☒
|
QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2017
|
OR
|
|
☐
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Large Accelerated Filer
|
☐
|
Accelerated Filer
|
☐
|
|
Non-accelerated Filer
|
☐
|
Smaller Reporting Company
|
☒
|
|
Emerging Growth Company
|
☐
|
|||
(Do not check if smaller reporting company)
|
PAGE
|
||
PART I
|
3 | |
Item 1.
|
Financial Statements.
|
3 |
Unaudited Consolidated Balance Sheets
|
3
|
|
Unaudited Consolidated Statements Of Operations
|
4
|
|
Unaudited Consolidated Statements Of Cash Flows
|
5
|
|
Notes to Unaudited Consolidated Financial Statements
|
6
|
|
Item 2.
|
Management's Discussion and Analysis of Financial Condition and Results of
Operations.
|
11
|
Item 3.
|
Quantitative and Qualitative Disclosures about Market Risk.
|
14
|
Item 4.
|
Controls and Procedures.
|
15
|
PART II
|
15
|
|
Item 1.
|
Legal Proceedings.
|
15
|
Item 1A.
|
Risk Factors.
|
15
|
Item 6.
|
Exhibits.
|
16
|
Signatures
|
18
|
|
Exhibit Index
|
19
|
March 31,
|
December 31,
|
|||||||
2017
|
2016
|
|||||||
ASSETS
|
||||||||
Current Assets:
|
||||||||
Prepaid expenses
|
$
|
35,748
|
$
|
57,011
|
||||
Total Current Assets
|
35,748
|
57,011
|
||||||
TOTAL ASSETS
|
$
|
35,748
|
$
|
57,011
|
||||
LIABILITIES AND STOCKHOLDERS' DEFICIENCY
|
||||||||
Current Liabilities:
|
||||||||
Bank overdraft
|
$
|
244
|
$
|
211
|
||||
Accounts payable and accrued liabilities
|
2,939,881
|
2,731,879
|
||||||
Derivative liabilities
|
245,936
|
270,581
|
||||||
Convertible promissory notes, net of discount of $2,678 and $8,872 respectively
|
314,498
|
324,586
|
||||||
Convertible loans payable – third parties
|
199,564
|
191,510
|
||||||
Short term loans payable
|
16,560
|
16,215
|
||||||
Convertible loans payable – related parties
|
664,290
|
615,163
|
||||||
Deferred lease inducement
|
-
|
1,260
|
||||||
Total Current Liabilities
|
4,380,973
|
4,151,405
|
||||||
TOTAL LIABILITIES
|
4,380,973
|
4,151,405
|
||||||
Commitments and Contingencies
|
||||||||
Stockholders' Deficiency
|
||||||||
Preferred stock, $0.00001 par value, 100,000,000 shares authorized,
95,000,000 Series A preferred shares issued and outstanding
|
950
|
950
|
||||||
Common stock, $0.00001 par value, 15,000,000,000 shares authorized,
8,819,548,954 and 8,098,742,772 shares issued and outstanding, respectively
|
88,196
|
80,988
|
||||||
Additional paid-in capital
|
31,019,568
|
30,965,822
|
||||||
Accumulated deficit
|
(35,453,939
|
)
|
(35,142,154
|
)
|
||||
Total Stockholders' Deficiency
|
(4,345,225
|
)
|
(4,094,394
|
)
|
||||
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY
|
$
|
35,748
|
$
|
57,011
|
Three months Ended
|
||||||||
March 31,
|
||||||||
2017
|
2016
|
|||||||
Operating Expenses
|
||||||||
General and administration
|
$
|
226,773
|
$
|
612,061
|
||||
Selling and marketing
|
503
|
408
|
||||||
Depreciation
|
-
|
15,766
|
||||||
Operating loss
|
(227,276
|
)
|
(628,235
|
)
|
||||
Interest and financing costs
|
(58,393
|
)
|
(65,414
|
)
|
||||
Foreign exchange loss
|
(29,451
|
)
|
(71,554
|
)
|
||||
Change in fair value on derivative liabilities
|
3,335
|
(42,429
|
)
|
|||||
Net Loss
|
$
|
(311,785
|
)
|
$
|
(807,632
|
)
|
||
Basic and diluted net loss per share
|
$
|
(0.00
|
)
|
$
|
(0.00
|
)
|
||
Weighted average shares used in calculating
|
||||||||
Basic and diluted net loss per share
|
8,527,758,784
|
6,322,786,890
|
Three months Ended
|
||||||||
March 31,
|
||||||||
2017
|
2016
|
|||||||
CASH FLOWS FROM OPERATING ACTIVITIES
|
||||||||
Net Loss
|
$
|
(311,785
|
)
|
$
|
(807,632
|
)
|
||
Adjustment to reconcile net loss to cash used in operating activities:
|
||||||||
Depreciation
|
-
|
15,766
|
||||||
Change in fair value on derivative liabilities
|
(3,335
|
)
|
42,429
|
|||||
Interest and penalties
|
50,219
|
577
|
||||||
Deferred lease inducement
|
(1,260
|
)
|
(2,771
|
)
|
||||
Amortization of debt discount
|
6,194
|
64,651
|
||||||
Unrealized foreign exchange loss
|
8,134
|
50,319
|
||||||
Changes in operating assets and liabilities:
|
||||||||
(Increase) decrease in prepaid expenses and deposit
|
21,263
|
46,364
|
||||||
Increase (decrease) in accounts payable and accrued liabilities
|
230,348
|
419,702
|
||||||
NET CASH USED IN OPERATING ACTIVITIES
|
(222
|
)
|
(170,595
|
)
|
||||
CASH FLOWS FROM FINANCING ACTIVITIES
|
||||||||
Proceeds from short term loans payable
|
189
|
-
|
||||||
Increase in bank indebtedness
|
33
|
-
|
||||||
Proceeds from other convertible notes ($150,556 from related parties in 2016)
|
-
|
180,556
|
||||||
NET CASH PROVIDED BY FINANCING ACTIVITIES
|
222
|
180,556
|
||||||
Effect of exchange rate changes on cash
|
-
|
2,934
|
||||||
NET (DECREASE) INCREASE IN CASH
|
-
|
12,895
|
||||||
CASH - BEGINNING OF PERIOD
|
-
|
4,998
|
||||||
CASH - END OF PERIOD
|
$
|
-
|
$
|
17,893
|
||||
SUPPLEMENTAL CASH FLOW INFORMATION
|
||||||||
Income tax paid
|
$
|
-
|
$
|
-
|
||||
Interest paid
|
$
|
-
|
$
|
-
|
||||
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND
FINANCING ACTIVITIES
|
||||||||
Conversion of promissory notes into common shares
|
$
|
60,954
|
$
|
94,785
|
||||
Convertible loan payable for expenses paid directly by lender
|
$
|
22,346
|
$
|
-
|
Face amount
|
Interest rate
|
Due date
|
Conversion price per share
|
|||
Promissory note of $100,000
|
10%
|
|
December 21, 2015
|
65% of lowest trading day over the last 15 trading days
|
||
Promissory note of $55,000
|
8%
|
|
February 5, 2016
|
60% of the lowest trading price over the last 15 trading days
|
||
Promissory note of $55,000
|
8%
|
|
July 9, 2016
|
65% of the lowest trading price over the last 15 trading days
|
||
Promissory note of $50,000
|
12%
|
|
February 3, 2017
|
65% of the lowest trading price over the last 25 trading days
|
||
Promissory note of $50,000
|
8%
|
|
June 8, 2017
|
65% of the lowest trading price over the last 20 trading days
|
|
March 31,
|
|||
|
2017
|
|||
Fair value as at Beginning of Period
|
$
|
270,581
|
||
Elimination associated with conversion of promissory notes
|
(21,310
|
)
|
||
Change in fair value loss (gain)
|
(3,335
|
)
|
||
Fair value as at End of Period
|
$
|
245,936
|
|
March 31,
|
March 31,
|
||||||
|
2017
|
2016
|
||||||
|
||||||||
Balance as at Beginning of Period
|
$
|
324,586
|
$
|
229,377
|
||||
Interest and Penalties
|
23,362
|
577
|
||||||
Converted into shares
|
(39,644
|
)
|
(53,805
|
)
|
||||
Amortization of debt discount
|
6,194
|
64,651
|
||||||
Balance as at End of Period
|
$
|
314,498
|
$
|
240,800
|
||||
Convertible notes – short term
|
(314,498
|
)
|
(199,102
|
)
|
||||
Convertible notes – long term
|
$
|
-
|
$
|
41,698
|
March 31, 2017
|
Level 1
|
Level 2
|
Level 3
|
Total
|
||||||||||||
Liabilities:
|
||||||||||||||||
Derivative liabilities
|
$
|
-
|
$
|
-
|
$
|
245,936
|
$
|
245,936
|
December 31, 2016
|
Level 1
|
Level 2
|
Level 3
|
Total
|
||||||||||||
Liabilities:
|
||||||||||||||||
Derivative liabilities
|
$
|
-
|
$
|
-
|
$
|
270,581
|
$
|
270,581
|
March 31,
2017
|
December 31,
2017
|
|||||||
Convertible promissory notes bearing interest at 15% per annum – third party
|
$
|
199,564
|
$
|
191,510
|
||||
Convertible promissory notes bearing interest at 15% per annum – related parties
|
664,290
|
615,163
|
||||||
$
|
863,854
|
$
|
806,673
|
|
March 31,
2017
|
December 31,
2016
|
||||||
|
||||||||
Non-interest bearing short term funding from third parties
|
$
|
16,560
|
$
|
16,215
|
||||
|
$
|
16,560
|
$
|
16,215
|
-
|
equal to $20,000,000, payable as to an advance of $300,000 immediately after the loan agreement for the Kallo MobileCare and RuralCare program is signed by the Minister of Finance of the Republic of Guinea and the remainder within 7 to 14 business days of receipt of payment for the Project by Kallo in proportion to the payments received by Kallo.
|
-
|
equal to $4,000,000, payable within 7 to 14 business days of receipt of payment for the Project by Kallo in proportion to the payments received by Kallo. In addition, a performance incentive payment of $1,000,000 will be payable to three persons related to the third party in accordance to the same terms of payment described herein.
|
☐ |
MobileCareTM – a mobile trailer that opens into a state of the art clinical setup in a vehicle equipped with the latest technology in healthcare. More than just a facility, MobileCare TM can instantly connect the onboard physician with specialists for on-demand consultation via satellite through its Telehealth system. This is truly a holistic approach to delivering healthcare to the remotely located. For many rural communities, the nearest hospital, doctor or nurse may be hundreds of kilometers away. In many cases, this gap can be bridged using Telehealth technology that allows patients, nurses and doctors to talk as if they were in the same room.
|
☐ |
RuralCareTM – prefabricated modular healthcare units focused in rural areas where no roads infrastructure is available. They are equipped to provide primary healthcare including X-Ray, ultrasound, surgery, pharmacy and lab services. Ranging from 1,200 to 3,800 square feet, these clinics can be up and running in disaster zones or rural areas in as little as one week. Similar to the MobileCare TM product, RuralCare TM also utilizes satellite communications to access the Telehealth system.
|
☐ |
Global response center – located in the Kallo headquarters in Canada, this is the escalation point for the coordination of delivery of Telehealth and eHealth support. It consists of both the Clinical Command Center and the Administrative Command Center.
|
☐ |
Regional response centers, Clinical and Administrative Command centers – located in the urban area hospitals and connected with satellite communications, these centers coordinate all aspects of the healthcare delivery solution with the Mobile clinics and Rural clinics including clinical services, Telehealth services, pharmacy and medical consumable coordination as well as escalations to the Global response center.
|
☐ |
Kallo University – provides education, training and development of local resources for all aspects of the healthcare delivery which includes clinical, engineering and administration.
|
☐ |
Emergency Medical Services – provides ground and air ambulance vehicles for emergency patient transport.
|
1. |
Full solution with Kallo Integrated Delivery System (KIDS) – typically longer sales cycle and includes the end to end solution of Mobile Clinics, Rural Poly Clinics, Global and Regional response centers, Clinical and Administrative command centers, telehealth support, Kallo University training, pharmacy and medical consumable support and Emergency services with ground and air ambulance vehicles. This solution is focused on the end to end healthcare needs of developing countries.
|
2. |
Component Solutions – typically mid-term sales cycle and includes any of the components of the KIDS implementation without the full support structure. This strategy is focused on augmenting healthcare support where needed, such as, disaster management, North American First Nations, medical equipment supply, installation and testing.
|
3. |
Technology Solutions – typically short-term sales cycle and includes elements of the KIDS program that can enhance existing healthcare solutions. These would include our Hospital Management System, Consulting services, Bio Medical support, Mobile or Fixed Clinic manufacturing, etc. This strategy is focused on enhancing existing healthcare environments globally.
|
|
Incorporated by reference
|
Filed
|
|||
Exhibit
|
Document Description
|
Form
|
Date
|
Number
|
herewith
|
|
|||||
2.1
|
Articles of Merger
|
8-K
|
1/21/11
|
2.1
|
|
|
|||||
3.1
|
Articles of Incorporation
|
SB-2
|
3/05/07
|
3.1
|
|
|
|||||
3.2
|
Bylaws
|
SB-2
|
3/05/07
|
3.2
|
|
|
|||||
3.3
|
Amended Articles of Incorporation (11/23/2015)
|
8-K
|
12/02/15
|
3.1
|
|
|
|||||
4.1
|
Specimen Stock Certificate
|
SB-2
|
3/05/07
|
4.1
|
|
|
|||||
10.1
|
Agreement with Rophe Medical Technologies Inc. dated December 11, 2009
|
10-K
|
3/31/10
|
10.2
|
|
|
|||||
10.2
|
Amended Agreement with Rophe Medical Technologies Inc. dated December 18, 2009
|
10-K
|
3/31/10
|
10.3
|
|
|
|||||
10.3
|
Amended Agreement with Rophe Medical Technologies Inc. dated March 16, 2010
|
10-K
|
3/31/10
|
10.4
|
|
|
|||||
10.4
|
Investment Agreement with Kodiak Capital Group, LLC dated October 20, 2014
|
S-1
|
10/30/14
|
10.6
|
|
|
|||||
10.5
|
Amended Agreement with Jarr Capital Corp.
|
8-K
|
2/22/11
|
10.1
|
|
|
|||||
10.6
|
Termination of Employment Agreement with John Cecil
|
8-K
|
2/22/11
|
10.2
|
|
|
|||||
10.7
|
Termination of Employment Agreement with Vince Leitao
|
8-K
|
2/22/11
|
10.3
|
|
|
|||||
10.8
|
Termination of Employment Agreement with Samuel Baker
|
8-K
|
2/22/11
|
10.4
|
|
|
|||||
10.9
|
Services Agreement with Buchanan Associates Computer Consulting Ltd.
|
10-K
|
5/18/11
|
10.1
|
|
|
|||||
10.10
|
Equipment Lease Agreement with Buchanan Associates Computer Consulting Ltd.
|
10-K
|
5/18/11
|
10.2
|
|
|
|||||
10.11
|
Agreement with Mansfield Communications Inc.
|
10-K
|
5/18/11
|
10.3
|
|
|
|||||
10.12
|
Agreement with Watt International Inc.
|
10-K
|
5/18/11
|
10.4
|
|
|
|||||
10.13
|
Pilot EMR Agreement with Nexus Health Management Inc.
|
10-K
|
5/18/11
|
10.5
|
|
|
|||||
10.14
|
2011 Non-Qualified Stock Option Plan
|
S-8
|
6/27/11
|
10.1
|
|
|
|||||
10.15
|
Multimedia Contractual Agreement with David Miller
|
8-K
|
10/28/11
|
10.1
|
|
|
|||||
10.16
|
Strategic Alliance Agreement with Petro Data Management Services Limited and Gateway Global Fabrication Ltd.
|
8-K
|
11/02/11
|
10.1
|
10.17
|
Independent Contractor Agreement with Savers Drug Mart
|
8-K
|
1/26/12
|
10.1
|
|
10.18
|
2012 Non-Qualified Stock Option Plan
|
S-8
|
9/06/12
|
10.1
|
|
|
|||||
10.19
|
Memorandum of Offering with Ministry of Health of Republic of Ghana
|
S-1/A-3
|
6/26/13
|
10.32
|
|
|
|||||
10.20
|
Addendum to Investment Agreement with Kodiak
|
S-1/A-4
|
7/31/13
|
10.33
|
|
|
|||||
10.21
|
Second Addendum to Investment Agreement with Kodiak
|
S-1
|
8/25/14
|
10.34
|
|
|
|||||
10.22
|
Email from Kodiak
|
S-1/A-1
|
9/24/14
|
10.35
|
|
|
|||||
10.23
|
Email from Kodiak
|
S-1/A-1
|
9/24/14
|
10.36
|
|
|
|||||
14.1
|
Code of Ethics
|
S-1
|
8/25/14
|
14.2
|
|
|
|||||
16.1
|
Letter from Collins Barrow Toronto LLP
|
8-K/A-1
|
2/15/12
|
16.3
|
|
|
|||||
16.2
|
Letter from Schwartz Levitsky Feldman LLP
|
8-K/A-3
|
8/13/14
|
16.1
|
|
|
|||||
21.1
|
List of Subsidiary Companies
|
10-K
|
3/31/10
|
21.1
|
|
|
|||||
31.1
|
Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
X
|
|||
|
|||||
32.1
|
Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
X
|
|||
|
|||||
99.1
|
Audit Committee Charter
|
10-K
|
4/15/08
|
99.1
|
|
|
|||||
99.2
|
Disclosure Committee Charter
|
10-K
|
4/15/08
|
99.2
|
|
|
|||||
99.3
|
FCPA Code
|
S-1
|
8/25/14
|
99.3
|
|
|
|||||
99.4
|
Letter from Ministry of Health
|
8-K
|
6/08/15
|
99.2
|
|
|
|||||
99.5
|
Letter from Minister of Health and Public Hygiene
|
8-K
|
6/24/15
|
99.2
|
|
|
|||||
101.INS
|
XBRL Instance Document
|
|
|||
|
|||||
101.SCH
|
XBRL Taxonomy Extension – Schema
|
|
|||
|
|||||
101.CAL
|
XBRL Taxonomy Extension – Calculations
|
|
|||
|
|||||
101.DEF
|
XBRL Taxonomy Extension – Definitions
|
|
|||
|
|||||
101.LAB
|
XBRL Taxonomy Extension – Labels
|
|
|||
|
|||||
101.PRE
|
XBRL Taxonomy Extension – Presentation
|
|
KALLO INC.
|
||
(The "Registrant")
|
||
BY:
|
JOHN CECIL
|
|
John Cecil
|
||
President, Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer, and a Chairman of the Board of Directors
|
|
Incorporated by reference
|
Filed
|
|||
Exhibit
|
Document Description
|
Form
|
Date
|
Number
|
herewith
|
|
|||||
2.1
|
Articles of Merger
|
8-K
|
1/21/11
|
2.1
|
|
|
|||||
3.1
|
Articles of Incorporation
|
SB-2
|
3/05/07
|
3.1
|
|
|
|||||
3.2
|
Bylaws
|
SB-2
|
3/05/07
|
3.2
|
|
|
|||||
3.3
|
Amended Articles of Incorporation (11/23/2015)
|
8-K
|
12/02/15
|
3.1
|
|
|
|||||
4.1
|
Specimen Stock Certificate
|
SB-2
|
3/05/07
|
4.1
|
|
|
|||||
10.1
|
Agreement with Rophe Medical Technologies Inc. dated December 11, 2009
|
10-K
|
3/31/10
|
10.2
|
|
|
|||||
10.2
|
Amended Agreement with Rophe Medical Technologies Inc. dated December 18, 2009
|
10-K
|
3/31/10
|
10.3
|
|
|
|||||
10.3
|
Amended Agreement with Rophe Medical Technologies Inc. dated March 16, 2010
|
10-K
|
3/31/10
|
10.4
|
|
|
|||||
10.4
|
Investment Agreement with Kodiak Capital Group, LLC dated October 20, 2014
|
S-1
|
10/30/14
|
10.6
|
|
|
|||||
10.5
|
Amended Agreement with Jarr Capital Corp.
|
8-K
|
2/22/11
|
10.1
|
|
|
|||||
10.6
|
Termination of Employment Agreement with John Cecil
|
8-K
|
2/22/11
|
10.2
|
|
|
|||||
10.7
|
Termination of Employment Agreement with Vince Leitao
|
8-K
|
2/22/11
|
10.3
|
|
|
|||||
10.8
|
Termination of Employment Agreement with Samuel Baker
|
8-K
|
2/22/11
|
10.4
|
|
|
|||||
10.9
|
Services Agreement with Buchanan Associates Computer Consulting Ltd.
|
10-K
|
5/18/11
|
10.1
|
|
|
|||||
10.10
|
Equipment Lease Agreement with Buchanan Associates Computer Consulting Ltd.
|
10-K
|
5/18/11
|
10.2
|
|
|
|||||
10.11
|
Agreement with Mansfield Communications Inc.
|
10-K
|
5/18/11
|
10.3
|
|
|
|||||
10.12
|
Agreement with Watt International Inc.
|
10-K
|
5/18/11
|
10.4
|
|
|
|||||
10.13
|
Pilot EMR Agreement with Nexus Health Management Inc.
|
10-K
|
5/18/11
|
10.5
|
|
|
|||||
10.14
|
2011 Non-Qualified Stock Option Plan
|
S-8
|
6/27/11
|
10.1
|
|
|
|||||
10.15
|
Multimedia Contractual Agreement with David Miller
|
8-K
|
10/28/11
|
10.1
|
|
|
|||||
10.16
|
Strategic Alliance Agreement with Petro Data Management Services Limited and Gateway Global Fabrication Ltd.
|
8-K
|
11/02/11
|
10.1
|
10.17
|
Independent Contractor Agreement with Savers Drug Mart
|
8-K
|
1/26/12
|
10.1
|
|
10.18
|
2012 Non-Qualified Stock Option Plan
|
S-8
|
9/06/12
|
10.1
|
|
|
|||||
10.19
|
Memorandum of Offering with Ministry of Health of Republic of Ghana
|
S-1/A-3
|
6/26/13
|
10.32
|
|
|
|||||
10.20
|
Addendum to Investment Agreement with Kodiak
|
S-1/A-4
|
7/31/13
|
10.33
|
|
|
|||||
10.21
|
Second Addendum to Investment Agreement with Kodiak
|
S-1
|
8/25/14
|
10.34
|
|
|
|||||
10.22
|
Email from Kodiak
|
S-1/A-1
|
9/24/14
|
10.35
|
|
|
|||||
10.23
|
Email from Kodiak
|
S-1/A-1
|
9/24/14
|
10.36
|
|
|
|||||
14.1
|
Code of Ethics
|
S-1
|
8/25/14
|
14.2
|
|
|
|||||
16.1
|
Letter from Collins Barrow Toronto LLP
|
8-K/A-1
|
2/15/12
|
16.3
|
|
|
|||||
16.2
|
Letter from Schwartz Levitsky Feldman LLP
|
8-K/A-3
|
8/13/14
|
16.1
|
|
|
|||||
21.1
|
List of Subsidiary Companies
|
10-K
|
3/31/10
|
21.1
|
|
|
|||||
31.1
|
Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
X
|
|||
|
|||||
32.1
|
Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
X
|
|||
|
|||||
99.1
|
Audit Committee Charter
|
10-K
|
4/15/08
|
99.1
|
|
|
|||||
99.2
|
Disclosure Committee Charter
|
10-K
|
4/15/08
|
99.2
|
|
|
|||||
99.3
|
FCPA Code
|
S-1
|
8/25/14
|
99.3
|
|
|
|||||
99.4
|
Letter from Ministry of Health
|
8-K
|
6/08/15
|
99.2
|
|
|
|||||
99.5
|
Letter from Minister of Health and Public Hygiene
|
8-K
|
6/24/15
|
99.2
|
|
|
|||||
101.INS
|
XBRL Instance Document
|
|
|||
|
|||||
101.SCH
|
XBRL Taxonomy Extension – Schema
|
|
|||
|
|||||
101.CAL
|
XBRL Taxonomy Extension – Calculations
|
|
|||
|
|||||
101.DEF
|
XBRL Taxonomy Extension – Definitions
|
|
|||
|
|||||
101.LAB
|
XBRL Taxonomy Extension – Labels
|
|
|||
|
|||||
101.PRE
|
XBRL Taxonomy Extension – Presentation
|
|
1. |
I have reviewed this Form 10-Q for the period ending March 31, 2017 of Kallo Inc.;
|
2. |
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3. |
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4. |
The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a. |
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b. |
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c. |
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d. |
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5. |
The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
a. |
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b. |
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date:
|
November 14, 2017
|
JOHN CECIL
|
John Cecil
|
||
Principal Executive Officer and Principal Financial Officer
|
(1) |
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
(2) |
The information contained in this Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
JOHN CECIL
|
|
John Cecil
|
|
Chief Executive Officer and Chief Financial Officer
|