Common use of Qualifying Transaction Clause in Contracts

Qualifying Transaction. On December 30, 2013, the Company signed a non-binding letter of intent with Credent Capital Corp. (“Credent Capital”), a corporation existing under the laws of British Columbia, Canada, which outlines the general terms and conditions pursuant to which the Company and Credent Capital will be willing to complete a transaction that will effectively result in the acquisition by Credent Capital of the shares of the Company, and a reverse take-over of Credent Capital by the shareholders of the Company. HYDRO POWER TECHNOLOGIES INC. FOR THE PERIOD ENDED SEPTEMBER 30, 2019 (Expressed in Canadian Dollars) HYDRO POWER TECHNOLOGIES INC. (Expressed in Canadian dollars) Cash $ — $ — HST Receivable 36,419 36,419 Prepaid expenses and deposits 5,547 5,547 Total Current Assets 41,965 41,965 Equipment, net of accumulated depreciation 1,164 1,332 Deferred development costs (Note 4) 1,036,418 1,036,418 TOTAL ASSETS $ 1,079,548 $ 1,079,716 Accounts payable and accrued liabilities 191,130 191,130 Shareholder Loan (Note 5) 724,387 724,387 Total Current Liabilities 915,517 915,517 Share capital (Note 6) 1,060,505 1,060,505 Share subscriptions receivable (Note 6) (10,505 ) (10,505 ) Deficit (885,969 ) (885,801 ) TOTAL EQUITY 164,031 164,199 TOTAL LIABILITIES AND EQUITY $ 1,079,548 $ 1,079,716 Going Concern (Note 1) G▇▇▇▇ ▇▇▇▇▇▇▇ - Director M▇▇▇▇▇▇ ▇▇▇▇▇▇▇ - Director See accompanying notes to the financial statements. HYDRO POWER TECHNOLOGIES INC.

Qualifying Transaction. On December 30, 2013, the Company signed a non-binding letter of intent with Credent Capital Corp. (“Credent Capital”), a corporation existing under the laws of British Columbia, Canada, which outlines the general terms and conditions pursuant to which the Company and Credent Capital will be willing to complete a transaction that will effectively result in the acquisition by Credent Capital of the shares of the Company, and a reverse take-over of Credent Capital by the shareholders of the Company. HYDRO POWER TECHNOLOGIES INC. FOR THE PERIOD ENDED SEPTEMBER 30, 2019 (Expressed in Canadian Dollars) HYDRO POWER TECHNOLOGIES INC. (Expressed in Canadian dollars) Cash $ — $ — HST Receivable 36,419 36,419 Prepaid expenses and deposits 5,547 5,547 Total Current Assets 41,965 41,965 Equipment, net of accumulated depreciation 1,164 1,332 2,004 Deferred development costs (Note 4) 1,036,418 1,036,418 TOTAL ASSETS $ 1,079,548 1,079,716 $ 1,079,716 1,080,388 Accounts payable and accrued liabilities 191,130 191,130 Shareholder Loan (Note 5) 724,387 724,387 Total Current Liabilities 915,517 915,517 Share capital (Note 6) 1,060,505 1,060,505 Share subscriptions receivable (Note 6) (10,505 ) (10,505 ) Deficit (885,969 885,801 ) (885,801 885,129 ) TOTAL EQUITY 164,031 164,199 164,871 TOTAL LIABILITIES AND EQUITY $ 1,079,548 1,079,716 $ 1,079,716 1,080,388 Going Concern (Note 1) G▇▇▇▇ ▇▇▇▇▇▇▇ - Director M▇▇▇▇▇▇ ▇▇▇▇▇▇▇ - Director See accompanying notes to the financial statements. HYDRO POWER TECHNOLOGIES INC. STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Expressed in Canadian dollars) Consulting fees (Note 7) $ — $ — Depreciation 672 672 Foreign exchange (gain) loss — — Insurance — — Office and miscellaneous — 1,167 Professional fees — 16,920 Rent — 4,463 Net Loss and Comprehensive Loss For The Year $ (672 ) $ (23,222 ) See accompanying notes to financial statements. HYDRO POWER TECHNOLOGIES INC. (Expressed in Canadian dollars) Balance at June 30, 2017 106,420,001 $ 1,060,505 $ (10,505 ) $ (861,907 ) $ 188,093 Net loss for the year — — — (23,222 ) (23,222 ) Balance at June 30, 2018 106,420,001 $ 1,060,505 $ (10,505 ) $ (885,129 ) $ 164,871 Net loss for the year — — — (672 ) (672 ) Balance at June 30, 2019 106,420,001 $ 1,060,505 $ (10,505 ) $ (885,801 ) $ 164,199 See accompanying notes to financial statements. HYDRO POWER TECHNOLOGIES INC. NOTES TO THE FINANCIAL STATEMENTS (Expressed in Canadian dollars) Yearended June 30, Net loss for the period $ (672 ) $ (23,222 ) Adjustments for non-cash items: Depreciation 672 672 Changes in non-cash working capital items: Prepaid expenses — — HST Receivable — (1,422 ) Accounts payable and accrued liabilities — 2,744 Net Cash Flows Used In Operating Activities — (21,228 ) Deferred development costs — — Purchase of equipment — — Net Cash Flows Used In Investing Activities — — Advances from shareholder — 20,707 Repayments to shareholder — — Shares issued for cash — — Net Cash Flows From Financing Activities — 20,707 (Decrease) Increase In Cash — (521 ) Cash, Beginning of the year — 521 Cash, End of the year $ — $ — HYDRO POWER TECHNOLOGIES INC. NOTES TO THE FINANCIAL STATEMENTS (Expressed in Canadian dollars) 1. NATURE OF OPERATIONS AND GOING CONCERN Hydro Power Technologies Inc. (the “Company”) was incorporated on December 4, 2013, under the laws of the province of Ontario, Canada, and its principal activity is the development of a technology that increases power output generated from hydro-electric turbines. The address of the Company’s corporate office and principal place of business is 5▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇ These financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") applicable to a going concern, which assumes the realization of assets and discharge of liabilities in the normal course of business for the foreseeable future. The Company has incurred losses from inception of $885,801. The Company needs to raise sufficient capital to fund its planned operations, administration expenses and future acquisitions. The Company’s ability to continue as a going concern is dependent upon its ability to attain future profitable operations and to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. As at June 30, 2017, the Company had not yet achieved profitable operations and expects to incur further losses in the development of its business plan, all of which may cast significant doubt about the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the amounts and classification of assets and liabilities that might be necessary should the Company not be able to continue as a going concern.

Qualifying Transaction. On December 30, 2013, the Company signed a non-binding letter of intent with Credent Capital Corp. (“Credent Capital”), a corporation existing under the laws of British Columbia, Canada, which outlines the general terms and conditions pursuant to which the Company and Credent Capital will be willing to complete a transaction that will effectively result in the acquisition by Credent Capital of the shares of the Company, and a reverse take-over of Credent Capital by the shareholders of the Company. HYDRO POWER TECHNOLOGIES INC. FOR THE PERIOD ENDED SEPTEMBER 30, 2019 (Expressed in Canadian Dollars) HYDRO POWER TECHNOLOGIES INC. (Expressed in Canadian dollars) Cash $ — 2,852 $ — HST Receivable 36,419 36,419 Prepaid expenses and deposits 5,547 5,547 Total Current Assets 41,965 44,818 41,965 Equipment, net of accumulated depreciation 1,164 996 1,332 Deferred development costs (Note 4) 1,036,418 1,036,418 TOTAL ASSETS $ 1,079,548 1,082,232 $ 1,079,716 Accounts payable and accrued liabilities 191,130 191,130 Shareholder Loan (Note 5) 724,387 727,037 724,387 Total Current Liabilities 915,517 918,167 915,517 Share capital (Note 6) 1,060,505 1,060,855 1,060,505 Share subscriptions receivable (Note 6) (10,505 ) (10,505 ) Deficit (885,969 886,285 ) (885,801 ) TOTAL EQUITY 164,031 164,065 164,199 TOTAL LIABILITIES AND EQUITY $ 1,079,548 1,082,232 $ 1,079,716 Going Concern (Note 1) G▇▇▇▇ ▇▇▇▇▇▇▇ - Director M▇▇▇▇▇▇ ▇▇▇▇▇▇▇ - Director See accompanying notes to the financial statements. HYDRO POWER TECHNOLOGIES INC. (Expressed in Canadian dollars) Consulting fees (Note 7) $ — $ — Depreciation 336 336 Foreign exchange (gain) loss — Insurance — Office and miscellaneous — Professional fees 148 — Net Loss and Comprehensive Loss For The Period $ (484 ) $ (336 ) See accompanying notes to financial statements. HYDRO POWER TECHNOLOGIES INC. FOR THE QUARTERS ENDED DECEMBER 31, 2019 and 2018 (Expressed in Canadian dollars) Balance at June 30, 2018 106,420,001 $ 1,060,505 $ (10,505 ) $ (861,907 ) $ 188,093 Net loss for the period — — — (23,222 ) (23,222 ) Balance at December 31, 2018 106,420,001 $ 1,060,505 $ (10,505 ) $ (885,129 ) $ 164,871 Balance at June 30, 2019 106,420,001 1,060,505 (10,505 ) (885,801 ) 164,199 Shares issued 3,500,000 350 — 350 Net loss for the period — (484 ) (484 ) Balance at December 31, 2019 109,920,001 $ 1,060,855 $ 10,505 $ (886,285 ) $ 164,065 See accompanying notes to financial statements. HYDRO POWER TECHNOLOGIES INC. NOTES TO THE FINANCIAL STATEMENTS FOR THE QUARTERS ENDED DECEMBER 31, 2019 and 2018 (Expressed in Canadian dollars) Net loss for the period $ (316 ) $ (168 ) Adjustments for non-cash items: Depreciation 168 168 Changes in non-cash working capital items: Prepaid expenses — — HST Receivable — — Accounts payable and accrued liabilities — Net Cash Flows Used In Operating Activities (148 ) — Deferred development costs — — Purchase of equipment — — Net Cash Flows Used In Investing Activities — — Advances from shareholder — 2,650 Repayments to shareholder — — Shares issued for cash — — Net Cash Flows From Financing Activities 350 — Cash, End of the period — $ 2,852 $ — HYDRO POWER TECHNOLOGIES INC. NOTES TO THE FINANCIAL STATEMENTS FOR THE QUARTERS ENDED DECEMBER 31, 2019 and 2018 (Expressed in Canadian dollars) 1. NATURE OF OPERATIONS AND GOING CONCERN Hydro Power Technologies Inc. (the “Company”) was incorporated on December 4, 2013, under the laws of the province of Ontario, Canada, and its principal activity is the development of a technology that increases power output generated from hydro-electric turbines. The address of the Company’s corporate office and principal place of business is 5▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇. These financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS") applicable to a going concern, which assumes the realization of assets and discharge of liabilities in the normal course of business for the foreseeable future. The Company has incurred losses from inception of $886,285. The Company needs to raise sufficient capital to fund its planned operations, administration expenses and future acquisitions. The Company’s ability to continue as a going concern is dependent upon its ability to attain future profitable operations and to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. As at December 31, 2019, the Company had not yet achieved profitable operations and expects to incur further losses in the development of its business plan, all of which may cast significant doubt about the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the amounts and classification of assets and liabilities that might be necessary should the Company not be able to continue as a going concern.