ~~together~~The ~~with~~Company ~~Management’s~~has ~~Discussion~~incurred net losses from start-up costs and ~~Analysis~~minimal ofoperations ~~Financial~~since ~~Condition~~inception to February 28, 2019 and ~~Results~~has ceased operations of ~~Operations~~its subsidiary, ~~for~~My ~~the~~Power ~~year~~Solutions, ~~ended~~Inc. ~~August~~in ~~31,~~South ~~2018~~Africa. ~~The~~As ~~interim~~a ~~results~~result, ~~for~~as of February 28, 2019, these issues raise substantial doubt about the ~~three~~Company’s ~~months~~ability ~~ended~~to ~~November~~continue ~~30,~~as ~~2018~~a ~~are~~going concern. The consolidated financial statements do not ~~necessarily~~include ~~indicative~~any adjustments relating to the recoverability and classification of ~~results~~asset ~~for~~amounts or the ~~full~~classification ~~fiscal~~of ~~year~~liabilities that might be necessary should the Company be unable to continue as a going concern.

The ~~consolidated~~Company ~~financial~~needs ~~statements~~to ~~include~~generate ~~the~~revenues ~~accounts~~or ofmust ~~Poverty~~raise ~~Dignified~~additional capital, ~~Inc~~reduce expenses and curtail cash outflows in order to be able to accomplish its business plan., MyIn ~~Power~~the ~~Solutions~~interim, ~~Inc~~the Company will continue to pursue bridge capital as needed. The Company’s $3,033,264 ~~Africhise~~of total liabilities at February 28, ~~Inc.~~2019 includes $1,114,207 of notes payable to a related party, $1,089,950 of accrued payroll expenses due to current and Myformer ~~Power~~Company ~~Solutions~~management, ~~Bahamas~~and $6,725 ~~Inc~~due to a former officer of the Company, all of which we believe, but cannot guarantee, we can delay payment on over the next twelve months. ~~However~~During the six months ended February 28, My2019, ~~Power~~we ~~Solutions~~received ~~Bahamas~~net proceeds totaling $147,250 ~~Inc~~from two convertible notes payable. ~~has~~For ~~yet~~all toof ~~establish~~our ~~operations~~convertible ~~and~~notes ~~has~~payable, ~~little~~payments tobecome nodue ~~activity~~in tofiscal ~~date~~year 2019, or can be repaid through conversion into the Company’s common stock. ~~All~~During ~~significant~~the ~~intercompany~~six ~~accounts~~months ended, and ~~transactions~~also subsequent to February 28, 2019, payments totaling $58,035 have been ~~eliminated~~netted inagainst ~~consolidation~~the outstanding principal of convertible notes payable through the issuance of common stock. ~~These~~Additionally, ~~entities~~subsequent ~~are~~to ~~collectively~~February ~~referred~~28, 2019, the Company issued a convertible promissory note to ~~herein~~Power asUp ~~Poverty~~Lending ~~Dignified~~Group, orLTD. in the amount of $25,000, resulting in net proceeds of $22,000 to the Company after the payment of debt issuance costs. As such, we believe we have the capabilities and available resources to continue for the next twelve months, although we cannot guarantee that we will be able to do so.

InPlan ~~May 2018, following an operational review, the Company decided to withdraw all operations~~ of My Power Solutions, Inc. in South Africa. With a lack of significant revenues and higher than expected expenses due to training on-the-ground personnel and the implementation of solar installations, plus the instability of the political environment, the established operating structure and initial business plan was not sustainable. The decision to cease the operations of My Power Solutions, Inc. in rural South African communities represents a strategic shift that impacts the Company’s financial reporting and results. As such, My Power Solutions, Inc. in South Africa has been classified as a discontinued operation.Operation

~~Because~~As ~~it has been classified as~~ a ~~discontinued~~renewable ~~operation~~energy Company, ~~the~~Poverty ~~balance~~Dignified ~~sheet~~remains ~~amounts~~committed ~~and~~to ~~results~~incubating ofsolar ~~operations~~technologies ~~for~~that Myestablish ~~Power~~electrification, ~~Solutions~~education, ~~Inc.~~connectivity inand ~~South~~media ~~Africa~~distribution ~~have~~infrastructures ~~been~~in ~~reclassified~~rural ~~from~~communities ~~their~~across ~~historical presentation to assets and liabilities of discontinued operation on~~ the ~~Consolidated~~globe ~~Balance Sheets and~~ to ~~discontinued~~empower ~~operation on~~ the ~~Consolidated~~individual, ~~Statements~~community ~~of Operations~~ and ~~Comprehensive~~local ~~Loss, respectively, for all periods presented~~economy. ~~Losses~~Plans ~~associated with impairment of assets~~ are ~~recorded~~underway into ~~discontinued~~recapitalize ~~operation in~~ the ~~period~~Company ofover the ~~disposal.~~next ~~The~~two ~~Consolidated~~quarters, ~~Statements~~which ofif ~~Cash Flows has also been reclassified for assets~~successful, ~~liabilities~~would ~~and~~provide ~~results of~~ the ~~discontinued~~necessary ~~operation~~operational ~~for~~capital ~~all~~to ~~periods~~execute ~~presented.~~its ~~See~~plan ~~Note~~of ~~10 for more details regarding the discontinued~~ operation.

7The ~~Table~~core values of ~~Contents~~the Company are 1) To be a renewable energy company focused on community development that champions the cause of dignity for a forgotten people by empowering them to implement practical solutions through an intentional, hands on engagement model that promotes entrepreneurial education, micro-business incubation and installation of basic solar power solutions. 2) To implement entrepreneurial education programs that strengthen and enhance the local community through actionable awareness of basic solar technology, discovery and implementation of business development opportunities and hands-on vocational training programs. 3) To develop a repeatable micro-business incubation model (with an emphasis on apprenticeships) that creates a sustainable economic development blueprint for rural communities to improve the quality of life for everyone. 4) To install basic solar power solutions as a transformation catalyst to kickstart the stalled economic growth problems in rural communities.

~~NOTE~~We 2want to promote a cycle of sustainability in rural communities. We also recognize a need for reliable and affordable power, and we believe solar power is the best solution for rural settings. For this reason, we intend to combine entrepreneurial education, micro-business ~~GOING~~development ~~CONCERN~~and ~~AND~~solar ~~PLAN~~power OFinstallations ~~OPERATION~~– with the hope of creating jobs through micro-business development and installation of solar power in rural communities to achieve the goal of stimulating economic growth and creating a pathway out of poverty into dignity.

~~Going~~We ~~Concern~~are not a charity, and we are not under any impression that we need to rescue rural communities. We are a for profit business that believes in developing integrated business partnerships to create opportunities for empowerment for everyone. It is our goal to do two things: 1) integrate solar technology solutions that will improve power efficiency and 2) facilitate business development through entrepreneurial education and community development.

~~The~~8 ~~accompanying~~Table ~~consolidated financial statements have been prepared on a going concern basis, which contemplates the realization~~ of assets and the satisfaction of liabilities in the normal course of business. As of November 30, 2018, the Company had cash of $92,815, a working capital deficit of $2,976,361 and a stockholders’ deficit of $2,976,361. The Company has incurred net losses from start-up costs and minimal operations since inception to November 30, 2018 and has ceased operations of its subsidiary, My Power Solutions, Inc. in South Africa. As a result, as of November 30, 2018, these issues raise substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset amounts or the classification of liabilities that might be necessary should the Company be unable to continue as a going concern.Contents

~~The~~In ~~Company~~June ~~needs~~2018, tothe ~~generate~~Company ~~revenues~~established orMy ~~must~~Power ~~raise~~Solutions ~~additional capital~~Bahamas, ~~reduce~~Inc. ~~expenses~~to ~~and~~begin ~~curtail~~offering ~~cash~~renewable ~~outflows~~energy insolutions ~~order~~throughout tothe beBahamas, ~~able~~but to ~~accomplish~~date ~~its~~has ~~business~~no ~~plan~~operations. InOn ~~the~~January ~~interim~~18, 2019, the Company ~~intends~~established toB4dignity, ~~accrue~~Inc. ~~for~~as ~~management~~a ~~salaries~~cause ~~and~~marketing ~~defer~~company ~~certain~~focused ~~payments.~~on ~~The~~lowering ~~Company’s~~the ~~$3,077,976~~cost of ~~total~~solar ~~liabilities~~power atfor ~~November~~rural 30communities, ~~2018~~but ~~includes~~to ~~$1,114,207~~date ofhas ~~notes~~no ~~payable~~operations. We plan to apartner ~~related~~with ~~party,~~rural ~~$1,089,950~~communities ofto ~~accrued~~create ~~payroll~~micro-business ~~expenses~~opportunities ~~due~~that invite the opportunity to ~~Company~~pilot ~~management~~the implementation of low-cost, energy efficient solar power generation and $6power storage products. In this way,~~725~~ ~~due~~funding tofor ansolar ~~officer~~energy ofsolutions ~~the~~in ~~Company,~~rural ~~all~~communities ofwon’t ~~which~~be wea ~~can~~pipe ~~continue~~dream tobut ~~delay~~rather ~~payment~~a realistic and achievable goal. ~~During~~Through ~~the~~an ~~three~~established ~~months~~eco-system ~~ended~~of ~~November~~partners ~~30,~~who ~~2018,~~provide webasic ~~received~~products ~~net~~and ~~proceeds~~services ~~totaling~~to ~~$147~~the community,~~250~~ ~~from~~we ~~two~~can ~~convertible~~champion ~~notes~~the ~~payable.~~rural ~~The~~community ~~first~~development ~~payments~~story, onand ~~these~~build ~~notes~~a ~~are~~diversified ~~due~~online inplatform ~~March~~to ~~2019.~~facilitate ~~Additionally,~~e-commerce ~~these~~marketing ~~notes~~efforts that can beachieve ~~repaid~~sustainable ~~through~~business ~~conversion~~growth ~~into~~to help fund the ~~Company’s~~implementation ~~common~~of ~~stock~~basic solar power for the community. ~~Unless~~With wean ~~achieve~~apprenticeship ~~revenue~~approach and ~~obtain~~vocational ~~equity or~~skills ~~debt~~training ~~financing~~programs, asindividuals ~~described~~in ~~below~~rural communities can apply their skills and training anywhere they wish, weeither doto ~~not~~grow ~~believe~~a webusiness ~~currently~~of ~~have~~their ~~the~~own ~~capabilities~~or ~~and~~as ~~available~~a ~~resources~~valuable toemployee ~~continue~~of ~~for~~an ~~the~~existing ~~next~~local ~~twelve~~business ~~months~~to support their family and community.

ToA ~~continue~~portion asof aall ~~going~~sales ~~concern~~from products and ~~achieve~~services ~~a profitable level of operations, we~~ will ~~need,~~be ~~among~~used ~~other~~to ~~things,~~offset ~~additional~~the ~~capital~~initial ~~resources.~~cost ~~Management’s~~of ~~plan~~installing tosolar ~~continue~~power asfor a ~~going~~family ~~concern~~or ~~includes~~school ~~generating~~in ~~revenue~~the ~~through~~community. ~~operations~~By ~~and~~sharing ~~securing~~their ~~additional debt and/or equity financing. However~~story, we ~~may~~will ~~not~~elevate bethe ~~successful~~voice ~~in accomplishing any~~ of ~~our~~the ~~plans~~rural tocommunity ~~raise~~and ~~additional~~highlight ~~investment~~the ~~capital~~sustainable ormicro-business ~~generate~~development ~~revenue~~model ~~through~~we ~~operations.~~are ~~Our~~helping ~~ability~~ to ~~continue~~champion as a ~~going~~model ~~concern~~for isrural ~~dependent upon management’s ability to successfully implement the plans described above~~communities. ~~Management~~We ~~cannot~~believe ~~provide~~this ~~any~~is ~~assurance~~a ~~that~~repeatable ~~unforeseen~~model ~~circumstances~~ that ~~may occur at any time within the next twelve months, or thereafter, will not increase the need for us to raise additional capital on an immediate basis. There~~ can be noimplemented ~~assurance that we will be able to continue to raise funds~~ in ~~subsequent~~any ~~debt~~rural orcommunity ~~equity~~across ~~financings, in which case~~ the ~~Company~~globe ~~may be unable~~ to ~~meet~~provide ~~its~~renewable ~~obligations~~solar power and besustainable ~~forced to discontinue its efforts to develop its~~ business development.

~~Plan~~In ofaddition ~~Operation~~to working with local community business partners to install solar power solutions and provide business development skills training, we are also building joint venture relationships with technology companies that are revolutionizing solar power technology and battery power management. We are already seeing positive results that may lead to significant efficiency improvements and lower the cost for solar power generation and distribution, which would make solar power available to everyone at an affordable price. We believe these new solutions could make a powerful impact on society and transform rural communities, which in turn would drive revenue for the Company.

AsNOTE a3 ~~renewable~~- ~~energy~~SUMMARY ~~company,~~OF ~~Poverty~~SIGNIFICANT ~~Dignified~~ACCOUNTING ~~remains~~POLICIES committed to incubating solar technologies that establish electrification, education, connectivity and media distribution infrastructures in rural communities across the globe to empower the individual, community and local economy.

InUse ~~May 2018, following an operational review, the Company decided to withdraw all operations~~ of My Power Solutions, Inc. in South Africa. In June 2018, the Company established My Power Solutions Bahamas, Inc. to begin offering renewable energy solutions throughout the Bahamas, but to date has no operations.Estimates

~~NOTE~~The 3preparation -of ~~SUMMARY~~consolidated OFfinancial ~~SIGNIFICANT~~statements ~~ACCOUNTING~~in ~~POLICIES~~ conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and reported amounts of expenses in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates.

~~Use~~Cash ~~of Estimates~~

The ~~preparation~~Company ofmaintains ~~consolidated~~funds ~~financial statements~~ in ~~conformity~~financial ~~with~~institutions ~~accounting~~that ~~principles~~are ~~generally~~members ~~accepted~~of in the ~~United~~Federal ~~States~~Deposit ofInsurance ~~America~~Corporation ~~requires~~(“FDIC”). ~~management~~As tosuch, ~~make~~funds ~~estimates~~are ~~and~~insured ~~assumptions~~based ~~that~~on ~~affect~~Federal ~~the~~Reserve ~~reported~~limits. ~~amounts~~The ofCompany ~~assets~~has ~~and~~not ~~liabilities,~~experienced ~~disclosure~~any oflosses ~~contingent~~in ~~assets~~the ~~and liabilities~~past, and ~~reported~~management ~~amounts~~believes ofit ~~expenses~~is innot ~~the~~exposed ~~consolidated~~to ~~financial~~any ~~statements~~significant ~~and~~credit ~~accompanying~~risk ~~notes~~on the current account balances. ~~Actual~~At ~~results~~times, ~~could~~cash ~~differ~~balances ~~from~~may ~~those~~exceed ~~estimates~~insured limits.

~~Cash~~The Company has determined that the functional currency of its foreign subsidiaries is the local currency. At February 28, 2019 and August 31, 2018, the Company had no cash in foreign bank accounts.

~~The~~Prepaid ~~Company~~Expenses maintains funds in financial institutions that are members of the Federal Deposit Insurance Corporation (“FDIC”). As such, funds are insured based on Federal Reserve limits. The Company has not experienced any losses in the past, and ~~management~~Other ~~believes~~Current ~~it is not exposed to any significant credit risk on the current account balances. At times, cash balances may exceed insured limits.~~Assets

~~The~~Prepaid ~~Company~~expenses ~~has~~and ~~determined~~other ~~that~~current ~~the~~assets ~~functional~~consist ~~currency~~ of ~~its~~payments ~~foreign~~primarily ~~subsidiaries~~related isto ~~the~~a ~~local~~professional ~~currency.~~fee ~~At November 30~~retainer, ~~2018~~payroll advance and ~~August~~short-term ~~31, 2018, the Company had no cash in foreign bank accounts~~deposits.

89 Table of Contents

~~Prepaid~~Property ~~Expenses~~ and ~~Other~~Equipment, ~~Current Assets~~Net

~~Prepaid~~Property ~~expenses~~and equipment are stated at cost and ~~other~~depreciated ~~current~~using the straight-line method over the estimated useful lives of the assets, ~~consist~~generally between three and five years. As of ~~payments~~February ~~primarily~~28, ~~related~~2019 toand August 31, 2018, property and equipment consists of computer equipment with a ~~professional~~total ~~fee~~cost ~~retainer~~of $1,607 ~~payroll~~and ~~advance~~accumulated ~~and~~depreciation ~~short-term~~of ~~deposits~~$1,607. There was no depreciation expense during the six months ended February 28, 2019 and 2018.

~~Property~~The Company periodically evaluates the fair value of fixed assets whenever events or changes in circumstances indicate that carrying amounts may not be recoverable. As a result of the discontinued operation in South Africa, during the six months ended February 28, 2018, the solar equipment for containers was written down to its net realizable value of $-0- and ~~Equipment~~the Company recognized a loss on impairment of $54,141. ~~Net~~

~~Property~~Accrued and equipment are stated at cost and depreciated using the straight-line method over the estimated useful lives of the assets, generally between three and five years. As of November 30, 2018 and August 31, 2018, property and equipment consists of computer equipment with a total cost of $1,607 and accumulated depreciation of $1,607. There was no depreciation expense during the three months ended November 30, 2018 and 2017.Expenses

~~The~~Accrued ~~Company~~expenses ~~periodically~~are ~~evaluates~~recorded ~~the~~when ~~fair~~incurred ~~value~~and ofprimarily ~~fixed~~consist ~~assets~~of ~~whenever~~accrued ~~events~~interest oron ~~changes~~notes inpayable ~~circumstances~~and ~~indicate that carrying~~ amounts ~~may~~due ~~not~~for besupplies ~~recoverable~~and travel. AsAccrued apayroll ~~result~~consists of ~~the~~salary ~~discontinued~~amounts ~~operation~~earned inbut ~~South~~deferred ~~Africa,~~by ~~during~~ the ~~three months ended November 30, 2017, the solar equipment for containers was written down to its net realizable value of $0 and the~~ Company's ~~recognized~~management ~~a loss on impairment of $54,141~~team.

~~Accrued~~Derivative ~~Expenses~~Liabilities

~~Accrued~~The ~~expenses~~Company ~~are~~has ~~recorded~~certain ~~when~~financial ~~incurred~~instruments ~~and~~that ~~primarily~~contain ~~consist~~embedded derivatives. The Company evaluates all its financial instruments to determine if those contracts or any potential embedded components of ~~accrued~~those ~~interest~~contracts onqualify ~~notes~~as ~~payable~~derivatives ~~and~~to ~~amounts~~be ~~due~~accounted for ~~supplies~~separately. This accounting treatment requires that the carrying amount of any embedded derivatives be recorded at fair value at issuance and ~~travel~~marked-to-market at each balance sheet date. ~~Accrued~~In ~~payroll~~the ~~consists~~event ofthat ~~salary~~the ~~amounts~~fair ~~earned~~value ~~but~~is ~~deferred~~recorded byas a liability, as is the case with the Company's, ~~management~~the ~~team~~change in the fair value during the period is recorded as either income or expense. Upon conversion, exercise or repayment, the respective derivative liability is marked to fair value at the conversion, repayment or exercise date and then the related fair value amount is reclassified to income or expense as part of gain or loss on extinguishment.

~~Derivative~~Revenue ~~Liabilities~~Recognition

The Company ~~has~~recognizes ~~certain~~revenue ~~financial~~once ~~instruments~~there ~~that~~is ~~contain~~pervasive ~~embedded~~evidence ~~derivatives.~~that ~~The~~an ~~Company~~agreement ~~evaluates~~exists; ~~all~~the ~~its~~product ~~financial instruments to determine if those contracts~~ and/or ~~any~~service ~~potential~~have ~~embedded~~been ~~components~~rendered; ~~of those contracts qualify as derivatives to be accounted for separately. This accounting treatment requires that~~ the ~~carrying~~fee ~~amount~~is offixed ~~any~~and ~~embedded~~determinable; ~~derivatives be recorded at fair value at issuance~~ and ~~marked-to-market~~collection atof ~~each balance sheet date. In~~ the ~~event~~amount ~~that~~due ~~the fair value~~ is ~~recorded~~reasonably asassured. aThere ~~liability,~~are asno isrevenues ~~the~~from ~~case~~continuing ~~with the Company, the change in the fair value during the period is recorded as either income~~ or ~~expense.~~discontinued ~~Upon~~operations ~~conversion,~~for ~~exercise or repayment,~~ the ~~respective~~six ~~derivative~~months ~~liability~~ended isFebruary ~~marked to fair value at the conversion~~28, ~~repayment~~2019 ~~or exercise date~~ and ~~then the related fair value amount is reclassified to income or expense as part of gain or loss on extinguishment~~2018.

~~Revenue~~Advertising ~~Recognition~~

~~The~~Advertising ~~Company~~expenditures ~~recognizes~~are ~~revenue~~charged ~~once~~to ~~pervasive~~expense ~~evidence~~as ~~that~~incurred anand ~~agreement~~are ~~exists;~~included ~~the~~in ~~product~~general and~~/or~~ ~~service~~administrative ~~have~~expense. ~~been~~Total ~~rendered;~~advertising ~~the~~expense ~~fee~~for isthe ~~fixed~~six ~~and~~months ~~determinable;~~ended ~~and~~February ~~collection~~28, of2019 ~~the~~and ~~amount~~2018 ~~due~~was is$102 ~~reasonably~~and ~~assured.~~$-0-, respectively.

~~There~~Fair ~~are~~Value noof ~~revenues~~Financial ~~from continuing or discontinued operations for the three months ended November 30, 2018 and 2017.~~Instruments

~~Advertising~~The Company’s financial instruments consist primarily of cash, prepaid expenses and other current assets, current assets of discontinued operation, accounts payable, accrued payroll expenses, accrued expenses, current liabilities of discontinued operation, derivative liabilities, convertible notes and notes payable. The carrying amounts of such financial instruments approximate their respective estimated fair value due to the short-term maturities and approximate market interest rates of these instruments.

~~Advertising~~The ~~expenditures~~Company ~~are~~adopted ~~charged~~ASC toTopic ~~expense~~820, asFair ~~incurred~~Value ~~and~~Measurements ~~are~~(“ASC ~~included~~Topic in820”), ~~general~~which defines fair value, establishes a framework for measuring fair value, and ~~administrative~~expands ~~expense~~disclosures about fair value measurements. ~~Total~~The ~~advertising~~standard ~~expense~~provides ~~for~~a consistent definition of fair value which focuses on an exit price that would be received upon sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the ~~three~~measurement ~~months~~date. ~~ended~~The ~~November~~standard 30also prioritizes, ~~2018~~within ~~and~~the ~~2017~~measurement ~~was~~of ~~$102~~fair value, the use of market-based information over entity specific information and ~~$0,~~establishes ~~respectively~~a three-level hierarchy for fair value measurements based on the nature of inputs used in the valuation of an asset or liability as of the measurement date.

~~Fair~~10 ~~Value~~Table of ~~Financial Instruments~~Contents

The ~~Company’s~~three-level ~~financial~~hierarchy ~~instruments~~for consist primarily of cash, prepaid expenses and other current assets, current assets of discontinued operation, accounts payable, accrued payroll expenses, accrued expenses, current liabilities of discontinued operation, derivative liabilities, convertible notes and notes payable. The carrying amounts of such financial instruments approximate their respective estimated fair value ~~due~~measurements tois ~~the~~defined ~~short-term~~as ~~maturities and approximate market interest rates of these instruments.~~follows:

9Level ~~Table~~1 of– ~~Contents~~inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets; liabilities in active markets;

~~The~~Level ~~Company~~2 ~~adopted~~– ~~ASC~~inputs ~~Topic~~to ~~820, Fair~~the ~~Value~~valuation ~~Measurements (“ASC~~methodology ~~Topic~~include ~~820”),~~quoted ~~which~~prices ~~defines~~for ~~fair~~similar ~~value,~~assets ~~establishes~~and aliabilities ~~framework~~in ~~for~~active ~~measuring fair value~~markets, and ~~expands~~inputs ~~disclosures about fair value measurements. The standard provides a consistent definition of fair value which focuses on an exit price~~ that ~~would~~are beobservable ~~received~~for ~~upon~~the ~~sale of an~~ asset or ~~paid to transfer a~~ liability inother anthan ~~orderly~~quoted ~~transaction between market participants at the measurement date. The standard also prioritizes~~prices, ~~within~~either ~~the~~directly ~~measurement~~or ~~of fair value~~indirectly, ~~the~~including ~~use~~inputs ofin ~~market-based~~markets ~~information~~that ~~over~~are ~~entity~~not ~~specific~~considered ~~information~~to ~~and~~be ~~establishes~~active; aor ~~three-level~~directly ~~hierarchy~~or ~~for~~indirectly ~~fair~~including ~~value measurements based on the nature of~~ inputs ~~used~~ in ~~the~~markets ~~valuation~~that ofare annot ~~asset~~considered orto ~~liability~~be ~~as of the measurement date.~~active;

~~The~~Level ~~three-level~~3 ~~hierarchy~~– ~~for~~inputs ~~fair~~to ~~value~~the ~~measurements~~valuation ismethodology ~~defined~~are asunobservable ~~follows:~~and significant to the fair value measurement

~~Level~~The 1following –table ~~inputs~~summarizes tofair ~~the~~value ~~valuation~~measurements ~~methodology~~by ~~are~~level ~~quoted~~at ~~prices~~February ~~(unadjusted)~~28, ~~for~~2019 ~~identical~~and ~~assets~~August or31, ~~liabilities~~2018, inmeasured ~~active~~at ~~markets;~~fair ~~liabilities~~value inon ~~active~~a ~~markets;~~recurring basis:

Level 2 – inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability other than quoted prices, either directly or indirectly, including inputs in markets that are not considered to be active; or directly or indirectly including inputs in markets that are not considered to be active;

Level 1

Level 2

Level 3

Total

February 28, 2019

Liabilities

Derivative liabilities

$ -

$ -

$ 8,484

$ 8,484

August 31, 2018

Liabilities

Derivative liabilities

$ -

$ -

$ 56,220

$ 56,220

Income Taxes

~~Level~~Income 3taxes –are ~~inputs~~accounted tofor under the ~~valuation~~asset ~~methodology~~and liability method. Deferred tax assets and liabilities are ~~unobservable~~recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and ~~significant~~liabilities and their respective tax bases and operating loss and tax credit carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the ~~fair~~years ~~value~~in ~~measurement~~which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

~~The~~When ~~following~~tax ~~table~~returns ~~summarizes~~are ~~fair~~filed, ~~value~~it ~~measurements~~is highly certain that some positions taken would be sustained upon examination by ~~level~~the attaxing ~~November~~authorities, 30while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. The benefit of a tax position is recognized in the consolidated financial statements in the period during which, ~~2018~~based ~~and~~on ~~August~~all 31available evidence, ~~2018~~management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured atas ~~fair~~the ~~value~~largest onamount aof ~~recurring~~tax ~~basis:~~benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority.

	Level 1		Level 2		Level 3		Total
November 30, 2018
Liabilities
Derivative liabilities	$	-	$	-	$	62,070	$	62,070
August 31, 2018
Liabilities
Derivative liabilities	$	-	$	-	$	56,220	$	56,220

The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above is reflected as a liability for unrecognized tax benefits in the accompanying consolidated balance sheets along with any associated interest and penalties that would be payable to the taxing authorities upon examination. Interest and penalties associated with unrecognized tax benefits would be classified as additional income taxes in the consolidated statements of income. No interest or penalties were recognized for the years ended August 31, 2018 or 2017.

~~Income~~Tax ~~Taxes~~years 2015 and forward remain open to examination under United States statute of limitations. Management is not aware of any material uncertain tax positions and no liability has been recognized at February 28, 2019 or August 31, 2018.

~~Income~~11 ~~taxes~~Table are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax 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 effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.Contents

~~When~~Earnings ~~tax~~Per returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. The benefit of a tax position is recognized in the consolidated financial statements in the period during which, based on all available evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50 percent likely of being realized upon settlement with the applicable taxing authority.Share

10Basic ~~Table~~earnings per share are computed based on the weighted-average number of ~~Contents~~common shares outstanding during each year, while diluted earnings per share are based on the weighted-average number of common shares and common share equivalents outstanding.

~~The~~Foreign ~~portion~~Currency of the benefits associated with tax positions taken that exceeds the amount measured as described above is reflected as a liability for unrecognized tax benefits in the accompanying consolidated balance sheets along with any associated interest and penalties that would be payable to the taxing authorities upon examination. Interest and penalties associated with unrecognized tax benefits would be classified as additional income taxes in the consolidated statements of income. No interest or penalties were recognized for the years ended August 31, 2018 or 2017.Translation

~~Tax~~For ~~years~~financial ~~2015~~reporting ~~and~~purposes, ~~forward~~the ~~remain~~functional ~~open~~currency toof ~~examination~~the ~~under~~discontinued ~~United~~foreign ~~States~~operation ~~statute~~ of ~~limitations.~~My ~~Management~~Power Solutions, Inc. is ~~not~~the ~~aware~~local currency. The assets and liabilities of ~~any~~the ~~material~~discontinued ~~uncertain~~foreign ~~tax~~operation ~~positions~~for ~~and~~which nothe ~~liability~~local ~~has~~currency ~~been~~is ~~recognized~~the functional currency are translated into the U.S. dollar at ~~November~~the ~~30,~~exchange ~~2018~~rate orin ~~August~~effect 31at the balance sheet date, ~~2018~~while revenues and expenses are translated at average exchange rates during the period. The accumulated foreign currency translation adjustment is presented as a component of accumulated other comprehensive loss in the consolidated statement of changes in stockholders’ equity (deficit).

~~Earnings Per Share~~Reclassifications

~~Basic~~Certain ~~earnings~~amounts ~~per~~in ~~share~~the ~~are~~prior ~~computed~~period ~~based~~have onbeen ~~the~~reclassified ~~weighted-average~~to ~~number~~conform ofto ~~common~~the ~~shares~~current ~~outstanding~~period ~~during each year~~presentation, ~~while~~including ~~diluted~~those ~~earnings~~of ~~per~~the ~~share~~discontinued ~~are~~operation. ~~based~~These onreclassifications ~~the~~had ~~weighted-average~~no ~~number~~impact ofon ~~common~~previously ~~shares~~reported ~~and~~stockholders’ ~~common~~deficit ~~share~~or ~~equivalents~~net ~~outstanding~~loss.

~~Foreign~~Recent ~~Currency~~Accounting ~~Translation~~Pronouncements

~~For~~The ~~financial~~Company ~~reporting~~has ~~purposes,~~reviewed ~~the~~all ~~functional~~recently ~~currency~~issued, ofbut ~~the~~not ~~discontinued~~yet ~~foreign operation of My Power Solutions~~effective, ~~Inc.~~Accounting isStandards ~~the~~Updates ~~local~~(ASU) ~~currency.~~issued ~~The~~by ~~assets and liabilities of~~ the ~~discontinued~~Financial ~~foreign~~Accounting ~~operation~~Standards ~~for~~Board ~~which~~(FASB) ~~the local currency is the functional currency are translated into the U.S. dollar at the exchange rate in effect at the balance sheet date, while revenues~~ and ~~expenses~~does ~~are~~not ~~translated~~believe ~~at average exchange rates during~~ the ~~period.~~future ~~The~~adoption ~~accumulated~~of ~~foreign~~any ~~currency~~such ~~translation~~pronouncements ~~adjustment~~may isbe ~~presented~~expected asto cause a ~~component~~material ofimpact ~~accumulated~~on ~~other~~its ~~comprehensive~~financial ~~loss~~condition inor the ~~consolidated~~results ~~statement~~ of ~~changes in stockholders’ equity (deficit)~~operations.

~~Reclassifications~~NOTE 4 - STOCKHOLDERS’ EQUITY (DEFICIT)

~~Certain~~In ~~amounts~~September in2013, the ~~prior~~Company ~~period~~authorized ~~have~~the ~~been~~issue ~~reclassified~~of to100,000,000 ~~conform~~shares toof ~~the~~common ~~current~~stock ~~period~~and ~~presentation~~10,000,000 ~~including~~shares ~~those~~ of ~~the~~preferred ~~discontinued~~stock ~~operation~~at a par value of $.0001. ~~These~~There ~~reclassifications~~is ~~had~~a nototal ~~impact~~of on12,096,152 ~~previously~~and ~~reported~~10,107,394 shares of common stock issued and outstanding at February 28, 2019 and August 31, 2018, respectively. Preferred stockholders’ ~~deficit~~could orreceive ~~net~~preferential ~~loss~~treatment relative to declared dividends, should there be any, and to distributions upon a liquidation event. As of February 28, 2019, no preferred stock has been issued.

~~Recent~~Since ~~Accounting~~incorporation, ~~Pronouncements~~the Company has raised capital through private sales of its common stock. In its private placement memorandum dated January 2014 and closed November 2014, the Company raised $1,182,180 for its operations, research and development, and marketing of its franchise opportunities. Since our original Private Placement Offering was not sufficient to capitalize the Company, Poverty Dignified, Inc. conducted a Private Investment in Public Equity transaction, in which the Company offered 1,000,000 unregistered shares to accredited investors at a discounted price of $0.75 per share to raise an additional $750,000 of growth capital. Under this offering, the Company sold 999,970 shares of common stock for proceeds of $749,977, including 784,302 shares of common stock for proceeds of $588,226 during the year ended August 31, 2017. Poverty Dignified, Inc. did a Private Placement Memorandum, in which the Company offered 2,000,000 shares at a price of $1.50 per share to raise an additional $3,000,000 in growth capital. In this Private Placement Memorandum, the Company has the option to sell shares at a price lower than the $1.50 per share. Through August 31, 2017, under this Private Placement Memorandum, the Company issued 144,000 shares of common stock at a discounted price of $0.75 per share for proceeds of $108,000 and issued 49,700 shares of common stock at the offering price of $1.50 per share for proceeds of $74,550. During the year ended August 31, 2018, the Company issued 10,800 shares at a discounted price of $0.75 per share and 6,000 shares at a price of $1.50 for total proceeds of $17,100.

~~The~~12 ~~Company~~Table ~~has reviewed all recently issued, but not yet effective, Accounting Standards Updates (ASU) issued by the Financial Accounting Standards Board (FASB) and does not believe the future adoption~~ of ~~any such pronouncements may be expected to cause a material impact on its financial condition or the results of operations.~~Contents

~~NOTE 4~~As -of ~~STOCKHOLDERS’~~February ~~EQUITY~~28, ~~(DEFICIT)~~2019, of our 12,096,152 outstanding shares of common stock, 8,204,758 shares were issued to various stockholders in exchange for services and/or under restricted stock agreements. Relative to those shares, since inception, the Company has recognized total expense of $6,524,029. During the six months ended February 28, 2019, the Company issued 1,288,758 shares for stock compensation expense of $200,957. During the six months ended February 28, 2018, the Company issued 175,000 shares for stock compensation expense of $85,750.

InNOTE ~~September~~5 ~~2013,~~– ~~the~~COMMITMENTS ~~Company~~AND authorized the issue of 100,000,000 shares of common stock and 10,000,000 shares of preferred stock at a par value of $.0001. There is a total of 11,396,152 and 10,107,394 shares of common stock issued and outstanding at November 30, 2018 and August 31, 2018, respectively. Preferred stockholders could receive preferential treatment relative to declared dividends, should there be any, and to distributions upon a liquidation event. As of November 30, 2018, no preferred stock has been issued.CONTINGENCIES

~~Since~~Based ~~incorporation,~~on ~~the~~a ~~Company~~May ~~has~~2018 ~~raised~~performance ~~capital~~review ~~through~~by ~~private~~Poverty ~~sales~~Dignified ~~of its common stock~~Inc.’s InBoard ~~its~~of ~~private placement memorandum dated January 2014 and closed November 2014~~Directors, the ~~Company~~decision ~~raised~~was ~~$1,182,180~~made ~~for~~to ~~its~~withdraw all operations, ~~research and development, and marketing~~ of its ~~franchise~~wholly ~~opportunities.~~owned ~~Since~~subsidiary, ~~our~~My ~~original~~Power ~~Private Placement Offering was not sufficient to capitalize the Company~~Solutions, ~~Poverty Dignified,~~ Inc. ~~conducted a Private Investment in Public Equity transaction~~, in ~~which~~South ~~the~~Africa. ~~Company~~As ~~offered 1,000,000 unregistered shares to accredited investors at~~ a ~~discounted price of $0.75 per share to raise an additional $750~~result,~~000~~ ofMy ~~growth~~Power ~~capital.~~Solutions ~~Under~~South ~~this~~African ~~offering,~~employees ~~the~~and ~~Company~~consultants ~~sold~~have ~~999,970~~filed ~~shares~~a ofdispute ~~common~~with ~~stock~~The ~~for~~Commission ~~proceeds of $749,977, including 784,302 shares of common stock~~ for ~~proceeds of $588~~Conciliation,~~226~~ ~~during~~Mediation ~~the~~and ~~year~~Arbitration ~~ended~~(CCMA) ~~August~~in ~~31,~~South ~~2017~~Africa. ~~Poverty~~As ~~Dignified, Inc. is currently conducting a private placement offering pursuant to a private placement memorandum, in which~~ the Company iswinds ~~offering~~down ~~2,000,000~~its ~~shares~~local atoperations ~~a price of $1.50 per share to raise an additional $3,000,000~~ in ~~growth~~South ~~capital. Pursuant to this private placement memorandum~~Africa, ~~the~~legal ~~Company~~counsel has ~~the~~confirmed ~~option~~that ~~to sell shares at a price lower than~~ the ~~$1.50~~creditors ~~per~~of ~~share. Through August 31, 2017, under this private placement memorandum,~~ the Company ~~issued~~will ~~144,000~~only ~~shares~~have ofclaims ~~common~~against ~~stock~~the atinsolvent aestate ~~discounted price~~ of ~~$0.75~~the ~~per~~local ~~share~~external ~~for~~company ~~proceeds~~and ofnot ~~$108,000~~against ~~and~~My ~~issued~~Power 49Solutions,~~700~~ ~~shares~~Inc. ofor ~~common~~Poverty ~~stock~~Dignified atInc in the ~~offering~~United ~~price of $1~~States.50 ~~per~~It ~~share~~is ~~for~~therefore ~~proceeds~~managements ofposition ~~$74,550.~~that ~~During~~there ~~the~~is ~~year~~no ~~ended~~probable ~~August~~recourse ~~31,~~that ~~2018,~~will ~~the~~have ~~Company~~an ~~issued~~adverse ~~10,800~~effect ~~shares~~on atPoverty ~~a discounted price of $0.75 per share and 6~~Dignified,~~000~~ ~~shares at a price of $1~~Inc.~~50 for total proceeds of $17,100.~~

11NOTE ~~Table~~6 of– ~~Contents~~CONVERTIBLE NOTES PAYABLE

AsOn ofDecember ~~November~~21, 302017, ~~2018~~the Company entered into a Securities Purchase Agreement whereas, ofCrown ~~our~~Bridge 11Partners,~~396,152~~ ~~outstanding~~LLC ~~shares~~(the "buyer") wished to purchase from the Company securities consisting of ~~common~~the ~~stock,~~Company’s 8% convertible notes payable for an aggregate principal amount of up to $120,~~204~~000. As additional consideration,~~758~~ ~~shares~~the ~~were~~Company issued toa ~~various~~Common ~~stockholders~~Stock inPurchase ~~exchange~~Warrant (the “warrant”) for ~~services~~32,000 ~~and/or~~shares ~~under~~at ~~restricted~~an ~~stock~~exercise ~~agreements~~price of $1.25 ~~Relative~~over an exercise period of 5 years. Due to ~~those~~the ~~shares,~~provisions ~~since~~of ~~inception~~the warrant, the ~~Company~~warrant ~~has~~was ~~recognized~~classified ~~total~~as ~~expense~~a ofderivative $6warrant liability,~~524,029.~~ ~~During~~the fair value of which was determined using the ~~three~~Black-Scholes ~~months~~valuation ~~ended~~model. ~~November~~On 30May 11, 2018, the Company ~~issued~~repaid 1the convertible note payable. However,~~288,758~~ ~~shares~~the ~~for~~warrant ~~stock~~remains ~~compensation~~outstanding ~~expense~~and ofthe ~~$200,957.~~derivative ~~There~~liability ~~were~~associated nowith ~~shares~~it ~~issued~~was ~~for~~valued ~~stock~~at ~~compensation~~$136 ~~expense~~and ~~during~~$7,086 ~~the~~at ~~three~~February ~~months~~28, ~~ended~~2019 ~~November~~and 30August 31, ~~2017~~2018, respectively.

~~NOTE~~On 5June –21, ~~COMMITMENTS~~2018, ~~AND~~the ~~CONTINGENCIES~~Company issued a convertible note to Power Up Lending Group, LTD. for $128,000. The note bears interest at 12%, matures on March 30, 2019, and is convertible into common stock at 58% of the lowest 3 closing market prices of the previous 10 trading days prior to conversion. The Company also recorded a $3,000 debt discount due to issuance fees. The holder’s conversion option under the note does not become active until 180 days after the issuance date. During the six months ended February 28, 2019, the holder’s option to convert became active and the Company recorded a derivative liability of $38,008, in which the fair value of the embedded derivative was determined using the Black-Scholes valuation model. The value of the derivative liability was attributed to debt discount. The debt discount is amortized over the term of the note or to the date of conversion, and the derivative liability is revalued at each conversion or reporting date to fair value. Any change in fair value is credited or charged to the statement of operations in the period.

~~The~~On July 13, 2018, the Company ~~had~~entered into a ~~lease~~Securities ~~for~~Purchase Agreement whereas, EMA Financial, LLC (the ~~office~~"buyer") wishes to purchase from the Company a 10% convertible note for a principal amount of ~~its~~$83,500. ~~discontinued~~On ~~operation~~July in13, ~~South~~2018, ~~Africa~~the ~~that~~Company ~~expired~~issued a convertible promissory note (the “note”) to the buyer for $81,830 in proceeds, after a $1,670 original issue discount. The note matures on April 12, 2019. The note is convertible at a conversion price of 50% of the lowest trading price during the 10 days prior to the conversion date. At the closing, the Company paid closing costs and a consulting fee totaling $7,340. Accordingly, the Company recorded a debt discount of $9,010. At issuance, the holder’s ~~fiscal~~option ~~fourth~~to ~~quarter~~convert ~~2018~~was active and the Company recorded a derivative liability of $48,702, in which the fair value of the embedded derivative was determined using the Black-Scholes valuation model. The derivative liability was attributed to debt discount. The debt discount is amortized over the term of the note or to the date of conversion, and the derivative liability is revalued at each conversion or reporting date to fair value. Any change in fair value is credited or charged to the statement of operations in the period. During the six months ended February 28, 2019, the holder effected four conversions for a total of 700,000 shares to extinguish a portion of the convertible note payable. As a result, the Company recorded a loss on extinguishment of debt of $18,490.

~~Based~~13 onTable ~~a recent performance review by Poverty Dignified Inc.’s Board~~ of Directors, the decision was made to withdraw all operations of its wholly owned subsidiary, My Power Solutions, Inc., in South Africa. As a result, My Power Solutions South African employees and consultants have filed a dispute with The Commission for Conciliation, Mediation and Arbitration (“CCMA”) in South Africa. As the Company winds down its local operations in South Africa, legal counsel has confirmed that the creditors of the Company will only have claims against the insolvent estate of the local external company and not against My Power Solutions, Inc. or Poverty Dignified Inc in the United States. It is therefore management’s position that there is no probable recourse that will have an adverse effect on Poverty Dignified, Inc.Contents

~~NOTE~~On 6September –27, ~~CONVERTIBLE~~2018, ~~NOTES~~the ~~PAYABLE~~Company issued a convertible note to Power Up Lending Group, LTD. for $53,000. The note bears interest at 12%, matures on July 15, 2019, and is convertible into common stock at 58% of the lowest 3 closing market prices of the previous 10 trading days prior to conversion. The Company also recorded a $3,000 debt discount due to issuance fees. The holder’s conversion option under the note does not become active until 180 days after the issuance date.

On ~~December~~November 216, ~~2017~~2018, the Company entered into a Securities Purchase Agreement ~~whereby~~whereas, ~~Crown~~Auctus ~~Bridge Partners~~Fund, LLC ~~wished~~(the "buyer") wishes to purchase from the Company ~~securities~~a ~~consisting of the Company’s 8~~12% convertible ~~notes~~note ~~payable~~ for ana ~~aggregate~~ principal amount of ~~up to~~ $~~120~~111,000. AsOn ~~additional~~November ~~consideration~~6, 2018, the Company issued a ~~Common~~convertible ~~Stock~~promissory ~~Purchase~~note ~~Warrant~~ (the “~~Warrant~~note”) to the buyer for 32$97,~~000~~250 ~~shares~~in proceeds, after a $13,750 reduction for issuance fees. The note matures on August 6, 2019. The note is convertible at ana ~~exercise~~conversion price of ~~$1.25~~55% ~~over~~of anthe ~~exercise~~lowest trading price during the 25-day period ofending 5one ~~years.~~trading ~~Due~~day prior to the ~~provisions~~date of the ~~Warrant~~conversion notice. At the closing, the ~~Warrant~~Company paid closing costs and fees totaling $6,000. Accordingly, the Company recorded a debt discount of $19,750. At issuance, the holder’s option to convert was ~~classified~~active asand the Company recorded a derivative ~~warrant~~ liability of $15,063, in which the fair value of ~~which~~the embedded derivative was determined using the Black-Scholes valuation model. OnThe ~~May~~derivative ~~11,~~liability ~~2018,~~was ~~the~~attributed ~~Company~~to ~~repaid~~debt discount. The debt discount is amortized over the ~~convertible~~term of the note ~~payable.~~or ~~However,~~to the ~~warrant~~date ~~remains~~of ~~outstanding~~conversion, and the derivative liability ~~associated~~is ~~with~~revalued itat ~~was~~each ~~valued~~conversion ator ~~$2,665~~reporting ~~and~~date ~~$7,086~~to atfair ~~November~~value. ~~30,~~Any ~~2018~~change ~~and~~in ~~August~~fair ~~31,~~value ~~2018,~~is ~~respectively~~credited or charged to the statement of operations in the period.

~~On June 21, 2018, the Company issued a convertible note to Power Up Lending Group, LTD. for $128,000.~~ The ~~note~~following ~~bears~~table ~~interest~~summarizes ~~at 12%, matures on March 30, 2019, and is convertible into common stock at 58% of~~ the ~~lowest~~balances ~~3 closing market prices~~ of ~~the~~convertible ~~previous~~notes 10 trading days prior to conversion. The Company also recorded a $3,000 debt discount due to issuance fees. The holder’s conversion option under the note does not become active until 180 days after the issuance date. payable:

On July 13, 2018, the Company entered into a Securities Purchase Agreement whereby, EMA Financial, LLC agreed to purchase from the Company a 10% convertible note for a principal amount of $83,500. On July 13, 2018, the Company issued a convertible promissory note to EMA Financial, LLC for $81,830 in proceeds, after a $1,670 original issue discount. The note matures on April 12, 2019. The note is convertible at a conversion price of 50% of the lowest trading price during the 10 days prior to the conversion date. At the closing, the Company paid closing costs and a consulting fee totaling $7,340. Accordingly, the Company recorded a debt discount of $9,010. At issuance, the holder’s option to convert was active and the Company recorded a derivative liability of $48,702, in which the fair value of the embedded derivative was determined using the Black-Scholes valuation model. The derivative liability was attributed to debt discount. The debt discount is amortized over the term of the note or to the date of conversion, and the derivative liability is revalued at each conversion or reporting date to fair value. Any change in fair value is credited or charged to the statement of operations in the period.

	February 28,		August 31,
	2019		2018

Power Up Lending Group, LTD	$	114,998	$	125,667
EMA Financial, LLC		47,758		33,002
Power Up Lending Group, LTD		51,667		-
Auctus Fund, LLC		91,659		-

Convertible notes payable, net of discount	$	306,082	$	158,669

12Amortization ~~Table~~ of ~~Contents~~the debt discounts recorded as interest expense during the six months ended February 28, 2019 and 2018 totaled $73,334 and $94,345, respectively.

OnEach ~~September~~of ~~27,~~the ~~2018,~~convertible ~~the~~notes ~~Company~~payable ~~issued~~include a ~~convertible~~debt ~~note~~covenant tostating ~~Power~~that Upduring ~~Lending~~the ~~Group,~~period ~~LTD.~~the ~~for~~conversion ~~$53~~right exists,~~000.~~ ~~The~~the ~~note~~borrower ~~bears~~will ~~interest~~reserve atfrom ~~12%,~~its ~~matures~~authorized onand ~~July~~unissued 15common stock a sufficient number of shares, ~~2019~~free from preemptive rights, ~~and~~to isprovide ~~convertible~~for ~~into~~the issuance of common stock atupon ~~58%~~the full conversion of the ~~lowest~~notes 3issued ~~closing~~pursuant ~~market~~to ~~prices~~the ofsecurities ~~the~~purchase ~~previous~~agreement. 10The ~~trading~~borrower ~~days~~is ~~prior~~required at all times to have authorized and reserved between five to ten times the number of shares that would be issuable upon full conversion of the note. ~~The~~At April 15,2019, the Company ~~also~~did ~~recorded~~not ahave ~~$3,000~~sufficient ~~debt~~authorized ~~discount~~and ~~due~~unissued common stock to ~~issuance~~meet ~~fees.~~the ~~The~~reserve ~~holder’s~~demand ~~conversion~~of ~~option~~its ~~under~~convertible ~~the~~notes ~~note~~payable, ~~does~~and ~~not~~Management ~~become~~intends ~~active~~to ~~until~~rectify ~~180~~this ~~days~~deficit ~~after~~during the ~~issuance~~third ~~date~~quarter.

OnNOTE ~~November~~7 6,– ~~2018,~~DERIVATIVE the Company entered into a Securities Purchase Agreement whereby Auctus Fund, LLC agreed to purchase from the Company a 12% convertible note for a principal amount of $111,000. On November 6, 2018, the Company issued a convertible promissory note to Auctus Fund, LLC for $97,250 in proceeds, after a $13,750 reduction for issuance fees. The note matures on August 6, 2019. The note is convertible at a conversion price of 55% of the lowest trading price during the 25-day period ending one trading day prior to the date of the conversion notice. At the closing, the Company paid closing costs and fees totaling $6,000. Accordingly, the Company recorded a debt discount of $19,750. At issuance, the holder’s option to convert was active and the Company recorded a derivative liability of $15,063, in which the fair value of the embedded derivative was determined using the Black-Scholes valuation model. The derivative liability was attributed to debt discount. The debt discount is amortized over the term of the note or to the date of conversion, and the derivative liability is revalued at each conversion or reporting date to fair value. Any change in fair value is credited or charged to the statement of operations in the period. LIABILITIES

The ~~following~~Company ~~table~~analyzed ~~summarizes~~the warrant and beneficial conversion features (“BCF”) for derivative accounting consideration under ASC 815, “Derivatives and Hedging,” and determined that the ~~balances~~warrant ofwas a derivative warrant liability and that the conversion options on convertible notes payable: become derivatives at the point the holder’s option to convert becomes active and there is active trading of the Company’s stock.

	November 30,		August 31,
	2018		2018
Power Up Lending Group, LTD	$	126,667	$	125,667
EMA Financial, LLC		47,430		33,002
Power Up Lending Group, LTD		50,667		-
Auctus Fund, LLC		80,055		-
Convertible notes payable, net of discount	$	304,819	$	158,669

The Company determined our derivative liabilities to be a Level 3 fair value measurement and used the Black-Scholes pricing model to calculate the fair value as of February 28, 2019 and August 31, 2018. The Black-Scholes model requires six basic data inputs: the exercise or strike price, time to expiration, the risk-free interest rate, the current stock price, the estimated volatility of the stock price in the future, and the dividend rate. Changes to these inputs could produce a significantly higher or lower fair value measurement. The fair value of each convertible note is estimated using the Black-Scholes valuation model.

~~Amortization~~14 Table of ~~the debt discounts recorded as interest expense during the three months ended November 30, 2018 and 2017 totaled $19,963 and $40,293, respectively.~~Contents

~~NOTE~~The 7following –weighted-average ~~DERIVATIVE~~assumptions ~~LIABILITIES~~were used at February 28, 2019 and August 31, 2018:

The Company analyzed the warrant and beneficial conversion features (“BCF”) for derivative accounting consideration under ASC 815, “Derivatives and Hedging,” and determined that the Warrant was a derivative warrant liability and that the conversion options on convertible notes payable become derivatives at the point the holder’s option to convert becomes active and there is active trading of the Company’s stock.

	February 28,			August 31,
	2019			2018

Expected term	0.082-3.81 years			0.614-4.31 years
Expected average volatility	102.00%-124.39		%	85.45%-130.21		%
Expected dividend yield		0.00	%		0.00	%
Risk-free interest rate	2.44%-2.51		%	2.46%-2.74		%

The ~~Company~~following ~~determined~~table ~~our~~summarizes ~~derivative liabilities to be a Level 3 fair value measurement and used~~ the ~~Black-Scholes~~balances ~~pricing model to calculate the fair value as~~ of ~~November~~derivative ~~30, 2018 and August 31, 2018. The Black-Scholes model requires six basic data inputs~~liabilities: the exercise or strike price, time to expiration, the risk-free interest rate, the current stock price, the estimated volatility of the stock price in the future, and the dividend rate. Changes to these inputs could produce a significantly higher or lower fair value measurement. The fair value of each convertible note is estimated using the Black-Scholes valuation model. The following weighted-average assumptions were used at November 30, 2018 and August 31, 2018:

	November 30,		August 31,
	February 28,		August 31,
	2018		2018
	2019		2018
Expected term	0.364-4.06 years		0.614-4.31 years
Power Up Lending Group, LTD.	$	6,045	$	-
Expected average volatility	83.29%-128.47%		85.45%-130.21%
EMA Financial, LLC		-		49,134
Expected dividend yield	0.00%		0.00%
Auctus Fund, LLC		2,303		-
Risk-free interest rate	2.37%-2.84%		2.46%-2.74%
Crown Bridge Partners, LLC - Warrant		136		7,086
Total derivative liabilities	$	8,484	$	56,220

13The ~~Table~~following oftable ~~Contents~~summarizes the change in derivative liabilities included in the balance sheet for the six months ended February 28, 2019:

The following table summarizes the balances of derivative liabilities:

Fair Value Measurements Using Significant Observable Inputs (Level 3)

Balance - August 31, 2018	$	56,220
Addition of new derivative liabilities as debt discounts, upon issuance of warrants and convertible notes		15,063
Addition of new derivative liabilities as debt discounts, upon holder's option becoming active		38,008
Reduction in derivative liabilities due to conversions of convertible notes to common stock		(3,410	)
Gain on change in fair value of derivative liabilities		(97,397	)

Balance - February 28, 2019	$	8,484

	November 30,		August 31,
	2018		2018
EMA Financial, LLC	$	44,609	$	49,134
Auctus Fund, LLC		14,796		-
Crown Bridge Partners, LLC - Warrant		2,665		7,086
Total derivative liabilities	$	62,070	$	56,220

NOTE 8 – INCOME TAXES

~~The~~Due ~~following~~to ~~table~~continued ~~summarizes~~operating ~~the~~losses, ~~change~~there inis ~~derivative~~a ~~liabilities~~full ~~included~~valuation inagainst ~~the~~gross ~~balance~~deferred ~~sheet~~tax assets for the ~~three~~period ~~months~~from ~~ended~~inception ~~November~~through 30February 28, ~~2018:~~2019.

Fair Value Measurements Using Significant Observable Inputs (Level 3)
Balance - August 31, 2018	$	56,220
Addition of new derivative liabilities as debt discounts, upon issuance of warrants and convertible notes		15,063
Gain on change in fair value of derivative liabilities		(9,213	)
Balance - November 30, 2018	$	62,070

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amount used for federal and state income tax purposes.

1415 Table of Contents

~~NOTE~~The 8Company’s –total ~~INCOME~~deferred ~~TAXES~~tax asset, calculated using effective tax rates is as follows:

Due to continued operating losses, there is a full valuation against gross deferred tax assets for the period from inception through November 30, 2018.

	February 28,			August 31,
	2019			2018

Net operating loss carryforwards	$	664,636		$	630,534
Foreign net operating losses		275,306			274,803
Organization costs		49,640			51,916
Accrued payroll		228,701			212,932

Gross deferred tax asset		1,218,283			1,170,185

Valuation allowance		(1,218,283	)		(1,170,185	)

Net deferred tax asset	$	-		$	-

~~Deferred~~The ~~income~~Company ~~taxes~~has ~~reflect~~not ~~the~~recognized ~~net~~a deferred tax ~~effects~~asset offor ~~temporary~~its ~~differences~~stock ~~between~~compensation ~~the~~expense ~~carrying~~due ~~amounts~~to ofits ~~assets~~non-deductibility. ~~and~~The ~~liabilities~~Company ~~for~~has ~~financial~~no ~~reporting~~plans ~~purposes~~to ~~and~~pursue ~~the~~any ~~amount~~tax ~~used~~benefits ~~for~~relative ~~federal~~to ~~and~~its ~~state~~recognized ~~income~~stock ~~tax~~compensation ~~purposes~~expense.

The ~~Company’s~~reconciliation ~~total~~of ~~deferred~~income ~~tax~~taxes ~~asset~~is computed at a rate of 21% and 35% for federal income taxes for the six months ended February 28, ~~calculated~~2019 ~~using~~and ~~effective~~2018, ~~tax~~respectively, ~~rates~~and at 28% for foreign income taxes is as follows:

	November 30,			August 31,
	Six Months Ended February 28,
	2018			2018
	2019			2018
Net operating loss carryforwards	$	649,611		$	630,534
Income tax computed at the federal statutory rate	$	(89,796	)	$	(259,339	)
Foreign net operating losses		275,306			274,803
Foreign income tax		(503	)		(75,866	)
Organization costs		50,778			51,916
Non-deductible stock compensation expense		42,201			30,012
Accrued payroll		228,701			212,932
Other		-			(30,029	)
Gross deferred tax asset		1,204,396			1,170,185
Total		(48,098	)		(335,222	)
Valuation allowance		(1,204,396	)		(1,170,185	)
Change in valuation allowance		48,098			335,222
Net deferred tax asset	$	-		$	-
Provision for income taxes	$	-		$	-

~~The~~As of February 28, 2019, the Company ~~has~~had ~~not~~net ~~recognized~~operating aloss ~~deferred~~carryforwards ~~tax~~in ~~asset~~the ~~for~~amount ~~its~~of ~~stock~~$4,148,169, ~~compensation~~of ~~expense~~which ~~due~~$3,164,932 towas ~~its~~incurred ~~non-deductibility~~in the U.S. ~~The~~and $983,237 was the result of cumulative operating losses of the Company’s ~~has~~subsidiaries noin ~~plans~~South toAfrica, ~~pursue~~which ~~any~~have ~~tax~~now ~~benefits~~been ~~relative~~discontinued. toBecause of the Company’s lack of earnings history and uncertainty regarding the usability of the losses from its ~~recognized~~discontinued ~~stock~~operation ~~compensation~~in ~~expense~~South Africa, the net operating loss carryforwards and other deferred tax assets have been fully offset by a valuation allowance. The valuation allowance increased by $48,098 and $335,222 during the six months ended February 28, 2019 and 2018, respectively.

~~The~~Our ~~reconciliation~~federal ofnet ~~income~~operating ~~taxes~~losses iswill ~~computed~~begin atto aexpire ~~rate~~in of2034 ~~21%~~ and ~~35%~~our ~~for~~state ~~federal~~tax ~~income~~loss ~~taxes~~carryforwards ~~for~~will ~~the~~begin ~~three~~to ~~months~~expire ~~ended~~in ~~November~~2029. ~~30,~~Federal ~~2018~~net ~~and~~operating ~~2017,~~losses ~~respectively,~~incurred ~~and~~in at2018 ~~28%~~and ~~for~~after ~~foreign~~carryforward ~~income taxes is as follows:~~indefinitely.

	Three Months Ended November 30,
	2018			2017
Income tax computed at the federal statutory rate	$	(75,909	)	$	(107,840	)
Foreign income tax		(503	)		(33,321	)
Non-deductible stock compensation expense		42,201			-
Other		-			(8,331	)
Total		(34,211	)		(149,492	)
Change in valuation allowance		34,211			149,492
Provision for income taxes	$	-		$	-

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AsNOTE of9 ~~November~~– ~~30,~~RELATED ~~2018,~~PARTY the Company had net operating loss carryforwards in the amount of $4,076,624, of which $3,093,387 was incurred in the U.S. and $983,237 was the result of cumulative operating losses of the Company’s subsidiaries in South Africa, which have now been discontinued. Because of the Company’s lack of earnings history and uncertainty regarding the usability of the losses from its discontinued operation in South Africa, the net operating loss carryforwards and other deferred tax assets have been fully offset by a valuation allowance. The valuation allowance increased by $34,211 and $149,492 during the three months ended November 30, 2018 and 2017, respectively.TRANSACTIONS

~~Our~~Due ~~federal net operating losses will begin~~ to ~~expire~~Former ~~in 2034 and our state tax loss carryforwards will begin to expire in 2029. Federal net operating losses incurred in 2018 and after carryforward indefinitely.~~Officer

~~NOTE~~On 9March –13, ~~RELATED~~2016, ~~PARTY~~John ~~TRANSACTIONS~~K. Lowther, now former Chief Executive Officer and Director, advanced the Company $12,916. The balance outstanding at February 28, 2019 and August 31, 2018 is $6,725. This advance does not bear interest.

~~Due~~Notes toPayable ~~Officer~~– Related Party

OnDuring ~~March~~the 13year ended August 31, 2016, ~~John~~Power KIt Perfect, Inc. ~~Lowther~~loaned the Company $208,160 ~~President~~for working capital purposes in exchange for promissory notes. During the year ended August 31, ~~Chief~~2017, ~~Executive~~Power ~~Officer~~It ~~and~~Perfect, ~~Director~~Inc. loaned the Company an additional $313,450 ~~advanced~~for working capital purposes in exchange for promissory notes. During the year ended August 31, 2018, Power It Perfect, Inc. loaned the Company an additional $12678,~~916~~358 for working capital and other purposes in exchange for promissory notes. All the notes bear interest at five percent per annum, are non-collateralized and due on demand, as soon as the Company has operating cash flow available for repayment. The balance ~~outstanding~~of the notes payable was $1,114,207 at ~~November~~February 3028, ~~2018~~2019 and August 31, 2018. Accrued interest on the notes, which is included in accrued expenses, totaled $629,~~725~~926 and $2,300 at February 28, 2019 and August 31, 2018, respectively. ~~This~~There ~~advance~~are ~~does~~no ~~not~~conversion ~~bear~~provisions ~~interest~~associated with the notes.

15Stock-Based ~~Table of Contents~~Compensation

~~Notes~~During ~~Payable~~the –six ~~Related~~months ~~Party~~ended February 28, 2019, the Company issued 1,288,758 shares to employees of an affiliated company for services rendered to the Company. These services were valued at the market value of shares at the time of issuance. The stock-based compensation expense recognized by the Company for the six months ended February 28, 2019 totaled $200,957.

~~During~~NOTE ~~the~~10 ~~year~~– ~~ended~~DISCONTINUED August 31, 2016, Power It Perfect, Inc. loaned the Company $208,160 for working capital purposes in exchange for promissory notes. During the year ended August 31, 2017, Power It Perfect, Inc. loaned the Company an additional $313,450 for working capital purposes in exchange for promissory notes. During the year ended August 31, 2018, Power It Perfect, Inc. loaned the Company an additional $678,358 for working capital and other purposes in exchange for promissory notes. All the notes bear interest at five percent per annum, are non-collateralized and due on demand, as soon as the Company has operating cash flow available for repayment. The balance of the notes payable was $1,114,207 at November 30, 2018 and August 31, 2018. Accrued interest on the notes, which is included in accrued expenses, totaled $16,189 and $2,300 at November 30, 2018 and August 31, 2018, respectively. There are no conversion provisions associated with the notes.OPERATION

~~Stock-Based~~In ~~Compensation~~May 2018, the Company decided to withdraw all operations of My Power Solutions, Inc. in South Africa. The decision to cease the operations of My Power Solutions, Inc. in rural South African communities represents a strategic shift that impacts the Company’s financial reporting and results. As such, My Power Solutions, Inc. has been classified as a discontinued operation.

~~During~~The ~~the~~major ~~three~~classes ~~months ended November 30, 2018, the Company issued 1,288,758 shares to employees~~ of anline ~~affiliated~~items ~~company~~constituting ~~for services rendered to~~ the ~~Company.~~loss ~~These~~from ~~services~~discontinued ~~were~~operation ~~valued~~are atpresented ~~the~~in ~~market value of shares at~~ the ~~time~~table ~~of issuance~~below. ~~The stock-based compensation expense recognized by the Company for the three months ended November 30, 2018 totaled $200,957.~~

NOTE 10 – DISCONTINUED OPERATION

	Six Months Ended February 28,
	2019			2018

Revenue	$	-		$	-
Franchise and operating expenses		(1,798	)		(216,810	)
Loss on impairment of property and equipment		-			(54,141	)

Loss from discontinued operation	$	(1,798	)	$	(270,951	)

In17 ~~May~~Table ~~2018, the Company decided to withdraw all operations~~ of My Power Solutions, Inc. in South Africa. The decision to cease the operations of My Power Solutions, Inc. in rural South African communities represents a strategic shift that impacts the Company’s financial reporting and results. As such, My Power Solutions, Inc. has been classified as a discontinued operation.Contents

The major ~~classes~~components of ~~line~~the ~~items~~assets ~~constituting~~and ~~the~~liabilities ~~loss~~of ~~from~~the discontinued operation are presented in the table below.

	Three Months Ended November 30,
	February 28,			August 31,
	2018			2017
	2019			2018
Revenue	$	-		$	-
Assets:
Franchise and operating expenses		(1,798	)		(119,005	)
Prepaid expenses and other assets	$	2,271		$	2,174
Loss on impairment of property and equipment		-			(54,141	)
Current assets of discontinued operation	$	2,271		$	2,174
Loss from discontinued operation	$	(1,798	)	$	(173,146	)
Liabilities:
Accounts payable	$	17,559		$	16,812
Accrued payroll and expenses		35,123			41,560
Other liabilities		356,999			356,999
Current liabilities of discontinued operation	$	409,681		$	415,371

16NOTE ~~Table~~11 of– ~~Contents~~SUBSEQUENT EVENTS

~~The~~Management ~~major~~has ~~components~~evaluated ofsubsequent ~~the~~events ~~assets~~through ~~and~~April ~~liabilities~~15, of2019, which is the ~~discontinued~~date ~~operation~~when ~~are~~these ~~presented~~consolidated infinancial ~~the~~statements ~~table~~were ~~below.~~issued, and is aware of none requiring disclosure, except as follows:

	November 30,		August 31,
	2018		2018
Assets:
Prepaid expenses and other assets	$	2,308	$	2,174
Current assets of discontinued operation	$	2,308	$	2,174
Liabilities:
Accounts payable	$	17,848	$	16,812
Accrued payroll and expenses		35,701		41,560
Other liabilities		356,999		356,999
Current liabilities of discontinued operation	$	410,548	$	415,371

Since February 28, 2019, the Company has issued 7,364,063 shares of common stock for the conversion of $43,935 of principal on convertible promissory notes.

~~NOTE~~On 11April –2, ~~SUBSEQUENT~~2019, ~~EVENTS~~the Company issued a convertible promissory note to Power Up Lending Group, LTD in the amount of $25,000, resulting in $22,000 in net proceeds to the Company after the payment of debt issuance costs totaling $3,000. The note matures on December 2, 2019. After 180 days from the date of the note agreement, the note is convertible at a conversion price of 58% of the average of the lowest three trading price during the 10 days prior to the conversion date.

~~Management~~18 ~~has~~Table ~~evaluated subsequent events through January 14, 2019, which is the date when these consolidated financial statements were issued, and is aware~~ of ~~none requiring disclosure.~~Contents

17 Table of Contents

Item 2. Management`s Discussion and Analysis of Financial Condition and Results of Operations

~~The~~With ~~following~~the ~~discussion~~exception ~~and~~of ~~analysis~~historical ~~should~~matters, bethe ~~read~~matters indiscussed ~~conjunction~~herein ~~with~~are ~~(i)~~forward-looking ~~the~~statements ~~accompanying~~that ~~unaudited~~involve ~~consolidated~~risks ~~financial statements~~ and ~~notes~~uncertainties. ~~thereto~~Forward-looking ~~for~~statements ~~the~~include, ~~three~~but ~~months~~are ~~ended~~not ~~November~~limited 30to, ~~2018, (ii) the audited consolidated financial~~ statements ~~and~~concerning ~~notes~~anticipated ~~thereto~~trends ~~for the year ended August 31, 2018 included~~ in ~~our~~revenues ~~Annual Report on Form 10-K filed with the Securities~~ and ~~Exchange~~net ~~Commission (the “SEC”) on December 14~~income, ~~2018,~~projections asconcerning ~~amended~~operations byand ~~that~~available ~~certain~~cash ~~Amendment No~~flow. 1Our toactual ~~the~~results ~~Form~~could ~~10-K~~differ ~~filed~~materially ~~with~~from the ~~SEC~~results ondiscussed ~~January~~in ~~14,~~such ~~2019 (the “Form 10~~forward-~~K”)~~looking ~~and~~statements. ~~(iii)~~The ~~the~~following discussion ~~under~~of ~~the~~our ~~caption~~financial ~~“Management’s~~condition ~~Discussion~~ and ~~Analysis~~results of ~~Financial~~operations ~~Condition~~should ~~and~~be ~~Results~~read ~~of Operations”~~ in ~~the~~conjunction ~~Form~~with ~~10-K.~~our ~~Except~~financial ~~for~~statements ~~certain information as of August 31, 2018, all amounts herein are unaudited. Unless we state otherwise or the context otherwise requires, the terms “we,” “us,” “our”~~ and the ~~“Company”~~related ~~refer~~notes tothereto ~~Poverty~~appearing ~~Dignified,~~elsewhere ~~Inc~~herein. ~~and its consolidated subsidiaries.~~

Background Overview

Poverty Dignified, Inc. was incorporated in the State of Nevada on September 27, 2013, and is headquartered in Belmont, North Carolina. The Company was established as a renewable energy company, incubating solar technologies to establish electrification, education, connectivity and media distribution infrastructures in rural communities across the globe to empower the individual, community and local economy. My Power Solutions, Inc., a wholly-owned subsidiary of Poverty Dignified, Inc. ~~(“MPS”)~~, was incorporated in the State of Nevada on March 13, 2014 as a franchise business opportunity with ~~franchise~~Franchise ~~disclosure~~Disclosure ~~documents~~Documents ~~provided~~ for franchise sales in both the United States and South African markets. Africhise, Inc., a wholly-owned subsidiary of Poverty Dignified, Inc., is a Delaware ~~corporation~~Corporation, ~~(“Africhise”)~~ and was formed on August 28, 2015 to be the franchise management arm of ~~MPS’~~My Power Solutions, Inc's franchise operations in Africa. My Power Solutions Bahamas, Inc., a wholly-owned subsidiary of ~~MPS~~My ~~(“MPS~~Power ~~Bahamas”)~~Solutions, Inc., is a Delaware ~~corporation~~Corporation, and was formed on June 14, 2018 to establish itself as a renewable energy solutions company in the Bahamas. ~~MPS~~B4dignity, ~~Bahamas~~Inc., ~~has~~a ~~yet~~wholly-owned tosubsidiary ~~establish~~of ~~business~~Poverty ~~operations~~Dignified, ~~and~~Inc. ~~did~~is ~~not~~a ~~engage~~Delaware inCorporation, ~~any~~and ~~material~~was ~~business~~formed ~~activity~~on ~~during~~January ~~the~~18, ~~three~~2019 ~~months~~to ~~ended~~be ~~November~~a ~~30,~~cause ~~2018~~marketing company.

In May 2018, following an operational review, the Company decided to withdraw all operations of ~~MPS~~My inPower ~~South~~Solutions, ~~Africa~~Inc. ~~(“MPS~~in South Africa”). With a lack of significant revenues, and higher than expected expenses due to training on-the-ground personnel and the implementation of solar installations, plus the instability of the political environment, the established operating structure and initial business plan ofwas ~~MPS South Africa were~~ not sustainable. The decision to cease the operations of ~~MPS~~My Power Solutions, Inc. in rural South ~~Africa~~African communities represents a strategic shift that impacts the Company’s financial reporting and results. As such, ~~MPS~~My Power Solutions, Inc. in South Africa has been classified as a discontinued operation.

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Liquidity and Capital Resources

Going Concern

The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As of ~~November~~February 3028, ~~2018~~2019, the Company had cash of $9219,~~815~~194, a working capital deficit of $23,~~976~~005,~~361~~657 and a stockholders’ deficit of $23,~~976~~005,~~361~~657. The Company has incurred net losses from start-up costs and minimal operations since inception to ~~November~~February 3028, ~~2018~~2019 and has ceased operations of its subsidiary, ~~MPS~~My ~~South~~Power ~~Africa. In June 2018~~Solutions, ~~the~~Inc. ~~Company~~in ~~established~~South ~~MPS Bahamas to begin offering renewable energy solutions throughout the Bahamas, but to date has no operations~~Africa. As a result, as of ~~November~~February 3028, ~~2018~~2019, these issues raise substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset amounts or the classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

The Company needs to generate revenues or must raise additional capital, reduce expenses and curtail cash outflows in order to be able to accomplish its business plan. In the interim, the Company ~~intends~~will continue to ~~accrue~~pursue ~~for~~bridge ~~management~~capital ~~salaries~~as ~~and defer certain payments~~needed. The Company’s $3,~~077~~033,~~976~~264 of total liabilities at ~~November~~February 3028, ~~2018~~2019 includes $1,114,207 of notes payable to a related party, $1,089,950 of accrued payroll expenses due to current and former Company management, and $6,725 due to ana former officer of the Company, all of which we believe, webut ~~can~~cannot ~~continue~~guarantee, towe can delay payment on over the next twelve months. During the ~~three~~six months ended ~~November~~February 3028, ~~2018~~2019, we received net proceeds totaling $147,250 from two convertible notes payable. ~~The~~ ~~first~~For ~~payments~~all onof ~~these~~our convertible notes ~~are~~payable, payments become due in ~~March~~fiscal ~~2019.~~year ~~Additionally~~2019, ~~these~~or ~~notes~~ can be repaid through conversion into the Company’s common stock. ~~Unless~~During wethe ~~achieve~~six ~~revenue~~months ended, and ~~obtain~~also ~~equity~~subsequent orto ~~debt~~February ~~financing~~28, as2019, ~~described~~payments ~~below~~totaling $58,035 wehave dobeen ~~not~~netted ~~believe~~against the outstanding principal of convertible notes payable through the issuance of common stock. Additionally, subsequent to February 28, 2019, the Company issued a convertible promissory note to Power Up Lending Group, LTD. in the amount of $25,000, resulting in net proceeds of $22,000 to the Company after the payment of debt issuance costs. As such, we ~~currently~~believe we have the capabilities and available resources to continue for the next twelve months, although we cannot guarantee that we will be able to do so.

To continue as a going concern and achieve a profitable level of operations, we will need, among other things, additional capital resources. Management’s plan to continue as a going concern includes generating revenue through operations and securing additional debt and/or equity financing. However, we may not be successful in accomplishing any of our plans to raise additional investment capital or generate revenue through operations. Our ability to continue as a going concern is dependent upon management’s ability to successfully implement the plans described above. Management cannot provide any assurance that unforeseen circumstances that may occur at any time within the next twelve months, or thereafter, will not increase the need for us to raise additional capital on an immediate basis. There can be no assurance that we will be able to continue to raise funds in subsequent debt or equity financings, in which case the Company may be unable to meet its obligations and be forced to discontinue its efforts to develop its business.

Convertible Notes

During the three months ended November 30, 2018, the Company engaged in the following transactions:

· On September 27, 2018, the Company issued a convertible promissory note to Power Up Lending Group, LTD (“Power Up”) in the amount of $53,000, resulting in $50,000 in net proceeds to the Company after the payment of debt issuance costs totaling $3,000. The note matures on July 15, 2019. After 180 days from the date of the note agreement, the note is convertible at a conversion price of 58% of the average of the lowest three trading price during the 10 days prior to the conversion date. · On November 6, 2018, the Company issued a convertible promissory note to Auctus Fund, LLC (“Auctus”) in the amount of $111,000, resulting in $97,250 of net proceeds to the Company after the payment of debt issuance costs totaling $12,750. The Auctus note matures on August 6, 2019 and bears interest at 12%. The Auctus note is convertible into shares of common stock at the lesser of market price at the date of the conversion or 55% of the lowest trading price during the 25-day period ending one trading day prior to the date of the conversion notice.

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Plan of Operation

As a renewable energy Company, Poverty Dignified remains committed to incubating solar technologies that establish electrification, education, connectivity and media distribution infrastructures in rural communities across the globe to empower the individual, community and local economy. Plans are underway to recapitalize the Company over the next two quarters, which if successful, would provide the necessary operational capital to execute its plan of operation.

The core values of the Company are 1) To be a renewable energy company focused on community development that champions the cause of dignity for a forgotten people by empowering them to implement practical solutions through an intentional, hands on engagement model that promotes entrepreneurial education, micro-business incubation and installation of basic solar power solutions. 2) To implement entrepreneurial education programs that strengthen and enhance the local community through actionable awareness of basic solar technology, discovery and implementation of business development opportunities and hands-on vocational training programs. 3) To develop a repeatable micro-business incubation model (with an emphasis on apprenticeships) that creates a sustainable economic development blueprint for rural communities to improve the quality of life for everyone. 4) To install basic solar power solutions as a transformation catalyst to kickstart the stalled economic growth problems in rural communities.

We want to promote a cycle of sustainability in rural communities. We also recognize a need for reliable and affordable power, and we believe solar power is the best solution for rural settings. For this reason, we intend to combine entrepreneurial education, micro-business development and solar power installations – with the hope of creating jobs through micro-business development and installation of solar power in rural communities to achieve the goal of stimulating economic growth and creating a pathway out of poverty into dignity.

We are not a charity, and we are not under any impression that we need to rescue rural communities. We are a for profit business that believes in developing integrated business partnerships to create opportunities for empowerment for everyone. It is our goal to do two things: 1) integrate solar technology solutions that will improve power efficiency and 2) facilitate business development through entrepreneurial education and community development.

In June 2018, the Company established My Power Solutions Bahamas, Inc. to begin offering renewable energy solutions throughout the Bahamas, but to date has no operations. On January 18, 2019, the Company established B4dignity, Inc. as a cause marketing company focused on lowering the cost of solar power for rural communities, but to date has no operations. We plan to partner with rural communities to create micro-business opportunities that invite the opportunity to pilot the implementation of low-cost, energy efficient solar power generation and power storage products. In this way, funding for solar energy solutions in rural communities won’t be a pipe dream but rather a realistic and achievable goal. Through an established eco-system of partners who provide basic products and services to the community, we can champion the rural community development story, and build a diversified online platform to facilitate e-commerce marketing efforts that can achieve sustainable business growth to help fund the implementation of basic solar power for the community. With an apprenticeship approach and vocational skills training programs, individuals in rural communities can apply their skills and training anywhere they wish, either to grow a business of their own or as a valuable employee of an existing local business to support their family and community.

A portion of all sales from products and services will be used to offset the initial cost of installing solar power for a family or school in the community. By sharing their story, we will elevate the voice of the rural community and highlight the sustainable micro-business development model we are helping to champion as a model for rural communities. We believe this is a repeatable model that can be implemented in any rural community across the globe to provide renewable solar power and sustainable business development.

In addition to working with local community business partners to install solar power solutions and provide business development skills training, we are also building joint venture relationships with technology companies that are revolutionizing solar power technology and battery power management. We are already seeing positive results that may lead to significant efficiency improvements and lower the cost for solar power generation and distribution, which would make solar power available to everyone at an affordable price. We believe these new solutions could make a powerful impact on society and transform rural communities, which in turn would drive revenue for the Company.

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Results of Operations

For the three and six months ended February 28, 2019

There were no revenues for the three and six months ended February 28, 2019. The net loss from continuing operations for the three and six months ended February 28, 2019 was $66,125 and $427,595, respectively.

Our primary expenses for the six months ended February 28, 2019 were related payroll expenses of $84,826, non-cash stock-based compensation expense of $200,957, and professional fees of $81,210. $76,087 of the payroll expenses related to amounts accrued for, but not paid to, the Company’s current and former management team. Interest expense for the six months ended February 28, 2019 totaled $121,562, of which $73,334 related to amortization of debt discounts.

The Company recorded a gain on the changes in fair value of derivative liabilities of $97,397 for the six months ended February 28, 2019. Due to principal payments made through the conversions of common stock, the Company recorded a loss on extinguishment of convertible notes of $18,490 for the six months ended February 28, 2019.

The loss from the discontinued operation was $1,798 during the six months ended February 28, 2019.

For the three and six months ended February 28, 2018

There were no revenues for the three and six months ended February 28, 2018. As a result, we had a net loss from continuing operations of $432,855 and $740,969, respectively, for the three and six months ended February 28, 2018.

Our expenses for the six months ended February 28, 2018 primarily consisted of payroll expenses of $162,699, non-cash stock-based compensation expense of $85,750 and $76,567 of professional fees. $141,425 of the payroll expenses related to amounts accrued for, but not paid to, the Company’s current and former management team.

The Company recorded a loss on the changes in fair value of derivative liabilities of $127,169 for the six months ended February 28, 2018. As a result of conversions of convertible debt during the six months ended February 28, 2018, the Company recorded a loss on extinguishment of debt of $90,091. Additionally, due to an event of default on one of its convertible notes payable, the Company recorded debt default penalty expense of $51,392 during the six months ended February 28, 2018.

The loss from the discontinued operation was $270,951 during the six months ended February 28, 2018.

Liquidity and Capital Resources

In May 2018, we ceased all operations of MPS South Africa. Though we formed MPS Bahamas on June 14, 2018 and B4dignity, Inc. on January 18, 2019, both companies are not currently operational and have engaged in no material business activities. As a result, the Company currently has no operations.

The Company needs to generate revenues or must raise additional capital, reduce expenses and curtail cash outflows in order to be able to accomplish its business plan. In the interim, the Company plans to defer certain payments. The Company’s $3,077,976 of total liabilities at February 28, 2019, includes $1,114,207 of notes payable to a related party, $1,089,950 of accrued payroll expenses due to current and former Company management, and $6,725 due to a former officer of the Company, all of which we believe, but cannot guarantee, we can delay payment on over the next twelve months.

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To continue as a going concern and achieve a profitable level of operations, we will need, among other things, additional capital resources. Management’s plan to continue as a going concern includes raising investment capital through leveraging equity in the Company, generating revenue through operations and securing additional debt and/or equity financing. However, management cannot provide any assurances that we will be successful in accomplishing any of our plans to raise additional investment capital or generate revenue through operations. Our ability to continue as a going concern is dependent upon management’s ability to successfully implement the plans described above. Management cannot provide any assurance that unforeseen circumstances that may occur at any time within the next twelve months, or thereafter, will not increase the need for us to raise additional capital on an immediate basis. There can be no assurance that we will be able to continue to raise funds in subsequent debt or equity financings, in which case the Company may be unable to meet its obligations.

Equity Offerings

Since August 31, 2018, there have been no additional equity offerings.

Convertible Notes

Since August 31, 2018, the Company has engaged in the following transactions:

	·	On September 27, 2018, the Company issued a convertible promissory note to Power Up Lending Group, LTD in the amount of $53,000, resulting in $50,000 in net proceeds to the Company after the payment of debt issuance costs totaling $3,000. The note matures on July 15, 2019. After 180 days from the date of the note agreement, the note is convertible at a conversion price of 58% of the average of the lowest three trading price during the 10 days prior to the conversion date.

	·	On November 6, 2018, the Company issued a convertible promissory note to Auctus in the amount of $111,000, resulting in $97,250 of net proceeds to the Company after the payment of debt issuance costs totaling $12,750. The Auctus note matures on August 6, 2019 and bears interest at 12%. The Auctus note is convertible into shares of common stock at the lesser of market price at the date of the conversion or 55% of the lowest trading price during the 25-day period ending one trading day prior to the date of the conversion notice.

	·	On January 17, 2019, 50,000 shares of common stock were issued to EMA Financial, LLC for the conversion of $3,250 of principal on a convertible promissory note.

	·	On January 29, 2019, 100,000 shares of common stock were issued to EMA Financial, LLC for the conversion of $3,500 of principal on a convertible promissory note.

	·	On February 7, 2019, 150,000 shares of common stock were issued to EMA Financial, LLC for the conversion of $4,000 of principal on a convertible promissory note.

	·	On February 20, 2019, 400,000 shares of common stock were issued to EMA Financial, LLC for the conversion of $3,350 of principal on a convertible promissory note.

	·	On March 5, 2019, 602,778 shares of common stock were issued to Power Up Lending Group, LTD. for the conversion of $7,595 of principal on a convertible promissory note.

	·	On March 20, 2019, 600,000 shares of common stock were issued to EMA Financial, LLC for the conversion of $2,020 of principal on a convertible promissory note.

	·	On March 21, 2019, 632,667 shares of common stock were issued to Power Up Lending Group, LTD. for the conversion of $4,745 of principal on a convertible promissory note.

	·	On March 26, 2019, 632,000 shares of common stock were issued to Power Up Lending Group, LTD. for the conversion of $4,740 of principal on a convertible promissory note.

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	·	On March 27, 2019, 632,667 shares of common stock were issued to Power Up Lending Group, LTD. for the conversion of $4,745 of principal on a convertible promissory note.

	·	On March 28, 2019, 660,000 shares of common stock were issued to EMA Financial, LLC for the conversion of $1,833 of principal on a convertible promissory note.

	·	On March 28, 2019, 633,117 shares of common stock were issued to Power Up Lending Group, LTD. for the conversion of $4,875 of principal on a convertible promissory note.

	·	On April 1, 2019, 632,051 shares of common stock were issued to Power Up Lending Group, LTD. for the conversion of $4,930 of principal on a convertible promissory note.

	·	On April 2, 2019, the Company issued a convertible promissory note to Power Up Lending Group, LTD in the amount of $25,000, resulting in $22,000 in net proceeds to the Company after the payment of debt issuance costs totaling $3,000. The note matures on December 2, 2019. After 180 days from the date of the note agreement, the note is convertible at a conversion price of 58% of the average of the lowest three trading price during the 10 days prior to the conversion date.

	·	On April 9, 2019, 854,000 shares of common stock were issued to EMA Financial, LLC for the conversion of $1,622 of principal on a convertible promissory note.

	·	On April 9, 2019, 632,609 shares of common stock were issued to Power Up Lending Group, LTD. for the conversion of $2,910 of principal on a convertible promissory note.

	·	On April 10, 2019, 852,174 shares of common stock were issued to Power Up Lending Group, LTD. for the conversion of $3,920 of principal on a convertible promissory note.

Related Party Notes Payable

~~During~~Since ~~the year ended~~ August 31, 2016, Power It Perfect, Inc. loaned the Company $208,160 for working capital purposes in exchange for promissory notes. During the year ended August 31, 2017, Power It Perfect, Inc. loaned the Company an additional $313,450 for working capital purposes in exchange for promissory notes. During the year ended August 31, 2018, Power It Perfect, Inc. loaned the Company an additional $678,358 for working capital and other purposes in exchange for promissory notes (collectively, the “PIP Notes”). All of the PIP Notes bear interest at 5% per annum, are noncollateralized and due on demand, as soon as the Company has operating cash flow available for repayment. The outstanding balance of the PIP Notes was $1,114,207 at November 30, 2018 and August 31, 2018. During the three months ended November 30, 2018, there have been no additional borrowings or repayments of notes payable to related party. Accrued interest on the ~~PIP~~notes ~~Notes, which is included in accrued expenses,~~ totaled $16,189 and $2,300 at ~~November~~February 3028, ~~2018~~2019 and August 31, 2018, respectively.

Cash

As of ~~November~~February 3028, ~~2018~~2019, the Company had cash of $9219,~~815~~194, an increase of $9017,~~996~~375 ~~from~~during the ~~cash~~six atmonths ~~the~~ended ~~beginning~~February of28, ~~the period~~2019. ~~The increase in cash is attributable to the Auctus and Power Up notes.~~ Our net cash used in operating activities of our continuing operation was only $40114,~~526~~146 for the ~~three~~six months ended ~~November~~February 3028, ~~2018~~2019. However, we do not currently have enough cash on hand to deploy our business plan in 2019. To achieve a profitable level of operations, we will need, among other things, additional capital resources. Management’s plan to continue as a going concern includes raising investment capital through leveraging equity in the Company, generating revenue through operations and by securing additional debt and/or equity financing. However, management cannot provide any assurances that we will be successful in accomplishing any of our plans to raise additional investment capital or generate revenue through operations. Our ability to continue as a going concern is dependent upon management’s ability to successfully implement the plans described above. Management cannot provide any assurance that unforeseen circumstances that may occur at any time within the next twelve months, or thereafter, will not increase the need for us to raise additional capital on an immediate basis. There can be no assurance that we will be able to continue to raise funds in subsequent debt or equity financings, in which case the Company may be unable to meet its obligations.

Results of Operations

For the three months ended November 30, 2018

The Company generated no revenues for the three months ended November 30, 2018. The net loss from continuing operations for the three months ended November 30, 2018 was $361,470.

Our primary expenses for the three months ended November 30, 2018 were payroll expenses of $76,436, non-cash stock-based compensation expenses of $200,957, and professional fees of $33,985. $76,087 of the payroll expenses related to amounts accrued for, but not paid to, the Company’s management team. Interest expense for the three months ended November 30, 2018 totaled $42,886, of which $19,963 related to amortization of debt discounts.

The Company recorded a gain on the changes in fair value of derivative liabilities of $9,213 for the three months ended November 30, 2018.

The loss from the discontinued operation was $1,798 during the three months ended November 30, 2018.

For the three months ended November 30, 2017

The Company generated no revenues for the three months ended November 30, 2017. The net loss from continuing operations for the three months ended November 30, 2017 was $308,114.

Our primary expenses for the three months ended November 30, 2017 were payroll expenses of $81,131, professional fees of $24,612, and $11,596 of travel related costs. $68,453 of the payroll expenses related to amounts accrued for, but not paid to, the Company’s management team. Interest expense for the three months ended November 30, 2017 totaled $50,027, of which $40,293 related to amortization of debt discounts.

The Company recorded a loss on the changes in fair value of derivative liabilities of $76,977 for the three months ended November 30, 2017. As a result of conversions of convertible debt during the three months ended November 30, 2017, the Company recorded a loss on extinguishment of debt of $51,050.

The loss from the discontinued operation was $173,146 during the three months ended November 30, 2017.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

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Item 3. Quantitative and Qualitative Disclosures about Market Risk

Not ~~applicable.~~required

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Based upon an evaluation of the effectiveness of disclosure controls and procedures, our principal executive and financial officer has concluded that as of the end of the period covered by this Quarterly Report on Form 10-Q our disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Exchange Act) were not effective. The Company’s principal executive and financial officer has determined that there are material weaknesses in our disclosure controls and procedures.

The material weaknesses in our disclosure control procedures are as follows:

1)	lack of a functioning audit committee due to a lack of a majority of independent members and a lack of a majority of outside directors on our Board of Directors, resulting in ineffective oversight in the establishment and monitoring of required internal control and procedures; and
2)	inadequate segregation of duties consistent with control objectives.;

We recognize the importance of the control environment as it sets the overall tone for the organization and is the foundation for all other components of internal control.

As of ~~January~~April 1415, 2019, while we have ~~hired~~ a third-party consultant to help us with our public reporting and disclosures, we have not taken action to correct the material weaknesses identified above in our internal control over financial reporting. Once the Company has additional sales activities and has sufficient personnel available, then our Board of Directors, in connection with the aforementioned weaknesses, will implement the following remediation measures:

We will ~~create~~hire aadditional ~~position~~personnel with sufficient qualifications to allow us to segregate duties consistent with control objectives and will increase our personnel resources and technical accounting expertise within the accounting function when funds are available to us. We plan to ~~raise~~use ~~additional~~some ~~funds through our capital raise to allocate to these control objectives. We also plan to appoint one or more outside directors to our Board~~ of ~~Directors who shall be appointed to an audit committee resulting in a fully functioning audit committee who will undertake~~ the ~~oversight~~funds inthrough the ~~establishment~~private ~~and~~placement ~~monitoring~~offering ofto ~~required~~allocate ~~internal~~to ~~controls~~this ~~and~~additional ~~procedures~~salary ~~such as reviewing and approving estimates and assumptions made by management when funds are available to us~~cost.

~~Management~~And, ~~believes~~we ~~that~~plan ~~the~~to ~~appointment~~appoint of one or more outside directors, to our board of directors who shall be appointed to an audit committee resulting in a fully functioning audit committee, who will ~~remedy~~undertake the ~~lack~~oversight in the establishment and monitoring of arequired ~~functioning~~internal ~~audit~~controls ~~committee~~and procedures such as reviewing and aapproving ~~lack~~estimates ofand aassumptions ~~majority~~made ofby ~~outside~~management ~~directors~~when onfunds ~~our~~are ~~Board~~available ofto ~~Directors~~us.

21Management ~~Table~~believes that the appointment of ~~Contents~~one or more outside directors, who shall be appointed to a fully functioning audit committee, will remedy the lack of a functioning audit committee and a lack of a majority of outside directors on our Board.

If we are able to raise additional capital, we anticipate having sufficient funds to at least partially, if not fully, implement our plans by August 31, 2019. Additionally, we plan to test our updated controls and remediate our deficiencies by August 31, 2019.

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PART II - OTHER INFORMATION

Item 1. Legal Proceedings

The Company is not a party to any pending legal proceedings, and no such proceedings are known to be contemplated.

No director, officer, or affiliate of the issuer and no owner of record or beneficiary of more than 5% of the securities of the issuer, or any security holder is a party adverse to the small business issuer or has a material interest adverse to the small business issuer.

Based on a recent performance review by ~~our~~Poverty Dignified Inc.’s Board of Directors, the decision was made to withdraw all operations of ~~MPS~~its wholly owned subsidiary, My Power Solutions, Inc., in South Africa. As a result, ~~MPS~~ My Power Solutions South ~~Africa’s~~African employees and consultants have filed a dispute with The Commission for Conciliation, Mediation and Arbitration (“CCMA”) in South Africa. As the Company winds down its local operations in South Africa, legal counsel has confirmed that the creditors of the Company will only have claims against the insolvent estate of the local external company and not against ~~MPS~~My Power Solutions, Inc. or Poverty Dignified, Inc. in the United States. It is therefore ~~management’s~~managements position that there is no probable recourse that will have an adverse effect on Poverty Dignified, Inc.

Item 1A2. ~~Risk~~Unregistered ~~Factors~~Sales of Equity Securities and Use of Proceeds

~~There~~During ~~have~~the ~~been~~six nomonths ~~material~~ended ~~changes~~February ~~from~~28, 2019, the ~~information~~Company ~~set~~issued ~~forth~~1,288,758 inshares ~~“Item~~under ~~1A.~~restricted ~~Risk~~stock ~~Factors”~~agreements for $-0- in ~~the~~proceeds. ~~Form~~The 10Company record stock-Kbased ~~filed~~compensation ~~with~~expense ~~the~~of ~~SEC~~$200,957 onrelated ~~December~~to ~~14,~~these ~~2018~~shares.

Item 23. ~~Unregistered~~Defaults ~~Sales~~Upon ofSenior ~~Equity~~ Securities ~~and Use of Proceeds~~

~~During the three months ended November 30, 2018, we issued the following securities that were not registered under the Securities Act.~~ None of the following transactions involved any underwriters, underwriting discounts or commissions. The recipients of the securities in each of these transactions represented their intentions to acquire the securities for investment only and not with a view to or for sale in connection with any distribution thereof, and appropriate legends were placed on the share certificates issued in these transactions. All recipients had adequate access to sufficient information about us to make an informed investment decision. The sales of these securities were made without any general solicitation or advertising.

Stock Issuances

During the three months ended November 30, 2018, the Company issued 1,288,758 shares under restricted stock agreements for $0 in proceeds. The Company record stock-based compensation expense of $200,957 related to these shares. Each of the following transactions was exempt from the registration requirements of the Securities Act pursuant to Section 4(a)(2) as a transaction not involving a public offering:

· On October 5, 2018, we issued 13,000 shares of our common stock to Matthew Alpeter, for an aggregate fair market value at the time of issuance of $4,290, as compensation for services provided to the Company. · On October 17, 2018, we issued 75,758 shares of our common stock to Keith Smith, for an aggregate fair market value at the time of issuance of $16,666.76, as compensation for services provided to the Company. · On November 5, 2018, we issued 1,000,000 shares of our common stock to the Andrew & Angela Thacker Living Trust, for an aggregate fair market value at the time of issuance of $150,000, as compensation for services provided to the Company. · On November 5, 2018, we issued 200,000 shares of our common stock to Robert Jolley, for an aggregate fair market value at the time of issuance of $30,000, as compensation for services provided to the Company.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

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Item 6. Exhibits

Exhibit 31.1	Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended	~~Certification of Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended~~
Exhibit 31.2	Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended	~~Certification of Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended~~
Exhibit 32	Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002	~~Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002~~
101	Interactive data files pursuant to Rule 405 of Regulation S-T

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SIGNATURES

Pursuant to the requirements of the Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Poverty Dignified, Inc. /s/ ~~John~~Matthew KD. ~~Lowther~~Alpeter ~~John~~Matthew KD. ~~Lowther~~Alpeter ~~President,~~ Chief Executive Officer ~~and~~(Principal ~~Director~~Executive Officer) /s/ George C. Critz, III George C. Critz, III Chief Financial Officer (Principal ~~Executive~~Financial Officer) Dated: April 15, 2019

~~/s/ George C. Critz, III George C. Critz, III Chief Financial Officer and Director (Principal Financial Officer) Dated: January 14, 2019~~27

	Level 1		Level 2		Level 3		Total

February 28, 2019
Liabilities
Derivative liabilities	$	-	$	-	$	8,484	$	8,484

August 31, 2018
Liabilities
Derivative liabilities	$	-	$	-	$	56,220	$	56,220

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