WESTBRIDGE ENERGY CORPORATION

Management's Discussion and Analysis

Year Ended December 31, 2019

Form 51-102F1

MANAGEMENT'S DISCUSSION & ANALYSIS

WESTBRIDGE ENERGY CORPORATION

Date

The effective date of this MD&A is June 10, 2020.

Introduction

The following management's discussion and analysis ("MD&A") of the financial condition and results of the operations of Westbridge Energy Corporation ("Westbridge" or the "Company") constitutes management's review of the factors that affected the Company's financial and operating performance for the year ended December 31, 2019. This MD&A was written to comply with the requirements of National Instrument 51-102 Continuous Disclosure Obligations.

This discussion should be read in conjunction with the audited consolidated financial statements of the Company for the year ended December 31, 2019, together with the notes thereto. Results are reported in Canadian dollars, unless otherwise noted. In the opinion of management, all adjustments (which consist only of normal recurring adjustments) considered necessary for a fair presentation have been included.

The results for the year ended December 31, 2019 are not necessarily indicative of the results that may be expected for any future period. Information contained herein is presented as at this date, unless otherwise indicated.

For the purposes of preparing this MD&A, management, in conjunction with the Board of Directors, considers the materiality of information. Information is considered material if: (i) such information results in, or would reasonably be expected to result in, a significant change in the market price or value of the Company common shares; or (ii) there is a substantial likelihood that a reasonable investor would consider it important in making an investment decision; or (iii) if it would significantly alter the total mix of information available to investors.

Additional information about Westbridge is available at www.Sedar.com.

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Description of the Business

Westbridge Energy Corporation (the "Company") is incorporated under the laws of British Columbia and its principal business activity is the acquisition and development of oil and gas properties. The Company was incorporated on February 9, 1956.

On April 9, 2019, the Company's common share listing was transferred to NEX, a separate board of the TSX Venture Exchange ("TSX.V"), for failing to meet all of the Tier 2 Maintenance Requirements ("TMR"). NEX is a separate board of the TSX.V for companies previously listed on the TSX.V or the Toronto Stock Exchange which have failed to maintain compliance with on-going financial listing standards of those markets. NEX has been designed to provide a forum for the trading of publicly listed companies without business revenues while they seek and undertake transactions in furtherance of a qualifying business acquisition and their reactivation on the TSX.V or the Toronto Stock Exchange.

The address of the Company's corporate office and principal place of business is Suite 615 - 800 West Pender Street, Vancouver, British Columbia, V6C 2V6. Westbridge Energy Corporation is a junior oil and natural gas exploration and production company. However, at this time, it has no active projects.

Subsequent Events

Subsequent to December 31, 2019,

  1. Mr. Darren Collins resigned as President and CEO of the Company while remaining CFO and Secretary of the Company;
  2. Mr. Scott Kelly, a current director of the Company, was appointed President and CEO of the Company;
  3. the Company closed a non-brokered private placement offering (the "Offering") and issued 5,000,000 common shares at $0.05 per share for gross proceeds of $250,000. The shares issued in the Offering are subject a hold period expiring October 10, 2020. No finder's fees were paid in the Offering. Following closing of the Offering, there are 13,359,293 common shares outstanding.

Financing Activity During the Year Ended December 31, 2019

1,300,000 share purchase warrants were exercised at $0.05 for gross proceeds of $65,000.

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Selected Annual Financial Information

Year-end

Year-end

Year-end

12/31/19

12/31/18

12/31/17

Basis of preparation

IFRS

IFRS

IFRS

Revenues (Net)

$

Nil

$

Nil

$ (4,255)

General and Administrative Expenses

(not including stock based compensation)

67,780

112,700

98,912

Stock Based Compensation Expenses

-

-

-

Comprehensive Loss

(56,035)

(370,376)

(111,044)

Per Share

(0.01)

(0.05)

(0.02)

Working Capital (Deficiency)

(611,823)

(620,788)

(548,412)

Exploration and evaluation assets

-

-

-

Long Term Liabilities

17,311

17,311

17,311

Shareholders' Equity (Deficiency)

Dollar Amount

$ (629,134)

$ (638,099)

$ (315,723)

Number of Securities

8,359,293

7,059,293

6,099,293

Results of Operations

Summary of Quarterly results

Q4

Q3

Q2

Q1

Q4

Q3

Q2

Q1

2019

2019

2019

2019

2018

2018

2018

2018

General and Admin Expenses

$ 16,278

$

15,246

$

20,789

$

15,467

$

35,158

$ 17,526

$

34,029

$

25,987

Income (loss) before other items

(16,278)

(15,246)

(20,789)

(15,467)

(35,158)

(17,526)

(34,029)

(25,987)

Other Items

11,206

-

-

539

(258,186)

-

11

499

Currency translation adjustment

-

-

-

-

-

-

-

-

Comprehensive loss for the period

(5,072)

(15,246)

(20,789)

(14,928)

(293,344)

(17,526)

(34,018)

(25,488)

Basic loss per share

0.00

0.00

0.00

0.00

0.05

0.00

0.00

0.00

* See the financial statements regarding these items.

Results of Operations for the Year Ended December 31, 2019

During the year ended December 31, 2019, the Company incurred a net loss of $56,035 (2018 - $370,376) comprised of General and Administrative expenses ("G&A") of $67,780 (2018 - $112,700) and Other Income of $11,745 (2018 - loss of $257,676). The decrease was mainly due to $Nil (2018 - $30,000) in management fees. These fees have been suspended until a new project or business is acquired. Professional fees also decreased to $15,655 (2018 - $25,634) due to lower audit and accounting fees.

Other income was comprised of a foreign exchange gain of $11,206 (2018 - $13,825) on the revaluation of some payables due in United States and Namibian dollars and interest income of $539 (2018 - $499). The previous year included a loss of $272,000 on the write-off of a performance bond.

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Results of Operations for the Three Months Ended December 31, 2019

During the three months ended December 31, 2019, the Company incurred a net loss of $5,072 (2018 - $293,344) comprised of G&A of $16,278 (2018 - $35,158) and Other Income of $11,206 (2018 - loss of

$258,186). The decrease was mainly due to $Nil (2018 - $7,500) in management fees charged. These fees have been suspended until a new project or business.is acquired. Professional fees also decreased to $4,849 (2018 - $17,500) due to lower audit and accounting fees.

Other income was comprised of a foreign exchange gain of $11,206 (2018 - $13,825) on the revaluation of some payables due in United States and Namibian dollars. The previous year included a loss of $272,000 on the write-off of a performance bond.

Liquidity and Capital Resources

At December 31, 2019, the Company had cash on hand of $8,519 (December 31, 2018 - $9,717) and a working capital deficiency of $611,823 (December 31, 2018 - $620,788). The Company will need to be recapitalized in order to continue as a going concern.

Commitments

Other than the commitments discussed in the exploration and evaluation section and the related party section, the Company has no commitments.

Off-Balance Sheet Transactions

The Company does not have any off-balance sheet transactions.

Related Party Transactions for the Year Ended December 31, 2019

  1. The Company paid or accrued management fees of $Nil (2018 - $30,000) to 2263171 Ontario Inc., a company controlled by the CFO, Secretary and former CEO of the Company, Darren Collins;
  2. The Company paid or accrued administration fees of $30,000 (2018 - $30,000) to New Dawn Holdings Ltd., a company controlled by Paul Larkin, a Director of the Company. The fees are for the day to day financial administration and office rent for the Company.

Amounts due to related parties are non-interest bearing, unsecured and have no specific terms of repayment. Related party transactions are in the normal course of operations, occurring on terms and conditions that are similar to those of transactions with unrelated parties and, therefore, are measured at the exchange amount.

Proposed Transaction

There are currently no proposed transactions, except as otherwise disclosed in this MD&A. Confidentiality agreements may be entered into from time to time with independent entities to allow for discussions of the potential acquisition and or development of certain properties.

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Westbridge Energy Corporation published this content on 23 January 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 23 January 2022 20:53:02 UTC.