Discussion and analysis by UPAY management of the financial situation and operating results (Form 10-Q)

FORWARD-LOOKING STATEMENTS

This document contains “forward-looking statements”. All statements other than statements of historical fact are “forward-looking statements” for the purposes of federal and state securities laws, including, but not limited to, projections of earnings, income or other items. financial; any statement of management’s plans, strategies and objections for future operations; any statement regarding new services or developments offered; any statement regarding economic conditions or future performance; any statement or belief; and any statement of hypothesis underlying any of the above.

Forward-looking statements may include the words “may”, “could”, “estimate”, “intend”, “continue”, “believe”, “expect” or “anticipate” or other similar words. . These forward-looking statements only present our estimates and assumptions as of the date of this report. With the exception of our applicable securities laws, we do not intend, and assume no obligation, to update any forward-looking statements.

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

  · Our results are vulnerable to economic conditions;




  · Our ability to raise adequate working capital;




  · Loss of customers or sales weakness;




  · Inability to achieve sales levels or other operating results;




  · The unavailability of funds for expansion purposes;




  · Operational inefficiencies;




  · Increased competitive pressures from existing competitors and new entrants.




Trends and Uncertainties

Our business is subject to the following trends and uncertainties:

    ·   Whether our system will be adaptable to the company's needs and the
        country in which they are located




    ·   Whether we will develop interest in our software system in the countries
        that we plan on conducting our business




  · The level of activity of credit facilities and their need for our software

End of planned operations in the United States

In December 2021, we ended our plan to continue operating in the United States for the following reasons: (a) increased state regulation and associated increase in transaction costs, which will cause difficulties in complying with various regulations. increased states and costs; (b) pending and potential legislation that would significantly hamper our ability to operate successfully in the we; and (c) the negative impact of Covid-19 on our business and on the US economy.

We plan to grow our business by organically developing our South Africa
operations and potentially expand our business to other Africa countries.

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Operating results: For the 3 months ended November 30, 2021 and November 30, 2020

Revenues

Our income for the 3 month period ended November 30, 2021 and November 30, 2020 were $ 388,118 and $ 289,662, respectively, reflecting the increase in income of
$ 98,456. the $ 98,456 of the increase in revenue is mainly attributable to the successful implementation of a new type of transaction, DebiCheck, in South Africa
resulting in a growth of our South Africa transaction income.

DebiCheck is a new type of debit order transaction integrated into our Loan management software and is our new revenue stream that helps consumers make payments to lenders more efficiently. DebiCheck was introduced by the Reserve Bank of South Africa and was introduced as a complete and mandatory replacement for the previous transaction types in the industry, namely AEDO and NAEDO, which we used before. We have a mark-up on DebiCheck’s transaction fees that we offer to customers and charge these fees per transaction processed.

Net Loss/Profit

We had a net profit of $ 16,820 and a net loss of $ 19,171 for the 3 months ended
November 30, 2021 and November 30, 2020 , respectively, reflecting a decrease in the net loss of $ 35,991, which is mainly due to the growth of our South Africa Commercial operations.

Expenses

We incurred total expenses of $ 251,049 and $ 235,059, respectively, for the 3 month period ended November 30, 2021 and 2020, reflecting the increase in $ 15,990, which is mainly attributable to an increase in general operating expenses due to the growth of our South Africa operations ..

Operating results: For the 9 months ended November 30, 2021 and November 30, 2020

Revenues

Our income for the 9 month period ended November 30, 2021 and 2020 were
$ 1,081,624 and $ 733,640, respectively, reflecting the increase in income of
$ 347,984. the $ 347,984 of the increase in revenues is mainly attributable to an increase in revenues in our South Africa thanks to the successful implementation of DebiCheck.

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Net Loss/Profit

We suffered a net loss of $ 314,381 and a net loss of $ 133,368 for the completed 9 months
November 30, 2021 and 2020, respectively, reflecting an increased net loss of
$ 181,013, which is primarily due to an increase in general operating expenses in our US business.

Expenses

We incurred total expenses of $ 1,023,303 and $ 660,792, respectively, for the 9 month period ended November 30, 2021 and 2020, reflecting the increase in total spending by $ 362,511, which is primarily due to an increase in general operating expenses in our US business.

Liquidity and capital resources

We had a working capital of $ 1,148 to November 30, 2021 and working capital of
$ 8,172 at the end of our fiscal year of February 28, 2021, representing a decrease in working capital of $ 7,024.

Our net cash from operating activities was $ 189,927 and $ 2,586 for the completed 9 months November 30, 2021 and 2020 reflecting the increase in net cash provided by operating activities of $ 187,341.

Our net cash used in investing activities has been ($ 3,383) and ($ 23,420)
respectively, for the 9 months ended November 30, 2021 and 2020, reflecting the decrease in net cash used in investing activities of $ 20,037.

Our net cash from financing activities was $ 88,668 and $ 94,244 for the 9-month period ended November 30, 2021 and 2020, respectively, reflecting a decrease in net cash provided by financing activities of $ 5,576.

Off-balance sheet provisions

Nothing.

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