UBI Blockchain Internet LTD-DE - FORM 10-K/A

Attached files

Attached files

Stock widget

Investing forum

UBI Blockchain Internet LTD-DE Reports

Also read

file	filename
EX-31.1 - SECTION 302 CERTIFICATION - UBI Blockchain Internet LTD-DE	ex311sec302.htm
EX-32.1 - SECTION 906 CERTIFICATION - UBI Blockchain Internet LTD-DE	ex321sec906.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Amendment No. 1 to

FORM 10-K/A

(Mark one)

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

For the Fiscal Year Ended August 31, 2013



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

For the transition period from _________________to


Commission File Number: 000-54236

JA Energy

(Exact name of registrant as specified in its charter)

_________________

7495 W. Azure Dr. Suite 110, Las Vegas, NV		89130
	(Address of principal executive offices)		(Zip Code)

(702) 515-4036

(Registrant’s telephone number, including area code)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No þ

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.

Yes o No þ

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 þ No o

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 (§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 o No o Not Applicable

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. þ

Indicate by checkmark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to

this Form 10-K. [X]

Large accelerated filer	o	Accelerated filer o
Non-accelerated filer	o	Smaller Reporting Company þ
(Do not check if a smaller reporting company

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

The aggregate market value of the Company's common shares of voting stock held by non-affiliates of the Company at December 12, 2013, computed by reference to the last sale of $0.95 per-share price quoted on the OTC-BB was $8,550,000.

As of February 24, 2014, there were 38,402,385 shares of common stock, par value $0.001 per share, of the registrant outstanding.

Explanatory Note

We are filing this Amendment No. 1 on Form 10-K/A for the year ended August 31, 2013 to amend our Form 10-K originally filed with the U. S. Securities and Exchange Commission on December 13, 2013. We are filing this amendment Form 10-K/A to include the report of our former auditors which is being referred to by our current auditors' "Report of Independent Registered Public Accounting Firm" concerning our audited financials.

This amended Form 10-K/A-1 does not attempt to modify or update any other disclosures set forth in the original Form 10-K except as set forth above. Additionally, this amended Form 10-K, except as set forth above, speaks as of the filing date of the original Form 10-K and does not update or discuss any other Company developments after the date of the original filings.

INDEX

	TITLE	PAGE

ITEM 1.	Business	2

ITEM 2.	Properties	10

ITEM 3.	Legal Proceedings	10

ITEM 4.	Mine Safety Disclosures	10

ITEM 5.	Market for Common Equity and Related Stockholder Matters	11

ITEM 7.	Management’s Discussion and Analysis of Financial Condition	13

ITEM 8.	Financial Statement and Supplementary Data	16

ITEM 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	17

ITEM 9A.	Controls and Procedures	17

ITEM 10.	Directors, Executive Officers and Corporate Governance	20

ITEM 11.	Executive Compensation	24

ITEM 12.	Security Ownership of Certain Beneficial Owners Management and Related Stockholder Matters	25

ITEM 13.	Certain Relationships and Related Transactions and Director Independence	26

ITEM 14.	Principal Accounting Fees and Services	27

ITEM 15.	Exhibits, Financial Statement Schedules	28

FORWARD-LOOKING STATEMENTS

This Annual Report on Form 10-K/A contains forward-looking statements. When used in this Quarterly Report on Form 10-K/A, the words "may," "could," "estimate," "intend," "continue," "believe," "expect" or "anticipate" and similar expressions identify forward-looking statements. Although we believe that our plans, intentions, and expectations reflected in any forward-looking statements are reasonable, these plans, intentions, or expectations may not be achieved. Our actual results, performance, or achievements could differ materially from those contemplated, expressed, or implied, by the forward-looking statements contained in this Annual Report on Form 10-K/A. Important factors that could cause actual results to differ materially from our forward-looking statements are set forth in this Quarterly Report on Form 10-K/A. Accordingly, readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the dates on which they are made. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements set forth in this Annual Report on Form 10-K/A. Except as required by federal securities laws, we are under no obligation to update any forward-looking statement, whether as a result of new information, future events, or otherwise.

Although we believe that the expectations reflected in any of our forward-looking statements are reasonable, actual results could differ materially from those projected or assumed in any of our forward-looking statements. Our future financial condition and results of operations, as well as any forward-looking statements, are subject to change and inherent risks and uncertainties. The factors impacting these risks and uncertainties include, but are not limited to:

· inability to raise additional financing for working capital;

· inability to find customers for our Modular Distillation Units;

· deterioration in general or regional economic, market and political conditions;

· the fact that our accounting policies and methods are fundamental to how we report our financial condition and results of operations, and they may require management to make estimates about matters that are inherently uncertain;

· adverse state or federal legislation or regulation that increases the costs of compliance, or adverse findings by a regulator with respect to existing operations;

· changes in U.S. GAAP or in the legal, regulatory and legislative environments in the markets in which we operate;

· inability to efficiently manage our operations;

· inability to achieve future operating results;

· our ability to recruit and hire key employees;

· the inability of management to effectively implement our strategies and business plans; and

· the other risks and uncertainties detailed in this report.

In this form 10-K/A references to "JA Energy", "the Company", "we," "us," and "our" refer to JA Energy.

Available Information

We file annual, quarterly and special reports and other information with the SEC. You can read these SEC filings and reports over the internet at www.sec.gov . You may also read and copy all SEC filings at the Public Reference Room of the SEC at 100 F Street, NE., Washington, DC 20549 on official business days between the hours of 10:00 am and 3:00 pm. Please call the SEC at (800) SEC-0330 for further information on the operations of the public reference facilities.

We will provide a copy of our annual report to security holders, including audited financial statements, at no charge upon receipt to of a written request to us at JA Energy, 7495 W. Azure Dr. Suite 110, Las Vegas, NV 89130. You can also visit jaenergyinc.com to find a direct link to our SEC filings from our home page.

After December 16, 2013 we will also post all Company announcements on the JA Energy Facebook page: https://www.facebook.com/pages/JA-Energy/465832410168514

PART I

Item 1. Business

Corporate History

The Company was organized August 26, 2010 (Date of Inception) under the laws of the State of Nevada, as JA Energy. The Company was incorporated as a subsidiary of Reshoot Production Company, a Nevada corporation. Reshoot Production Company was incorporated October 31, 2007, and, at the time of spin off was listed on the Over the Counter Bulletin Board. The Company is an operating entity.

Business Overview

The Company designs, manufactures, and markets a suite of modular, self-contained, fully automated, climate controlled units for distributed production of energy. All of our products originate in our Las Vegas manufacturing facility.

The patented Modular Distillation Unit (MDU) processes blackstrap molasses or a similar sugar product into fuel-grade ethanol. The first MDU has been installed and tested and is waiting on ATF licensing before becoming fully functional. The Company is now marketing the MDU for placement in both domestic and foreign markets. Our unique approach to localized, distributed energy production was presented at the Energy for the Future international conference on renewable energy held October 24 & 25, 2013 in Yerevan, Armenia. We are currently working to place units in Armenia, the Philippines, and the Dominican Republic as well as several US sites. We will increase staffing and manufacturing capacity early in 2014. Management expects to sell and ship approximately 40 installations by the end of FY2014.

The Modular Electric Generator (MEG) uses proven technologies to generate base load electricity to supply local energy needs. Patent Application No. 61/909,919, Ref. No. 0348730-PROV3 for the MEG, formally known as “Electrical Generation System, Method of Producing Electrical Energy, And Manufacturing An Electrical Generation System” was filed on November 27, 2013. We expect to begin manufacturing and shipping units in 2014. Like the MDU, our MEG can be dropped anywhere in the world. Stated simply, the MEG consists of a single heating unit that fires a bank of five heat differential engines, each capable of driving a 10kW generator. Each unit is housed in a standard 20’ shipping container that includes an onboard chiller to increase efficiency. MEGs can be deployed singly to produce 50kW of power or in series where more capacity is needed, producing energy in multiples of 50kW. The MEG is quiet enough to place next to a hotel, and environmentally clean enough to operate even inside a building. It can be powered by a wide variety of fuels, making it usable in both developed and developing countries.

We are developing other energy systems to complement the MDU and the MEG, such as concentrated solar power (CSP) and biodiesel production. Multiple products are now in development and will be systematically brought online as each is ready.

One of the concepts now in development is that of energy farms using MDUs, MEGs, and other Company products. As conceived, an energy farm is a small-scale farming operation designed to produce ethanol and electricity as well as foodstuffs. The ethanol and electricity could be sold at market or used by a community or cooperative. This has far-reaching implications for developing nations. Energy farms could help to provide urban levels of benefits and amenities such as electricity, communication, and clean water to far-flung communities, thereby reducing the migration of rural populations to already-crowded urban centers. The energy farm concept would help make domestic family farms more economically viable, as well.

To insure supply chains, the Company has developed relationships with multiple, reliable vendors capable of fabricating the various proprietary components and sub-assemblies needed for manufacture. Sale units will be made to order and can be customized as each particular installation requires. We anticipate multiple sales per customer, but do not expect any single customer to comprise more than 10% of annual output. The Company expects more than one quarter of all FY2014 sales to derive from domestic demand, though the long-range projections show a much larger demand internationally.

While the manufacture of our products has no extraordinary government regulation, the operation of the MDU requires approval from the US Dept. of Alcohol, Tobacco, and Firearms. This needs to be considered as we market the units, and we will notify potential customers. Ethanol production is regulated in nearly every country worldwide. However, the same governments that regulate ethanol have policies in place that encourage its use as a non-fossil fuel. This makes for a positive regulatory environment overall. Many governments, both at home and abroad, have subsidies and other enticements for renewable energy sources which will help the profitability of our customers, and therefore make our products more desirable. The costs of complying with environmental laws applicable to our manufacturing are negligible and should have little or no effect on profitability.

The majority of expenses incurred over the last two years involved costs related to research and development, and improving the efficiencies of the MDU. Now that we are an operating entity rather than a development entity we anticipate the percentage of R&D expense as a portion of total expense to fall as the expense of materials for manufacture rises with production.

The Company has no intention at this time to add employees until orders for MDU are placed.

JA Energy's Funding Requirements

JA Energy needs funding to fully execute its business plan. JA Energy will require at least $1.5 million to acquire other business opportunities, market its services, and build a client base. Future funding could result in potentially dilutive issuances of equity securities, the incurrence of debt, contingent liabilities and/or amortization expenses related to goodwill and other intangible assets, which could materially adversely affect the Company's business, results of operations and financial condition. Any future acquisitions of other businesses, technologies, services or product(s) might require the Company to obtain additional equity or debt financing, which might not be available on terms favorable to the Company, or at all, and such financing, if available, might be dilutive.

Patent, Trademark, License and Franchise Restrictions and Contractual Obligations and Concessions

We own patents, trademarks, and trade secrets related to our products. We expect to apply for future patents and trademarks, as appropriate, in connection with the development of innovative new products, services, and enhancements. Although we believe that, in the aggregate, our patents are valuable, and patent protection is beneficial to our business and competitive positioning, our patent protection will not necessarily deter or prevent competitors from attempting to develop similar products. We are not materially dependent on any one or more of our patents.

We plan to rely on trade secrets, technical know-how, and continuing invention to develop and maintain our competitive position. We will take security measures to protect our trade secrets, proprietary know-how and technologies, and confidential data and continue to explore further methods of protection. Our policy is to execute confidentiality agreements with our employees and consultants upon the commencement of an employment or consulting arrangement with us. These agreements generally require that all confidential information developed or made known to the individual by us during the course of the individual’s relationship with us be kept confidential and not disclosed to third parties. These agreements also generally provide that inventions conceived by the individual in the course of rendering services to us shall be our exclusive property.

Effect of Government Regulation on Business

Compliance With Environmental Laws

We seek to comply with all applicable statutory and administrative requirements concerning environmental quality. We have made, and will continue to make, expenditures for environmental compliance and protection. Expenditures for compliance with environmental laws have not had, and are not expected to have, a material effect on our capital expenditures, results of operation or competitive position.

Employees

The Company currently has two employees and two Officers, who are also Directors of the Company. James Lusk, our CEO, devotes 40 hours per week of his time to our business, The Company has no intention at this time to add employees until it can become a profitable entity. The Company from time to time may retain independent consultants in connection with its operations.

(i) The Company's performance is dependent on the performance of its officers. In particular, the Company's success depends on their ability to develop a business strategy which will be successful for the Company.

(ii) The Company does not carry key person life insurance on any of its personnel. The loss of the services of any of its executive officers or other key employees could have a material adverse effect on the business, results of operations and financial condition of the Company. The Company's future success also depends on its ability to retain and attract highly qualified technical and managerial personnel.

(iii) There can be no assurance that the Company will be able to retain its key managerial and technical personnel or that it will be able to attract and retain additional highly qualified technical and managerial personnel in the future. The inability to attract and retain the technical and managerial personnel necessary to support the growth of the Company's business, due to, among other things, a large increase in the wages demanded by such personnel, could have a material adverse effect upon the Company's business, results of operations and financial condition.

Item 1A. Risk Factors.

All parties and individuals reviewing this prospectus and considering us as an investment should be aware of the financial risk involved. When deciding whether to invest or not, careful review of the risk factors set forth herein and consideration of forward-looking statements contained in this annual report should be adhered to. Prospective investors should be aware of the difficulties encountered as we face all the risks including competition, and the need for additional working capital. If any of the following risks actually occur, our business, financial condition, results of operations and prospects for growth would likely suffer. As a result, you could lose all or part of your investment.

You should read the following risk factors carefully before purchasing our common stock.

RISK FACTORS RELATING TO OUR COMPANY

1. SINCE WE HAVE JUST TRANSITIONED FROM A DEVELOPMENT STAGE COMPANY TO AN OPERATING STAGE COMPANY, AND WE HAVE NOT GENERATED ANY REVENUES, THERE ARE NO ASSURANCES THAT OUR BUSINESS PLAN WILL EVER BE SUCCESSFUL.

We have no solid operating history upon which an evaluation of our future prospects can be made. Based upon current plans, we expect to incur operating losses in future periods as we incur significant expenses associated with the initial startup of our business. Further, there are no assurances that we will be successful in realizing revenues or in achieving or sustaining positive cash flow at any time in the future. Any such failure could result in the possible closure of our business or force us to seek additional capital through loans or additional sales of our equity securities to continue business operations, which would dilute the value of any shares you purchase in this Distribution.

2. IF OUR BUSINESS PLAN IS NOT SUCCESSFUL, WE MAY NOT BE ABLE TO CONTINUE OPERATIONS AS A GOING CONCERN AND OUR STOCKHOLDERS MAY LOSE THEIR ENTIRE INVESTMENT IN US.

As discussed in the Notes to Financial Statements included in this Annual Report, at August 31, 2013, we experienced a net loss from operations of $ 2,039,592 for the year ending August 31, 2013.

These factors raise substantial doubt that we will be able to continue operations as a going concern. Our ability to continue as a going concern is dependent upon our generating cash flow sufficient to fund operations and reducing operating expenses. Our business plans may not be successful in addressing these issues. If we cannot continue as a going concern, our stockholders may lose their entire investment in us.

3. WE HAVE NO OPERATING HISTORY AS AN OPERATING COMPANY AND WE MAY BE UNABLE TO OPERATE PROFITABLY.

JA Energy may not be able to successfully put in place the financial, administrative and managerial structure necessary to operate as fully reporting independent public company, and the development of such structure will require a significant amount of management's time and other resources.

4. OUR OFFICERS AND DIRECTORS HAVE NO PRIOR EXPERIENCE IN RUNNING A FULLY REPORTING COMPANY.

Our executive officers have no experience in operating a fully reporting company. Due to their lack of experience, our executive officers may make wrong decisions and choices on behalf of the Company. Consequently, our Company may suffer irreparable harm due to management's lack of experience in this industry. As a result we may have to suspend or cease operations which will result in the loss of your investment.

5. OUR BUSINESS MAY REQUIRE ADDITIONAL CAPITAL AND IF WE DO OBTAIN ADDITIONAL FINANCING OUR THEN EXISTING SHAREHOLDERS MAY SUFFER SUBSTANTIAL DILUTION.

We may require additional capital to finance our growth, purchase technologies and build our infrastructure. Our capital requirements may be influenced by many factors, including:

• the demand for our products and services;

• the timing and extent of our investment in new technology;

• the level and timing of revenue;

• the expenses of sales and marketing and new product development;

• the cost of facilities to accommodate a growing workforce;

• the extent to which competitors are successful in developing new

• products and increasing their market shares; and

• the costs involved in maintaining and enforcing intellectual property rights.

To the extent that our resources are insufficient to fund our future activities, we may need to raise additional funds through public or private financing. However, additional funding, if needed, may not be available on terms attractive to us, or at all. Our inability to raise capital when needed could have a material adverse effect on our business, operating results and financial condition. If additional funds are raised through the issuance of equity securities, the percentage ownership of our company by our current shareholders would be diluted.

6. WE MAY NOT BE ABLE TO RAISE SUFFICIENT CAPITAL OR GENERATE ADEQUATE REVENUE TO MEET OUR OBLIGATIONS AND FUND OUR OPERATING EXPENSES.

Failure to raise adequate capital and generate adequate sales revenues to meet our obligations and develop and sustain our operations could result in reducing or ceasing our operations. Additionally, even if we do raise sufficient capital and generate revenues to support our operating expenses, there can be no assurances that the revenue will be sufficient to enable us to develop business to a level where it will generate profits and cash flows from operations. These matters raise substantial doubt about our ability to continue as a going concern. Our independent auditors currently included an explanatory paragraph in their report on our financial statements regarding concerns about our ability to continue as a going concern.

7. IF WE ARE UNABLE TO ATTRACT KEY EMPLOYEES, WE MAY BE UNABLE TO SUPPORT THE GROWTH OF OUR BUSINESS.

Our success depends in part on our ability to attract and retain competent personnel. We must hire qualified managers, engineers, accounting, human resources, operations and other personnel. Competition for employees in the ethanol industry is intense. We cannot assure you that we will be able to attract and maintain qualified personnel. If we are unable to hire and maintain productive and competent personnel, the number of modular energy production units we produce may decrease and we may not be able to efficiently operate our manufacturing business. Competition for talent among companies in the industry is intense and we cannot assure you that we will be able to continue to attract or retain the talent necessary to support the growth of our business.

8. OUR SINGLE LARGEST SHAREHOLDER OWNS APPROXIMATELY 32% OF THE CONTROLLING INTEREST IN OUR VOTING STOCK AND INVESTORS WILL NOT HAVE ANY VOICE IN OUR MANAGEMENT, WHICH COULD RESULT IN DECISIONS ADVERSE TO OUR GENERAL SHAREHOLDERS.

Our single largest shareholder, beneficially have the right to vote approximately 32% of our outstanding common stock. As a result, these shareholders will have the ability to control substantially all matters submitted to our stockholders for approval including:

a) election of our board of directors; b) removal of any of our directors; c) amendment of our Articles of Incorporation or bylaws; and d) adoption of measures that could delay or prevent a change in control or impede a merger, takeover or other business combination involving us.

As a result of their ownership and positions, these individuals have the ability to influence all matters requiring shareholder approval, including the election of directors and approval of significant corporate transactions. In addition, the future prospect of sales of significant amounts of shares held by our director and executive officer could affect the market price of our common stock if the marketplace does not orderly adjust to the increase in shares in the market and the value of your investment in the company may decrease. Management's stock ownership may discourage a potential acquirer from making a tender offer or otherwise attempting to obtain control of us, which in turn could reduce our stock price or prevent our stockholders from realizing a premium over our stock price.

9. THE LOSS OF ONE OR MORE OF OUR FUTURE SUPPLIERS OF MATERIALS TO BUILD THE MDU MAY INTERRUPT OUR PRODUCTION OF MDU'S.

We plan to purchase materials from a limited number of third-party suppliers to build our MDU's. We do not have any material or long-term contracts in place with any suppliers at this time. Furthermore, our future suppliers also purchase the components of our products from a limited number of suppliers. The loss of one or more of these vendors could interrupt our supply chain and impact our ability to deliver MDU's to our customers, which would have a material adverse effect on our future net sales and profitability.

10. INCREASES IN THE PRICE OF MATERIALS USED TO MANUFACTURE OUR MDU COULD MATERIALLY INCREASE OUR COSTS AND DECREASE OUR PROFITABILITY.

The prices for components to build our MDU are dependent on the market price for the materials used to produce them. There can be no assurance that prices for these and other materials will not increase in the near future.

These materials are subject to price volatility caused by supply conditions, power outages, government regulations, economic climate and other unpredictable factors. Any material price increase would increase our cost of sales and decrease our future profitability unless we are able to pass higher prices on to our customers. We may face pricing pressures and we may be forced to reduce our prices or face a decline in net sales, either of which could have a material and adverse effect on our business, results of operations and financial condition.

11. We may not be able to develop manufacturing capacity sufficient to meet demand in an economical manner or at all.

If demand for our MDU's increases beyond the scope of our future production facilities, we may incur significant expenses in the expansion and/or construction of production facilities and increases in personnel in order to increase production capacity. Any unanticipated expansion requirements may cause complications for delays in production, which could result in a loss of business and customers. To finance the expansion of a commercial-scale production facility is complex and expensive. We cannot assure you that we will have the necessary funds to finance the development of production facilities, or that we will be able to develop this infrastructure in a timely or economical manner, or at all.

12. THE USE AND DEMAND FOR ETHANOL IS DEPENDENT ON VARIOUS ENVIRONMENTAL REGULATIONS AND GOVERNMENTAL PROGRAMS THAT COULD CHANGE AND CAUSE THE DEMAND FOR ETHANOL TO DECLINE.

There are various federal and state laws, regulations and programs that have led to increased use of ethanol in fuel. These laws, regulations and programs are constantly changing. Federal and state legislators and environmental regulators could adopt or modify laws, regulations or programs that could adversely affect the use of ethanol. Certain states oppose the use of ethanol because they must ship ethanol in from other corn producing states, which could significantly increase gasoline prices in the state. Material changes in environmental regulations regarding the use of methyl tertiary butyl ethers or the required oxygen content of automobile emissions or the enforcement of such regulations could decrease the need to use ethanol. For example, the recently enacted Energy Policy Act of 2005 eliminated the reformulated oxygenate standards under the Clean Air Act. Future changes in the law may further postpone or waive requirements to use ethanol.

Other laws, regulations and programs provide economic incentives to ethanol producers and users. The passage of pending federal or state energy legislation or any other revocation or amendment of any one or more of these laws, regulations or programs could have a significant adverse effect on the ethanol industry and our business. We cannot assure you that any of these laws, regulations or programs will continue in the future. Some of these laws, regulations and programs will expire under their terms unless extended, such as the federal partial excise tax exemption for gasoline blenders who use ethanol in their gasoline. Government support of the ethanol industry could change and Congress and state legislatures could remove economic incentives that enable ethanol to compete with other fuel additives. The elimination or reduction of government subsidies and tax incentives could cause the cost of ethanol-blended fuel to increase. The increased price could cause consumers to avoid ethanol-blended fuel and cause the demand for ethanol to decline.

13. Our results of operations may be adversely affected by environmental, health and safety laws, regulations and liabilities.

We are subject to various federal, state and local environmental laws and regulations, including those relating to the discharge of materials into the air, water and ground, the generation, storage, handling, use, transportation and disposal of hazardous materials, and the health and safety of our employees. We will need to meet a significant number of environmental and other regulations and standards established by various federal, state and local regulatory agencies.

In addition, some of these laws and regulations require our contemplated facilities to operate under permits that are subject to renewal or modification. These laws, regulations and permits can often require expensive pollution control equipment or operational changes to limit actual or potential impacts to the environment. As these regulations and standards evolve, and if new regulations or standards are implemented, we may be required to modify our proposed facilities and processes or develop and support new facilities or processes and this will increase our costs. Any failure to comply, or delays in compliance, with the various existing and evolving industry regulations and standards could prevent or delay the commercial use of our MDU. Any inability to address these requirements and any regulatory changes could have a material adverse effect on our specialty enzyme business, financial condition and operating results.

A violation of these laws and regulations or permit conditions can result in substantial fines, natural resource damages, criminal sanctions, permit revocations and/or facility shutdowns.

14. IN THE FUTURE, WE WILL INCUR INCREMENTAL COSTS AS A RESULT OF OPERATING AS A PUBLIC COMPANY, AND OUR MANAGEMENT WILL BE REQUIRED TO DEVOTE SUBSTANTIAL TIME TO COMPLIANCE INITIATIVES.

As a fully reporting company, we will incur legal, accounting and other expenses. Moreover, the Sarbanes- Oxley Act of 2002 (the "Sarbanes-Oxley Act"), as well as new rules subsequently implemented by the SEC, have imposed various new requirements on public companies, including requiring changes in corporate governance practices. Our management will need to devote a substantial amount of time to these new compliance initiatives. Moreover, these rules and regulations will increase our legal and financial compliance costs and will make some activities more time-consuming and costly.

The Sarbanes-Oxley Act also requires, among other things, that we maintain effective internal controls for financial reporting and disclosure controls and procedures. We must perform system and process evaluation and testing of our internal controls over financial reporting to allow management and our independent registered public accounting firm to report on the effectiveness of our internal controls over financial reporting, as required by the Sarbanes-Oxley Act. Our testing, or the subsequent testing by our independent registered public accounting firm, may reveal deficiencies in our internal controls over financial reporting that are deemed to be material weaknesses. Our compliance with Sarbanes-Oxley will require that we incur substantial accounting expense and expend significant management efforts. Moreover, if we are not able to comply with the requirements of Sarbanes-Oxley in a timely manner, or if we or our independent registered public accounting firm identifies deficiencies in our internal controls over financial reporting that are deemed to be material weaknesses, the market price of our stock could decline, and we could be subject to sanctions or investigations by the SEC or other regulatory authorities, which would require additional financial and management resources.

RISKS RELATING TO OUR COMMON SHARES

15. WE MAY, IN THE FUTURE, ISSUE ADDITIONAL COMMON SHARES, WHICH WOULD REDUCE INVESTORS' PERCENT OF OWNERSHIP AND MAY DILUTE OUR SHARE VALUE.

Our Articles of Incorporation authorize the issuance of 70,000,000 shares of common stock and 5,000,000 preferred shares. The future issuance of common stock may result in substantial dilution in the percentage of our common stock held by our then existing shareholders. We may value any common stock issued in the future on an arbitrary basis. The issuance of common stock for future services or acquisitions or other corporate actions may have the effect of diluting the value of the shares held by our investors, and might have an adverse effect on any trading market for our common stock.

16. ALTHOUGH OUR SHARES OF COMMON STOCK ARE QUOTED ON A THE OTC-BB, THEY ARE PENNY STOCKS.

The Securities Enforcement and Penny Stock Reform Act of 1990 requires additional disclosures relating to the market for penny stocks in connection with trades in any stock defined as a penny stock. SEC regulations generally define a penny stock to be an equity security that has a market or exercise price of less than $5.00 per share, subject to certain exceptions. Such exceptions include any equity security listed on NASDAQ and any equity security issued by an issuer that has net tangible assets of at least $100,000, if that issuer has been in continuous operation for three years.

Unless an exception is available, the regulations require delivery, prior to any transaction involving a penny stock, of a disclosure schedule explaining the penny stock market and the associated risks. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized risk disclosure document that provides information about penny stocks and the nature and level of risks in the penny stock market. The broker-dealer must also provide the customer with current bid and offer quotations for the penny stock, details of the compensation of the broker-dealer and its salesperson in the transaction, and monthly account statements showing the market value of each penny stock held in the customer's account. The bid and offer quotations and broker-dealer and salesperson compensation information must be given to the customer orally or in writing prior to effecting the transaction and must be given in writing before or with the customer's confirmation. In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from such rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser's written agreement to the transaction. These disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for securities that become subject to the penny stock rules. Since our securities are highly likely to be subject to the penny stock rules, should a public market ever develop, any market for our shares of common stock may not be liquid.

17.ALTHOUGH OUR STOCK IS LISTED ON THE OTC-BB, A TRADING MARKET HAS NOT DEVELOPED, PURCHASERS OF OUR SECURITIES MAY HAVE DIFFICULTY SELLING THEIR SHARES.

There is currently no active trading market in our securities and there are no assurances that a market may develop or, if developed, may not be sustained. If no market is ever developed for our common stock, it will be difficult for you to sell any shares in our Company. In such a case, you may find that you are unable to achieve any benefit from your investment or liquidate your shares without considerable delay, if at all.

18. BECAUSE WE DO NOT INTEND TO PAY ANY CASH DIVIDENDS ON OUR COMMON STOCK, OUR STOCKHOLDERS WILL NOT BE ABLE TO RECEIVE A RETURN ON THEIR SHARES UNLESS THEY SELL THEM.

We intend to retain any future earnings to finance the development and expansion of our business. We do not anticipate paying any cash dividends on our common stock in the foreseeable future. Unless we pay dividends, our stockholders will not be able to receive a return on their shares unless they sell them. There is no assurance that stockholders will be able to sell shares when desired.

19. WE MAY ISSUE SHARES OF PREFERRED STOCK IN THE FUTURE THAT MAY ADVERSELY IMPACT YOUR RIGHTS AS HOLDERS OF OUR COMMON STOCK.

Our articles of incorporation authorize us to issue up to 5,000,000 shares of preferred stock. Accordingly, our board of directors will have the authority to fix and determine the relative rights and preferences of preferred shares, as well as the authority to issue such shares, without further stockholder approval. As a result, our board of directors could authorize the issuance of a series of preferred stock that would grant to holders preferred rights to our assets upon liquidation, the right to receive dividends before dividends are declared to holders of our common stock, and the right to the redemption of such preferred shares, together with a premium, prior to the redemption of the common stock. To the extent that we do issue such additional shares of preferred stock, your rights as holders of common stock could be impaired thereby, including, without limitation, dilution of your ownership interests in us. In addition, shares of preferred stock could be issued with terms calculated to delay or prevent a change in control or make removal of management more difficult, which may not be in your interest as holders of common stock.

Item 1B. Unresolved Staff Comments.

Not Applicable.

Item 2. Properties.

All administrative, research, and production facilities are housed in leased properties located in Las Vegas, NV. The Company owns no real estate. Our offices are currently located at 7495 W. Azure Dr. Suite 110, Las Vegas, NV 89130. Our telephone number is (702) 515-4036.

Item 3. Legal Proceedings.

We are not presently a party to any material litigation, nor to the knowledge of management is any litigation threatened against us, which may materially affect us.

Item 4. Mine Safety Disclosures

Not Applicable

PART II

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

(a) Market Information

JA Energy Common Stock, $0.001 par value, can be found on the OTC-Bulletin Board under the symbol: JAEN. The Stock was first cleared for quotation on September 22, 2011.

There has been limited trading of the Company’s stock, since it was listed on the OTC-BB, there are no assurances that a market will ever develop for the Company's stock.

Year ended August 31, 2013	High		Low
First Quarter	$	0.96		$	0.85
Second Quarter	$	2.95		$	0.85
Third Quarter	$	2.58		$	0.02
Fourth Quarter	$	1.00		$	0.02

Year ended August 31, 2012	High		Low
First Quarter	$	0.50		$	0.50
Second Quarter	$	0.04		$	0.04
Third Quarter	$	0.26		$	0.55
Fourth Quarter	$	0.85		$	0.85

* The first trade of the Company’s stock took place on October 25, 2011.

(b) Holders of Common Stock

As of February 24, 2014, there were approximately one hundred twenty (120) holders of record of our Common Stock.

In the future we intend to follow a policy of retaining earnings, if any, to finance the growth of the business and do not anticipate paying any cash dividends in the foreseeable future. The declaration and payment of future dividends on the Common Stock will be the sole discretion of board of directors and will depend on our profitability and financial condition, capital requirements, statutory and contractual restrictions, future prospects and other factors deemed relevant.

(d) Securities Authorized for Issuance under Equity Compensation Plans

There are no outstanding grants or rights or any equity plan in place.

(e) Recent Sales of Unregistered Securities

On October 2, 2012, the Company issued 20,000 shares of its $0.001 par value common stock for $0.50 per share.

On June 24, 2013, the Company issued 462,000 shares of common stock for compensation of $369,600

On June 24, 2013, the Company issued 87,682 shares of common stock for MDU cost of $70,145.

On June 28, 2013 the Company issued 36,000 shares of common stock for MDU cost $ $ 28,800.

On July 1, 2013 the Company issued 540,000 shares of common stock for farming cost $ 432,000

(f) Issuer Purchases of Equity Securities

We did not repurchase any of our equity securities during the years ended August 31, 2013 or August 31, 2012.

Item 6. Selected Financial Data.

Not applicable.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.

Overview of Current Operations

This section of this Annual Report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our predictions. The following discussion should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere in this Prospectus. The discussion of results, causes and trends should not be construed to imply any conclusion that these results or trends will necessarily continue into the future.

Results of Operations for the year ended August 31, 2013

Revenues

We earned $5,000 in revenues since our inception through May 31, 2013. These revenues represent the sale of 5,000 pounds of Jerusalem Artichoke Seeds at $1.00 per pound. These seeds came from a Jerusalem Artichoke planting that took place in Colorado. This sale represents the entire crop available for sale, as the balance of the crop was lost due to an early season heat wave.

Expenses

During the fiscal year ended August 31, 2013, the Company had total operating expenses of $648,270, as compared to total operating expenses of $277,323 for the same period last year. The increase in expenses represented general and administrative expenses of $611,770, and consulting fees of $36,500as compared to general and administrative expenses of $236,356 and consulting fees of $40,967 for the same period last year. The net loss for the fiscal ended August 31, 2013 was $ 2,039,592 as compared to a net loss of $(276,050) for the same period last year. The Company’s net and operating expenses increased based on the development, construction costs and engineering costs to design and finalize its MDU. Our auditor issued an opinion that our financial condition raises substantial doubt about the Company's ability to continue as a going concern.

Cash Flows

During the fiscal year ending August 31, 2013, the Company used net cash of $(274,286) in operations, used net cash of $(57,938) in investing activities, that included the purchase of MDU and a vehicle as a fixed asset and generated cash of $336,502 from financing activities.

Going Concern

The financial statements included with this annual report have been prepared in accordance with generally accepted accounting principles applicable to a going concern which contemplates the realization of assets business. As of August 31, 2013, the Company has recognized $5,000 in revenues and has accumulated operating losses of approximately $(2,391,699) since inception. The Company's ability to continue as a going concern is contingent upon the successful completion of additional financing arrangements and its ability to achieve and maintain profitable operations. Management plans to raise equity capital to finance the operating and capital requirements of the Company. Amounts raised will be used to further development of the Company's products, to provide financing for marketing and promotion, to secure additional property and equipment, and for other working capital purposes. While the Company is putting forth its best efforts to achieve the above plans, there is no assurance that any such activity will generate funds that will be available for operations.

Plan of Operation

Management believes, if it can begin selling its MDU in fiscal year 2013-2014, the Company will be able to generate profit during the coming year. Management believes that MDU will most likely exceed any anticipated expenses for the coming year.

The Company's need for capital may change dramatically if it can generate additional revenues from its operations. In the event the Company requires additional funds, the Company will have to seek loans or equity placements to cover such cash needs. There are no assurances additional capital will be available to the Company on acceptable terms.

Summary of any product research and development that we will perform for the term of our plan of operation.

JA Energy plans manufacture and sell the Modular Distillation Units (MDU) which will convert blackstrap molasses into ethanol. The Modular Distillation Unit has been designed and a prototype has been built. The Company does not anticipate performing any additional significant MDU research and development under our current plan of operation. The prototype MDU is recorded as an asset on the balance sheet, $ 216,799 , at year end. Significant research and development will be performed as the MEG prototype is built this year and brought online. In addition, other product lines now in development will require significant research and development as they are brought to market.

Expected purchase or sale of plant and significant equipment

With the exception of MDUs and MEGs, we do not anticipate the purchase or sale of any plant or significant equipment; as such items are not required by us at this time.

Significant changes in the number of employees

We currently have three employees total, all full-time. As we gear up for MDU production we will add approximately ten employees. When MEG production begins that number will grow to as many as twenty.

Liquidity and Capital Resources

As of August 31, 2013 the Company has cash and cash equivalents of $2,677, current assets of $6,232 and current liabilities of $ 483,100. As of August 31, 2013, the Company’s total assets were $238,596 and total liabilities of $ 494,538. The Company is authorized to issue 70,000,000 shares of its $0.001 par value common stock and 5,000,000 shares of its $0.001 par value preferred stock. As of August 31, 2013, the Company has 38,402,385 shares of common stock issued and outstanding. $ 438,826 of the long-term liabilities is a note payable to James Lusk, the company’s CEO. The funds are repayable upon demand and have a simple interest rate of 5%, with interest paid monthly.

The Company has limited financial resources available, which has had an adverse impact on the Company's liquidity, activities and operations. These limitations have adversely affected the Company's ability to obtain certain projects and pursue additional business. Without realization of additional capital, it would be unlikely for the Company to continue as a going concern. In order for the Company to remain a Going Concern it will need to find additional capital. Additional working capital may be sought through additional debt or equity private placements, additional notes payable to banks or related parties (officers, directors or stockholders), or from other available funding sources at market rates of interest, or a combination of these. The ability to raise necessary financing will depend on many factors, including the nature and prospects of any business to be acquired and the economic and market conditions prevailing at the time financing is sought. No assurances can be given that any necessary financing can be obtained on terms favorable to the Company, or at all.

JA Energy Funding Requirements

JA Energy needs funding to fully execute its business plan. JA Energy will require at least $1.5 million to acquire other business opportunities, market its services, and build a client base.

Future funding could result in potentially dilutive issuances of equity securities, the incurrence of debt, contingent liabilities and/or amortization expenses related to goodwill and other intangible assets. This could materially adversely affect the Company's business, results of operations and financial condition. Any future acquisitions of other businesses, technologies, services or products might require the Company to obtain additional equity or debt financing, which might not be available on terms favorable to the Company, or at all, and such financing, if available, might be dilutive.

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 or operations, liquidity, capital expenditures or capital resources that is material to investors.

Critical Accounting Policies and Estimates

Revenue Recognition: We recognize revenue from product sales once all of the following criteria for revenue recognition have been met: pervasive evidence that an agreement exists; the services have been rendered; the fee is fixed and determinable and not subject to refund or adjustment; and collection of the amount due is reasonable assured.

New Accounting Standards

Management has evaluated recently issued accounting pronouncements through August, 2013 and concluded that they will not have a material effect on the financial statements as of August 31, 2013.

Recent Pronouncements

The Company's management has evaluated all the recently issued accounting pronouncements through the filing date of these financial statements and does not believe that any of these pronouncements will have a material impact on the Company's financial position and results of operations.

Item 7A. Quantitative and Qualitative Disclosures about Market Risk.

Not applicable.

Item 8. Financial Statements and Supplementary Data.

Index to Financial Statements

Financial Statements of JA Energy:

Page

Report of Independent Registered Public Accounting Firm

F-1

Balance Sheets as of August 31, 2013 and August 31, 2012

F-2

Statements of Operations for year ended August 31, 2013, August 31, 2012 and the Period from June 26, 2009 (Inception) to August 31, 2013

F-3

Statement of Stockholders' Deficit for the Period From June 26, 2009 (Inception) to August 31, 2013

F-4

Statement of Cash Flows for year ended August 31, 2013, August 31, 2012 and the Period From June 26, 2009 (Inception) to August 31, 2013

F-5

Notes to the Financial Statements

F-6

SEALE AND BEERS, CPAs

PCAOB & CPAB REGISTERED AUDITORS

www.sealebeers.com

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of

JA Energy

(A Development Stage Company)

We have audited the accompanying balance sheets of JA Energy (A Development Stage Company) as of August 31, 2013, and the related statements of income, stockholders’ equity (deficit), and cash flows for the one year period ended August 31, 2013. JA Energy’s management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audits. The cumulative statements of operations, changes in stockholders’ deficit and cash flows for the period from August 26, 2010 (date of inception) to August 31, 2012 were audited by other auditors whose report dated December 13, 2012 on those statements included an explanatory paragraph describing conditions that raised substantial doubt about the Company’s ability to continue as a going concern.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, based on our audits and the report of other auditors, the financial statements referred to above present fairly, in all material respects, the financial position of JA Energy (A Development Stage Company) as of August 31, 2013 and 2012, and the related statements of income, stockholders’ equity (deficit), and cash flows for each of the years in the two-year period ended August 31, 2013 and since inception on August 26, 2010 through August 31, 2013 in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has no revenues, has negative working capital at August 31, 2013, has incurred recurring losses and recurring negative cash flow from operating activities, and has an accumulated deficit which raises substantial doubt about its ability to continue as a going concern. Management’s plans concerning these matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Seale and Beers, CPAs

Seale and Beers, CPAs

Las Vegas, Nevada

December 13, 2013

50 S. Jones Blvd. Suite 202 Las Vegas, NV 89107 Phone: (888)727-8251 Fax: (888)782-2351

F-1

De Joya Griffith

Certified Public Accountants and Consultants

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders

JA Energy, Inc.

We have audited the accompanying balance sheet of JA Energy, Inc. (A Development Stage Company) (the “Company”) as of August 31, 2012, and the related statement of operations, stockholders’ deficit, and cash flows for the year ended August 31, 2012, and for the period from inception (August 26, 2010) through August 31, 2012. JA Energy, Inc.’s management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of JA Energy, Inc. (A Development Stage Company) as of August 31, 2012, and the results of its operations, and its cash flows for the year ended August 31, 2012, and for the period from inception (August 26, 2010) through August 31, 2012 in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 3 to the financial statements, the Company has suffered losses from operations, which raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 3. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ De Joya Griffith, LLC

Henderson, Nevada

December 13, 2012

De Joya Griffith, LLC ● 2580 Anthem Village Dr. ● Henderson, NV ● 89052

Telephone (702) 563-1600 ● Facsimile (702) 920-8049

www.dejoyagriffith.com

F-2

JA Energy

Balance Sheets

(Audited)

				August 31, 2013	August 31, 2012
		ASSETS
Current assets:
	Cash and cash equivalents			$ 2,677	$ 399
	Prepaid expenses			0	7,210
	Inventory			0	62,323
	Deposits			3,555	2,555
		Total current assets		$ 6,232	$ 72,487
Fixed assets:
	Modular distillation unit			$ 216,799	$ 59,944
	Vehicle, furniture and equipment, net of accumulated depreciation of $8,587 and $1,472			15,565	20,650
		Total fixed assets		$ 232,364	$ 80,594
TOTAL ASSETS				$ 238,596	$ 153,081

		LIABILITIES AND STOCKHOLDERS' EQUITY	(DEFICIT)
Current liabilities:
	Accounts payable and accrued liabilities			$ 30,902	$ 27,593
	Accounts payable to related parties			9,550	9,800
	Loan payable – current			3,822	3,502
	Loan payable - related party			438,826	99,000
	Loan from non related third party			0	15,000
		Total current liabilities		$ 483,100	$ 154,895
Long term liabilities:
	Loan payable - long term			$ 11,438	$ 15,082
		Total long term liabilities		$ 11,438	$ 15,082
		Total liabilities		$ 494,538	$ 169,977

Stockholders' equity (deficit):
	Preferred stock, $0.001 par value, 5,000,000 shares			$ -	$ -
		authorized, none issued
	Common stock, $0.001 par value, 70,000,000 shares			38,403	37,257
		authorized, 38,402,385 and 37,256,703 issued and
		outstanding as of 8/31/13 and 8/31/12,
	Additional paid-in capital			2,006,833	207,433
	Stock subscription payable			90,521	90,521
	Deficit accumulated during development stage			(2,391,699)	(352,107)
		Total stockholders' equity (deficit)		$ (255,942)	$ (16,896)
TOTAL LIABILITIES AND STOCKHOLDERS'
	EQUITY (DEFICIT)			$ 238,596	$ 153,081

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

F-3

JA Energy

Statements of Operations

(Audited)

			Year ended August 31, 2013	Year ended August 31, 2012	From inception (August 26, 2010) to August 31, 2013
Revenue			$	$ 5,000	$ 5,000
Cost of goods sold			0	(3,750)	(3,750)
Gross profit			$ 0	$ 1,250	$ 1,250

Operating expenses:
	General & administrative		$ 611,770	$ 236,356	$ 884,621
	Consulting fees		36,500	40,967	114,467
		Total expenses	$ 648,270	$ 277,323	$ 999,088

Other income:
	Interest income		$ 0	$ 23	$ 23
	Interest Expense		(12,789)		(15,351)
	Abandonment of Farming Operations		(503,533)		(503,533)
	Warrants for Debt		(875,000)		(875,000)
		Total other income	$ (1,391,322)	$ 23	$ (1,393,861)

Net loss			$ (2,039,592)	$ (276,050)	$ (2,391,699)

Weighted average number of common
	shares outstanding- basic		38,402,385	37,256,703

Net loss per share – basic			$ (0.05)	$ (0.01)

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

F-4

JA Energy

Statement of Stockholders’ Equity (Deficit)

(Audited)

		Common Stock		Common Stock		Additional Paid-In		Stock Subscription		Deficit Accumulated During		Total
		Shares		Amount		Capital		payable		Development Stage		Equity (Deficit)
Inception	8/26/2010	0	$	0	$	0	$	0	$	0	$	0
Contributed Capital						325						325
Net loss	8/31/2010									(2,825)		(2,825)
Balance, August 31, 2010		0	$	0	$	325	$	0	$	(2,825)	$	(2,500)

Contributed Capital	11/8/2012		$		$	2,500	$		$		$	2,500
Contributed Capital	1/14/2011					3,865						3,865
Shares issued to Reshoot Production Company	1/31/2011	34,246,703		34,247		(34,247)						-
Contributed Capital	3/1/2011					5,000						5,000
Contributed Capital	4/18/2011					2,000						2,000
Shares issued for incurring plantation costs	4/21/2011	270,000		270		26,730						27,000
Shares Cancelled	5/3/2011	(3,400,000)		(3,400)		3,400						-
Shares issued for services	5/4/2011	40,000		40		3,960						4,000
Contributed Capital	5/20/2011					20,000						20,000
Stock subscription payable	6/15/2011							37,500				37,500
Net Loss	8/31/2011									(73,232)		(73,232)
Changes during year		31,156,703	$	31,157	$	33,208	$	37,500	$	(73,232)	$	28,633
Balance, August 31, 2011		31,156,703	$	31,157	$	33,533	$	37,500	$	(76,057)	$	26,133

Private placement $0.25 per share, 1,500,000 shares issued	9/23/2011	1,500,000	$	1,500	$	36,000	$	(37,500)	$		$	-
Private placement $0.25 per share, 1,500,000 shares issued	9/23/2011	1,500,000		1,500		36,000						37,500
Shares issued for cash pursuant to Reg. S offering	1/10/2012	3,000,000		3,000		52,000						55,000
Stock compensation								73,846				73,846
Shares to be issued for seed purchase								3,750				3,750
100,000 Shares issued for $0.50 per share	6/21/2012	100,000		100		49,900						50,000
Shares purchased by Director								10,000				10,000
Shares issued for compensation								2,500				2,500
Shares issued for compensation								425				425
Net loss										(276,050)		(276,050)
Changes during year		6,100,000	$	6,100	$	173,900	$	53,021	$	(276,050)	$	(43,029)
Balance, August 31, 2012		37,256,703	$	37,257	$	207,433	$	90,521	$	(352,107)	$	(16,896)

20,000 Shares issued for $0.50 per share	10/2/2012	20,000	$	20	$	9,980	$		$		$	10,000
Warrants	3/19/2013					890,000						890,000
Stock issued for compensation	6/24/2013	440,000		440		351,560						352,000
Stock issued for MDU cost	6/24/2013	87,682		88		70,057						70,145
Stock issued for compensation	6/24/2013	22,000		22		17,578						17,600
Stock issued for accrued MDU cost	6/28/2013	36,000		36		28,765						28,801
Stock issued for accrued farming cost	7/1/2013	540,000		540		431,460						432,000
Net loss										(2,039,592)		(2,039,592)
Changes during year		1,145,682	$	1,146	$	1,799,400	$	0	$	(2,039,592)	$	(239,046)
Balance, August 31, 2013		38,402,385	$	38,403	$	2,006,833	$	90,521	$	(2,391,699)	$	(255,942)

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

F-5

JA Energy

Statements of Cash Flows

			Period ended August 31, 2013		Period ended August 31, 2012	From inception (August 26, 2010) to August 31, 2013
OPERATING ACTIVITIES
Net loss			$ (2,039,592)		$ (276,050)	$ (2,391,698)
Adjustment to reconcile net loss to net cash
	used by operating activities:
		Stock compensation	379,600		84,521	464,121
		Warrant expense	875,000			875,000
		Abandoned farming operations	432,000			432,000
		Depreciation	7,115		1,472	8,587
	Decrease (Increase) in
		Prepaid expense	7,210		(5,151)	0
		Inventory	62,323		(23,973)	0
		Deposits	(1,000)		(555)	(3,555)
	(Decrease) Increase in
		Accounts payable and accrued expense	3,308		26,039	30,900
		Accounts payable related party	(250)		(750)	9,550
Net cash applied to operating activities			$ (274,286)		$ (194,447)	$ (575,095)

INVESTING ACTIVITIES
	Purchase of fixed asset, MDU		$ (57,908)		$ (59,944)	$ (117,852)
	Purchase of fixed asset, vehicle, & equip		(2,030)		(22,122)	(24,152)
Net cash applied to investing activities			$ (59,938)		$ (82,066)	$ (142,004)

FINANCING ACTIVITIES
Proceeds issuance of common stock and contributed capital			$ 0	$	152,500	$ 250,690
Proceeds from loan, related party			339,826		105,000	444,826
Payments on loan, related party			0		(6,000)	(6,000)
Proceeds from loan			0		20,000	35,000
Payments on loan			(3,324)		(1,416)	(4,740)
Net cash provided by financing activities			$ 336,502		$ 270,084	$ 719,776

NET INCREASE (DECREASE) IN CASH			$ 2,278		$ (6,429)	$ 2,677
CASH - BEGINNING OF THE PERIOD			399		6,828	0
CASH - END OF THE PERIOD			$ 2,677		399	$ 2,677

SUPPLEMENTAL DISCLOSURES:

Non-cash Transactions
	Warrant expense	875,000	0	875,000
	Abandonment of farming operations	432,000	0	432,000
	Contributed capital with note conversion	15,000	0	15,000
	Stock issued for planting cost	0	0	27,000
	Stock issued for prepaid services	0	0	4,000
	Interest paid	0	2,550	2,550
	MDU components	89,946	0	89,946
	Stock compensation	379,600	0	464,121

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

F-6

JA Energy

Notes to Financial Statements

August 31, 2013

NOTE 1. General Organization and Business

JA Energy is working to develop a suite of products with a view of finding global energy solutions. Management believes non-oil-producing, agricultural-based countries are spending large amounts of their gross domestic product to pay for fossil fuel to power their economies, and ethanol from sugar beets or sugar cane to provide the electricity to replace diesel generation. With the base load power augmented by the photovoltaic and CSP products, countries will be able to provide some of their energy needs from within and lessen their imports.

NOTE 2 - GOING CONCERN

These financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business. The Company has an accumulated deficit since inception of $2,391,699. The Company has not generated any significant revenues to date, and its ability to continue as a going concern is contingent upon the successful completion of additional financing arrangements and its ability to achieve and maintain profitable operations. Management plans to raise equity capital to finance the operating and capital requirements of the Company. Amounts raised will be used for further development of the Company's products, to provide financing for marketing and promotion and for other working capital purposes. While the Company is putting forth its best efforts to achieve the above plans, there is no assurance that any such activity will generate funds that will be available for operations.

These conditions raise substantial doubt about the Company's ability to continue as a going concern. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty.

F-7

JA Energy

Notes to Financial Statements

August 31, 2013

NOTE 3. Summary of Significant Accounting Policies

Basis of Accounting

The basis is United States generally accepted accounting principles.

Cash and Cash Equivalents

The Company considers all short-term investments with a maturity of three months or less at the date of purchase to be cash and cash equivalents.

Fixed Assets

Fixed assets are stated at cost, less accumulated depreciation. Depreciation is computed on straight line and declining balance methods over the estimated useful lives of the assets. Repairs and maintenance are expenses as incurred.

Earnings per Share

The basic earnings (loss) per share is calculated by dividing the Company's net income (loss) available to common shareholders by the weighted average number of common shares issued and outstanding during the year. The diluted earnings (loss) per share is calculated by dividing the Company's net income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted as of the first of the year for any potentially dilutive debt or equity.

Revenue recognition

The Company recognizes revenue on an accrual basis as it invoices for services.

Dividends

The Company has not yet adopted any policy regarding payment of dividends. No dividends have been paid during the period shown.

Income Taxes

The provision for income taxes is the total of the current taxes payable and the net of the change in the deferred income taxes. Provision is made for the deferred income taxes where differences exist between the period in which transactions affect current taxable income and the period in which they enter into the determination of net income in the financial statements.

F-8

JA Energy

Notes to Financial Statements

August 31, 2013

NOTE 3. Summary of Significant Accounting Policies (Continued)

Cost of product sold

The types of costs included in cost of product sold are raw materials, packaging materials, manufacturing costs, plant administrative support and overheads, and freight and warehouse costs.

Recent Accounting Pronouncements

Year-end

The Company has selected August 31 as its year-end.

Fair value of financial instruments

Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of August 31, 2013. The respective carrying value of certain on balance sheet financial instruments approximated their fair values. These financial instruments include cash and accounts payable. Fair values were assumed to approximate carrying values for cash and payables because they are short term in nature and their carrying amounts approximate fair values or they are payable on demand.

Advertising

Advertising is expensed when incurred. There has been no advertising during the period.

Use of Estimates

The preparation of financial statements in 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 and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

F-9

JA Energy

Notes to Financial Statements

August 31, 2013

NOTE 4 - Stockholders' Deficit

The Company is authorized to issue 70,000,000 shares of its $0.001 par value common stock and 5,000,000 shares of its $0.001 par value preferred stock.

On September 1, 2010, a director of the Company contributed capital of $325 for incorporating fees.

On November 8, 2010, a director of the Company contributed capital of $2,500 for audit fees.

On January 14, 2011, a director of the Company contributed capital of $3,865 for transfer and audit fees.

The Company was a subsidiary of Reshoot Production Company. On January 31, 2011, the record shareholders of Reshoot Production Company received a spin off dividend of one point 4 (1.4) common shares, par value $0.001, of JA Energy common stock for every share of Reshoot Production Company common stock owned for a total 65,846,703 common shares issued.

In March 2011, an officer of the Company returned 31,600,000 shares to treasury.

On March 1, 2011, a director of the Company contributed capital of $5,000 for operating expenses.

On April 18, 2011, a director of the Company contributed capital of $2,000 for operating expenses.

On April 21, 2011, the Company issued 270,000 shares of its $0.001 par value common stock valued at $27,000 in exchange for Jerusalem Artichoke tubers. These tubers were essential in order for the Company to grow Jerusalem Artichokes for the subsequent conversion into ethanol.

On May 3, 2011, a former officer of the Company returned 3,400,000 shares to treasury as part of an initiative to restructure the Company’s capital stock. Accordingly, the return of these shares have been accounted for similar to a reverse stock split and have been applied on a retroactive basis.

On May 4, 2011, the Company issued 40,000 shares of its $0.001 par value common stock valued at $4,000 in exchange for bookkeeping and office support services.

F-10

JA Energy

Notes to Financial Statements

August 31, 2013

NOTE 4 - Stockholders' Deficit (continued)

On May 20, 2011, $20,000 was received for shares to be issued on January 10, 2012.

On September 23, 2011, the Company issued 3,000,000 shares of its $0.001 par value common stock for cash of $75,000.

On January 10, 2012, the Company issued 3,000,000 shares of its $0.001 par value common stock for cash of $75,000, of which $20,000 was received on May 20, 2011.

On June 21, 2012, the Company issued 100,000 shares of its $0.001 par value common stock for cash of $50,000.

On August 30, 2012 the Company sold 20,000 shares of its $0.001 par value common stock for cash for $10,000. The shares were issued after year end and the amount is included in the Common Stock Payable.

On April 23, 2012, the Company recorded a common stock payable of $3,750 for the shares due under contract to Rockey Farms, Owned by Director Sheldon Rockey, for farming costs. As of August 31, 2012 no shares have been issued.

On January 16, 2012, the Company executed a consulting contract with Desert Resources for an annual fee of $60,000 and 240,000 shares of common stock. The shares were valued according to the fair value of the common stock based on the agreement date. Desert Resources is compensated in bi-weekly installments. As of August 31, 2012, no shares have been issued and a total of $73,846 has been recorded to common stock payable.

On January 30, 2012, the Company recorded $2,500 common stock payable cash for services rendered. As of August 31, 2012, no shares have been issued.

On August 30, 2012, the Company received $10,000 from a director for shares to be issued.

On August 31, 2012, the Company recorded a common stock payable for 500 shares of common stock due to a consultant for services rendered. The shares were valued at $425 according to the fair value of the common stock based on the record date.

On October 2, 2012, the Company issued 20,000 shares of its $0.001 par value common stock for $0.50 per share.

F-11

JA Energy

Notes to Financial Statements

August 31, 2013

NOTE 4 - Stockholders' Deficit (continued)

On June 24, 2013, the Company issued 462,000 shares of common stock for compensation of $369,600

On June 24, 2013, the Company issued 87,682 shares of common stock for MDU cost of $70,145.

On June 28, 2013 the Company issued 36,000 shares of common stock for a MDU cost $28,800.

On July 1, 2013 the Company issued 540,000 shares of common stock for farming cost $432,000

There have been no other issuances of preferred or common stock.

NOTE 5. Related Party Transactions

On September 1, 2010, a director of the Company contributed capital of $325 for incorporating fees.

On November 8, 2010, a director of the Company contributed capital of $2,500 for audit fees.

On May 31, 2012, the Company entered into a promissory note with the CEO and director for value loaned to the Company in the sum of $99,000 with terms of due upon demand with a simple interest of 5% due monthly.

On April 23, 2012 the Company recorded a Common Stock Payable of $3,750 for the shares due under contract to Rockey Farms, Owned by Director Sheldon Rockey for farming costs. As of August 31, 2012 no shares have been issued.

The Chief Executive Officer loaned to the Company $199,176 during the period ended November 31, 2012. The terms of the loan are due upon demand with an annual interest rate of 5%. The Company paid the balance on the prior officer loan of $1,500 which was non-interest bearing.

The Chief Executive Officer loaned to the Company $25,000 during the period ended February 28, 2013. The terms of the loan are due upon demand with an annual interest rate of 5%.

F-12

JA Energy

Notes to Financial Statements

August 31, 2013

NOTE 4 - Stockholders' Deficit (continued)

The Chief Executive Officer loaned to the Company $79,000 during the period ended May 31, 2013. The terms of the loan are due upon demand with an annual interest rate of 5%.

The Chief Executive Officer loaned to the Company $100,450 during the period ended August 31, 2013. The terms of the loan are due upon demand with an annual interest rate of 5%.

NOTE 6. Fixed Assets

The Company purchased a 2011 Ford Taurus for $22,122 during the year ended August 31, 2012, and purchased office furniture and equipment for $2,030 for the year ended August 31, 2013. As of August 31, 2013 the construction cost on a prototype Modular Distillation Unit (MDU) is $216,799. The MDU is substantially completed and there will be an additional expenditure to test and complete the unit.

NOTE 7 - – INVENTORY AND ABANDONMENT OF FARMING OPERATIONS

The Company assesses the valuation of its inventories and reduces the carrying value of those inventories that are obsolete or in excess of the Company’s forecasted usage to their estimated net realizable value. The Company estimates the net realizable value of such inventories based on analyses and assumptions including, but not limited to, historical usage, future demand, and market requirements. Reductions to the carrying value of inventories are recorded in cost of product sold. If the future demand for the Company’s products is less favorable than the Company’s forecasts, then the value of the inventories may be required to be reduced, which could result in additional expense to the Company and affect its results of operations.

During the year ended August 31, 2013, the Company substantially completed the modular distillation unit (MDU), and abandoned the farming operations, resulting in no inventory at August 31, 2013.

The loss from ceasing the farming operation is $503,533.

F-13

JA Energy

Notes to Financial Statements

August 31, 2013

NOTE 8. Loan Payable

The Company received a loan from US Bank in the amount of $20,000 secured by the 2011 Ford Taurus. The loan is a fully amortized loan with monthly payments of $389 for 60 months.

Period Ended	Principle	Interest	Payments
August 2014	$3,822	$846	$4,668
August 2015	$4,068	$600	$4,668
August 2016	$4,330	$338	$4,668
August 2017	$3,040	$130	$3,170

At August 31, 2013, principal outstanding was $15,260.

NOTE 9. Provision for Income Taxes

The Company accounts for income taxes under FASB Accounting Standard Codification ASC 740 “Income Taxes”. ASC 740 requires use of the liability method. ASC 740 provides that deferred tax assets and liabilities are recorded based on the differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes, referred to as temporary differences. Deferred tax assets and liabilities at the end of each period are determined using the currently enacted tax rates applied to taxable income in the periods in which the deferred tax assets and liabilities are expected to be settled or realized.

As of August 31, 2013, the Company had net operating loss carry forwards of $1,138,698 that may be available to reduce future years’ taxable income through 2033. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the deferred tax asset relating to these tax loss carry-forwards. Net operation losses will begin to expire in 2030.

F-14

JA Energy

Notes to Financial Statements

August 31, 2013

NOTE 9. Provision for Income Taxes (continued)

Components of net deferred tax assets, including a valuation allowance, are as follows at August 31, 2013 and 2012:

	2013	2012
Deferred tax assets:
Net operating loss carry forward	$ 1,109,185	$ 195,529

Total deferred tax assets	$ 388,215	68,435
Less: valuation allowance	(388,215)	(68,435)
Net deferred tax assets	$ -	$ -

The valuation allowance for deferred tax assets as of August 31, 2012 was $388,215, as compared to $68,435 as of August 31, 2012. In assessing the recovery of the deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income in the periods in which those temporary differences become deductible. Management considers the scheduled reversals of future deferred tax assets, projected future taxable income, and tax planning strategies in making this assessment. As a result, management determined it was more likely than not the deferred tax assets would not be realized as of August 31, 2013 and August 31, 2012.

The provision for income taxes differs from the amount computed by applying the statutory federal income tax rate to income before provision for income taxes. The sources and tax effects of the differences are as follows:

U.S federal statutory rate (35.0%)

Valuation reserve 35.0%

Total -%

At August 31, 2013, we had an unused net operating loss carryover approximating $1,109,185 that is available to offset future taxable income which expires beginning 2030.

NOTE 10 – Contributed Capital

The Company has received $15,000 as a loan from a non - related third party. The loan is unsecured, payable on demand and non-interest bearing. The loan was received on 03/01/2011 in the amount of $15,000. Effective March 19, 2013, the debt was exchanged for warrants to purchase up to 1,200,000 shares of common $.001 par value stock at $1.00 per share after March 19, 2014 and before March 19, 2017. For Financial reporting, the exchange is recorded as a capital contribution of $890,000, and warrants expense of $875,000; common stock is not issued until the warrants are exercised, fully diluted earnings (loss) per share include those exercisable by warrant.

F-15

JA Energy

Notes to Financial Statements

August 31, 2013

NOTE 11. Recent Accounting Pronouncements

NOTE 12. Subsequent Events

The Company has evaluated subsequent events through December 12, 2013, the date on which the financial statements were available to be issued.

F-16

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

None.

Item 9A(T). Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

Our disclosure controls and procedures, as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), are designed to ensure that information required to be disclosed in reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in rules and forms adopted by the SEC, and that such information is accumulated and communicated to management, including the Chief Executive Officer and the Chief Financial Officer, to allow timely decisions regarding required disclosures.

Management, with the participation of the Chief Executive Officer and the Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based on such evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that, our disclosure controls and procedures were not effective. Our disclosure controls and procedures were not effective because of the "material weaknesses" described below under "Management's report on internal control over financial reporting," which are in the process of being remediated as described below under "Management Plan to Remediate Material Weaknesses."

Management's Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting. Internal control over financial reporting, as defined in rules promulgated under the Exchange Act, is a process designed by, or under the supervision of, our Chief Executive Officer and Chief Financial Officer and affected by our Board of Directors, management and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP. Internal control over financial reporting includes those policies and procedures that:

· pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of our assets;

· provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that our receipts and expenditures are being made only in accordance with authorizations of our management and our Board of Directors; and

· provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on our financial statements.

Because of its inherent limitations, a system of internal control over financial reporting can provide only reasonable, not absolute, assurance that the objectives of the control system are met and may not prevent or detect misstatements. Internal control over financial reporting is a process that involves human diligence and compliance and is subject to lapses in judgment and breakdowns resulting from human failures. Internal control over financial reporting also can be circumvented by collusion or improper override. Because of such limitations, there is a risk that material misstatements may not be prevented or detected on a timely basis by internal control over financial reporting. However, these inherent limitations are known features of the financial reporting process, and it is possible to design into the process safeguards to reduce, though not eliminate, this risk. Further, over time control may become inadequate because of changes in conditions or the degree of compliance with the policies or procedures may deteriorate.

Our management assessed the effectiveness of our internal control over financial reporting as of August 31, 2013. In making its assessment, management used the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO"). Based on its assessment, management has concluded that we had certain control deficiencies described below that constituted material weaknesses in our internal controls over financial reporting. As a result, our internal control over financial reporting was not effective as of August 31, 2013.

A "material weakness" is defined under SEC rules as a deficiency, or a combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of a company's annual or interim financial statements will not be prevented or detected on a timely basis by the company's internal controls. As a result of management's review of the investigation issues and results, and other internal reviews and evaluations that were completed after the end of quarter related to the preparation of management's report on internal controls over financial reporting required for this annual report on Form 10-K/A, management concluded that we had material weaknesses in our control environment and financial reporting process consisting of the following:

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 controls and procedures; and

2) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of US GAAP and SEC disclosure requirements.

We do not believe the material weaknesses described above caused any meaningful or significant misreporting of our financial condition and results of operations for the fiscal year ended August 31, 2013. However, management believes that the lack of a functioning audit committee and the lack of a majority of outside directors on our board of directors results in ineffective oversight in the establishment and monitoring of required internal controls and procedures, which could result in a material misstatement in our financial statements in future periods.

Management Plan to Remediate Material Weaknesses

Management is pursuing the implementation of corrective measures to address the material weaknesses described below. In an effort to remediate the identified material weaknesses and other deficiencies and enhance our internal controls, we have initiated, or plan to initiate, the following series of measures:

We will create a position 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 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 in the establishment and monitoring of required internal controls and procedures such as reviewing and approving estimates and assumptions made by management when funds are available to us.

We believe the remediation measures described above will remediate the material weaknesses we have identified and strengthen our internal control over financial reporting. We are committed to continuing to improve our internal control processes and will continue to diligently and vigorously review our financial reporting controls and procedures. As we continue to evaluate and work to improve our internal control over financial reporting, we may determine to take additional measures to address control deficiencies or determine to modify, or in appropriate circumstances not to complete, certain of the remediation measures described above.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

This amended annual report does not include an attestation report of the Corporation's registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by the Corporation's registered public accounting firm pursuant to temporary rules of the SEC that permit the Corporation to provide only the management's report in this annual report.

Item 9B. Other Information.

None.

PART III

Item 10. Director, Executive Officer and Corporate Governance.

The following table sets forth certain information regarding our current director and executive officer. Our executive officers serve one-year terms. Set forth below are the names, ages and present principal occupations or employment, and material occupations, positions, offices or employments for the past five years of our current director and executive officer.

Name	Age	Position & Offices Held
James Lusk	62	President, Chief Executive Officer and Director
Sheldon Rockey	37	Director
Jennifer Roberts	35	Director
Paul Jarrett	31	Director

The business address for our officers/directors is: c/o JA Energy, 7495 W. Azure Dr. Suite 110, Las Vegas, NV 89130.

All directors hold office until the next annual meeting of stockholders of the Company and until their successors have been elected and qualified. Directors currently receive no fees for services provided in that capacity. The officers of the Company are elected annually and serve at the discretion of the Board of Directors.

Set forth below is a brief description of the background and business experience of our officers and directors.

James Lusk, President/CEO/Director

Mr. Lusk has spent the past twelve months, prior to the incorporation of JA Energy, researching the business plan for JA Energy. This includes identifying the varietal Jerusalem artichoke, where to grow the artichoke, how to harvest the artichoke, and process the final product into ethanol. He brings to the company the know-how to make the business plan operational.

Prior to joining JA Energy, Mr. Lusk's experience includes 32 years in public accounting where he worked with many businesses. He has a bachelor's degree in Business Administration with a concentration in accounting from California State University at San Bernardino (1978) and was issued CPA certificates in 1981 California and 1986 Nevada (Both are not current for lack of up to date CPEs).

In March of 2009, he joined Pattie Montgomery CPA LLC as a principal.

From May, 2009 (inception) until December 2009, he was one of four members of Green Global Systems, LLC, a Nevada Limited Liability Company. Mr. Lusk is currently a member of Green Global Systems and controls 50% of this limited liability company. His duties at Green Global Systems, LLC included, the supervision of the building of the prototype Modular Distillation Unit, working with the mechanical engineers, meetings with consultants, researching the market place both domestic and foreign, meeting with local government official, meeting with farmers, preparing cost analysis for the various phases of the process and meeting with potential investors.

From 2007 to 2008, Mr. Lusk authored a book entitled "33 Cents a Day the Cost of Good Government."

From 2004 to 2007, Mr. Lusk developed Test Only Smog Inspection Stations in California under the Service Marked name of Smog Busters.

Biography of Sheldon Rockey, Director

2002- Present, Mr. Sheldon Rockey is a partner and manager of Rockey Farms LLC located in Center, Colorado.

Biography of Jennifer Roberts, Director

Jennifer Roberts holds Bachelor of Arts degrees in Psychology and Criminal Justice as well as a Master's degree in Social Work. For the last 12 years she has owned and operated A-1 Masonry and Sandblasting, growing the company to one of the largest woman-owned masonry companies on the West Coast.

Biography of Paul Jarrett, Director

A native of Las Vegas, Paul Jarrett has worked in various levels of the Automotive Industry including Sales Management, Financial Services, and Portfolio Lending. His educational background includes a degree in Psychology and Criminal Justice from the University of Nevada, Reno.

2008-Present - Gaudin Automotive Group; Las Vegas, Nevada

2003-2008 - Lithia Automotive; Reno, Nevada

Section 16(a) Beneficial Ownership Reporting Compliance

Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), requires our executive officer and director, and persons who beneficially own more than ten percent of our common stock, to file initial reports of ownership and reports of changes in ownership with the SEC. Executive officers, directors and greater than ten percent beneficial owners are required by SEC regulations to furnish us with copies of all Section 16(a) forms they file. Based upon a review of the copies of such forms furnished to us and written representations from our executive officer and director, we believe that as of the date of this report they were not current in his 16(a) reports.

Board of Directors

Our board of directors currently consists of four members, Mr. James Lusk, Ms. Jennifer Roberts, Mr. Paul Jarrett. and Mr. Sheldon Rockey. Our directors serve one-year terms.

Audit Committee

The company does not presently have an Audit Committee. No qualified financial expert has been hired because the company is too small to afford such expense.

Committees and Procedures

(1) The registrant has no standing audit, nominating and compensation committees of the Board of Directors, or committees performing similar functions. The Board acts itself in lieu of committees due to its small size.

(2) The view of the board of directors is that it is appropriate for the registrant not to have such a committee because its directors participate in the consideration of director nominees and the board and the company are so small.

(3) The members of the Board who acts as nominating committee is not independent, pursuant to the definition of independence of a national securities exchange registered pursuant to section 6(a) of the Act (15 U.S.C. 78f(a).

(4) The nominating committee has no policy with regard to the consideration of any director candidates recommended by security holders, but the committee will consider director candidates recommended by security holders.

(5) The basis for the view of the board of directors that it is appropriate for the registrant not to have such a policy is that there is no need to adopt a policy for a small company.

(6) The nominating committee will consider candidates recommended by security holders, and by security holders in submitting such recommendations.

(7) There are no specific, minimum qualifications that the nominating committee believes must be met by a nominee recommended by security holders except to find anyone willing to serve with a clean background.

(8) The nominating committee's process for identifying and evaluation of nominees for director, including nominees recommended by security holders, is to find qualified persons willing to serve with a clean backgrounds. There are no differences in themanner in which the nominating committee evaluates nominees for director based onwhether the nominee is recommended by a security holder, or found by the board.

Code of Ethics

We have not adopted a Code of Ethics for the Board and any salaried employees.

Limitation of Liability of Directors

Pursuant to the Nevada General Corporation Law, our Articles of Incorporation exclude personal liability for our Directors for monetary damages based upon any violation of their fiduciary duties as Directors, except as to liability for any breach of the duty of loyalty, acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law, or any transaction from which a Director receives an improper personal benefit. This exclusion of liability does not limit any right which a Director may have to be indemnified and does not affect any Director's liability under federal or applicable state securities laws. We have agreed to indemnify our directors against expenses, judgments, and amounts paid in settlement in connection with any claim against a Director if he acted in good faith and in a manner he believed to be in our best interests.

Nevada Anti-Takeover Law and Charter and By-law Provisions

The anti-takeover provisions of Sections 78.411 through 78.445 of the Nevada Corporation Law apply to JA Energy. Section 78.438 of the Nevada law prohibits the Company from merging with or selling more than 5% of our assets or stock to any shareholder who owns or owned more than 10% of any stock or any entity related to a 10% shareholder for three years after the date on which the shareholder acquired the JA Energy shares, unless the transaction is approved by JA Energy's Board of Directors. The provisions also prohibit the Company from completing any of the transactions described in the preceding sentence with a 10% shareholder who has held the shares more than three years and its related entities unless the transaction is approved by our Board of Directors or a majority of our shares, other than shares owned by that 10% shareholder or any related entity. These provisions could delay, defer or prevent a change in control of JA Energy.

Item 11. Executive Compensation.

The following table sets forth summary compensation information for the fiscal year ended August 31, 2013 and August 31, 2012 for our Chief Executive Officer, who was appointed on August 26, 2010.

JA Energy Summary Compensation Table

		Year								Compen-
	Principal	Ending		Salary		Bonus		Awards		Sation		Total
Name	Position	Aug. 31,		($)		($)		($)		($)		($)

James Lusk	CEO/Director	2013		-		-		-		40,687		40,687
			2012		-		-		-		21,000		21,000


Sheldon Rockey	Director	2013		-		-		-		-		-
		2012		-		-		-		-		-

We do not maintain key-man life insurance for our executive officer/director. We do not have any long-term compensation plans, stock option plans or employment agreements with our executive officers/directors.

Stock Option Grants

We did not grant any stock options to the executive officers or directors from inception through fiscal year end August 31, 2013 or August 31, 2012.

Outstanding Equity Awards at 2013 Fiscal Year-End

We did not have any outstanding equity awards as of August 31, 2013 or August 31, 2012.

Option Exercises for Fiscal 2013

There were no options exercised by our named executive officers in fiscal 2013 or 2012.

Potential Payments Upon Termination or Change in Control

We have not entered into any compensatory plans or arrangements with respect to our named executive officers, which would in any way result in payments to such officer(s) because of their resignation, retirement, or other termination of employment with us or our subsidiaries, or any change in control of, or a change in their responsibilities following a change in control.

Director Compensation

Our directors are paid 10,000 shares of company stock per service quarter.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

The following table presents information, to the best of our knowledge, about the ownership of our common stock on December 12, 2013 relating to those persons known to beneficially own more than 5% of our capital stock and by our named executive officer and sole director.

Beneficial ownership is determined in accordance with the rules of the U. S. Securities and Exchange Commission and does not necessarily indicate beneficial ownership for any other purpose. Under these rules, beneficial ownership includes those shares of common stock over which the stockholder has sole or shared voting or investment power. It also includes shares of common stock that the stockholder has a right to acquire within 60 days after December 12, 2013 pursuant to options, warrants, conversion privileges or other right.

The percentage ownership of the outstanding common stock, however, is based on the assumption, expressly required by the rules of the U. S. Securities and Exchange Commission, that only the person or entity whose ownership is being reported has converted options or warrants into shares of JA Energy's common stock.

On or about March 19, 2013, the Board approved the authorization to issue Cashless Warrants in lieu of debt. These cashless warrants include 1,000,000 shares of common stock that can be exercised on or before March 19, 2017.


Name and Address of Beneficial Owner	Number of Shares Beneficially Owned	Percentage of Outstanding Shares of Common Stock (1)
James Lusk (2)	12,460,000	32.4%
Sheldon Rockey (3)	810,000	2.1%
Jennifer Roberts (4)	444,000	1.2%
Paul Jarrett (5)	120,000	0.3%

All Directors and Officers as a Group	13,834,000	36.0%

1) Percent of Class is based on 38,402,385 shares issued and outstanding.

2) James Lusk, 7495 W. Azure Dr. Suite 110, Las Vegas, NV 89130.

3) Sheldon Rockey, 7495 W. Azure Dr. Suite 110, Las Vegas, NV 89130.

4) Jennifer Roberts, 7495 W. Azure Dr. Suite 110, Las Vegas, NV 89130.

5) Paul Jarrett, 7495 W. Azure Dr. Suite 110, Las Vegas, NV 89130.

We are not aware of any arrangements that may result in "changes in control" as that term is defined by the provisions of Item 403(c) of Regulation S-B.

We believe that all persons named have full voting and investment power with respect to the shares indicated, unless otherwise noted in the table. Under the rules of the Securities and Exchange Commission, a person (or group of persons) is deemed to be a "beneficial owner" of a security if he or she, directly or indirectly, has or shares the power to vote or to direct the voting of such security, or the power to dispose of or to direct the disposition of such security. Accordingly, more than one person may be deemed to be a beneficial owner of the same security. A person is also deemed to be a beneficial owner of any security, which that person has the right to acquire within 60 days, such as options or warrants to purchase our common stock.

Item 13. Certain Relationships and Related Transactions, and Director Independence.

Our Chief Executive Officer is also our primary shareholder. Our Chief Executive Officer controls 12,460,000 shares of our common stock, or approximately 39.9% of our outstanding common stock.

Our sole officer and director, James Lusk can be considered a promoter of JA Energy in consideration of his participation and managing of the business of the company since its incorporation.

The Chief Executive Officer loaned to the Company $25,000 during the period ended February 28, 2013. The terms of the loan are due upon demand with an annual interest rate of 5%.

The Chief Executive Officer loaned to the Company $79,000 during the period ended May 31, 2013. The terms of the loan are due upon demand with an annual interest rate of 5%.

The Chief Executive Officer loaned to the Company $100,450 during the period ended August 31, 2013. The terms of the loan are due upon demand with an annual interest rate of 5%.

Except as otherwise indicated herein, there have been no related party transactions since our inception, or any other transactions or relationships required to be disclosed pursuant to Item 404 and Item 407(a) of Regulation S-K.

Item 14. Principal Accountant Fees and Services.

Seale and Beers, CPAs served as our principal independent public accountants for reporting fiscal year ending August 31, 2013 and De Joya Griffith, LLC served as our principal independent public auditors for the year ended August 31, 2012. Aggregate fees billed to us for the years ended August 31, 2013 and August 31, 2012 for audit fees were as follows:

(1) Audit Fees include fees billed and expected to be billed for services performed to comply with Generally Accepted Auditing Standards (GAAS), including the recurring audit of the Company's financial statements for such period included in this Annual Report on Form 10-K/A and for the reviews of the quarterly financial statements included in the Quarterly Reports on Form 10-Q filed with the Securities and Exchange Commission.

Audit Committee Policies and Procedures

We do not have an audit committee; therefore our Board of Director pre-approves all services to be provided to us by our independent auditor. This process involves obtaining (i) a written description of the proposed services, (ii) the confirmation of our Principal Accounting Officer that the services are compatible with maintaining specific principles relating to independence, and (iii) confirmation from our securities counsel that the services are not among those that our independent auditors have been prohibited from performing under SEC rules. Our directors then makes a determination to approve or disapprove the engagement of De Joya Griffith, LLC for the proposed services. In the fiscal year ending August 31, 2012, all fees paid to De Joya Griffith, LLC were unanimously pre-approved in accordance with this policy.

Less than 50 percent of hours expended on the principal accountant's engagement to audit the registrant's financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant's full-time, permanent employees.

PART IV

Item 15. Exhibits, Financial Statement Schedules.

The following information required under this item is filed as part of this report:

(a) 1. Financial Statements

	Page


Management's Report on Internal Control Over Financial Reporting	34
Report of Independent Registered Public Accounting Firm	F-1
Balance Sheets	F-2
Statements of Operations	F-3
Statements of Stockholders' Equity	F-4
Statements of Cash Flows	F-5

(b) Financial Statement Schedules

None.

Incorporated by reference

Exhibit

Exhibit Description

Filed herewith

Form

Period Ending

Exhibit

Filing Date

3.1

Articles of Incorporation

S-1

8/31/10

3.1

09/20/10

3.2

By-laws as currently in effect

S-1

8/31/10

3.2

09/20/10

31.1

Certification of Principal Executive Officer, pursuant to Section 302 of the Sarbanes-Oxley Act

32.1

Certification of Principal Executive Officer, pursuant to Section 906 of the Sarbanes-Oxley Act

101

The following materials from this Annual Report on Form 10-K/A for the year ended June 30, 2013, formatted in XBRL (eXtensible Business Reporting Language).

1) Balance Sheets at August 31, 2013 and August 31, 2012.

2) Statements of Operations for the years ending August 31, 2013, August 31, 2012, and the period from inception to August 31, 2013.

3) Statement of Stockholders’ Deficit for the period from inception to August 31, 2013.

4) Statements of Cash Flows for the years ending August 31, 2013, August 31, 2012 and the period from inception to August 31, 2013.

5) Notes to the financial statements.

* Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

SIGNATURES

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

	JA Energy Registrant


Date: February 24, 2014	/s/ James Lusk
	Name: James Lusk
		Title: President, Director Principal Executive Officer Principal Financial Officer Principal Accounting Officer

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


Signature	Title		Date

/s/ James Lusk James Lusk	President, Director and Chief Executive Officer, Chief Financial Officer	February 24, 2014

/s/ Jennifer Roberts Jennifer Roberts	Director	February 24, 2014

/s/ Paul Jarrett Paul Jarrett	Director	February 24, 2014

(State or Other Jurisdiction

(I.R.S. Employer

of Incorporation or Organization)

Identification No.)