Dominovas Energy Corp - FORM S-1

Attached files

file	filename
EX-3.06 - Dominovas Energy Corp	ex3-06.htm
EX-3.04 - Dominovas Energy Corp	ex3-04.htm
EX-3.07 - Dominovas Energy Corp	ex3-07.htm
EX-3.05 - Dominovas Energy Corp	ex3-05.htm
EX-23.1 - Dominovas Energy Corp	ex23-1.htm
EX-5.01 - Dominovas Energy Corp	ex5-01.htm

As filed with the Securities and Exchange Commission on July 28, 2014

Registration No. 333-______

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM S-1

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

DOMINOVAS ENERGY CORPORATION

(Exact name of registrant as specified in its charter)

Nevada		3699		20-5854735
(State of Incorporation)		(Primary Standard Industrial Classification Number)		(IRS Employer Identification Number)

1395 Chattahoochee Ave.

Atlanta, GA 30318

Telephone 800-679-1249

(Address, including zip code, and telephone number, including area code,

of registrant's principal executive offices)

Nevada Agency and Transfer Company

50 W. Liberty St., Ste 880

Reno, NV 89501

Telephone 775-322-0626

(Address, including zip code, and telephone number,

including area code, of agent for service)

Please send copies of all communications to:

Frederick C. Bauman, Attorney

6440 Sky Pointe Dr., Ste 140-149

Las Vegas, NV 89131

Telephone 702-533-8372

Email: fred@lawbauman.com

(Address, including zip code, and telephone, including area code)

Approximate date of proposed sale to the public: As soon as practicable and from time to time after the effective date of this Registration Statement.

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. x

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨

If this Form is a post-effective amendment filed pursuant to rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):


Large accelerated filer	o	Accelerated filer	o
Non-accelerated filer	o	Smaller reporting company	x
(Do not check if a smaller reporting company)

CALCULATION OF REGISTRATION FEE

Title of Each Class of securities to be registered	Amount of shares of common stock to be registered(1) (2)		Proposed Maximum Offering Price Per Share(3)		Proposed Maximum Aggregate Offering Price		Amount of Registration Fee (3) (4)

Common Stock, par value $$0.001 per share		21,944,635	$	.60	$	13,166,781	$	1,695.88

(1)	Represents 21,944,635 shares of our common stock being registered for resale on behalf of the selling shareholders named in this registration statement.

(2)	In accordance with Rule 416(a), this registration statement shall also cover an indeterminate number of shares that may be issued and resold resulting from stock splits, stock dividends or similar transactions.

(3)	Based on the average of the high and low transactions prices on June 5, 2014.

(4)	Calculated under Section 6(b) of the Securities Act of 1933 as $.00012880 of the aggregate offering price.

We hereby amend this registration statement on such date or dates as may be necessary to delay our effective date until the registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the registration statement shall become effective on such date as the Commission, acting pursuant to Section 8(a) may determine.

PRELIMINARY PROSPECTUS SUBJECT TO COMPLETION DATED JULY 25, 2014

The information in this prospectus is not complete and may be changed. These securities may not be sold until the registration statement filed with the Securities and Exchange Commission is effective. This preliminary prospectus is not an offer to sell these securities and is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted.

Dominovas Energy Corporation

21,944,635 Common Shares

Selling shareholders are offering up to 21,944,635 shares of common stock. The selling shareholders will offer their shares at prevailing market prices or privately negotiated prices. Our common stock is quoted on the OTC Bulletin Board and has recently traded in the range of $0.60 to $0.65 per share. We will not receive proceeds from the sale of shares from the selling shareholders.

There are no underwriting commissions involved in this offering. We have agreed to pay all the costs of this offering. Selling shareholders will pay no offering expenses.

Prior to this offering, there has been a very limited market for our securities. While our common stock is on the OTC Bulletin Board, there is been negligible trading volume. There is no guarantee that an active trading market will develop in our securities.

This offering is highly speculative and these securities involve a high degree of risk and should be considered only by persons who can afford the loss of their entire investment. See “Risk Factors” beginning on page 7.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense.

The date of this prospectus is July 25, 2014.

Table of Contents

The following table of contents has been designed to help you find information contained in this prospectus. We encourage you to read the entire prospectus.

Summary Information	3

Risk Factors	4

Use Of Proceeds	8

Determination Of Offering Price	8

Dilution	8

Selling Shareholders	8

Plan Of Distribution	13

Legal Proceedings	15

Directors, Executive Officers, Promoters, And Control Persons	15

Security Ownership Of Certain Beneficial Owners And Management	17

Description Of Securities	17

Interest Of Named Experts	19

Disclosure Of Commission Position On Indemnification For Securities Liabilities	19

Description Of Business	19

Management’s Discussion And Analysis Of Financial Condition And Results Of Operations	25

Certain Relationships And Related Transactions	29

Market For Common Equity And Related Stockholder Matters	30

Executive Compensation	32

Changes In And Disagreements With Accountants On Accounting And Financial Disclosure	34

Financial Statements	F-1

We have not authorized any person to give you any supplemental information or to make any representations for us. You should not rely upon any information about our company that is not contained in this prospectus. Information contained in this prospectus may become stale. You should not assume that the information contained in this prospectus or any prospectus supplement is accurate as of any date other than their respective dates, regardless of the time of delivery of this prospectus, any prospectus supplement or of any sale of the shares. Our business, financial condition, results of operations and prospects may have changed since those dates. The selling stockholders are offering to sell, and seeking offers to buy, shares of our common stock only in jurisdictions where offers and sales are permitted.

In this prospectus, “Dominovas” the “Company,” “we,” “us,” and “our” refer to Dominovas Energy Corporation, a Nevada corporation.

SUMMARY INFORMATION

You should carefully read all information in the prospectus, including the financial statements and their explanatory notes, under the Financial Statements prior to making an investment decision.

Company Organization

Dominovas Energy Corporation (“us”, “we” or “our”) is a Nevada corporation formed on February 2, 2005. Following our acquisition of Dominovas Energy, LLC on February 20, 2014, we are in the business of developing fuel cell / alternative energy projects internationally. Our principal executive office is located at 1395 Chattahoochee Avenue in Atlanta, GA. 30318. Our telephone number is 800-679-1249.

Business

Our operations to date have been devoted primarily to start-up and development activities, which include marketing activities, intended to form relationships with potential joint venture partners and host governments, as well as with the suppliers and vendors of components of our fuel cell systems. We have also developed a proprietary software system used in managing the fuel cell systems. We currently have several fuel cell projects in early stages of planning and development.

From the inception on February 2, 2005, until the date of this filing we had no revenues. From inception to May 31, 2014, we had a net loss of $6,065,547.

From inception until May 31, 2014 we raised an aggregate of $4,852,882 from the sale of our common stock. We used the proceeds of these offerings for working capital.

The Offering

As of June 30, 2014, we had 90,507,200 shares of common stock outstanding.

Selling shareholders are offering up to 21,944,635 shares of common stock. The selling shareholders will offer their shares, which are presently quoted on the OTC Bulletin Board, at prevailing market prices or privately negotiated prices.

We will pay all expenses of registering the securities, estimated at approximately $39,196. We will not receive any proceeds of the sale of these securities.

While our common stock is quoted on the OTC Bulletin Board, there has not been an active trading market and there is no assurance that an active market will develop. The current absence of an active public market for our common stock may make it more difficult for you to sell shares of our common stock that you own.

Financial Summary

The tables and information below are derived from our audited financial statements for the period from February 2, 2005 (Inception) to August 31, 2013 and our unaudited consolidated financial statements for the nine months ended May 31, 2014. Our working capital as of May 31, 2014 was ($320,367). As of May 31, 2014, we had cash on hand of $82,078.

Financial Summary

	May 31, 2014

Cash	$	82,078
Total Assets	$	380,405
Total Liabilities	$	434,386
Total Stockholder’s Equity (Deficit)	$	(98,981	)

Statement of Operations

	February 2, 2005 (Inception) to May 31, 2014

Revenue	$	0
Total Expenses	$	(6,065,547	)
Net Loss for the Period	$	(6,065,547	) )
Net Loss per Share	$	(0.0667	) )

RISK FACTORS

In addition to the other information provided in this prospectus, you should carefully consider the following risk factors in evaluating our business before purchasing any of our common stock.

Risks Related to Our Business

We have limited operating history and face many of the risks and difficulties frequently encountered by a development stage company.

To date, our efforts have been focused primarily on the research, design, development and marketing of our business model. We, including our subsidiary, have limited operating history for investors to evaluate the potential of our business development. We have limited net revenues and net income from operations. There can be no assurance that we will be able to implement our business plan based on the foregoing factors.

We expect to compete with more established and well-recognized companies, which may have a competitive advantage.

We operate primarily in the fuel cell industry, which is, with a number of small and large companies in the United States and abroad. We expect that some of our competitors and potential competitors have substantially greater capital resources and more experience in our industry and may have significant competitive advantages. Some of our competitors are part of national or international companies and may be able to receive administrative, financial and other support that reduce their operating costs and have successful marketing and promotional campaigns.

Our future success is dependent, in part, on the performance and continued service of our officers and directors, and any loss of their services would likely result in material and adverse effects on our operating results.

We depend upon the experience, abilities and continued services of our officers and directors. The loss of the services of our officers could have a material adverse effect on our business, financial condition or results of operation.

If we cannot hire or retain skilled executive, managerial and technical personnel, our business can be adversely affected.

A failure to attract and retain qualified individuals for our senior executive and technical positions could adversely affect our operations and any future revenues. We continue to seek additional qualified personnel in order to expand our development efforts and operations. There is no assurance that we will be able to attract and retain any such qualified personnel.

Our products do not yet have an operational history of running at full capacity on an extended basis in the emerging markets that we intend to enter.

The modules included in our products have been operated successfully in a number of locations on a trial or limited scale basis. However, the products have not yet been demonstrated operating at full capacity in the emerging markets that we intend to enter.

The market for our products is not widely established, and competitors may better predict how the market will develop.

There is a significant market risk resulting from the fact that our products and technology, as well as fuel cell technology in general, have not yet been fully accepted by the target markets. Significant efforts are still required to overcome the market’s heavy reliance on traditional power sources. Additionally, competing makers of fuel cell systems may better predict the direction in which the market may develop. We will need to continue to invest in research into new and improved fuel cell technologies in order to remain competitive.

The power industry regulatory framework may disfavor fuel cells as a source of power.

A number of power generating technologies that we consider to be less competitive receive significant government subsidies. To the extent that technologies such as solar, wind, bio-fuel and geothermal energy are favored by governmental policies and programs and fuel cells are not, it will make it more difficult for us to overcome these economic incentives for our potential customers to select the favored technologies.

We will require financing to achieve our current business strategy and our inability to obtain such financing could prohibit us from executing our business plan and cause us to slow down our expansion of operations.

We will need to raise additional funds through public or private debt or sale of equity to achieve our current business strategy. Initially, seed money is needed to fund our international projects and for working capital to build and carry our power generating facilities until payment is made by our customers. Our capital requirements to implement our business strategy will be significant. Moreover, in addition to monies needed to continue operations over the next twelve months, we anticipate requiring additional funds in order to significantly expand our operations and undertake performance under some of the important contracts we have been awarded. If we are unable to obtain financing on acceptable terms, we could be forced to delay or scale back our business plan. In addition, such inability to obtain financing on acceptable terms could have a material adverse effect on our business, operating results, or financial condition. Currently, we have no established bank-financing arrangements. Therefore, it is likely we would need to seek additional financing through subsequent future private offering of our equity securities, or through strategic partnerships and other arrangements with corporate partners.

We may face damage to our professional reputation or legal liability if our potential clients are not satisfied with our services.

As a development stage company in the fuel cell industry, we will initially depend to a large extent on our relationships with our potential clients and our reputation for professional services and integrity to attract and retain clients. The members of the target industries are likely to communicate with one another. As a result, if a client is not satisfied with our services or it may be more damaging in our business than in other businesses.

We may face legal liabilities from warranty claims made against our products.

Our agreements with customers may involve projects that are critical to the operations of our clients’ businesses. If we fail to meet our contractual obligations, we could be subject to legal liability, which could adversely affect our business, operating results and financial condition. The provisions we typically include in our contracts which are designed to limit our exposure to legal claims relating to our services may not protect us or may not be enforceable under some circumstances or under the laws of some jurisdictions. If a legal judgment is rendered against us we may be forced to limit out proposed operations or cease our operations. Defending ourselves in any large lawsuit would likely result in a material adverse effect on our operations.

Risk Related To Our Capital Stock

Our securities are considered highly speculative because of the early stage of development and nature of our business.

We operate in an industry that is highly competitive, fast developing and subject to rapid technological advances. We do not have a significant market presence, and have generated limited revenues. Any profitability of our business depends on our successfully executing our business plan, which is subject to the risks inherent in any new business and those risks specific to the fuel cell industry. In addition, we continue to seek additional investment either through debt or equity to develop our business plan and to sustain our future business operations.

Our securities are subject to the ‘‘Penny Stock’’ regulations of the SEC, which may restrict trading of our common stock in the event a trading market develops for our shares.

The SEC defines a ‘‘penny stock’’ as any equity security other than a security excluded from such definition by Rule 3a51-1 of the Exchange Act. Generally, a ‘‘penny stock’’ is any equity security that has a market price of less than $5.00 per share or an exercise price of less than $5.00 per share, subject to certain exceptions. Since our shares are not listed on a national stock exchange and the market price of our shares is less than $5.00 per share, our securities are subject to the penny stock rules under Rule 15g-9 of the Exchange Act, which imposes restrictions on broker-dealers who sell to persons other than established customers and accredited investors.

The penny stock rules require a broker-dealer to, prior to the sale of the penny stock, approve the purchaser’s account for transactions in penny stocks by obtaining the purchaser’s information regarding his or her financial situation, investment experience and investment objectives. The broker-dealer must deliver a standardized risk disclosure document prepared by the SEC to provide the purchaser with additional information including current bid and offer quotations for the penny stock, 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 purchaser’s account. The broker-dealer must make a written determination that the penny stock is a suitable investment for the purchaser and that the purchaser has sufficient knowledge and experience in financial matters. In addition, the broker-dealer must receive the purchaser’s written agreement to the transaction. These additional requirements may affect the ability of broker-dealers to trade our securities and reduce the level of trading activity in the secondary market. As a result, penny stock rules limit the marketability of our common stock and may discourage investors from purchasing our common stock at such time, if ever, that our stock is available for market purchase.

Future sales or issuances of substantial amounts of our common stock could affect the market price of our common stock.

In the future, we may issue our authorized but previously unissued equity securities, resulting in the dilution of the ownership interests of our present stockholders.

We may also issue additional shares of our common stock or other securities that are convertible into or exercisable for common stock in connection with hiring or retaining employees or consultants, future acquisitions, future sales of our securities for capital raising purposes, or for other business purposes.

Future sales or issuances of substantial amounts of our common stock, or securities convertible or exchangeable into shares of our common stock, in the public market, or perceptions that those sales, issuances and/or conversions could occur, could adversely affect the price of our common stock at such time, if ever, that our stock is traded, and our ability to raise capital in the future. At the present time, we expect that we will require substantial amounts of outside funding to finance our operations and pay our obligations under an acquisition contract, which could be raised through the sale of our common stock or securities exercisable or convertible into our common stock. Our ability to issue additional shares of our common stock or any class of stock that is convertible into shares of common stock may be limited by the causing an ‘‘overhang’’ that may reduce the price of our common stock if, as and when there is trading in our common stock.

We will incur significant costs as a result of operating as a public company, and our management will devote significant time to new compliance initiatives.

We will incur significant legal, accounting and other expenses as a public company, including costs resulting from public company reporting obligations under the Securities Exchange Act of 1934, as amended, and regulations regarding corporate governance practices, such as accurately and timely filing annual and interim reports, soliciting proxies for annual and special meetings of stockholders, conflicts of interest policies and a code of conduct. Our management and other personnel will need to devote a significant amount of time to ensure that we comply with all of these requirements. Moreover, the reporting requirements, rules and regulations will increase our legal and financial compliance costs and will make some activities more time- consuming and costly. Any changes we make to comply with these obligations may not be sufficient to allow us to satisfy our obligations as a public company on a timely basis, or at all. These reporting requirements, rules and regulations, coupled with the increase in potential litigation exposure associated with being a public company, could also make it more difficult for us to attract and retain qualified persons to serve on our board of directors or board committees or to serve as executive officers, or to obtain certain types of insurance, including directors’ and officers’ insurance, on acceptable terms.

We have not conducted an audit of our internal controls over financial reporting.

We are subject to Section 404 of The Sarbanes-Oxley Act of 2002 and the related rules of the SEC, which generally require our management and independent registered public accounting firm to report on the effectiveness of our internal control over financial reporting. Beginning with the second annual report that we will be required to file with the SEC, Section 404 requires an annual management assessment of the effectiveness of our internal control over financial reporting. In the event we are no longer a smaller reporting company, we will be required to include an opinion from our independent registered public accounting firm on the effectiveness of our internal controls over financial reporting. To date, our independent registered accounting firm has not conducted a review of our internal control for the purpose of providing the reports required by these rules. Accordingly, no assurance can be provided as the adequacy or effectiveness of our internal controls, which could harm our operating results, cause investors to lose confidence in our reported financial information and cause the trading price of our stock to fall.

There is no assurance of a continuing public market or that our common stock will ever trade on a recognized exchange. Therefore, you may be unable to liquidate your investment in our stock.

While our common shares trade on the OTC Bulletin Board, the market for our common stock has not been liquid and trading has often been sporadic. There is no assurance that this market will grow into a regular trading market or that if a trading market is developed, it will be sustained. In the absence of a trading market, an investor may be unable to liquidate their investment.

We do not intend to pay any dividends.

We have not paid any dividends on our common stock and do not anticipate declaring any dividends on our common stock in the foreseeable future. Our board of directors presently intends to retain all earnings, if any, for use in our business operations and development of facilities.

Special Information Regarding Forward Looking Statements

Some of the statements in this prospectus are “forward-looking statements.” These forward-looking statements involve certain known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. These factors include, among others, the factors set forth above under “Risk Factors.” The words “believe,” “expect,” “anticipate,” “intend,” “plan,” and similar expressions identify forward-looking statements. We caution you not to place undue reliance on these forward-looking statements. We undertake no obligation to update and revise any forward-looking statements or to publicly announce the result of any revisions to any of the forward-looking statements in this document to reflect any future or developments. However, the Private Securities Litigation Reform Act of 1995 is not available to us as a non-reporting issuer. Further, Section 27A(b)(2)(D) of the Securities Act and Section 21E(b)(2)(D) of the Securities Exchange Act expressly state that the safe harbor for forward looking statements does not apply to statements made in connection with an initial public offering.

USE OF PROCEEDS

We will not receive proceeds from the sale of the shares by selling shareholders.

DETERMINATION OF OFFERING PRICE

Our management has determined the offering price for the selling shareholders' shares based on the average trading price for our common shares over the last several months. Given the inactive nature of this market, it could be argued that the price of the shares our selling shareholders are offering was arbitrarily determined. We have no agreement, written or oral, with our selling shareholders about this price. Based upon oral conversations with our selling shareholders, we believe that none of our selling shareholders disagree with this price. The offering price bears no relationship whatsoever to our assets, earnings, book value or other criteria of value.

DILUTION

Not applicable. We are not offering any shares in this registration statement. All shares are being registered on behalf of our selling shareholders.

SELLING STOCKHOLDERS

The selling security holders named below are selling the securities. The table assumes that all of the securities will be sold in this offering. However, any or all of the securities listed below may be retained by any of the selling security holders, and therefore, no accurate forecast can be made as to the number of securities that will be held by the selling security holders upon termination of this offering.

We believe that the selling security holders listed in the table have sole voting and investment powers with respect to the securities indicated. We will not receive any proceeds from the sale of the securities by the selling security holders. None of our selling security holders is or is affiliated with a broker-dealer. All selling security holders may be deemed underwriters. The percentages below are based upon 90,507,200 common shares outstanding.

Name of Beneficial Owner	Address	Number of Common Shares held Before Offering		Percentage Owned Before the Offering		Number of Common Shares being Offered		Number of Common Shares held after Offering assuming all Common Shares being registered are Sold		Percentage held after Offering assuming all Common Shares being registered are Sold

1432351 Ontario Inc. (1)	Sarnia, ON		752,500		0.00831		752,500		0		0.00000
1560981 Alberta Ltd. (2)	Grand Prairie, AB		100,000		0.00110		100,000		0		0.00000
1720442 Alberta Ltd. (3)	Calgary, AB		250,000		0.00276		250,000		0		0.00000
1763921 Ontario Inc. (4)	Sudbury, ON		250,000		0.00276		250,000		0		0.00000
976944 Alberta Ltd. (5)	Edmonton, AB		300,000		0.00331		300,000		0		0.00000
Silas Allan	Kelowna, BC		50,000		0.00055		50,000		0		0.00000
Robert Stuart Angus	Sechelt, BC		1,000,000		0.01105		500,000		500,000		0.00552
Avarice Investments Pte Ltd. (6)	Vancouver, BC		400,000		0.00442		400,000		0		0.00000
Marni Avery	Kelowna, BC		25,000		0.00028		25,000		0		0.00000
Peter Balfour	Spruce Grove, AB		15,000		0.00017		15,000		0		0.00000
Glen Barrow	Hinton, AB		100,000		0.00110		100,000		0		0.00000
Jamie Bastien	DraytonValley, AB		75,000		0.00083		75,000		0		0.00000
Debbie Beaudoin	Spruce Grove, AB		12,500		0.00014		12,500		0		0.00000
Best Choice Construction (7)	Langley, BC		150,000		0.00166		150,000		0		0.00000

John Bokitch	Kelowna, BC	50,000	0.00055	50,000	0	0.00000
BRL Consulting Inc. (8)	Vancouver, BC	1,550,000	0.01713	625,000	925,000	0.01022
Chris Bunka (9)	Kelowna, BC	2,000,000	0.02210	500,000	1,500,000	0.01657
CAB Financial Services (10)	Kelowna, BC	2,059,200	0.02275	559,200	1,500,000	0.01657
Caleb Campbell	Kelowna, BC	30,000	0.00033	30,000	0	0.00000
Simeon Campbell	Kelowna, BC	20,000	0.00022	20,000	0	0.00000
Campbell, Wesley	Kelowna, BC	200,000	0.00221	200,000	0	0.00000
Carpendale, Gary William	Kelowna, BC	250,000	0.00276	250,000	0	0.00000
Jeremy Charest	Kelowna, BC	100,000	0.00110	100,000	0	0.00000
Gosdner Cherilus	Indianapolis, IN	80,000	0.00088	80,000	0	0.00000
Carl Chretien	Penticton, BC	225,000	0.00249	225,000	0	0.00000
Kevin Clay	Summerland, BC	635,000	0.00702	635,000	0	0.00000
Robert Compton	Andover, MA	60,000	0.00066	60,000	0	0.00000
Jeremy Cross	Kelowna, BC	40,000	0.00044	40,000	0	0.00000
Jason Cowles	Edmonton, AB	35,000	0.00039	35,000	0	0.00000
DCB Holdings Inc. (11)	Listowel, ON	125,000	0.00138	125,000	0	0.00000
DKL Financial Inc. (12)	Kelowna, BC	100,000	0.00110	100,000	0	0.00000
Jim Eidse	Kelowna, BC	100,000	0.00110	100,000	0	0.00000
EJF Holdings Inc. (13)	Kelowna, BC	575,000	0.00635	575,000	0	0.00000
Rudy and Linda Engels	Vernon, BC	50,000	0.00055	50,000	0	0.00000
Walter Fehr	Kelowna, BC	50,000	0.00055	50,000	0	0.00000
First Okanagan Administration (14)	Kelowna, BC	100,000	0.00110	100,000	0	0.00000
Shaun Fitzgerald	Kelowna, BC	50,000	0.00055	50,000	0	0.00000
Jodi Fournier	Edmonton, AB	25,000	0.00028	25,000	0	0.00000
John Fredrickson	Kamloops, BC	7,500	0.00008	7,500	0	0.00000
Colin Gagne	Carseland, AB	135,000	0.00149	135,000	0	0.00000
Guazenhe, LLC (15)	Bishop, GA	200,000	0.00221	200,000	0	0.00000
Jerry Geen	Kelowna, BC	50,000	0.00055	50,000	0	0.00000
Kevin Geen	Kelowna, BC	250,000	0.00276	250,000	0	0.00000
Andrew Gilchrist	Kelowna, BC	25,000	0.00028	25,000	0	0.00000
John Golby	Maple Ridge, BC	10,000	0.00011	10,000	0	0.00000
Gray, Katherine	Kelowna, BC	2,577,933	0.02848	500,000	2,077,933	0.02296
Stuart Gray	Kelowna, BC	4,000,000	0.04420	500,000	3,500,000	0.03867
Graycomm Entertainment Ltd. (18)	Kelowna, BC	1,000,000	0.01105	500,000	500,000	0.00552
Ed Hammerschmidt	Red Deer, AB	25,000	0.00028	25,000	0	0.00000
Lance Handley	Kelowna, BC	40,000	0.00044	40,000	0	0.00000
Dan Hill	Peachland, BC	200,000	0.00221	200,000	0	0.00000
Adam Hopkins	Kelowna, BC	35,000	0.00039	35,000	0	0.00000
Barry James Huscroft	Pitt Meadows, BC	5,300	0.00006	5,300	0	0.00000
J Cubed Holdings Inc. (19)	Sarnia, ON	500,000	0.00552	500,000	0	0.00000
Matthew Jackson	Kelowna, BC	75,000	0.00083	75,000	0	0.00000
Heather James	Vernon, BC	50,000	0.00055	50,000	0	0.00000

Jeff Rask and Associates Financial Services Inc. (20)	Tisdale, SK	100,000	0.00110	100,000	0	0.00000
Gladys Jenks	Nanaimo, BC	1,800,000	0.01989	625,000	1,175,000	0.01298
Bikar Johal	Kelowna, BC	50,000	0.00055	50,000	0	0.00000
K2 Marketing Ltd. (21)	Calgary, AB	515,000	0.00569	257,500	257,500	0.00285
Brodie Kalaman	Kelowna, BC	25,000	0.00028	25,000	0	0.00000
Kartar Holdings Ltd. (22)	Mission, BC	250,000	0.00276	250,000	0	0.00000
Marian Knight	Kelowna, BC	50,000	0.00055	50,000	0	0.00000
Darwin Kuchma (23)	Kelowna, BC	287,500	0.00318	287,500	0	0.00000
Karla Kuchma (24)	Kelowna, BC	25,000	0.00028	25,000	0	0.00000
Ryan Kuchma (25)	Kelowna, BC	15,000	0.00017	15,000	0	0.00000
Brian Kuhn	Kelowna, BC	120,000	0.00133	60,000	60,000	0.00066
Mike Labrecque	Spruce Grove, AB	12,500	0.00014	12,500	0	0.00000
Edward MacDonald	Kelowna, BC	125,000	0.00138	75,000	50,000	0.00055
Breann Mannell	Kamloops, BC	15,000	0.00017	15,000	0	0.00000
Henry Martens	Kelowna, BC	50,000	0.00055	50,000	0	0.00000
Dave Martin	Langley, BC	407,000	0.00450	407,000	0	0.00000
Maureen L Friesen	Langley, BC	50,000	0.00055	50,000	0	0.00000
David Laurie Moore	New Westminster, BC	50,000	0.00055	50,000	0	0.00000
Dallas Morin	Kelowna, BC	250,000	0.00276	125,000	125,000	0.00138
Janet Morin	Spruce Grove, BC	25,000	0.00028	25,000	0	0.00000
Jessica Moskal	Vancouver, BC	45,000	0.00050	45,000	0	0.00000
NBD Industries Ltd. (28)	Sundre, AB	399,999	0.00442	399,999	0	0.00000
Michael Ostrow	Kelowna, BC	52,800	0.00058	52,800	0	0.00000
Matthew Palmer	Kamloops, BC	50,000	0.00055	50,000	0	0.00000
Chuck Pinnell	Kelowna, BC	40,000	0.00044	40,000	0	0.00000
Tina Pollock	Leduc, AB	25,000	0.00028	25,000	0	0.00000
Thomas Pound	Toronto, ON	30,000	0.00033	30,000	0	0.00000
RAI Inspections Services Ltd. (29)	Olds, AB	95,000	0.00105	95,000	0	0.00000
Dana Ratzlaff	Kelowna, BC	300,000	0.00331	130,000	170,000	0.00188
Travis Read	Airdrie, AB	50,000	0.00055	50,000	0	0.00000
Peter Raymond Riseley	Kelowna, BC	25,500	0.00028	25,500	0	0.00000
Curtis Robinson	Spruce Grove, AB	50,000	0.00055	50,000	0	0.00000
Max Sali	Vancouver, BC	120,000	0.00133	120,000	0	0.00000
Peter Sallaway & Pamela Sallaway	Victoria, BC	100,000	0.00110	100,000	0	0.00000
Dannica Lane Samuel	Kelowna, BC	8,000	0.00009	8,000	0	0.00000
Bernie Schneider (30)	Kelowna, BC	50,000	0.00055	50,000	0	0.00000
Don Schneider (31)	Kelowna, BC	50,000	0.00055	50,000	0	0.00000
Harold Schneider (32)	Kelowna, BC	2,021,666	0.02234	750,000	1,271,666	0.01405
Jeff Schneider (33)	Calgary, AB	1,049,700	0.01160	500,000	549,700	0.00607
Tate Brandon Smith	Kelowna, BC	25,000	0.00028	25,000	0	0.00000
Brenda Sonnenburg	Grand Prairie, AB	19,000	0.00021	19,000	0	0.00000
Kerry Stewart (39)	Atlanta, GA	1,125,002	0.01243	1,125,002	0	0.00000

Sveinson Minerals Ltd. (34)	Richmond, BC	100,000	0.00110		100,000	0	0.00000
Gary Tagg	Calgary, AB	1,133,334	0.01252		1,133,334	0	0.00000
Theodore Thordarson	Kelowna, BC	42,000	0.00046		42,000	0	0.00000
Jason Tividar	Kelowna, BC	50,000	0.00055		50,000	0	0.00000
Derrick Townsend	Vancouver, BC	1,222,857	0.01351		480,000	742,857	0.00821
Russel Treiber	Clifford, ON	80,000	0.00088		80,000	0	0.00000
William Van Dijk	Surrey, BC	50,000	0.00055		50,000	0	0.00000
Jason Webb	Kelowna, BC	250,000	0.00276		250,000	0	0.00000
West Coast International Inc. (35)	Panama City, Panama	1,500,000	0.01657		500,000	1,000,000	0.01105
Brad and Tricia Weston (36)	Kelowna, BC	250,000	0.00276		250,000	0	0.00000
Hugh and Bernice Weston (37)	Kelowna, BC	65,000	0.00072		65,000	0	0.00000
White Winds Investments Ltd. (38)	Surrey, BC	37,500	0.00041		37,500	0	0.00000
Rhys Williams	Kelowna, BC	220,000	0.00243		220,000	0	0.00000
David Wilson	Andover, MA	8,000	0.00009		8,000	0	0.00000
Tia Toni Wilson	Kelowna, BC	5,000	0.00006		5,000	0	0.00000
Dave Work	Kelowna, BC	125,000	0.00138		125,000	0	0.00000
Rita Chin	Calgary, AB	10,000	0.00011		10,000	0	0.00000
David A Coleman	Atlanta, GA	1,000	0.00001		1,000	0	0.00000
Carlos Medina	West Hollywood, CA	562,500	0.00621		562,500	0	0.00000
James Plavoukos	West Hollywood, CA	562,500	0.00621		562,500	0	0.00000
Ronnie Romero E P LLC	Trenton, NJ	37,500	0.00041		37,500	0	0.00000
Phyllis Brown Simpson	Owings Mills, MD	4,000	0.00004		4,000	0	0.00000
Roderick Simpson	Owings Mills, MD	3,000	0.00003		3,000	0	0.00000
John and Brenda Stewart (40)	Atlanta, GA	4,000	0.00004		4,000	0	0.00000
David Wayne Uglow	King City, ON	40,000	0.00044		40,000	0	0.00000
Robert Jeffery Van Cott	Sylvania, OH	20,000	0.00022		20,000	0	0.00000
		37,849,291	41.819	%	21,944,635	15,904,656	17.573	%

(1)	1432351 Ontario Inc. is controlled by Greg Potter

(2)	1560981 Alberta Ltd. is controlled by Pat Bisson

(3)	1720442 Alberta Ltd. is controlled by Alex Lambert

(4)	1763921 Ontario Inc. is controlled by Rick Giommi

(5)	976944 Alberta Ltd. is controlled by Allan Schofield

(6)	Avarice Investments Pte Ltd. is controlled by M Ali

(7)	Best Choice Construction Ltd. is controlled by Ruben Friesen

(8)	BRL Consulting Inc. is controlled by Brent Lokash

(9)	Chris Bunka is the president of CAB Financial Services Ltd.

(10)	CAB Financial Services Ltd. Is controlled by Chris Bunka

(11)	DCB Holdings Inc. is controlled by Michael Boretein

(12)	DKL Financial Inc. is controlled by Dale Lamb

(13)	EJF Holdings Inc. is controlled by Dale Lamb

(14)	First Okanagan Administration Corp. is controlled by Bill Lahowy

(15)	Guazenhe, LLC is controlled by Emilio DeJesus

(16)	Katherine Gray is the wife of Stuart Gray

(17)	Stuart Gray is the husband of Katherine Gray and the controls West Coast International Inc.

(18)	Graycomm entertainment Ltd. is controlled by Walter Gray. Walter Gray is the father of Stuart Gray

(19)	J Cubed Holdings Inc. is controlled by Jeff Burchill

(20)	Jeff Rask and Associates Financial Services is controlled by Jeff Rask

(21)	K2 Marketing Ltd. is controlled by Kelly Harrison

(22)	Kartar Holdings Ltd. is controlled by Bam Sidhu

(23)	Darwin Kuchma is the brother of Ryan Kuchma and the brother-in-law of Karla Kuchma

(24)	Karla Kuchma is the sister-in-law of Darwin Kuchma and Ryan Kuchma

(25)	Ryan Kuchma is the brother of Darwin Kuchma and the brother-in-law of Karla Kuchma

(26)	Dallas Morin is the son of janet Morin

(27)	Janet Morin is the mother of Dallas Morin

(28)	NBD Industries Ltd. is controlled by Travis Yuzik

(29)	RAI Inspection Services Ltd. is controlled by Mike Imbery

(30)	Bernie Schneider is the brother of Harold Schneider and Don Schneider

(31)	Don Schneider is the brother of Bernie Schneider and Harold Schneider

(32)	Harold Schneider is the brother of Bernie Schneider and Don Schneider and the father of Jeff Schneider

(33)	Jeff Schneider is the son of Harold Schneider

(34)	Sveinson Minerals Ltd. is controlled by Sandy Sveinson

(35)	West Coast International Inc. is controlled by Stuart Gray

(36)	Tricia Weston is the daughter of Hugh and Bernice Weston

(37)	Hugh and Bernice are the parents of Tricia Weston

(38)	White Winds Investments Ltd. is controlled by Jim van Dijk

(39)	Kerry Stewart is the son of John and Brenda Stewart

(40)	John and Brenda Stewart are the parents of Kerry Stewart

Holders of Record

We have 165 shareholders of record.

Recent Sales of Unregistered Securities

On May 15, 2014, the Company issued 467,200 shares at $0.25 per share in an exempt private placement for gross proceeds of $117,000.

On June 2, 2014, the Company issued 8,000 shares at $0.25 per share in an exempt private placement for gross proceeds of $2,000.

On February 20, 2014 Dallas Gray returned 4,495,734 shares of common stock of the Company for cancellation.

On February 20, 2014 we issued 45,000,000 shares of common stock of the Company to the Members of Dominovas Energy.

On February 13, 2014, the holders of a debenture convertible into common stock of the Company contributed such debenture to the Company without consideration. No interest or principal was paid or will be payable on such debenture, and such debenture was not converted into common stock of the Company.

On January 22, 2014 we issued 1,285,000 shares of our common stock of the Company at $0.01 per share in a private placement to 7 accredited investors.

On December 9, 2013 we issued 3,016,666 shares of common stock of the Company at $0.01 per share in a private placement to 26 accredited investors.

On December 5, 2013 we issued 2,250,000 shares of common stock of the Company to 2 directors and 2,000,000 shares to consultants.

On November 29, 2013, the Company acquired of 41% of Pro Eco Energy in exchange for 4,000,000 of the shares of common stock of the Company. On December 2, 2013, the Company acquired an additional 8.25% of Pro Eco Energy.

On November 27, 2012, the Company issued 480,000 shares of its common stock at $0.25 per share for gross proceeds of $120,000.

On November 12, 2012, the Company issued 30,769,857 shares of its common stock at $0.00125 per share for gross proceeds of $41,587.

On November 12, 2012, the Company issued 2,500,000 shares of its common stock in exchange for the conversion of $3,125 of debt.

On April 14, 2010 the stockholders approved a resolution to increase the Company's authorized share capital from 2,812,500 shares of common stock to 200,000,000 shares of common stock.

On February 16, 2010, the Company issued 100,000 shares of its common stock to Monaco Capital Inc., a Belize company, at a price per share of $0.00125 pursuant to a private placement subscription agreement.

During the period from January 1, 2010 to February 24, 2014 there were no other issuances of common stock.

In connection with the foregoing transactions, we provided the following to all investors:

·	Access to all our books and records.

·	Access to all material contracts and documents relating to our operations.

·	The opportunity to obtain any additional information, to the extent we possessed such information, necessary to verify the accuracy of the information to which the investors were given access.

Prospective investors were invited to review at our offices at any reasonable hour, after reasonable advance notice, any materials available to us concerning our business.

The holders of our shares of common stock and persons who desire to purchase them in any trading market that might develop in the future should be aware that there may be significant state law restrictions upon the ability of investors to resell our shares. Accordingly, even if we are successful in having the shares available for trading on the OTCBB, investors should consider any secondary market for the Company's securities to be a limited one. We intend to seek coverage and publication of information regarding the Company in an accepted publication which permits a "manual exemption”. This manual exemption permits a security to be distributed in a particular state without being registered if the company issuing the security has a listing for that security in a securities manual recognized by the state. However, it is not enough for the security to be listed in a recognized manual. The listing entry must contain (1) the names of issuers, officers, and directors, (2) an issuer's balance sheet, and (3) a profit and loss statement for either the fiscal year preceding the balance sheet or for the most recent fiscal year of operations. We may not be able to secure a listing containing all of this information. Furthermore, the manual exemption is a non-issuer exemption restricted to secondary trading transactions, making it unavailable for issuers selling newly issued securities. Most of the accepted manuals are those published in Standard and Poor's, Moody's Investor Service, Fitch's Investment Service, and Best's Insurance Reports, and many states expressly recognize these manuals. A smaller number of states declare that they “recognize securities manuals” but do not specify the recognized manuals. The following states do not have any provisions and therefore do not expressly recognize the manual exemption: Alabama, Georgia, Illinois, Kentucky, Louisiana, Montana, South Dakota, Tennessee, Vermont and Wisconsin.

We currently do not intend to and may not be able to qualify securities for resale in other states which require shares to be qualified before they can be resold by our shareholders.

PLAN OF DISTRIBUTION

Our common stock is currently quoted on the OTC Bulletin Board, but an active market has not developed. An active market may never develop for our common stock, or if developed, may not be sustained in the future. Accordingly, our shares should be considered totally illiquid, which inhibits investors’ ability to resell their shares.

The securities offered by this prospectus will be sold by the selling shareholders. Selling shareholders in this offering may be considered underwriters. We are not aware of any underwriting arrangements that have been entered into by the selling shareholders. The distribution of the securities by the selling shareholders may be effected in one or more transactions that may take place in the over-the-counter market, including broker's transactions or privately negotiated transactions.

The selling shareholders may pledge all or a portion of the securities owned as collateral for margin accounts or in loan transactions, and the securities may be resold pursuant to the terms of such pledges, margin accounts or loan transactions. Upon default by such selling shareholders, the pledge in such loan transaction would have the same rights of sale as the selling shareholders under this prospectus. The selling shareholders may also enter into exchange traded listed option transactions, which require the delivery of the securities listed under this prospectus. After our securities are qualified for quotation on the over the counter bulletin board, the selling shareholders may also transfer securities owned in other ways not involving market makers or established trading markets, including directly by gift, distribution, or other transfer without consideration, and upon any such transfer the transferee would have the same rights of sale as such selling shareholders under this prospectus.

In addition to the above, each of the selling shareholders will be affected by the applicable provisions of the Securities Exchange Act of 1934, including, without limitation, Regulation M, which may limit the timing of purchases and sales of any of the securities by the selling shareholders or any such other person. We have instructed our selling shareholders that they may not purchase any of our securities while they are selling shares under this registration statement.

Upon this registration statement being declared effective, the selling shareholders may offer and sell their shares from time to time until all of the shares registered are sold; however, this offering may not extend beyond two years from the initial effective date of this registration statement.

There can be no assurances that the selling shareholders will sell any or all of the securities. In various states, the securities may not be sold unless these securities have been registered or qualified for sale in such state or an exemption from registration or qualification is available and is complied with.

All of the foregoing may affect the marketability of our securities. Pursuant to oral promises we made to the selling shareholders, we will pay all the fees and expenses incident to the registration of the securities.

Should any substantial change occur regarding the status or other matters concerning the selling shareholders or us, we will file a post-effective amendment to this registration statement disclosing such matters.

OTC Bulletin Board Considerations

The OTC Bulletin Board is separate and distinct from the NASDAQ stock market. NASDAQ has no business relationship with issuers of securities quoted on the OTC Bulletin Board. The SEC’s order handling rules, which apply to NASDAQ-listed securities, do not apply to securities quoted on the OTC Bulletin Board.

Although the NASDAQ stock market has rigorous listing standards to ensure the high quality of its issuers, and can delist issuers for not meeting those standards, the OTC Bulletin Board has no listing standards. Rather, it is the market maker who chooses to quote a security on the system, files the application, and is obligated to comply with keeping information about the issuer in its files. FINRA cannot deny an application by a market maker to quote the stock of a company. The only requirement for inclusion in the bulletin board is that the issuer be current in its reporting requirements with the SEC.

Investors may have greater difficulty in getting orders filled because it is anticipated that if our stock trades on a public market, it initially will trade on the OTC Bulletin Board rather than on NASDAQ. Investors’ orders may be filled at a price much different than expected when an order is placed. Trading activity in general is not conducted as efficiently and effectively as with NASDAQ-listed securities.

Investors must contact a broker-dealer to trade OTC Bulletin Board securities. Investors do not have direct access to the bulletin board service. For bulletin board securities, there only has to be one market maker.

LEGAL PROCEEDINGS

We are not aware of any pending or threatened legal proceedings in which we are involved.

DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, AND CONTROL PERSONS

The board of directors elects our executive officers annually. A majority vote of the directors who are in office are required to fill vacancies. Each director shall be elected for the term of one year, and until his successor is elected and qualified, or until his earlier resignation or removal. Information on our Board of Directors and Executive Officers is included below. Our executive officers are appointed annually by our Board of Directors. Our executive officers hold their offices until they resign, are removed by the Board, or his successor is elected and qualified.

Board of Directors

Neal Allen

Dallas Gray

Darren Jacklin

Spero Plavoukos

Executive Officers

Name	Age	Position

Neal Allen	56	President, Chief Executive Officer and Director
Michael Watkins	46	Chief Operating Officer
Dallas Gray	44	Treasurer and Director

Mr. Neal Allen, age 56, is a member of our Board of Directors and was appointed as Chairman of the Board of Directors, President and Chief Executive Officer of the Company by our Board of Directors. Mr. Allen’s expertise and experience are consistent with the duties that are customary and usual to those of Chairman, President and Chief Executive Officer. He is also charged with the title of Senior Strategist. Mr. Allen also served as the Chairman of Private Asset Group, LLC. Private Asset Group, LLC specialized in the development and implementation of proprietary revenue models. Private Asset Group, LLC, acting as a force multiplier ensured optimal deployment, utilization, and management of all resultant cash flow. Private Asset Group, LLC is engaged by high net worth individuals, private trusts, and select private equity concerns. Under Mr. Allen’s watch, Private Asset Group’s endeavors included the ownership of a “major brand” automobile dealership, several healthcare companies, waste management and disposal enterprises, land acquisition and development company, and natural resource development enterprise.

Mr. Michael Watkins, age 46, was appointed Chief Operating Officer of the Company by our Board of Directors. He is responsible for operational and policy matters and has the specific objective of increasing efficiency and developing sustainable revenue models. Mr. Watkins was formerly the Managing Partner of TEAL Development Group, LLC, a real estate development firm specializing in the development and construction of Class A residential and commercial properties. Mr. Watkins was previously a United States Air Force officer and veteran during the 1990s.

Mr. Dallas Gray, age 44, is a member of our Board of Directors and our Treasurer. Mr. Gray has 20+ years of experience in radio. He is presently the General Manager of K96-3, the Classic Rock station broadcasting from Kelowna, British Columbia. He also serves as General Manager for Penticton, British Columbia, station CIGV, now called Country 100.7. Prior to this assignment, Mr. Gray was retail sales manager for Sun-FM / AM 1150, as well as Silk-FM, for Astral Radio, commencing in 2001. He has served as a director of Sun Country Radio since 2008 and has been on the Board of the Downtown Kelowna Association since 2010, where he is currently the President. Mr. Gray is a member of the Board of Directors of the British Columbia Association of Broadcasters (BCAB) and was co-chair of that association’s 2013 convention.

Mr. Darren Jacklin, age 41, is a member of our Board of Directors. Mr. Jacklin is engaged in business and management training and consulting. For over 18 years, Mr. Jacklin has mentored entrepreneurs and business owners in over 40 countries. He has personally trained people at over 140 Fortune 500 companies.

Mr. Spero Plavoukos, age 50, is a member of our Board of Directors. Currently, Mr. Plavoukos is serving as Vice President of Pacific Design Center, with specific duties and responsibilities that include the management, special projects and special events of the campus, which is located in West Hollywood, California and is comprised of over 1,750,000 square feet of Class “A” office and showroom space. Mr. Plavoukos' commitment to fiscal responsibility coupled with the implementation of unique, common sense, above-standard operating procedure, and the creation of event-savvy teams have consistently allowed his operations to experience unprecedented growth and profitability.

Neal Allen and Michael Watkins have each entered into an employment agreement or related transaction with the Company, which is described in Item 1.01 above. We do not have an employment agreement with Mr. Gray.

Neither Neal Allen, Michael Watkins, Dallas Gray, Darren Jacklin nor Spero Plavoukos has entered into any arrangement or understanding with any other person in connection with his appointment as an officer or director of Dominovas Energy Corp.

None of the following persons named as: Neal Allen, Dallas Gray, Darren Jacklin or Spero Plavoukos are related to any director, executive officer or person nominated or chosen by the Company to become a director or executive officer.

Family Relationships and Other Matters

Dallas Gray, a director, is the son of Walter Gray, a shareholder, and the brother of Stuart Gray, a shareholder.

Legal Proceedings

No officer, director, or persons nominated for such positions, promoter or significant employee has been involved in the last ten years in any of the following:

·	Any bankruptcy petition filed by or against any business of which such person was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time;

·	Any conviction in a criminal proceeding or being subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);

·	Being subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his involvement in any type of business, securities or banking activities;

·	Being found by a court of competent jurisdiction (in a civil action), the Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended, or vacated;

·	Having any government agency, administrative agency, or administrative court impose an administrative finding, order, decree, or sanction against them as a result of their involvement in any type of business, securities, or banking activity;

·	Being the subject of a pending administrative proceeding related to their involvement in any type of business, securities, or banking activity; and/or

·	Having any administrative proceeding been threatened against you related to their involvement in any type of business, securities, or banking activity.

Corporate Governance

We have no members of our board of directors that are considered to be “independent” as the term is used in Item 7(d)(3)(iv)(B) of Schedule 14A under the Securities Exchange Act of 1934, as amended, and as defined by Rule 4200(a)(15) of the NASDAQ Marketplace Rules.

We do not have any standing audit, nominating and compensation committees of the board of directors, or committees performing similar functions. We do not currently have a Code of Ethics applicable to our principal executive, financial or accounting officer. All Board actions have been taken by Written Action rather than formal meetings.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following tables set forth the ownership, as of the date of this prospectus, of our common stock by each person known by us to be the beneficial owner of more than 5% of our outstanding common stock, our directors, and our executive officers as a group. To the best of our knowledge, the persons named have sole voting and investment power with respect to such shares, except as otherwise noted. There are not any pending or anticipated arrangements that may cause a change in control.

Title of Class	Name and Address of Beneficial Owner	Amount and Nature of Beneficial Ownership	Percent of Class

Common	Neal Allen
	Atlanta, GA	13,764,333	15.21	%

Common	Spero Plavoukos
	West Hollywood, CA	14,764,332	16.32	%

Common	Michael Watkins
	Grapevine, TX	13,764,333	15.21	%

Common	Dallas Gray
	Kelowna, BC	2,250,000	2.20	%

Common	Darren Jacklin
	Vancouver, BC	250,000	0.28	%

We are not registering shares held by our officers and directors. The chart above is based upon 90,507,200 shares outstanding. This table is based upon information derived from our stock records. Unless otherwise indicated in the footnotes to this table are subject to community property laws where applicable, each of the shareholders named in this table has sole or shared voting and investment power with respect to the shares indicated as beneficially owned.

DESCRIPTION OF SECURITIES

General

We are authorized to issue an aggregate number of Two Hundred Million (200,000,000) shares of common stock, $0.001 par value per share. Currently 90,507,200 shares of common stock are outstanding.

Each share of common stock shall have one (1) vote per share. Our common stock does not provide a preemptive, subscription or conversion rights and there are no redemption or sinking fund provisions or rights. Our common stock holders are not entitled to cumulative voting for election of Board of Directors.

Dividends

We have not paid any cash dividends to our shareholders. The declaration of any future cash dividends is at the discretion of our board of directors and depends upon our earnings, if any, our capital requirements and financial position, our general economic conditions, and other pertinent conditions. It is our present intention not to pay any cash dividends in the foreseeable future, but rather to reinvest earnings, if any, in our business operations.

Warrants

There are no outstanding warrants to purchase our securities.

Options

There are no outstanding options to purchase our securities.

Securities Authorized For Issuance Under Equity Compensation Plans

On April 14, 2010, the Company adopted a stock option plan allowing the Company's directors to grant options to purchase up to 5,000,000 shares of the Company’s common stock pursuant to the terms and conditions of the stock option plan. As of February 28, 2014, no such options have been granted.

Repurchase of Equity Securities by the Issuer and Affiliated Purchasers

On February 20, 2014 Dallas Gray returned 4,495,734 shares of common stock of the Company for cancellation. Dallas Gray did not receive any consideration for the cancellation of his shares.

Preferred Stock

We have no authorized preferred stock at this time.

Nevada Anti-Takeover Laws

As a Nevada corporation, we are subject to certain anti-takeover provisions that apply to public corporations under Nevada law. Pursuant to Section 607.0901 of the Nevada Business Corporation Act, or the Nevada Act, a publicly held Nevada corporation may not engage in a broad range of business combinations or other extraordinary corporate transactions with an interested shareholder without the approval of the holders of two-thirds of the voting shares of the corporation (excluding shares held by the interested shareholder), unless:

·	the transaction is approved by a majority of disinterested directors before the shareholder becomes an interested shareholder;

·	the interested shareholder has owned at least 80% of the corporation’s outstanding voting shares for at least five years preceding the announcement date of any such business combination;

·	the interested shareholder is the beneficial owner of at least 90% of the outstanding voting shares of the corporation, exclusive of shares acquired directly from the corporation in a transaction not approved by a majority of the disinterested directors; or

·	the consideration paid to the holders of the corporation’s voting stock is at least equal to certain fair price criteria.

An interested shareholder is defined as a person who, together with affiliates and associates, beneficially owns more than 10% of a corporation’s outstanding voting shares. We have not made an election in our amended Articles of Incorporation to opt out of Section 607.0901.

In addition, we are subject to Section 607.0902 of the Nevada Act which prohibits the voting of shares in a publicly held Nevada corporation that are acquired in a control share acquisition unless (i) our board of directors approved such acquisition prior to its consummation or (ii) after such acquisition, in lieu of prior approval by our board of directors, the holders of a majority of the corporation’s voting shares, exclusive of shares owned by officers of the corporation, employee directors or the acquiring party, approve the granting of voting rights as to the shares acquired in the control share acquisition. A control share acquisition is defined as an acquisition that immediately thereafter entitles the acquiring party to 20% or more of the total voting power in an election of directors.

INTEREST OF NAMED EXPERTS

The audited financial statements for the Company for the year ended August 31, 2013 and the audited financial statements of Dominovas Technologies LLC for the years ended August 31, 2012 and 2013, included in this prospectus have been audited by the Dale Matheson Carr-Hilton LaBonte LLP independent registered public accounting firm, to the extent and for the periods set forth in our report and are incorporated herein in reliance upon such report given upon the authority of said firm as experts in auditing and accounting.

The legality of the shares offered under this registration statement is being passed upon by Fredrick C. Bauman Esq. Mr. Bauman does not own stock in the Company.

DISCLOSURE OF COMMISSION POSITION ON INDEMNIFICATION FOR SECURITIES LIABILITIES

Our Bylaws, subject to the provisions of Nevada Law, contain provisions which allow the corporation to indemnify any person against liabilities and other expenses incurred as the result of defending or administering any pending or anticipated legal issue in connection with service to us if it is determined that person acted in good faith and in a manner which he reasonably believed was in the best interest of the corporation. Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to our directors, officers and controlling persons, we have been advised that in the opinion of the Securities and Exchange Commission, such indemnification is against public policy as expressed in the Securities Act of 1933 and is, therefore, unenforceable.

DESCRIPTION OF BUSINESS

Organization and Previous Lines of Business

We were incorporated in the State of Nevada on February 2, 2005 under the name Comtrix Inc. From incorporation until June 2005, our operating activities consisted primarily of developing fingerprint recognition products for residential buildings in China. Effective June 23, 2006, we changed our name from "Comtrix Inc." to "Lusora Healthcare Systems Inc." and were engaged in a healthcare related business. Effective September 7, 2007, we changed our name from "Lusora Healthcare Systems Inc." to "Western Standard Energy Corp" when we decided to change the focus of our business plan from wireless personal security and monitoring systems to acquisition and exploration in the oil and gas industry.

Our principal executive office is located at 1395 Chattahoochee Avenue, Atlanta, GA 30318 and our telephone number 800-679-1249.

We have not been involved in a bankruptcy receivership or similar proceeding. Additionally, we have not been involved in a reclassification, merger, consolidation, or purchase or sale of a significant amount of assets not in the ordinary course of business.

Our independent registered public accounting firm has issued an audit opinion for our Company which includes an explanatory paragraph expressing substantial doubt as to our ability to continue as a going concern.

We have never declared bankruptcy, have never been in receivership, and have never been involved in any legal action or proceedings. Since incorporation, we have not made any significant purchase or sale of assets. We do not own physical properties.

We are not a blank check registrant, as that term is defined in Rule 419(a)(2) of Regulation C of the Securities Act of 1933, since we have a specific business plan or purpose. We have not had preliminary contact or discussions with, nor do we have any present plans, proposals, arrangements or understandings with, any representatives of the owners of any business or company regarding the possibility of an acquisition or merger.

ACQUISITION OF DOMINOVAS ENERGY

On February 20, 2014 we completed our acquisition of 100% of the outstanding units of limited liability company interest of Dominovas Energy. As part of the closing of this transaction, Neal Allen, CEO and a Member of Dominovas Energy, and Spero Plavoukos a Member of Dominovas Energy, were added to our Board of Directors, which now consists of four Directors. In addition, Dallas Gray resigned as our President and CEO and was replaced by Neal Allen. Dallas Gray will remain as our Treasurer and a member of our Board of Directors. In addition, Michael Watkins was appointed our COO.

On February 24, 2014, we filed an amendment to our charter to change our name to “Dominovas Energy Corporation.” On the same day, we filed an amendment to the charter of Dominovas Energy to change its name to “Dominovas Technologies LLC.” Our trading symbol was subsequently changed to “DNRG.” All references below to “Dominovas Energy” refer to Dominovas Energy Corporation and its operating subsidiary, Dominovas Technologies LLC (“Dominovas Technologies”).

DESCRIPTION OF DOMINOVAS ENERGY’s BUSINESS

Dominovas Technologies, founded in 2012, is part of the fuel cell and sustainable/alternative energy industry. Fuel cells are an efficient, combustion-less, reliable, and virtually pollution-free energy source that provide electricity to power a wide array of applications, including buildings (manufacturing facilities, hotels and hospitals), primary power for grid integration, automobiles, emergency back-up systems, and base load grid power. A fuel cell uses fuel - usually hydrogen, extracted from common fuels such as natural gas, and oxygen - to produce electricity. In principle, a fuel cell is an electrochemical device that operates like a battery. However, unlike a battery, a fuel cell

requires re-fueling and not recharging. Fuel cells will continue to produce electricity and heat as long as there is a constant fuel source. Hydrogen fuel cells work simply, have no moving parts, and operate silently, with water and excess heat as their only by-products. Fuel cells thus provide the ideal solution for a myriad of portable, on-board and stationary electric power generation applications.

Dominovas Energy believes that it has identified a marketing opportunity for fuel cells in emerging markets, where electricity supply is frequently unreliable and expensive compared to the United States. Dominovas Energy currently has active engagement in the Caribbean, South America, Asia – Pacific and Africa. In each case, Dominovas Energy is working with a local partner, as well as the host nation government. Initial project sizes range from 1.5 to 10 Megawatts (MW), with eventual project size of 200 to 395 MW per project. Project cost projections range from $7.5 million to $50 million. Dominovas Energy plans to provide power to the local utilities under power purchase agreements (PPA’s), and it intends to require bonding or other credit support where the local utilities do not enjoy strong credit ratings.

The Dominovas Energy fuel cell system, called RUBICON, is a modular solid oxide fuel cell (SOFC) system that operates at high temperatures (up to 1,000 C). Dominovas Energy believes that this technology has the following advantages: (1) all solid components, (2) accelerated electrochemical kinetics proceed without the need for expensive noble metals such as platinum, (3) internal fuel reforming is possible and carbon monoxide may be used as a fuel and (4) more tolerant of fuel contaminants, including sulfur, because these components burn off very quickly before deposition onto the fuel cell components.

Additional advantages of the RUBICON are that it is considered to be silent, environmentally friendly, and as designed and tested capable of reforming multiple fuels such as diesel, natural gas, propane, ethanol, methanol and bio-fuels.

Dominovas Energy outsources component production to already – established companies.

Dominovas Energy is headquartered in Atlanta, GA. It has leased an office and plant facility of approximately 20,000 square feet in which final assembly can be carried out. An additional manufacturing facility is projected in a free trade zone on the Caribbean island where one of its initial projects is located.

Dominovas Energy uses outsourced modules, which has the advantage of reducing the amount of time required to produce a commercial unit, as well as reducing research and development costs. Module suppliers are planned to include Topsoe (fuel cell module), Precision Combustion, Inc. (reformer module) and Digital Creation Labs Incorporated (power conditioning module). Additional suppliers may include Hexis AG (fuel cell plates) and Applied Research Associates (reformer).

The technological contribution by Dominovas Energy to its projects includes its proprietary algorithms, which the company believes improves the operating conditions and efficiencies of using multiple fuel cells in concert, as well as a communications package that allows for remote control of the units.

Given the vast need for electricity in emerging markets around the globe, Dominovas Energy has been very meticulous in its selection process for specific target markets. Initial deployments of the RUBICON will be in Angola West Africa and Guinea West Africa, where the company has secured preliminary agreement and commitments by government officials to deploy a minimum of 20MW. In fact, the need is so great in Guinea that Dominovas Energy has had to initially limit the client base within the Country to meet the current demand. The initial clients in Conakry include the Military the Port of Guinea at Conakry, and the CBG Mines, a JV between the government and CBG (Alcoa Aluminum in the United States).

Dominovas Energy also has projects earmarked in Angola with an initial 10MW slated to be contracted in 2014 that can ultimately climb to 1500MW. Dominovas Energy has been actively engaged within the Dominican Republic market in both private and government sectors and opportunities are presenting reflecting between 30MW – 500MW of potential business.

Competitors and Dominovas Energy’s competitive advantages

Dominovas Energy’s competitors are expected to be other power generators both traditional and modern. There are several competing fuel cell technologies. Alkali fuel cell technology requires pure hydrogen as a fuel and, since it operates at low temperature (50-250 C), an expensive catalyst (platinum) is needed. Molten carbonate fuel cells operate at higher temperature and use lower-cost nickel as a catalyst; however, they require a corrosive electrolyte. Phosphoric acid fuel cells and proton exchange membrane (PEM) all require pure hydrogen as a fuel. Dominovas Energy considers that its SOFC system enjoys advantages over these competing fuel cell technologies in that it accepts multiple fuel types.

Additionally, fuel cells enjoy efficiency advantages over other common fuel-utilizing power generating systems, providing up to 55% efficiency without counting additional efficiencies of waste heat utilization. Other systems have lower efficiencies: thermoelectric generator (3-4%), engine driven generator (15-25%), gas turbine generator (20-25%) and steam turbine generator (25-35%).

Patents, Trademarks and Copyrights

Dominovas Energy formally applied to have Dominovas Energy Corporation (the mark) recognized as an official Trademark symbol, protected by the rights, thereto, as offered by the United State Patent and Trademark Office (USPTO), July 4th, 2014. The registered serial number is 86328976.

SUMMARY OF APPLICATION DATA FOLLOWS:

APPLICATION DATA: Trademark/Service Mark Application, Principal Register TEAS Plus Application

The applicant, Dominovas Energy Corporation, a corporation of Nevada, having an address of 1395 Chattahoochee Avenue, Atlanta, Georgia 30318 United States, requests registration of the trademark/service mark identified above in the United States Patent and Trademark Office on the Principal Register established by the Act of July 5, 1946 (15 U.S.C. Section 1051 et seq.), as amended, for the following:

International Class 009: Apparatus and instruments for conveying, distributing, transforming, storing, regulating or controlling electric current; Electrical distribution boxes; Electrical distribution systems, namely, power distribution panels; Electrical power distribution units; Electricity router for managing and optimizing energy loads within a building; Electronic devices, namely, energy meters for tracking and monitoring energy usage; Electronic monitors and monitor modules for monitoring electric current and electrical signals; Fuel cells; Test stations for fuel cells.

In International Class 009, the mark was first used by the applicant or the applicant's related company or licensee predecessor in interest at least as early as 06/30/2010, and first used in commerce at least as early as 06/30/2010, and is now in use in such commerce. The applicant is submitting one(or more) specimen(s) showing the mark as used in commerce on or in connection with any item in the class of listed goods and/or services, consisting of a(n) Company Website.

Specimen-1 [SPE0-50167967-145514421_._Screen_Shot_2014-06-26_at_3.58.37_PM.pdf]

International Class 035: Energy management services, namely, providing a service that allows customers to purchase energy from various energy providers; Energy usage management; Energy usage management information services; Information in the field of energy efficiency; Retail electricity provider services, namely, providing a service that allows customers to purchase energy, namely, electricity, and renewable energy; Utility bill management services, namely, tracking, reporting, analyzing and delivering energy information in the form of utility bills and utility meter data rate schedules.

In International Class 035, the mark was first used by the applicant or the applicant's related company or licensee predecessor in interest at least as early as 06/30/2010, and first used in commerce at least as early as 06/30/2010, and is now in use in such commerce. The applicant is submitting one(or more) specimen(s) showing the mark as used in commerce on or in connection with any item in the class of listed goods and/or services, consisting of a(n) Company Website.

Specimen-1 [SPE0-1-50167967-145514421_._Screen_Shot_2014-06-26_at_3.58.37_PM.pdf]

International Class 039: Distribution of energy

In International Class 039, the mark was first used by the applicant or the applicant's related company or licensee predecessor in interest at least as early as 06/30/2010, and first used in commerce at least as early as 06/30/2010, and is now in use in such commerce. The applicant is submitting one(or more) specimen(s) showing the mark as used in commerce on or in connection with any item in the class of listed goods and/or services, consisting of a(n) Company Website.

Specimen-1 [SPE0-2-50167967-145514421_._Screen_Shot_2014-06-26_at_3.58.37_PM.pdf]

International Class 040: Energy generation services; Energy recycling services, namely, capturing and conversion of wasted energy into electricity and useful steam; Generation of energy; Leasing of energy generating equipment; Leasing of renewable energy equipment for use in converting renewable resources into power; Production of energy; Production of energy via renewable and non-renewable fuels.

In International Class 040, the mark was first used by the applicant or the applicant's related company or licensee predecessor in interest at least as early as 06/30/2010, and first used in commerce at least as early as 06/30/2010, and is now in use in such commerce. The applicant is submitting one(or more) specimen(s) showing the mark as used in commerce on or in connection with any item in the class of listed goods and/or services, consisting of a(n) Company Website.

Specimen-1 [SPE0-3-50167967-145514421_._Screen_Shot_2014-06-26_at_3.58.37_PM.pdf]

Specimen-2 [SPE0-50167967-224942725_._Screen_Shot_2014-06-26_at_3.58.37_PM.pdf]

For informational purposes only, applicant's website address is: www.dominovasenergy.com

The applicant's current Correspondence Information:

Michael Watkins, COO

1395 Chattahoochee Avenue

Atlanta, Georgia 30318

770-331-8018 (phone)

michael@dominovasenergy.com;neal@dominovas.com; kerry@dominovasenergy.com (authorized)

Dominovas Energy formally applied to have RUBICON (the mark) recognized as an official Trademark symbol, protected by the rights, thereto, as offered by the United State Patent and Trademark Office (USPTO), July 4th, 2014. The registered serial number is 86330322.

SUMMARY OF APPLICATION DATA FOLLOWS:

APPLICATION DATA: Trademark/Service Mark Application, Principal Register TEAS Plus Application

In International Class 009, the mark was first used by the applicant or the applicant's related company or licensee predecessor in interest at least as early as 08/04/2010, and first used in commerce at least as early as 08/04/2010, and is now in use in such commerce. The applicant is submitting one(or more) specimen(s) showing the mark as used in commerce on or in connection with any item in the class of listed goods and/or services, consisting of a(n) Website.

Specimen-1 [SPE0-715680180-104023336_._Use_in_Commerce_Website.pdf]

International Class 040: Production of energy; Production of energy via renewable and non-renewable fuels.

In International Class 040, the mark was first used by the applicant or the applicant's related company or licensee predecessor in interest at least as early as 08/04/2010, and first used in commerce at least as early as 08/04/2010, and is now in use in such commerce. The applicant is submitting one(or more) specimen(s) showing the mark as used in commerce on or in connection with any item in the class of listed goods and/or services, consisting of a(n) Website.

Specimen-1 [SPE0-1-715680180-104023336_._Use_in_Commerce_Website.pdf]

For informational purposes only, applicant's website address is: www.dominovasenergy.com

The applicant's current Correspondence Information:

Michael Watkins, COO

1395 Chattahoochee Avenue

Atlanta, Georgia 30318

(800) 679-1249 (phone)

michael@dominovasenergy.com;neal@dominovas.com; kerry@dominovasenergy.com (authorized)

Employees

Dominovas Energy presently has four (4) employees. We believe that our relationship with our employees is satisfactory. We plan to employ more qualified employees in the future, particularly if our plan to acquire or lease a larger United States manufacturing facility is successful. We plan to keep staff at a minimum to minimize overhead.

Government Regulations

Our business is not subject to substantial regulation. However, our target markets, such as power generation, are subject to varying degrees of regulation, which varies depending on the host nation. We plan to work closely with the host nation governments in implementing our projects and to carefully comply with all applicable regulations.

Description of Property

The Company presently leases and utilizes facilities of approximately 4,400 square feet of office space and 16,000 square feet of warehouse/production space in Atlanta, GA, which we believe to be adequate for our present needs.

Off Balance Sheet Arrangements

We have no off balance sheet arrangements

INVESTMENT IN PRO ECO ENERGY

In addition to our ownership of Dominovas Energy, we own 49.25% of the common stock of Pro Eco Energy Ltd., (“Pro Eco Energy”), which is a combination of two private related companies – Swiss Solar Tech (SST) Ltd. and Pro Eco Energy Ltd. The two companies are located in Summerland, British Columbia and each provides energy efficient and environmentally friendly heating and cooling HVAC systems for commercial buildings. The combined entities specialize in a variety of work including hotels, resorts and multi-residential buildings, combining solar thermal with ground – source heat pumps, heat recovery systems and geothermal ground loops. Pro Eco Energy believes that, by utilizing the most advanced technologies and custom-designed hybrid systems, energy cost savings of greater than 50% can be realized.

Government Approvals

We are not required to obtain governmental approval of our products.

Sources and Availability of Raw Materials

We do not use raw materials in our business.

Backlog of Orders

We have no backlog of orders.

Seasonal Aspect of our Business

None of our products are affected by seasonal factors.

Status of any Publicly Announced New Product or Service

We do not have any publicly announced new product or service.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

You should read the following discussion of our financial condition and results of operations in conjunction with financial statements and notes thereto included elsewhere in this prospectus. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that could cause or contribute to these differences include those discussed below and elsewhere in this prospectus, particularly in “Risk Factors”.

This section of the prospectus 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 that, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this prospectus. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.

Our financial statements are stated in United States Dollars (USD or US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. All references to “common shares” refer to the common shares in our capital stock.

Nine Months Ended May 31, 2014 (unaudited)

Our interim financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.

Since we are a development stage company, there is no assurance that a commercially viable business will be identified in the near term.

Our plan of operation is to seek for opportunities in the green and renewable energy industry.

LIQUIDITY

ANTICIPATED CASH REQUIREMENTS

For the nine months ended May 31, 2014, we recorded a net operating loss of $706,492 and have an accumulated deficit of $6,065,547 since inception. As at May 31, 2014, we had cash of $82,078. We do not have sufficient funds for working capital and will need to obtain further financing.

Our financial condition as at May 31, 2014 and 2013 and the results of operations and cash flows for the nine months then ended are summarized as follows:

WORKING CAPITAL

Our working capital position as at May 31, 2014 compared to May 31, 2013 and the cash flows for the nine months then ended are summarized below:

	Nine months Ended May 31,
	2014			2013

Current Assets	$	114,019		$	3,176
Current Liabilities	$	(434,386	)	$	(359,329	)
Working Capital (Deficiency)	$	(320,367	)	$	(359,153	)

The increase in our working capital deficiency was primarily due to an increase for auditing fees, consulting fees, legal fees, travel and general and administration costs.

CASH FLOWS

	Nine months Ended May 31,
	2014			2013

Net cash used in Operating Activities	$	(223,242	)	$	(308,341	)
Net cash used in Investing Activities	$	(10,000	)	$	--
Net cash provided by Financing Activities	$	315,396		$	308,462
Increase in Cash during the Period	$	82,154		$	121
Cash, Beginning of Period	$	(76	)	$	--
Cash, End of Period	$	82,078		$	121

RESULTS OF OPERATIONS

The following is a summary of our results of operations for the nine months ended May 31, 2014 and 2013:

	Nine months Ended May 31,
	2014			2013

Revenue	$	Nil		$	Nil

Expenses
Audit and accounting fees		74,230			49,197
Consulting fees and expenses		64,750			112,625
Corporate finance fee		--			47,250
Directors’ fees		25,000			--
Foreign exchange loss		4,087			--
Gain on settlement of debt		(290,000	)		40,000
Interest expense		16,712			11,730
Investor relations, transfer agent and media		8,663			13,565
Dominovas Energy LLC acquisition costs		469,457			--
Legal fees		115,510			22,456
Loss on investment		17,402			--
Marketing		4,578			--
General and office administration		145,107			86,200
Travel and entertainment		50,996			--
Total expenses		706,492			383,022
Net Loss	$	(706,492	)	$	(383,022	)

REVENUE

We have not earned any revenues since our inception and we do not anticipate earning revenues until such time as we acquire revenue producing assets.

EXPENSES

Our operating expenses for the nine months ended May 31, 2014 compared to the same period in 2013 increased by the net amount of $323,470 primarily due to the acquisition costs for Dominovas Energy LLC, and for our portion of the loss in Pro Eco.

Year Ended August 31, 2013 (audited)

The following is an analysis of Dominovas Energy LLC’s revenues and gross profit, details and analysis of components of expenses, and variances from August 31, 2012 to August 31, 2013.

	Year Ended August 31,
	2013			2012

Revenue	$	-		$	-
Marketing		50,370			6,866
Professional fees		-			1,577


Net and comprehensive loss	$	(50,370	)	$	(8,443	)

Operating expenses

For the year ended August 31, 2013, our total operating expenses were $50,370 as compared to $8,443 for the year ended August 31, 2012. The increase in overall operating expenses is attributable to the short duration (less than 30 days) of the fiscal year ended August 31, 2012. In both fiscal years, most of our operating expenses were for marketing, as we worked to identify strategic relationships with potential partners and customers abroad.

Professional Fees

We incurred a total of $ -0- in professional fees in the year ended August 31, 2013 compared to $1,577 in the year ended August 31, 2012. The level of our professional fees is expected to vary and will likely increase as a result of our acquisition of Dominovas Energy.

Liquidity and Capital Resource

Working Capital

	At		At
	August 31,		August 31,
	2013		2012

Current Assets	$	10	$	-
Current Liabilities	$	58,520	$	8,440
Working Capital	$	(58,810)	$	(8,440	)

Cash Flows

	At			At
	August 31,			August 31,
	2013			2012

Net Cash Consumed by Operating Activities	$	(10	)	$	(3	)
Net Cash Consumed by Investing Activities		-			-
Net Cash Provided by Financing Activities		-			3
Net Cash Provided (Consumed)	$	10		$	-

Sources of Capital

We expect to continue to obtain financing through shareholder loans. Shareholder loans will be without stated terms of repayment or interest. Shareholders loans may be granted from time to time as required to meet current working capital needs. We have no formal agreement that ensures that we will receive such loans. We may exhaust this source of funding at any time.

Cash Flows

Operating Activities:

Net cash consumed by operating activities was $(10) in 2013 and $-0- in 2012. The lack of cash used in operating activities results from our net losses being funded by an increase in amounts due to related parties during both fiscal 2012 and fiscal 2013.

Investing and Financing Activities:

For both the fiscal year ended in 2012 and the fiscal year ended in 2013, we had no investing activities.

For both the fiscal year ended in 2012 and the fiscal year ended in 2013, we had no cash flow from financing activities. Rather, cash needs were funded by an increase in amounts due to related parties of $50,380 in the fiscal year ended August 31, 2013, and $8,440 for the fiscal year ended August 31, 2012. As a result of this increase in amounts due to related parties, our working capital declined to ($58,810 at August 31, 2013 from ($8,440) at August 31, 2012. Additional capital is required in order to fund our working capital needs and we may receive additional financing through shareholder loans although we have no formal commitments from any shareholders at this time. Shareholder loans may be granted from time to time as required to meet current working capital needs. We have no formal agreement that ensures that we will receive such loans. We may exhaust this source of funding at any time.

SIGNIFICANT ACCOUNTING POLICIES

We report revenues and expenses using the accrual method of accounting for financial and tax reporting purposes.

Use of estimates - Management uses estimates and assumption in preparing these financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses.

Software development costs - Costs incurred in connection with the development of software products are accounted for in accordance with the Financial Accounting Standards Board Accounting Standards Codification ("ASC") 985 “Costs of Software to Be Sold, Leased or Marketed.” Costs incurred prior to the establishment of technological feasibility are charged to research and development expense. Software development costs are capitalized after a product is determined to be technologically feasible and is in the process of being developed for market but may be expensed if the Company is in the development stage. Amortization of capitalized software development costs begins upon initial product shipment. Capitalized software development costs are amortized over the estimated life of the related product (generally thirty-six months), using the straight-line method. The Company evaluates its software assets for impairment whenever events or change in circumstances indicate that the carrying amount of such assets may not be recoverable. Recoverability of software assets to be held and used is measured by a comparison of the carrying amount of the asset to the future net undiscounted cash flows expected to be generated by the asset. If such software assets are considered to be impaired, the impairment to be recognized is the excess of the carrying amount over the fair value of the software asset. During the period from October 4, 2013 (inception) to October 31, 2013, the Company did not capitalize any software development costs.

Revenue recognition – The Company will recognize revenue when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the purchase price is fixed or determinable and collectability is reasonably assured.

Stock-based compensation - The Company accounts for stock-based instruments issued to employees in accordance with ASC Topic 718. ASC Topic 718 requires companies to recognize in the statement of operations the grant-date fair value of stock options and other equity based compensation issued to employees. The Company accounts for non-employee share-based awards in accordance with ASC Topic 505-50.

FAIR VALUE OF FINANCIAL INSTRUMENTS

Accounting Standards Codification Topic 820, “Disclosures About Fair Value of Financial Instruments,” requires us to disclose, when reasonably attainable, the fair market values of its assets and liabilities, which are deemed to be financial instruments. Our financial instruments consist primarily of cash.

PER SHARE INFORMATION

We compute net loss per share accordance with FASB ASC 205 “Earnings per Share”. FASB ASC 205 requires presentation of both basic and diluted earnings per share (EPS) on the face of the statement of operations.

Basic EPS is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all potentially dilutive common shares outstanding during the period. Diluted EPS excludes all potentially dilutive shares if their effect is anti-dilutive.

STOCK OPTION GRANTS

We have not granted any stock options to our officers and directors since our inception. Upon the further development of our business, we will likely grant options to directors and officers consistent with industry standards for nutritional and dietary supplement companies.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Corporate Governance and Director Independence

Our Board of Directors has not established Audit, Compensation, and Nominating or Governance Committees as standing committees. The Board does not have an executive committee or any committees performing a similar function. We are not currently listed on a national securities exchange or in an inter-dealer quotation system that has requirements that a majority of the board of directors be independent. Our Sole Director has determined that he is not “independent” under the definition set forth in the listing standards of the NASDAQ Stock Market, Inc., which is the definition that the Board has chosen to use for the purposes of the determining independence, as the OTC Bulletin Board does not provide such a definition. Therefore, our sole director is not independent.

During the six months ended February 28, 2014, the Company incurred $33,000 (February, 2013 - $55,000) in consulting fees to a relative of a Director of the Company. $10,000 of the fees were paid for by the issuance of 1,000,000 shares (Note 5). Effective February 28, 2014, the related party agreed to cancel the amounts owing to him by the Company and waived any and all obligation of the Company to pay the debt.

During the three months ended May 31, 2014, the Company incurred $21,000 in consulting fees to a relative of a Director of the Company. As at May 31, 2014, there was $21,000 owing to the relative of the Director.

During the six months ended February 28, 2014, the Company incurred $33,000 (February, 2013 - $Nil) in accounting fees to an officer of the Company. $10,000 of the fees were paid for by the issuance of 1,000,000 shares (Note 5). On February 20, 2014, the officer agreed to cancel the amounts owing to him by the Company and waived any and all obligation of the Company to pay the debt.

During the three months ended May 31, 2014, the Company incurred $21,000 in accounting fees to an officer of the Company. As at May 31, 2014, there was $21,000 owing to the officer.

During the six months ended February 28, 2014, the Company incurred $22,500 (February, 2013 - $Nil) in directors fees. The fees were paid for by the issuance of 2,250,000 shares (Note 5)

On December 20, 2013, the Company issued 3,000,000 shares to settle debt of $75,000 owing to an officer of the Company and to a relative of the President of the Company (Note 5). Effective February, 20, 2014, all notes payable owing to a relative of the President of the Company and to an officer of the Company, were cancelled by the note holders and any and all obligation of the Company to pay the notes has been waived.

On February 20, 2014, the Company entered into an employment agreement with the President and CEO of the Company. Under the agreement, the officer will provide executive services for consideration of $177,000 per year. The agreement is effective on March 1, 2014 and is for a term of 3 years. The agreement may be terminated by the Company with 30 days’ notice.

On February 20, 2014, the Company entered into an employment agreement with the Chief Operating Officer of the Company. Under the agreement, the officer will provide executive services for consideration of $104,000 per year. The agreement is effective on March 1, 2014 and is for a term of 3 years. The agreement may be terminated by the Company with 30 days’ notice.

On February 20, 2014, the Company entered into a consulting agreement with an officer of the Company. Under the agreement, the officer will provide accounting and consulting services for consideration of $7,000 per month. The agreement is effective on March 1, 2014 and is for a term of 2 years.

MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Market Information

We have been listed on the OTC Bulletin Board under the symbol “DNRG”. The following table sets forth the high and low bid price per share of our common stock for the periods presented. (There has been no bid or ask on our stock for the last six (6) quarters).

There has been no bid or ask on our common stock during the last six (6) quarters.

Stockholders of Our Common Shares

As of June 30, 2014, we had 90,507,200 shares of our common stock outstanding following the issuance of shares to the former Members of Dominovas Energy LLC and a subsequent private placement.

Our shares of common stock are certificated. Our transfer agent for our common stock is the Nevada Agency and Trust Company at 50 West Liberty Street, Suite 880, Reno, NV 89501, Tel: 775-322-0626 Fax: 775-322-5623

Dividend Policy

We have not declared or paid any cash dividends on our common stock or other securities and do not anticipate paying any cash dividends in the foreseeable future. Any future determination to pay cash dividends will be at the discretion of the Board of Directors and will be dependent upon our financial condition, results of operations, capital requirements, and such other factors as the Board of Directors deem relevant.

Penny Stock Considerations

Our shares will be "penny stocks", as that term is generally defined in the Securities Exchange Act of 1934 to mean equity securities with a price of less than $5.00 per share. Thus, our shares will be subject to rules that impose sales practice and disclosure requirements on broker-dealers who engage in certain transactions involving a penny stock.

Under the penny stock regulations, a broker-dealer selling a penny stock to anyone other than an established customer must make a special suitability determination regarding the purchaser and must receive the purchaser's written consent to the transaction prior to the sale, unless the broker-dealer is otherwise exempt.

In addition, under the penny stock regulations, the broker-dealer is required to:

·	Deliver, prior to any transaction involving a penny stock, a disclosure schedule prepared by the Securities and Exchange Commission relating to the penny stock market, unless the broker-dealer or the transaction is otherwise exempt;

·	Disclose commissions payable to the broker-dealer and our registered representatives and current bid and offer quotations for the securities;

·	Send monthly statements disclosing recent price information pertaining to the penny stock held in a customer's account, the account's value, and information regarding the limited market in penny stocks; and

·	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, prior to conducting any penny stock transaction in the customer's account.

Because of these regulations, broker-dealers may encounter difficulties in their attempt to sell shares of our common stock, which may affect the ability of selling shareholders or other holders to sell their shares in the secondary market, and have the effect of reducing the level of trading activity in the secondary market. These additional sales practice and disclosure requirements could impede the sale of our securities, if our securities become publicly traded. In addition, the liquidity for our securities may be decreased, with a corresponding decrease in the price of our securities. Our shares in all probability will be subject to such penny stock rules and our shareholders will, in all likelihood, find it difficult to sell their securities.

Sales of our common stock under Rule 144.

We presently have 90,507,200 common shares outstanding. Of these shares 42,714,202 common shares are held by non-affiliates and 47,792,998 common shares are held by affiliates, which Rule 144 of the Securities Act of 1933, as amended, defines as restricted securities. None of our outstanding shares are eligible for resale under Rule 144.

We are registering 21,944,635 common shares held by non-affiliates. We are not registering shares held by affiliates. The remaining non-affiliate shares as well as all of the remaining affiliates’ shares will still be subject to the resale restrictions of Rule 144. In general, persons holding restricted securities, including affiliates, must hold their shares for a period of at least six months, may not sell more than one percent of the total issued and outstanding shares in any 90-day period, and must resell the shares in an unsolicited brokerage transaction at the market price. The availability for sale of substantial amounts of common stock under Rule 144 could reduce prevailing market prices for our securities.

Holders

As of July 15, 2014, we had 165 shareholders of record of our common stock.

Dividends

We have not declared any cash dividends on our common stock since our inception and do not anticipate paying such dividends in the foreseeable future. We plan to retain any future earnings for use in our business. Any decisions as to future payments of dividends will depend on our earnings and financial position and such other facts, as the board of directors deems relevant.

Transfer Agent

Our transfer agent is Nevada Agency and Transfer Company located at 650 W. Liberty Street, Ste 880, Reno, NV 89501. Their telephone number is 775-322-0626.

Securities Authorized For Issuance Under Equity Compensation Plans

Repurchase of Equity Securities by the Issuer and Affiliated Purchasers

On February 20, 2014 Dallas Gray returned 4,495,734 shares of common stock of the Company for cancellation. Dallas Gray did not receive any consideration for the cancellation of his shares.

Reports to Shareholders

As a result of this offering and assuming the registration statement is declared effective before December 31, 2014, as required under Section 15(d) of the Securities Exchange Act of 1934, we will file periodic reports with the Securities and Exchange Commission through December 31, 2014, including a Form 10-K for the year ended August 31, 2014, assuming this registration statement is declared effective before that date. At or prior to August 31, 2014, we intend voluntarily to file a registration statement on Form 8-A which will subject us to all of the reporting requirements of the 1934 Act. This will require us to file quarterly and annual reports with the SEC and will also subject us to the proxy rules of the SEC. In addition, our officers, directors and 10% stockholders will be required to submit reports to the SEC on their stock ownership and stock trading activity. We are not required under Section 12(g) or otherwise to become a mandatory 1934 Act filer unless we have more than 500 shareholders and total assets of more than $10 million on August 31, 2014. If we do not file a registration statement on Form 8-A at or prior to August 31, 2014, we will continue as a voluntary reporting company and will not be subject to the proxy statement or other information requirements of the 1934 Act, our securities can no longer be quoted on the OTC Bulletin Board, and our officers, directors and 10% stockholders will not be required to submit reports to the SEC on their stock ownership and stock trading activity. We will deliver an annual report to our security holders that will include audited financial statements regardless of whether we are obligated to do so.

Where You Can Find Additional Information

We have filed with the Securities and Exchange Commission a registration statement on Form S-1. For further information about us and the shares of common stock to be sold in the offering, please refer to the registration statement and the exhibits and schedules thereto. The registration statement and exhibits and any materials we file with the Commission may be read and copied, at the SEC's Public Reference Room at 100 F St., N.E., Washington, D.C. 20549, on official business days during the hours of 10 a.m. to 3 p.m. The public may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the Commission and state the address of that site (http://www.sec.gov). Our registration statement and other information we file with the SEC is available at the web site maintained by the SEC at http://www.sec.gov.

EXECUTIVE COMPENSATION

Currently, we have employment agreements with Neal Allen and Michael Watkins, which are described below above. We do not have employment agreements in place with our other executive officers and directors. No compensation was paid to officers or directors in the last two fiscal years, except for (i) 250,000 shares issued to Darren Jacklin in December 2013 for his services as a director and (ii) 2,000,000 shares issued to Dallas Gray in December 2013 for his services as the then-President and as a director.

On February 20, 2014 we entered into a three-year employment agreement with Neal Allen, our Chairman, President and CEO, with the agreement becoming effective on March 1, 2014. Mr. Allen’s salary will be $177,000 per year, increasing by 25% eighteen months from the effective date. The agreement contains customary non-competition, non-solicitation and non-disclosure provisions.

On February 20, 2014 we also entered into a three-year employment agreement with Michael Watkins, our Chief Operating Officer (COO), with the agreement becoming effective on March 1, 2014. Mr. Watkins’ salary will be $104,000 per year, increasing by 25% eighteen months from the effective date. Mr. Watkins will receive a one-time advance of 7.5% of salary; subsequent salary payments will be adjusted to reflect the salary as advanced. The agreement contains customary non-competition, non-solicitation and non-disclosure provisions.

Summary Compensation Table

The table below summarizes all compensation awarded to, earned by, or paid to our Principal Executive Officer, our two most highly compensated executive officers who occupied such position at the end of our latest fiscal year and up to two additional executive officers who would have been included in the table below except for the fact that they were not executive officers at the end of our latest fiscal year, by us, or by any third party where the purpose of a transaction was to furnish compensation, for all services rendered in all capacities to us for the years ended August 31, 2013 and August 31, 2012, the fiscal years since our inception.

											Non-equity
											Incentive		Non-qualified		All
							Stock				Plan		Deferred		Other
Name	Position	Year	Salary		Bonus		Awards		Option		Compensation		Compensation		Compensation		Total

Neal Allen	President, CEO &	2013		0		0		0		0		0		0		0		0
	Director	2012		0		0		0		0		0		0		0		0

Michael Watkins	COO	2013		0		0		0		0		0		0		0		0
		2012		0		0		0		0		0		0		0		0

Dallas Gray	Director & Former	2013		0		0		2,000,000		0		0		0		0		0
	President, CEO	2012		0		0		0		0		0		0		0		0

Darren Jacklin	Director	2013		0		0		250,000		0		0		0		0		0
		2012		0		0		0		0		0		0		0		0

Summary Equity Awards Table

The following table sets forth certain information for our executive officers concerning unexercised options, stock that has not vested, and equity incentive plan awards as of August 31, 2013.

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END AUGUST 31, 2013

	Number of Securities Underlying Unexercised Options (#) Exercisable		Number of Securities Underlying Unexercised Options (#) Not exercisable		Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)		Option Exercise Price ($)		Option Expiration Date		Number of Shares or Units of Stock That Have Not Vested (#)		Market Value of Shares or Units of Stock That Have Not Vested ($)		Equity Incentive Plan Awards: Number Of Unearned Shares, Units or Other Rights That Have Not Vested (#)		Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)

Neal Allen		0		0		0		0		0		0		0		0		0

Michael Watkins		0		0		0		0		0		0		0		0		0

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

                          Dominovas Energy Corporation
                    (formerly Western Standard Energy Corp.)
                           CONSOLIDATED BALANCE SHEETS



                                                                    May 31, 2014          August 31, 2013
                                                                    ------------          ---------------
                                                                     (unaudited)

ASSETS

CURRENT ASSETS
  Cash                                                              $     82,078           $         --
  Prepaids                                                                31,941                  3,156
                                                                    ------------           ------------
                                                                         114,019                  3,156
                                                                    ------------           ------------
LONG TERM ASSETS
  Interest in Dominovas Technologies                                      45,000                     --
  Interest in Pro Eco Energy                                             221,386                     --
                                                                    ------------           ------------

                                                                    $    380,405           $      3,156
                                                                    ============           ============

LIABILITIES

CURRENT LIABILITIES
  Bank indebtedness                                                 $         --           $         76
  Accounts payable and accrued liabilities                               294,526                 80,964
  Due to related parties                                                 139,860                     --
  Notes payable                                                               --                150,000
  Convertible debenture                                                       --                128,289
                                                                    ------------           ------------
                                                                         434,386                359,329
                                                                    ------------           ------------
STOCKHOLDERS' DEFICIT
  COMMON STOCK
    Authorized:
     200,000,000 common shares with par value of $0.001
    Issued and outstanding:
     90,000,000 (August 31, 2013-33,941,993) common shares                90,000                 33,942
  ADDITIONAL PAID IN CAPITAL                                           5,804,566              4,818,940
  OBLIGATION TO ISSUE SHARES                                             117,000                150,000
  DEFICIT ACCUMULATED DURING EXPLORATION STAGE                        (6,065,547)            (5,359,055)
                                                                    ------------           ------------
                                                                         (98,981)              (356,173)
                                                                    ------------           ------------

                                                                    $    380,405           $      3,156
                                                                    ============           ============


   The accompanying notes are an integral part of these financial statements

F-1

                          Dominovas Energy Corporation
                    (formerly Western Standard Energy Corp.)
                      CONDOLIDATED STATEMENTS OF OPERATIONS
                                   (unaudited)

                                                                                                             Cumulative from
                                              Three months    Three months     Nine months     Nine months   February 2, 2005
                                                 ended           ended           ended           ended       (Inception) to
                                                 May 31,         May 31,         May 31,         May 31,         May 31,
                                                  2014            2013            2014            2013            2014
                                              ------------    ------------    ------------    ------------    ------------
EXPENSES
  Advertising and promotion                   $         --    $         --    $         --    $         --    $     48,670
  Audit and accounting fees                         31,410          20,121          74,230          49,197         434,969
  Depreciation                                          --              --              --              --          12,280
  Consulting fees and expenses                      21,000          32,750          64,750         112,625         293,014
  Corporate finance fee                                 --              --              --          47,250          47,250
  Due diligence fee                                     --              --              --              --          35,761
  Directors fee                                         --              --          25,000              --          25,000
  Foreign exchange loss                              1,945              --           4,087              --          29,663
  Gain on disposal of oil and gas properties            --              --              --              --          (5,810)
  Gain on settlement of debt                            --          40,000        (290,000)         40,000        (354,992)
  Interest expense                                      --              --          16,712          11,730          99,260
  Interest income                                       --              --              --              --          (3,716)
  Investor communications and transfer agent            --              --           8,663          13,565         535,230
  Dominovas Energy LLC acquisition costs             3,506              --         469,457              --         469,457
  Legal fees                                       109,783              --         115,510          22,456         373,615
  Loss on investment                                (7,113)             --          17,402              --          17,402
  Marketing                                          3,000              --           4,578              --           4,578
  Office and general administration                116,932          53,437         145,107          86,200         385,512
  Product development                                   --              --              --              --         876,451
  Salaries and management fees                          --              --              --              --       1,283,083
  Stock-based compensation                              --              --              --              --         104,366
  Travel and entertainment                          45,697              --          50,996              --         258,887
  Web and graphic design                                --              --              --              --         129,716
  Write-down of assets and liabilities-net              --              --              --              --         (34,650)
  Write-down of oil and gas property                    --              --              --              --       1,000,551
                                              ------------    ------------    ------------    ------------    ------------
                                                   326,160         146,308         706,492         383,022       6,065,547
                                              ------------    ------------    ------------    ------------    ------------

 NET LOSS                                     $   (326,160)   $   (146,308)   $   (706,492)   $   (383,022)   $ (6,065,547)
                                              ============    ============    ============    ============    ============

LOSS PER SHARE - BASIC AND DILUTED            $      (0.00)   $      (0.00)   $      (0.01)   $      (0.01)
                                              ============    ============    ============    ============
WEIGHTED AVERAGE NUMBER OF COMMON STOCK
 OUTSTANDING - BASIC AND DILUTED                90,179,316      33,944,068      58,460,428      33,944,068
                                              ============    ============    ============    ============

   The accompanying notes are an integral part of these financial statements

F-2

                          Dominovas Energy Corporation
                    (formerly Western Standard Energy Corp.)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (unaudited)

                                                                                                       Cumulative from
                                                           Nine months            Nine months         February 2, 2005
                                                              ended                  ended             (Inception) to
                                                              May 31,               May 31,                May 31,
                                                               2014                  2013                   2014
                                                           ------------           ------------           ------------
CASH FLOW FROM OPERATING ACTIVITIES
  Net loss                                                 $   (706,492)          $   (383,022)          $ (6,110,547)
  Non-cash items included in net loss:
    Impairment of oil and gas properties                             --                     --                960,551
    Gain on disposal of oil and gas properties                       --                     --                 (5,809)
    Interest expense                                             11,711                 11,264                 45,791
    Loss on investment                                           17,402                     --                 17,402
    Dominovas LLC acquisition costs                             465,951                     --                465,951
    Write-down of accounts payable                                   --                     --                 30,374
    Write-down of assets                                             --                     --                 (4,276)
    Write-down of oil and gas properties                             --                     --                 40,000
    Depreciation                                                     --                     --                 12,280
    Gain on settlement of debt                                 (290,000)                40,000               (354,992)
    Stock issued for services                                    42,500                     --                146,866
  Changes in non-cash working capital
    Receivables                                                      --                     --                 (1,070)
    Prepaid expenses                                            (28,785)                (3,155)                  (291)
    Accounts payable and accrued liabilities                    185,561                 26,562                383,702
    Due to related parties                                       78,909                     --                 78,909
                                                           ------------           ------------           ------------
NET CASH USED IN OPERATING ACTIVITIES                          (223,242)              (308,341)            (4,250,158)
                                                           ------------           ------------           ------------
INVESTING ACTIVITIES
  Purchase of equipment                                              --                     --                (20,287)
  Expenditures on oil and gas properties                             --                     --               (703,242)
  Proceeds on sale of oil and gas properties                         --                     --                 38,500
  Investment in Pro Eco                                         (10,000)                    --                (10,000)
                                                           ------------           ------------           ------------
NET CASH USED IN INVESTING ACTIVITIES                           (10,000)                    --               (695,029)
                                                           ------------           ------------           ------------
FINANCING ACTIVITIES
  Due to related parties                                             --                     --              1,307,771
  Notes payable                                                      --                150,000                210,000
  Issuance of common shares for cash                            161,017                158,462              3,004,479
  Convertible debt                                                   --                     --                 (1,000)
  Net cash acquired on recapitalization                              --                     --                351,636
  Forgiveness of notes payable                                  154,379                     --                154,379
                                                           ------------           ------------           ------------
NET CASH FROM FINANCING ACTIVITIES                              315,396                308,462              5,027,265
                                                           ------------           ------------           ------------

INCREASE IN CASH                                                 82,154                    121                 82,078
Cash, beginning                                                     (76)                    --                     --
                                                           ------------           ------------           ------------
CASH, ENDING                                               $     82,078           $        121           $     82,078
                                                           ============           ============           ============
SUPPLEMENTARY INFORMATION
CASH PAID FOR:
  Interest                                                 $         --           $         --           $     34,382
  Income tax                                               $         --           $         --           $         --
                                                           ============           ============           ============
NON-CASH FINANCING AND INVESTING ACTIVITIES
  Forgiveness of debt                                      $         --           $         --           $     24,000
  Loans settled with oil and gas property interest         $         --           $         --           $    214,138
  Loans converted to common shares                         $         --           $         --           $    879,842
  Oil and gas property purchased for common shares         $         --           $         --           $    450,000
                                                           ============           ============           ============

   The accompanying notes are an integral part of these financial statements

F-3

                          Dominovas Energy Corporation
                    (formerly Western Standard Energy Corp.)
                          NOTES TO FINANCIAL STATEMENTS
                                  May 31, 2014


1. BASIS OF PRESENTATION

The  following  interim  unaudited  financial  statements  have been prepared in
accordance  with United States  generally  accepted  accounting  principles  for
interim  financial  information  and  with  the  rules  and  regulations  of the
Securities  and  Exchange  Commission   ("SEC").   Accordingly  these  financial
statements do not include all of the disclosures  required by generally accepted
accounting principles for complete financial statements. These interim unaudited
financial  statements  should be read in conjunction with the Company's  audited
financial  statements  for the year ended  August 31,  2013.  In the  opinion of
management,  the interim unaudited financial statements furnished herein include
all adjustments,  all of which are of a normal recurring nature, necessary for a
fair statement of the results of the interim period presented. Operating results
for the nine month period ended May 31, 2014 are not  necessarily  indicative of
the results that may be expected for the year ending August 31, 2014.

On November 29,  2013,  the Company  acquired  41% of Pro Eco Energy Ltd.  ("Pro
Eco") in exchange for 4,000,000 of the  Company's  common  shares.  Pro Eco is a
private company located in Summerland,  B.C, Canada in the business of providing
energy  efficient and  environmentally  friendly  heating,  ventilation  and air
conditioning ("HVAC") systems for commercial buildings (Note 3).

On  December  2, 2013,  the  Company  entered  into an  agreement  to acquire an
additional 8.25% of Pro Eco (Note 3).

On February 20, 2014, the Company  acquired 100% of Dominovas Energy LLC., which
has completed the  development of a unique  electric power  generating Fuel Cell
system (Note 8).

On  February  24,  2014,  Dominovas  Energy LLC  changed  its name to  Dominovas
Technologies  LLC and is now a  wholly  owned  subsidiary  of  Dominovas  Energy
Corporation.

On  February  24,  2014,  Western  Standard  Energy  Corp.  changed  its name to
Dominovas Energy Corporation.

2. RECENT ACCOUNTING PRONOUNCEMENTS

Recent  pronouncements  with future effective dates are either not applicable or
are not expected to be significant to the financial statement of the Company.

3. INTEREST IN PRO ECO ENERGY

On November 29,  2013,  the Company  acquired  41% of Pro Eco Energy Ltd.  ("Pro
Eco") in exchange for 4,000,000 of the Company's common shares (note 5).

On December 2, 2013,  the Company  entered into an agreement to acquire 8.25% of
Pro Eco Energy Ltd. in exchange for the following payments:

     *    $10,000 due on December 2, 2013 (paid);
     *    $10,000 due December 31, 2013 (unpaid);
     *    $10,000 due January 31, 2014 (unpaid); and
     *    $10,000 due May 31, 2014 (unpaid).

The Company has decided to terminate  the agreement and return the shares to the
vendor.  During the nine month period ended May 31, 2014, the Company recognized
its portion of the loss in Pro Eco of $17,402.

F-4

 4. CONVERTIBLE DEBENTURE

On May 22, 2013, the Company entered into a securities purchase agreement. Under
this  agreement,  a convertible  debenture  (the  "Debenture")  in the amount of
CDN$140,000 was issued to the Lenders.  The Debenture is also convertible,  only
upon default,  into shares of the Company's  common stock equal in number to 50%
of the total issued and  outstanding  Common Stock of the Company at the time of
conversion.  The Debenture is unsecured and matures on May 15, 2014. The Company
also has to deliver  600,000  common shares of the Company to the Lenders by May
15, 2014.

On February 11, 2014,  the Debenture  holders agreed to cancel the Debenture and
waived any and all  obligation  of the Company to pay the debenture or issue the
shares. As a result, a gain on the settlement of $290,000 has been recognized in
for the nine months ended May 31, 2014.

5. COMMON STOCK

Authorized: 200,000,000 common shares.

On April  14,  2010,  the  Company  adopted a stock  option  plan  allowing  the
Company's directors to grant up to 5,000,000 stock options pursuant to the terms
and conditions of the stock option plan. As at May 31, 2014 no options have been
granted.

On December 1, 2013,  the Company issued  1,000,000  shares to an officer of the
Company  for  accounting  services  rendered.  The fair  value of the  shares is
$10,000 (Note 6).

On December 1, 2013,  the Company issued  1,000,000  shares to a director of the
Company  for  consulting  services  rendered.  The fair  value of the  shares is
$10,000 (Note 6).

On December 1, 2013,  the Company  issued  2,250,000  shares to directors of the
Company for directors' fees. The fair value of the shares is $22,500 (Note 6).

On December 6, 2013, the Company issued 3,016,666 shares at $0.001 per share for
gross proceeds of $30,167.

On  December  15,  2013,  the  Company  issued  the  4,000,000  shares  for  the
acquisition  of 41% of Pro Eco  Energy  Ltd.  The fair  value of the  shares  is
$198,788 (Note 3).

On December  20, 2013,  the Company  issued  3,000,000  shares to settle debt of
$75,000  owing to an officer of the Company and to the  President and CEO of the
Company. The fair value of the shares was $30,000. The gain on the settlement of
the debt of $45,000 has been recorded as additional paid in capital (Note 6).

On January 22, 2014, the Company issued  1,385,000 shares at $0.01 per share for
gross proceeds of $13,850.

On February  20, 2014,  the Company  acquired  100% of  Dominovas  Energy LLC in
exchange for 45,000,000 of the Company's  common  shares.  The fair value of the
shares issued is $450,000 (Note 8).

On February 20, 2014, a director of the Company cancelled 4,495,734 shares owned
by the President and CEO of the Company. The value of the shares is $4,496.

On May 15, 2014,  468,000  shares at $0.25 per share were  subscribed  for gross
proceeds of $117,000.  As of May 31, 2014 quarter end, these shares have not yet
been issued and have been recorded under obligation to issue shares.

F-5

 6. RELATED PARTY TRANSACTIONS

During the six months  ended  February 28, 2014,  the Company  incurred  $33,000
(February, 2013 - $55,000) in consulting fees to a relative of a Director of the
Company.  $10,000 of the fees were paid for by the issuance of 1,000,000  shares
(Note 5).  Effective  February 28, 2014,  the related party agreed to cancel the
amounts  owing to him by the  Company and waived any and all  obligation  of the
Company to pay the debt.

During the three  months  ended May 31, 2014,  the Company  incurred  $21,000 in
consulting fees to a relative of a Director of the Company.  As at May 31, 2014,
there was $21,000 owing to the relative of the Director.

During the six months  ended  February 28, 2014,  the Company  incurred  $33,000
(February, 2013 - $Nil) in accounting fees to an officer of the Company. $10,000
of the fees were  paid for by the  issuance  of  1,000,000  shares  (Note 5). On
February 20, 2014,  the officer agreed to cancel the amounts owing to him by the
Company and waived any and all obligation of the Company to pay the debt.

During the three  months  ended May 31, 2014,  the Company  incurred  $21,000 in
accounting  fees to an officer of the  Company.  As at May 31,  2014,  there was
$21,000 owing to the officer.

During the six months  ended  February 28, 2014,  the Company  incurred  $22,500
(February,  2013 - $Nil)  in  directors  fees.  The  fees  were  paid for by the
issuance of 2,250,000 shares (Note 5)

On December  20, 2013,  the Company  issued  3,000,000  shares to settle debt of
$75,000 owing to an officer of the Company and to a relative of the President of
the Company (Note 5). Effective February, 20, 2014, all notes payable owing to a
relative of the President of the Company and to an officer of the Company,  were
cancelled by the note holders and any and all  obligation  of the Company to pay
the notes has been waived.

On February 20, 2014, the Company entered into an employment  agreement with the
President and CEO of the Company. Under the agreement,  the officer will provide
executive  services for  consideration  of $177,000 per year.  The  agreement is
effective on March 1, 2014 and is for a term of 3 years.  The  agreement  may be
terminated by the Company with 30 days' notice.

On February 20, 2014, the Company entered into an employment  agreement with the
Chief Operating  Officer of the Company.  Under the agreement,  the officer will
provide executive services for consideration of $104,000 per year. The agreement
is effective on March 1, 2014 and is for a term of 3 years. The agreement may be
terminated by the Company with 30 days' notice.

On February 20, 2014,  the Company  entered into a consulting  agreement with an
officer of the Company. Under the agreement, the officer will provide accounting
and consulting  services for consideration of $7,000 per month. The agreement is
effective on March 1, 2014 and is for a term of 2 years.

7. COMMITMENTS

On January 1, 2013, the Company  entered into a lease agreement for office space
in  Kelowna,  BC for a term of two years.  Under the  agreement,  the Company is
committed to rent payments of a minimum of $1,779 per month.

On April 28,  2014,  the  Company  entered  into a lease  agreement  for office,
warehouse and production  space in Atlanta,  GA for a term of five years.  Under
the  agreement,  the  Company is  committed  to rent  payments of a minimum of $
13,374 per month commencing November 1, 2014.

8. ACQUISITION OF DOMINOVAS ENERGY LLC

On February  20, 2014,  the Company  acquired  100% of  Dominovas  Energy LLC by
issuing 45,000,000 of its common stock with a fair value of $450,000.

At the February 20, 2014,  Dominovas  Energy LLC had net liabilities of $60,951.
The Company has fully expensed the total costs of acquisition of $510,951.

F-6

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Members of Dominovas Technologies LLC.

We have audited the accompanying balance sheet of Dominovas Technologies LLC as of August 31, 2013 and 2012, and the related statement of operations, members’ deficit and cash flows for the year ended August 31, 2013 and 2012, and the period from August 13, 2012 (inception) through August 31, 2013. These financial statements are the responsibility of the Company's management. 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 an audit to obtain reasonable assurance 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 audits 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. An audit also includes 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, these financial statements present fairly, in all material respects, the financial position Dominovas Technologies LLC as of August 31, 2013 and 2012, and the results of its operations and its cash flows for the year ended August 31, 2013 and 2012, and the period from August 13, 2012 (inception) 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 1 to the financial statements, the Company has not generated revenues since inception, has incurred losses in developing its business, and further losses are anticipated. The Company requires additional funds to meet its obligations and the costs of its operations. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans in this regard are described in Note 1. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ DALE MATHESON CARR-HILTON LABONTE LLP

DALE MATHESON CARR-HILTON LABONTE LLP

CHARTERED ACCOUNTANTS

Vancouver, Canada

May 29, 2014

F-7

Dominovas Technologies LLC

(An Development Stage Company)

BALANCE SHEET

	August 31, 2013			August 31, 2012
ASSETS

Current
Cash	$	10		$	-

Total assets		10			-


LIABILITIES

Current
Due to related party (Note 3)		58,820			8,440

Total liabilities		58,820			8,440

MEMBERS’ EQUITY (DEFICIT)
Membership units		3			3
Deficit		(58,813	)		(8,443	)

Total members’ deficit		(58,810	)		(8,440	)

TOTAL LIABILITIES AND MEMBERS’ DEFICIT	$	10		$	-

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

F-8

Dominovas Technologies LLC

(An Development Stage Company)

STATEMENT OF OPERATIONS

								Accumulated from
								August 13, 2012
	Years ended							(date of inception) to August 31, 2013
	August 31, 2013				August 31, 2012			(date of inception) to August 31, 2013
EXPENSES
Marketing		$	50,370		$	6,866		$	57,236
Professional fees			-			1,577			1,577

NET AND COMPREHENSIVE LOSS		$	(50,370	)	$	(8,443	)	$	(58,813	)

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

F-9

Dominovas Technologies LLC

(An Development Stage Company)

STATEMENT OF CASH FLOWS

							Accumulated from
							August 13, 2012
	Years ended						(date of inception) to August 31, 2013
	August 31, 2013			August 31, 2012			(date of inception) to August 31, 2013
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(50,370	)	$	(8,443	)	$	(58,813	)
Changes in non-cash working capital items:
Due to related party		50,380			8,440			58,820
Net cash provided by (used in) operating activities		10			(3	)		7

CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of membership units		-			3			3
Net cash provided by financing activities		-			3			3

Change in cash		10			-			10

Cash, beginning		-			-			-
Cash, ending	$	10		$	-		$	10

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

F-10

Dominovas Technologies LLC

(An Development Stage Company)

STATEMENT OF MEMBERS’ DEFICIT

	Membership units – number		Membership units – paid-in capital		Deficit			Total

August 13, 2012 (inception)		-	$	-	$	-		$	-

Issuance of membership units		3		3		-			3
Net loss		-		-		(8,443	)		(8,443	)

Balance, August 31, 2012		3		3		(8,443	)		(8,440	)
Net loss		-		-		(50,370	)		(50,370	)

Balance, August 31, 2013		3	$	3	$	(58,813	)	$	(58,810	)

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

F-11

Dominovas Technologies LLC

(A Development Stage Company)

NOTES TO THE FINANCIAL STATEMENTS

August 31, 2013

1. NATURE OF BUSINESS AND CONTINUANCE OF OPERATIONS

Dominovas Technologies LLC (the "Company") was formed on August 13, 2012 under the laws of the state of Delaware as Dominovas Energy LLC. The Company changed its name to Dominovas Technologies LLC on February 24, 2014. The Company is the developer of utility sized fuel cell systems.

Going Concern

These financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has not generated revenues since inception and has not paid any dividends and is unlikely to pay dividends or generate earnings in the immediate or foreseeable future. These factors raise substantial concern about the ability of the Company to continue as going concern. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations and to determine the existence, discovery and successful exploitation of economically recoverable reserves in its resource properties.

These financial statements do not include any adjustments to the classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Management of the Company has undertaken steps as part of a plan with the goal of sustaining Company operations for the next twelve months and beyond. These steps include continuing efforts to raise additional capital and/or other forms of financing; and controlling overhead and expenses. There can be no assurance that any of these efforts will be successful.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

These financial statements are presented in accordance with generally accepted accounting principles in the United States ("US GAAP") and the rules and regulations of the Securities and Exchange Commission ("SEC") and are expressed in US dollars.

Use of Estimates

The preparation of financial statements in conformity with US GAAP 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 revenues and expenses during the reporting period. Significant areas of estimate include the recognition of deferred income tax assets and the measurement of financial instruments and stock bases transactions. Actual results could differ from those estimates.

Basic and Diluted Net Loss Per Share

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

Fair Value of Financial Instruments

The following provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which fair value is observable:

Level 1 – fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities;

F-12

Level 2 – fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

Level 3 – fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).

These financial instruments are measured using management’s best estimate of fair value, where the inputs into the determination of fair value require significant management judgment to estimation. Valuations based on unobservable inputs are highly subjective and require significant judgments. Changes in such judgments could have a material impact on fair value estimates. In addition, since estimates are as of a specific point in time, they are susceptible to material near-term changes. Changes in economic conditions may also dramatically affect the estimated fair values.

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 financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include due to related parties.

Recent Accounting Pronouncements

Recent pronouncements with future effective dates are either not applicable or are not expected to be significant to the financial statements of the Company.

3. RELATED PARTY TRANSACTIONS

As at August 31, 2013, $58,820 (2012 - $8440) was due to a member of the Company. The amount is unsecured, does not bear interest and has no fixed terms of repayment.

F-13

PROSPECTUS – SUBJECT TO COMPLETION DATED JULY 25, 2014

DOMINOVAS ENERGY CORPORATION

Selling shareholders are offering up to 21,944,635 shares of common stock. The selling shareholders will offer their shares at prevailing market prices or privately negotiated prices.

Our common stock is quoted on the OTC Bulletin Board, Ticker: “DNRG”.

Dealer Prospectus Delivery Obligation

Until October 25, 2014 (90 days from the date of this prospectus) all dealers that effect transactions in these securities, whether or not participating in this offering, may be required to deliver a prospectus. This is in addition to the dealers' obligation to deliver a prospectus when acting as underwriters and with respect to their unsold allotments or subscriptions.

PART II-INFORMATION NOT REQUIRED IN PROSPECTUS

INDEMNIFICATION OF OFFICERS AND DIRECTORS

Pursuant to Section 607.0850 of the Nevada Revised Statutes, we have the power to indemnify any person made a party to any lawsuit by reason of being a director or officer of the Registrant, or serving at the request of the corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise against expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by him in connection with such action, suit or proceeding if he acted in good faith and in a manner he reasonably believed to be in or not opposed to the best interests of the corporation, and, with respect to any criminal action or proceeding, had no reasonable cause to believe his conduct was unlawful. Our Bylaws provide that the Registrant shall indemnify its directors and officers to the fullest extent permitted by Nevada law.

With regard to the foregoing provisions, or otherwise, we have been advised that in the opinion of the Securities and Exchange Commission, such indemnification is against public policy as expressed in the Securities Act of 1933, as amended, and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by us of expenses incurred or paid by a director, officer or controlling person of the Corporation in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the common shares being registered, we will, unless in the opinion of our counsel the matter has been settled by a controlling precedent, submit to a court of appropriate jurisdiction the question of whether such indemnification by us is against public policy as expressed in the Securities Act of 1933, as amended, and will be governed by the final adjudication of such case.

OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION

The following table is an itemization of all expenses, without consideration to future contingencies, incurred or expected to be incurred by our Corporation in connection with the issuance and distribution of the common shares being offered by this Prospectus. Items marked with an asterisk (*) represent estimated expenses. We have agreed to pay all the costs and expenses of this offering. Selling security holders will pay no offering expenses.

Item	Amount

SEC Registration Fee	$	1,696.
Legal Fees and Expenses*	$	20,000
Accounting Fees and Expenses*	$	12,500
Miscellaneous*	$	5,000
Total*	$	39,196

* Estimated Figure

RECENT SALES OF UNREGISTERED SECURITIES

Prior to this Offering, we offered and sold securities below. None of the issuances involved underwriters, underwriting discounts or commissions. We relied upon Sections 4(2) of the Securities Act of the Securities Act of 1933, as amended, and Regulation S promulgated thereunder, for the offer and sale of the securities.

We believed these exemptions were available because:

·	We are not a blank check company;

Sales were made to non-United States Persons; or

As to sales to United States Persons:

·	Sales were not made by general solicitation or advertising;

II-1

·	All certificates had restrictive legends;

·	Sales were made to persons with a pre-existing relationship to our directors or executive officers; and

·	Sales were made to investors who represented that they were accredited investors.

In connection with the above transactions, although some of the investors may have also been accredited, we provided the following to all investors:

·	Access to all our books and records

·	Access to all material contracts and documents relating to our operations.

The opportunity to obtain any additional information, to the extent we possessed such information, necessary to verify the accuracy of the information to which the investors were given access. Prospective investors were invited to review at our offices at any reasonable hour, after reasonable advance notice, any materials available to us concerning our business.

On May 15, 2014, the Company issued 468,000 shares at $0.25 per share in an exempt private placement for gross proceeds of $117,000.