See accompanying notes to these financial statements.

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See accompanying notes to these financial statements.

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NOTE 1: ORGANIZATION AND BUSINESS OPERATIONS

PUGET TECHNOLOGIES, INC. (“the Company”) was incorporatedexpand into Palm Beach County. It is currently organized under the laws of the State of Nevada, U.S.Florida as a limited liability company but, should the Parties enter into a reorganization agreement as proposed below, it would convert into a Florida corporation as permitted under Section 607.11933, Florida Statutes. It currently operates a multi-location clinic employing or independently contracting with 119 individuals, including two psychiatrists, one licensed mental health counselor supervisor, one licensed clinical social worker supervisor and one licensed marriage and family therapy supervisor who supervise seventeen therapists in the mental health department; one board certified behavior analyst, one board certified assistant behavior analyst and two registered behavior technicians; and, five advanced registered nurse practitioners in the field of psychiatry. In the area of case management four licensed clinical social worker supervisors supervise forty-nine licensed clinical social workers. The clinic has provided services to approximately 2,150 patient/clients who remain in the system of which they have an active patient base of approximately 1,100 at any one time but anticipate material expansion after the proposed reorganization through the acquisition of compatible and complementary businesses, as well as by establishing additional clinics, initially in the State of Florida. Its total revenues for the calendar years ended December 31, 2018 (nine months), 2019 and 2020 increased from $959,871 to $3,237,687 and then to $5,540,711.

Its activities are licensed by the State of Florida through the Agency for Health Care Administration and are subject to conditions imposed by major insurance carriers as well as government insurance programs such as Medicaid with which it coordinates its activities. Its major areas of concentration involve group therapy, psycho-social rehabilitation and comprehensive behavioral assessment but BCSF is also highly involved in individual therapy, development of management skills, speech therapy, physical therapy, occupational therapy, targeted case management, mental health treatment plans and medication management.

There are no assurances that the parties will in fact negotiate a definitive agreement, that even if they do, such agreement will close, or even if it were to close, that the proposed association would be successful. The foregoing is forward-looking information. You can identify forward-looking statements as those that are not historical in nature, particularly those that use terminology such as “may”, “will”, “should”, “expects”, “anticipates”, “contemplates”, “estimates”, “believes”, “plans”, “projects”, “predicts”, “potential” or “continue” or the negative of these similar terms. In evaluating these forward-looking statements, you should consider various factors, including the following: (a) those risks and uncertainties related to general economic conditions, (b) whether the Registrant is able to manage its planned growth efficiently and operate profitably, (c) whether it is able to generate sufficient revenues or obtain financing to sustain and grow its operations, and (d) whether it is able to successfully fulfill its primary requirements for cash. The Registrant’s actual results may differ significantly from the results projected in the forward-looking statements.

A copy of the above described letter denominated “preliminary understandings and agreements pertaining to a proposed corporate reorganization” was included as an exhibit to the current report on Form 8-K filed by the Registrant on March 17, 2010. Our business has been developing2, 2021. As a material subsequent event, the Registrant, the equity holders of BCSF and selling leading edge consumer oriented products readyBCSF entered into a reorganization agreement embodying and amplifying on the terms of the letter of intent on +++. A copy of such agreement +++

On April 12, 2021, the Registrant entered into an agreement with Víctor Germán Quintero Toro pursuant to which Mr. Quintero was appointed as the Registrant’s Chief Technologies Officer. A copy of such agreement was filed as exhibit 10.04 to a report of current event filed by the Registrant on Form 8-K on or about April 13, 2021.

Mr. Quintero’s duties include responsibility for rapid commercialization howeverthe design, development and maintenance of the Registrant’s internet presence including its website, its social media presence, information concerning Puget on the Internet, the Registrant’s internet security, etc., in January 2015 we acquiredcoordination with the assetsRegistrant’s board of a travel technology companydirectors, board of advisors, strategic consultant and now include that businesssuperior officers, evaluation of all potential acquisitions and monitoring all acquisitions and operating subsidiaries with respect to all matters involving technology; in our business plan. Muchcoordination with the Registrant’s board of our resources are dedicated todirectors, board of advisors, strategic consultant and superior officers, coordination and monitoring of all research and development activities involving technology; development of personal proprietary information conceived by him with respect to software applications for use on computers and other intelligent devices in the areas of coordination of medical services and transportation systems, provided that they are not abandoned by the Registrant and are placed into operation prior to the end of the initial term of the Agreement, subject to a retained 10% royalty interest in favor of Mr. Quintero from all income derived therefrom by or through the Registrant; and, performance of such other duties as are assigned to him by the Registrant’s president and boards of directors, subject to compliance with all applicable laws and fiduciary obligations. Additional provisions involving intellectual property provide that except as specifically excluded in the agreement intellectual property developed by Mr. Quintero will belong to the Registrant subject to a ten percent royalty interest in favor of Mr. Quintero, provided that, if the intellectual property is not marketed within three years, then it will revert to Mr. Quintero and the Registrant will be entitled to a ten percent royalty interest.

Mr. Quintero is currently developing a proprietary transport control and programming system based on big data (a field that treats ways to analyze, systematically extract information from, or otherwise deal with data sets that are too large or complex to be dealt with by traditional data-processing application software) and artificial intelligence; and, a proprietary platform for improved doctor patient scheduling and treatment interaction. Such projects are expected to be developed and marketed by the Registrant and test marketed in the Commonwealth of Puerto Rico where the Registrant anticipates conducting a substantial portion of its activities in order to provide consumersavail itself of benefits provided under the Puerto Rico Incentives Code Act(Act 60-2019). Excluded from the agreement is a proprietary hydroponic, hermetic, automated and controlled cultivation system using artificial intelligence (Colombian patent number NC2020 / 0000681) which Mr. Quintero will develop and market independently.

On or about May 10, 2021, Messrs. Andrew Spencer, Dr. Pranav Nawani, Ph.D., and Mr. David Burnett, three members of the Registrant’s Board of Advisors engaged in the development and implementation of photovoltaic nanotechnology for use in improving the performance of solar energy collection devices, including solar panels, have submitted a proposal outlining the terms under which they would transfer such technology to a joint venture with quality options whilethe Registrant. The Registrant is giving it serious consideration. However, given the Registrant’s current schedule involving BCSF and the proprietary applications involving improved transportation and medical service delivery contributed to the Registrant by its Chief Technologies Officer, it will need to carefully consider the proposal at the next meeting the expectations of its investors. Board of Directors immediately following the annual meeting of shareholders.

The Company has generated limited revenueRegistrant continues to date and consequentlyactively pursue its operations are subject to all risks inherentbusiness initiatives in the establishmentCommonwealth of Puerto Rico. Current activities include taking the steps needed to progress the creation of the new subsidiary in the region, pursuing the commercialization of the logistics software acquired from its Chief Technologies Officer and seeking out local corporate and government partners. The initial step will be the organization of a newsubsidiary under the laws of the Commonwealth of Puerto Rico and opening of related offices in the San Juan area expected sometime in July of 2021.

Caveat

The foregoing plans and business enterprise. Formodels are speculative, totally reliant on the periodexperience of the Registrant’s management and independent consultants and contractor’s to be recruited and retained by the Registrant, and on market conditions beyond the Registrant’s control, and, on the Registrant’s ability to obtain significant additional financing, as to which there can be no assurances. In addition, the Registrant is likely to encounter significant competition in its quest for desirable acquisition candidates and thereafter, even if successful, in the operations of the acquired companies. Consequently, no assurances can be provided that the Registrant’s ambitious current business plans can or will be implemented as envisioned, or that even if implemented, they will prove successful.

Going concern and Liquidity Considerations

The accompanying financial statements have been prepared assuming that Registrant will continue as a going concern which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. As of April 30, 2021, the Registrant had recurring losses from inception on March 17, 2010 through July 31, 2015 the Company hasoperations, an accumulated deficit of $1,505,530. $6,691,096and had earned no revenues. The Registrant intends to fund operations through equity financing arrangements which may be insufficient to fund its capital expenditures, working capital and other cash requirements for the year ending October 31, 2021.

The ability of the Registrant to emerge from the development stage is dependent upon, among other things, obtaining additional financing to continue operations, and development of its business plan. In response to these problems, management intends to raise additional funds through public or private placement offerings and to acquire one or more operating companies. These factors, among others, raise substantial doubt about the Registrant’s ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 2:  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIESNote 2 Summary of Significant Accounting Policies

Basis of Presentation of Unaudited Interim Financial Statements

The accompanying unaudited interim financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars.

Principles of Consolidation

The accompanying consolidated financial statements represent the consolidated financial position and results of operations of the Company and include the accounts and results of operations of the Company and its subsidiaries. The accompanying consolidated financial statements include the active entity of Puget Technologies, Inc. and its wholly owned subsidiaries, Weistek USA and Puget Travel Subsidiary Corporation. The Company has relied upon the guidance provided by ASC Topic NO.810-10-15-3.

Going Concern

The financial statements have been prepared on a going concern basis which assumes the Company will be able to realize its assets and discharge its liabilities in the normal course of business for the foreseeable future. The Company has incurred losses since inception resulting in an accumulated deficit of $1,505,530 as of July 31, 2015 and further losses are anticipated in the development of its business raising substantial doubt about the Company's ability to continue as a going concern. The ability to continue as a going concern is dependent upon the Company generating profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management intends to finance operating costs over the next twelve months with existing cash on hand and loans from directors or third parties and or private placement of common stock.

Cash and Cash Equivalents

The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents. The Company had $15,484 and $7,879 cash and cash equivalents as of July 31, 2015 and October 31, 2014.

Use of Estimates and Assumptions

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requiresof America for interim financial statements and with the instructions to Form 10-Q and Article 8 of Regulation S-X of the United States Securities and Exchange Commission (“Commission”). Accordingly, they do not contain all information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. In the opinion of the Registrant’s management, the accompanying unaudited financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to make estimatespresent the financial position of the Registrant as of April 30, 2021 and assumptions that affect the reported amountsresults of assetsoperations and liabilities and disclosurecash flows for the periods presented. The results of contingent assets and liabilities atoperations for the datequarterly period ended January 31, 2021 are not necessarily indicative of the operating results for the full fiscal year or any future period. These unaudited interim financial statements should be read in conjunction with the financial statements as well as the reported amount of revenues and expenses during the reporting period.

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The Company’s significant estimates and assumptions include the fair value of financial instruments; revenue recognized or recognizable; sales returns and allowances; income tax rate, income tax provision; and the assumption that the Company will be a going concern.  Those significant accounting estimates or assumptions bear the risk of change due to the fact that there are uncertainties attached to those estimates or assumptions, and certain estimates or assumptions are difficult to measure or value.

Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable in relation to the financial statements taken as a whole under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.

Management regularly evaluates the key factors and assumptions used to develop the estimates utilizing currently available information, changes in facts and circumstances, historical experience and reasonable assumptions. After such evaluations, if deemed appropriate, those estimates are adjusted accordingly.

Actual results could differ from those estimates.

Foreign Currency Translation

The Company's functional currency and its reporting currency is the United States dollar.

Fair Value of Financial Instruments

The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels.  The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs.  The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable.

The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs.  If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument.

The carrying amounts of the Company’s financial assets and liabilities, such as cash, income tax payable and accrued expenses, approximate their fair values because of the short maturity of these instruments.

Transactions involving related parties cannot be presumed to be carried out on an arm's-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Representations about transactions with related parties, if

made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm's-length transactions unless such representations can be substantiated.

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It is not, however, practical to determine the fair value of advances from stockholder, if any, due to their related party nature.

Related Parties

The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions.

Pursuant to Section 850-10-20 the related parties include: a. affiliates of the Company; b. entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; c. trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; d. principal owners of the Company; e. management of the Company; f. other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g. other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests.

The financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: a. the nature of the relationship(s) involved; b. description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c. the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d. amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement.

Stock-based Compensation

Stock-based compensation is accounted for at fair value in accordance with ASC Topic 718. To date, the Company has not adopted a stock option plan and has not granted any stock options.

Income Taxes

The Company follows Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have beennotes thereto included in the financial statements or tax returns.  Under this method, deferred tax assets and liabilities are basedRegistrant’s Annual Report on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effectForm 10-K for the year in which the differences are expected to reverse.  Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized.  Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.  The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Operations in the period that includes the enactment date.

The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”). Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements.  

Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position.  The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement.  Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures.

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Uncertain Tax Positions

The Company did not take any uncertain tax positions and had no adjustments to the unrecognized tax liabilities or benefits pursuant to the provisions of Section 740-10-25 for the quarter ended July 31, 2015.

Inventories

Inventories are stated at the lower of cost or market. The cost for inventories is determined using the first-in, first-out method. The cost includes all expenditures incurred in bringing the goods to the point of sale and putting them in a sellable condition. In assessing the ultimate realization of inventories, the management makes judgments as to future demand requirements compared to current or committed inventory levels. The Company estimates the demand requirements based on market conditions, forecasts prepared by its customers, sales contracts and orders in hand. In addition, the Company estimates net realizable value based on intended use, current market value and inventory aging analyses. The Company writes down inventories for estimated obsolescence or unmarketable inventory equal to the difference between the cost of inventories and their estimated market value based upon assumptions about future demand and market conditions.  There was zero recorded value for inventory at July 31, 2015 and zero October 31, 2014.2020 filed with the Commission on February 12, 2021.

Basic and Diluted Loss Perper Share

The CompanyRegistrant computes loss per share in accordance with “ASC-260”“ASC-260”, “Earnings“Earnings per Share”Share” which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive.

The CompanyRegistrant has noPreferred B shares which can convert to common shares at a rate 10 shares common for each Preferred B share. However since the inclusion of the effects of these potential dilutive instruments and accordingly basicconversions on the net loss per share would be anti-dilutive loss and diluted loss per share are equal.

Fiscal Periods The total potential shares not included in the calculation are 30,019,040 as of April 30, 2021.

The Company's fiscal year end is October 31.Recently Issued Accounting Pronouncements

RecentManagement has considered all recent accounting pronouncements

issued. The Financial Accounting Standards Board (“FASB”) periodically issues new accounting standards inRegistrant’s management believes that these recent pronouncements will not have a continuing effort to improve standards of financial accounting and reporting. The Company has reviewed the recently issued pronouncements.  During this review the Company decided to early adopt ASU 2014-10 which eliminates the definition of a development stage entity, eliminates the development stage presentation and disclosure requirements under ASC 915, and amends provisions of existing variable interest entity guidance under ASC 810.

Advertising

The Company follows the policy of charging the costs of advertising to expenses incurred. The Company incurred $1,107 and $0 in advertising costs during the nine month periods ended July 31, 2015 and 2014, respectively.

Revenue Recognition

Revenue from travel commissions are recognized as earned.

Reclassifications

Prior period financial statement amounts have been reclassified to conform to current period presentation.

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NOTE 3: CONVERTIBLE REDEEMABLE NOTES

A summary of notes payable for the nine-month period ended July 31, 2015 is as follows:

CONVERTIBLE REDEEMABLE NOTE # 1

On February 2, 2015, the Company issued an unsecured 8% Convertible Redeemable Note # 1, in the amount of $75,000, which is due January 30, 2016 with interestmaterial effect on the unpaid principal balance thereof at the rate of eight percent (8%) per annum until the same becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise (ADAR). The principal and any accrued interest is convertible into shares of common stock at the discretion of the note holder. The conversion price (the “Conversion Price”) shall equal 57.5% multiplied by the Market Price (as defined therein) (representing a discount rate of 42.5%). The Company may prepay the amounts outstanding hereunder pursuant to the terms and conditions however after the expiration of one hundred eighty (180) following the date of the note, the Company shall have no right of prepayment. As of July 31, 2015, the Company had accrued interest of $3,000 for this note. A beneficial conversion feature was valued however the amounts of this feature were not considered material to theRegistrant’s unaudited interim financial statements taken as a whole.statements.

CONVERTIBLE REDEEMABLE NOTE # 2

On February 2, 2015, Puget Technologies, Inc (the "Company") finalized a Convertible Redeemable Note #2 in the amount of $53,500, which is due January 28, 2016 with interest on the unpaid principal balance thereof at the rate of eight percent (8%) per annum until the same becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise. The principal and any accrued interest is convertible into shares of common stock at the discretion of the note holder. The conversion price (the “Conversion Price”) shall equal 54% multiplied by the Market Price (as defined therein) (representing a discount rate of 46%). The Company may prepay the amounts outstanding hereunder pursuant to the terms and conditions however after the expiration of one hundred eighty (180) following the date of the note, the Company shall have no right of prepayment. During the third fiscal quarter of 2015, a total of $8,500 in principal was converted into common shares and OID was amortized $876 leaving a balance due of $43,252 as of July 31, 2015.  In addition $1,798.79 in accrued interest remains unpaid as of July 31, 2015. A beneficial conversion feature was valued however the amounts of this feature were not considered material to the financial statements taken as a whole.

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CONVERTIBLE REDEEMABLE NOTE # 3

On February 2, 2015, Puget Technologies, Inc (the "Company") finalized a Convertible Debenture Note # 3 in the amount of $50,000, which is due February 5, 2016 with interest on the unpaid principal balance thereof at the rate of eight percent (8%) per annum until the same becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise.  The principal and any accrued interest is convertible into shares of common stock at the discretion of the note holder. The conversion price (the “Conversion Price”) shall equal 50% multiplied by the Market Price (as defined therein) (representing a discount rate of 50%). The Company may prepay the amounts outstanding hereunder pursuant to the terms and conditions of the note. As of July 31, 2015, the Company had accrued interest of $2,000 for this note. A beneficial conversion feature was valued however the amounts of this feature were not considered material to the financial statements taken as a whole.

CONVERTIBLE REDEEMABLE NOTE # 4

On February 2, 2015, Puget Technologies, Inc (the "Company") finalized an 8% Convertible Redeemable Note # 4 in the amount of $75,000, which is due January 30, 2016 with interest on the unpaid principal balance thereof at the rate of eight percent (8%) per annum until the same becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise. The principal and any accrued interest is convertible into shares of common stock at the discretion of the note holder. The conversion price (the “Conversion Price”) shall equal 57.5% multiplied by the Market Price (as defined therein) (representing a discount rate of 42.5%). The Company may prepay the amounts outstanding hereunder pursuant to the terms and conditions however after the expiration of one hundred eighty (180) following the date of the note, the Company shall have no right of prepayment. As of July 31, 2015, the Company had accrued interest of $3,000 for this note. A beneficial conversion feature was valued however the amounts of this feature were not considered material to the financial statements taken as a whole.

CONVERTIBLE REDEEMABLE NOTE # 5

On February 27, 2015, Puget Technologies, Inc (the "Company") finalized a Convertible Promissory Note # 5 in the amount of $50,000, which is due December 3, 2015 with interest on  the unpaid principal balance thereof at the rate of eight percent (8%) per annum until the same becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise.  The principal and any accrued interest is convertible into shares of common stock at the discretion of the note holder. The conversion price (the “Conversion Price”) shall equal 58% multiplied by the Market Price (as defined therein) (representing a discount rate of 42%). The Company may prepay the amounts outstanding hereunder pursuant to the terms and conditions however after the expiration of one hundred eighty (180) following the date of the note, the Company shall have no right of prepayment. As of July 31, 2015, the Company had accrued interest of $1,667 for this note. A beneficial conversion feature was valued however the amounts of this feature were not considered material to the financial statements taken as a whole.

CONVERTIBLE REDEEMABLE NOTE # 6

On January 28, 2015, the Company issued an unsecured 6 month, non-interest bearing Convertible Promissory Note # 6, due on July 28, 2015 for $50,000. The principal and any accrued interest is convertible into shares of common stock at the discretion of the note holder. The conversion price (the “Conversion Price”) shall equal 55% multiplied by the Market Price (as defined therein) (representing a discount rate of 45%). The Company may prepay the amounts outstanding hereunder pursuant to the terms and conditions however after the expiration of one hundred eighty (180) following the date of the note, the Company shall have no right of prepayment. During the third fiscal quarter of 2015, a total of $20,000 in principal was converted into common shares leaving a balance of $30,000 as of July 31, 2015.  In addition 1,996 in accrued interest remains unpaid as of July 31, 2015.  A beneficial conversion feature was valued however the amounts of this feature were not considered material to the financial statements taken as a whole.

CONVERTIBLE REDEEMABLE NOTE # 7

In 2013, the Company entered into a Master Credit Agreement, Note # 7, under which $775,000 was advanced to the Company. Funds advanced under the terms of that note bear interest at 12% for the first year from advancement and 18% thereafter. The notes were acquired by an unaffiliated party at the time of the change of control. In February 2015, the note was amended to allow for conversion of balances from time to time into common shares of the Company. The note converts as follows:

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The conversion price (the “Conversion Price”) shall equal the Variable Conversion Price (as defined herein) (subject to equitable adjustments for stock splits, stock dividends or rights offerings by the Borrower relating to the Borrower’s securities or the securities of any subsidiary of the Borrower, combinations, recapitalization, reclassifications, extraordinary distributions and similar events). The "Variable Conversion Price" shall mean 58% multiplied by the Market Price (as defined herein) (representing a discount rate of 42%). “Market Price” means the average of the lowest three (3) Trading Prices (as defined below) for the Common Stock during the ten (10) Trading Day period ending on the latest complete Trading Day prior to the Conversion Date. “Trading Price” means, for any security as of any date, the price at which trades occurred on the Over-the-Counter Bulletin Board, Pink Sheets electronic quotation system or applicable trading market (the “OTC”) as reported by OTC Markets on their website or, if the OTC is not the principal trading market for such security, the closing bid price of such security on the principal securities exchange or trading market where such security is listed or traded or, if no closing bid price of such security is available in any of the foregoing manners, the average of the closing bid prices of any market makers for such security that are listed in the “pink sheets”. If the Trading Price cannot be calculated for such security on such date in the manner provided above, the Trading Price shall be the fair market value as mutually determined by the Borrower and the holders of a majority in interest of the Notes being converted for which the calculation of the Trading Price is required in order to determine the Conversion Price of such Notes. “Trading Day” shall mean any day on which the Common Stock is tradable for any period on the OTC, or on the principal securities exchange or other securities market on which the Common Stock is then being traded. In all cases, the Conversion Price cannot be below a floor price of $.0005 per share.

During the second fiscal quarter of 2015, a total of $125,000 in principal was converted into common shares, leaving a balance due of $650,000 at April 30, 2015.

During the third fiscal quarter of 2015, a total of $50,000 in principal was converted into common shares, leaving a balance due of $600,000 at July 31, 2015.  In additional, $114,880 in accrued interest remains unpaid at July 31, 2015.

CONVERTIBLE REDEEMABLE NOTE # 8

On December 19, 2014, Puget Technologies, Inc (the "Company") finalized a Convertible Promissory Note with KBM Worldwide, Inc. in the amount of $49,000, which was originally due September 18, 2015 with interest on the unpaid principal balance thereof at the rate of eight percent (8%) per annum until the same becomes due and payable, whether at maturity or upon acceleration or by prepayment or otherwise.  The note was paid off in full in cash on February 3, 2015.

NOTE 4: COMMON STOCK

The authorized capital of the Company is 110,000,000 common shares; par value $0.001 per share.

Common stock transactions during the nine-month period ended July 31, 2015 are as follows:

In the first quarter of fiscal 2015 2,000,000 common shares were issued as part of the purchase price of to acquire the travel software platform and related hardware.

In the second quarter of fiscal 2015, the following common stock transactions occurred:

2,094,318 shares were issued to convert $60,937 in debt ($50,000) plus accrued interest ($10,937).

20,000 shares previously issued to a consultant were returned to the Company as part of a debt settlement agreement and the shares were cancelled.

25,000,000 shares were issued to an officer of the Company for $200,000 in cash.

4,297,091 shares were issued to convert $89,802 in debt ($75,000) plus accrued interest ($14,802).

In the third quarter of fiscal 2015, the following common stock transactions occurred:

5,265,570 shares were issued to convert $88,606 in debt ($78,500) plus accrued interest ($10,788).

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NOTE 5: RELATED PARTY TRANSACTIONSNote 3. Related Party Transactions

InDuring the second fiscal quartersix month period ended April 30, 2021, the Company issued 25,000,000Registrant entered into the following transactions with related parties:

Qest converted $46,844 of principal and $71,995 of accrued interest owed to it by the Registrant into 118,839,180 common shares.

109,108,002 common shares of stockwere issued to an officer ofQest as compensation under the Company in exchange for $200,000 in cash.  Registrant’s employment agreement with its president, the rights to which have been assigned to Qest.

In the third fiscal quarter there were advances from an officer of $103,000, with no specific repayment terms.

NOTE 6: ACQUISITION OF TRAVEL SOFTWARE PLATFORM

On January 30, 2014, the Company finalized an Asset Purchase Agreement with Travel Time Technologies Inc. and Leisure Logic Systems Inc.. The assets consist primarily of a travel software platform and related hardware. There was no prior relationship between the Company and the sellers.

As consideration, sellers was paid $100,000Qest advanced $80,635 in cash and Registrant accrued $60,000 in three payments and 2,000,000 shares of the Company's common stock. $25,000 was paid in cash at closing and $75,000 was recorded as a note payable, which was paid during the second fiscal quarter of 2015. There was no stated interest rate and no interest has been imputed due to the short term nature of the debt. The shares given in consideration were valued at the closing price per share of $.0999 on the date of closing for a total of $199,800; consequently the total value of the consideration was $299,800.

The Company allocated the purchase price of the assets to Software Platform - $280,000 and Computer hardware - $19,800contract fees in the accompanying financial statements. The Company has relied upon the guidance provided by ASC Topic NO.350.40.30six month period ended April 30, 2021.

The Company has recorded fixed assets of computer software and hardware of $299,800 at July 31, 2015, which is not yet being amortized or depreciated until substantial revenue commences.

NOTE 7: DEBT SETTLEMENT

As of MarchApril 30, 2021 and October 31, 2020, there were $159,254 and $120,964 due to related parties, respectively.

The Registrant’s officers and directors have agreed to suspend payment of their salaries as of the fiscal year ended October 31, 2020 until such time, if ever, as the Registrant’s income from operations provides adequate funds to pay such salaries and still comply with its other financial obligations. Thus officers’ salaries have not been accrued since such date.

Note 4. Notes Payable

A summary of notes payable and accrued interest for six months ended April 30, 2021 is as follows:

Schedule of Notes Payable

Convertible Note Payable – Number 1 Adar

On February 2, 2015, the Company hadRegistrant issued an account payableunsecured 8% Convertible Redeemable Note to a vendorAdar Bays LLC (Note Number 1), in the amount of $50,000. $75,000, which was due January 30, 2016 with interest on the unpaid principal balance thereof at the rate of eight percent (8%) per annum until the same became due and payable, whether at maturity or upon acceleration or by prepayment or otherwise (Adar). The principal and any accrued interest was convertible into shares of common stock at the discretion of the note holder. The conversion price (the “Conversion Price”) was equal to 57.5% multiplied by the Market Price (as defined therein) (representing a discount rate of 42.5%). The Registrant had the right to prepay the note only during the initial 180 days.

During 2015 a law suit was filed in the United States District Court for the Southern District of New York (Case No. 15-cv-08860 entitled Adar Bays LLC v Puget Technologies Inc. and Hermann Burckhardt against the Registrant and its management by Adar Bays LLC after the note (issued by prior management) was repudiated by the Registrant’s current president as an invalid “toxic note”. Registrant was unable to contest the litigation and the case was settled with the Registrant’s allegations formally withdrawn and the cases settled during 2017, subject to the courts’ continuing jurisdiction to enforce the terms of the settlement agreement. As a result. The Registrant recognized an additional $64,600 in debt related to the settlement. The Registrant was contractually and judicially deprived of the ability to contest the validity of subsequent conversions and sales of Common Stock by being required to honor irrevocable written instructions to its transfer agent issued by prior management. As a material subsequent event, by January of 2021, all of the Registrant’s obligations pertaining to the note had been discharged through conversions and a cash payment of $132.54, thus, as of the date of this quarterly report, the Registrant is subject to no legal proceedings nor does its management know of any basis for any material legal proceedings against the Registrant.

At October 31, 2018 the Registrant had a balance principal balance owed under the note of $118,000 and accrued interest of $21,217.

During fiscal 2019, 141,927,826 shares were issued to the holder to convert $8,736 in principal and $0.00 in accrued interest. Interest expense of $5,600 was recognized. At October 31, 2019, the Registrant had a balance principal balance owed of $9,099 and accrued interest of $5,295.

During fiscal 2020, 2,112,921,739 shares were issued to the holder to convert $100,165 in principal and $27,122 in accrued interest. Interest expense of $5,600 was recognized. At October 31, 2020, the Registrant had a balance principal balance owed of $109,264 and accrued interest of $26,817.

In the first quarter of fiscal 2021, 186,518,261 shares were issued to the holder to convert $9,099 in principal and $5,295 in accrued interest and a cash payment was made of $132.54. At April 30, 2021, the Registrant had a balance principal balance owed of $0 and accrued interest of $0.

Over the course of this note, a total of 2,441,367,826 shares were issued and $132.54 was paid to cover $139,600 in principal and $32,417 of interest.

Convertible Note Payable – Number 2 LG

On February 2, 2015, the Company reachedRegistrant finalized a settlementConvertible Redeemable Note with that vendorLG Capital Funding LLC (Note Number 2) in the amount of $53,500, which requires no paymentwas due January 28, 2016 with interest on the accountunpaid principal balance thereof at the rate of eight percent (8%) per annum until the same became due and payable, thereforewhether at maturity or upon acceleration or by prepayment or otherwise. The principal and any accrued interest was convertible into shares of common stock at the Company has recordeddiscretion of the note holder. The conversion price (the “Conversion Price”) was equal to 54% multiplied by the Market Price (as defined therein) (representing a debt settlement gain.discount rate of 46%). The Registrant had the right to prepay the note only during the initial 180 days.

At October 31, 2018 the Registrant had a balance principal balance owed of $21,256 and accrued interest of $19,594.

During fiscal 2019, interest expense of $5,840 was recognized. At October 31, 2019, the Registrant had a balance principal balance owed of $21,256 and accrued interest of $25,434.

During fiscal 2020, interest expense of $5,600 was recognized. At October 31, 2020, the Registrant had a balance principal balance owed of $21,256 and accrued interest of $31,274.

In the secondfirst quarter of fiscal 2021, 52,530,000 shares were issued to the Company settledholder to convert $21,256 in principal and $31,274 in accrued interest. At April 30, 2021, the Registrant had a balance principal balance owed of $0 and accrued interest of $0.

Over the course of this note, a total of 64,142,007 shares were issued to cover $53,500 in principal and $32,746 of interest.

Convertible note payable – Number 4 Union

The Registrant finalized an account payable8% Convertible Redeemable Note with Union Capital LLC (Note Number 4) in the amount of $46,949 that$75,000, which was showndue January 30, 2016 with interest on the unpaid principal balance sheetthereof at the rate of eight percent (8%) per annum until the same became due and payable, whether at maturity or upon acceleration or by prepayment or otherwise. The principal and any accrued interest was convertible into shares of common stock at the discretion of the note holder. The conversion price (the “Conversion Price”) was equal to 57.5% multiplied by the Market Price (as defined in the note) representing a discount rate of 42.5%. The Registrant could only prepay the note during its initial 180 days.

During 2015 a law suit was filed in the United States District Court for the Southern District of New York Case No. 15-cv-09542 entitled Union Capital LLC v Puget Technologies Inc. and Herman Burckhardt) against the Registrant and its management by the holder after the Registrant’s current president repudiated the notes issued to Union Capital LLC as of January 31, 2015.  Theinvalid “toxic notes” (the “Convertible Notes”). Because the Registrant had been left by prior management without funds, the Registrant was unable to contest the litigation and both cases were settled with the Registrant’s allegations formally withdrawn and the cases settled during 2017, subject to the courts’ continuing jurisdiction to enforce the terms of the settlement were thatagreement. As a result, the CompanyRegistrant recognized an additional $81,980 in debt related to the settlement, paid the former consultant a one-time cashforbearance payment of $5,000$8,000 in return forcash and transferred 5,000,000 common shares as an additional forbearance payment, of which 1,027 shares were from the releaseRegistrant and 4,998,973 were borrowed from a shareholder (Qest). The Registrant was contractually and judicially deprived of the ability to contest the validity of conversions and subsequent sales of Common Stock by being required to honor irrevocable written instructions to its transfer agent issued by prior management. As a material subsequent event, by January of 2021, all of the Registrant’s obligations pertaining to the Convertible Notes had been discharged through conversions or payments, thus, as of the date of this quarterly report, the Registrant is subject to no legal proceedings nor does its management know of any other amounts possible due underbasis for any material legal proceedings against the consulting agreementRegistrant.

At October 31, 2018 the Registrant had a balance principal balance owed of $128,600 and a return by the Consultantaccrued interest of 20,000$26,624.

During fiscal 2019, 406,279,540 shares of Puget common stock which had previously been deliveredwere issued to the Consultant.  The 20,000holder to convert $60,400 in principal and $7,795 in accrued interest. Interest expense of $7,800 was recognized. At October 31, 2019, the Registrant had a balance principal balance owed of $68,200 and accrued interest of $26,629.

During fiscal 2020, 343,486,654 shares returned were cancelledissued to the holder to convert $13,341 in principal and returned$6,410 in accrued interest. Interest expense of $6,710 was recognized. At October 31, 2020, the Registrant had a balance principal balance owed of $54,859 and accrued interest of $26,629.

In the first quarter of fiscal 2021, 733,192,576 shares were issued to authorized but unissued shares.  the holder to convert $54,859 in principal and $26,929 in accrued interest. At April 30, the Registrant had a balance principal balance owed of $0 and accrued interest of $0.

NOTE 8: OTHER ASSETSOver the course of this note, a total of 1,515,989,330 shares were issued to cover $156,980 in principal and $42,741 of interest.

Convertible note payable – Number 5 Vis Vires

On February 28^th,27, 2015, the Company signedRegistrant finalized a sublease agreement forConvertible Promissory Note with Vis Vires Group, Inc. (Note Number 5) in the office space it currently occupiesamount of $50,000, which was due December 3, 2015 with interest on the unpaid principal balance thereof at the rate of eight percent (8%) per annum until the same became due and payable, whether at maturity or upon acceleration or by prepayment or otherwise. The principal and any accrued interest was convertible into shares of common stock at the discretion of the note holder. The conversion price (the “Conversion Price”) was equal to 58% multiplied by the Market Price (as defined therein) representing a discount rate of 42%. The Registrant had the right to prepay the note only during the initial 180 days.

At October 31, 2018 the Registrant had a balance principal balance owed of $14,460 and accrued interest of $3,040.

During fiscal 2019, interest expense of $0 was recognized. At October 31, 2019, the Registrant had a balance principal balance owed of $14,460 and accrued interest of $3,040.

During fiscal 2020, interest expense of $0 was recognized. At October 31, 2020, the Registrant had a balance principal balance owed of $14,460 and accrued interest of $3,040.

In the first quarter of fiscal 2021, $17,500 was paid in Englewood Colorado.  The sublease agreement called forcash to the holder to convert $14,460 in principal and $3,040 in accrued interest. At April 30, 2021, the Registrant had a prepaymentbalance principal balance owed of $21,000 which covered 6 months’ rent at $3,000 per month (total$0 and accrued interest of $18,000) and a security deposit$0.

Over the course of $3,000.  The prepayment term expires August 31, 2015.  On July 31, 2015, there were 4 months prepaid rent remaining forthis note, a total of $12,000 which is shown as a prepaid asset on the accompanying balance sheet.  The security deposit12,087,383 shares were issued to cover $20,540 in principal, and $32,500 was paid in cash to cover $29,460 in principal and $3,040 of $3,000 is shown as an asset on the accompanying financial statements.
interest.

In March, 2015 the Company paid OTC Marketing, Inc. an annual fee of $10,000 for inclusion in their reporting site during the March 2015 to February 2016 reporting year.  The fee is being amortized monthly over the course of the year at $833 per month.  On July 31, 2015 the Company had recorded a prepaid asset of $5,835.

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NOTE 9:  SUBSEQUENT EVENTSNote 5. Subsequent Events

The CompanyRegistrant has evaluated all events that occurred after the balance sheet date through the date when the financial statements were issued to determine if they must be reported.

There were no material subsequent events through September 21, 2015June 14, 2021 which needed to be disclosed in the accompanying financial statements other than therestatements.  

Immediately following the 2021 annual meeting of shareholders, the newly elected directors held an organizational meeting of the Registrant’s Board of Directors at which the following actions were 22,959,513 common shares issuedtaken: Herman Burckhardt was elected as the chairman of the Registrant’s Board of Directors, as the Registrant’s chief executive officer and as its president; Thomas M. Jaspers was elected at the Registrant’s chief financial officer, vice president, treasurer and secretary; and, the Registrant’s newly appointed officers were authorized, empowered and directed to convertible note holders in exchange for $90,795 principalimplement all of the actions approved by the shareholders at the meeting.

As a material subsequent event, on June 7, 2021 the Registrant held its 2021 annual meeting of shareholders. Details of such meeting are reported hereafter under Part II – Other Information, Item 5 – Other Information.

Item 2. Management’s Discussion and interest through September 21, 2015.Analysis of Financial Condition and Results of Operations.

NOTE 10: DISCONTINUED OPERATIONSResults of Operations

In the third quarter of fiscal 2015, the Company decidedThree-Month Periods Ended January 31, 2021 Compared to discontinue the old 3D printer business, as such, theThree-Month Periods Ended January 31, 2021

The Registrant’s results of that business has been classified as Discontinued Operations onoperations for the accompanying Statementsix-month periods ended April 30, 2021 and 2020 are summarized below:

Revenues and Other Income

During the six-month periods ended April 30, 2021 and 2020, the Registrant did not realize any revenues from operations.

Operating Expenses

Operating expenses of Operations. There were no assets disposed$624,530 and $196,516 for the six month periods ended April 30, 2021 and 2020, respectively consisted entirely of costs related to the discontinued operations nor was any gain or loss on disposal or income tax benefit recorded. There is no significant continuing involvement anticipated related to the discontinued operation.

A reconciliation of the line items constituting discontinued operations is as follows:

Section 205-20-50-5B of Accounting Standards Update 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity requires the following disclosure related to the cash flows of the discontinued operations:

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ITEM 2.  MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

The following information should be read in conjunction with (i) the financial statements of Puget Technologies Inc., a Nevada corporation (the “Company"), and the notes thereto appearing elsewhere in this Form 10-Q together with (ii) the more detailed business information and audited financial statements and related notes included in the Company’s  Form 10-K (File No. 333-179212; the “Form 10-K”), as filedmaintaining reporting status with the Securities and Exchange Commission on February 12, 2015.  Statements in this section(the “Commission”) and elsewhere in this Form 10-Q that are not statementsfinalizing payments of historical or current fact constitute “forward-looking” statements.the Registrants convertible debts.

OVERVIEWNet Losses

The Company was incorporated in the StateRegistrant incurred a net loss of Nevada on March 17, 2010 and established a fiscal year end of October 31.  It is a development stage Company.

PLAN OF OPERATION

Plan of Operation

Our current cash balance is $15,484.  Our cash balance along with anticipated revenue from sales may not be sufficient to cover the expenses we will incur during the next twelve months.

RESULTS OF OPERATIONS

Nine Month Period Ended July 31, 2015

We recorded $1,076 travel commissions earned in revenue$(624,530) for the three months and nine monthssix-months ended July 31, 2015.

Expenses

During the first halfApril 30, 2021 compared to a net loss of fiscal 2015, the Company continued to primarily expend funds$(196,516) for the development of the software platform. In addition $128,342 of interest on the various notes payable was chargedcorresponding period ended April 30, 2020.

Debt settlements

As of March 31, 2015, the Company had an account payable to a vendor in the amount of $50,000. During the first quarter of fiscal 2015, the Company reached a settlement with that vendor which requires no payment on the account payable, therefore the Company has recorded a debt settlement gain.

In the second quarter, the Company settled an account payable of $46,949 that was shown on the balance sheet as of January 31, 2015.  The terms of the settlement were that the Company paid the former consultant a one-time cash payment of $5,000 in return for the release of any other amounts possible due under the consulting agreement and a return by the Consultant of 20,000 shares of Puget common stock which had previously been delivered to the Consultant.  The 20,000 shares returned were cancelled and returned to authorized but unissued shares.  

Liquidity and Capital Resources

At July 31, 2015, we had a cash balance of $15,484.   We do not have sufficient cash on hand to commence our 12-month plan of operation or to fund our ongoing operational expenses beyond 12 months.  We will need to raise funds to commence our development program and fund our ongoing operational expenses.  Additional funding will likely come from equity financing from the sale of our common stock, if at all. If we are successful in completing an equity financing, existing shareholders will experience dilution of their interest in our Company.   We do not have any financing arranged and we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of our common stock to fund our development activities and ongoing operational expenses. In the absence of such financing, our business will likely fail.  There are no assurances that we will be able to achieve further sales of our common stock or any other form of additional financing.  If we are unable to achieve the financing necessary to continue our plan of operations, then we will not be able to continue our development of our minerals claims and our business will fail.

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Subsequent Events

None

ITEMLiquidity and capital reserves at April 30, 2021 and October 31, 2020 are summarized as follows:

As of the date of this report, the Registrant had yet to generate any revenues from its business operations.

As of April 30, 2021, the Registrant had current assets of $411, liabilities of $ 182,097, and its working capital deficiency was $(181,275). The Registrant anticipates that its current liquidity is not sufficient to meet the obligations associated with being a fully reporting company with the Commission without recourse to additional financing.

Except for a $50,000 revolving loan agreement with its parent, Qest Consulting Group, Inc., the Registrant currently has no external sources of liquidity such as arrangements with credit institutions or off-balance sheet arrangements that will have or are reasonably likely to have a current or future effect on its financial condition or immediate access to capital.

The Registrant’s financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”), which contemplates its continuation as a going concern. The Registrant has not yet generated any revenue except for a total of approximately $49,000 from previous now discontinued operations and has incurred losses to date of $(6,691,096). In addition, the Registrant’s current liabilities exceed its current assets by $(181,275). These factors raise substantial doubt about the Registrant’s ability to continue operating as a going concern. The Registrant’s ability to continue its operations as a going concern, realize the carrying value of its assets, and discharge the Registrant’s liabilities in the normal course of business is dependent upon the Registrant’s ability to raise capital sufficient to fund the Registrant’s commitments and ongoing losses, and ultimately generate profitable operations.

Cash Flows

Cash flows for the six months ended April 30, 2021 and 2020 are summarized as follows:

Operating Activities

For the six-months ended April 30, 2021, net cash used in operating activities was $(129,140), related to the Registrant’s net loss of $(624,530), reduced by an increase in cash provided from financing activities and from loans the Registrant received from a shareholder.

For the six-months ended April 30, 2020, net cash used in operating activities was $(156), related to the Registrant’s net loss of $(196,516), reduced by an increase in cash provided from financing activities from advances the Registrant received from a shareholder.

During the six-months ended April 30, 2021, the Registrant received loans of $147,129 ($80,635 in cash and $60,000 in accrued contract fees) and $6,494 (cash advances) from shareholders for business operation purpose, respectively.

Investing Activities

The Registrant did not use any funds for investing activities during the six-months ended April 30, 2021 and 2020, respectively.

Financing Activities

Financing activities provided $129,496 and $110 during the six-months ended April 30, 2021 and 2020, respectively.

Recent Accounting Pronouncements

For a description of the Registrant’s recently issued accounting pronouncements, see “Note 2 – Summary of Significant Accounting Policies” of this Quarterly Report on Form 10-Q.

Critical Accounting Policies and Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to select appropriate accounting policies and to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses.

Off-Balance Sheet Arrangements

The Registrant has never entered into any off-balance sheet financing arrangements and has not formed any special purpose entities. The Registrant has not guaranteed any debt or commitments of other entities or entered into any options on non-financial assets.

Contractual Obligations

The Registrant is a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and is not required to provide the information under this item.

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.Quantitative and Qualitative Disclosures about Market Risk.

As a smaller reporting company (as defined in Rule 12b-2by §229.10(f)(1) of Commission Regulation SK), the Exchange Act), we areRegistrant is not required to provide the information called forrequired by this Item 3.

ITEMItem 4. CONTROLS AND PROCEDURES.Controls and Procedures.

Disclosure Controls and Procedures

Under the supervision and with the participation of our management, our principal executive officer and our principal financial officer are responsible for conducting an evaluation of the effectiveness of the design and operation of ourThe Registrant maintains disclosure controls and procedures as[as defined in RulesRule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as of the end of the fiscal year covered by this report.  Disclosure controls and procedures meansamended] that the materialare designed to ensure that information required to be includeddisclosed in ourthe Registrant’s Securities and Exchange CommissionAct reports is recorded, processed, summarized and reported within the time periods specified in SECCommission rules and forms relatingand that such information is accumulated and communicated to our company, including any consolidating subsidiaries,the Registrant’s management, as appropriate, to allow timely decisions regarding required disclosure.

The Registrant’s management has evaluated the effectiveness of the Registrant’s disclosure controls and was made known to us by others within those entities, particularly during the period when this report was being prepared.  Based on this evaluation, our principal executive officer and principal financial officer concludedprocedures as of the end of the period covered by this report. Based upon that evaluation, datemanagement has concluded that, ouras of the end of the period covered by this report, the Registrant’s disclosure controls and procedures were effective as of July 31, 2015.not effective.

Changes in Internal Control over Financial Reporting

There werehas been no changeschange in the Company’sRegistrant’s internal controlscontrol over financial reporting identified in connection with the evaluation conducted on the effectiveness of its internal control over financial reporting as of April 30, 2021, that occurred during the most recently completedRegistrant’s second fiscal quarter that havehas materially affected, or areis reasonably likely to materially affect, the Company’sits internal control over financial reporting.

PART II.  OTHER INFORMATIONPart II - Other Information

ITEMItem 1. LEGAL PROCEEDINGS.Legal Proceedings.

The CompanyAs of the date of this quarterly report, the Registrant is not currently subject to any legal proceedings.  From time to time, the Company may become subject to litigation or proceedings in connection with its business, as either a plaintiff or defendant.  There are no such pending legal proceedings to whichnor does its management know of any basis for any material legal proceedings against the Company is a party that, in the opinion of management, is likely to have a material adverse effect on the Company’s business, financial condition or results of operations.Registrant.

ITEMItem 1A. RISK FACTORSRisk Factors.

As a smaller reporting company (as defined in Rule 12b-2by §229.10(f)(1) of Commission Regulation SK), the Exchange Act), we areRegistrant is not required to provide the information required by this Item. However, it is noted that the Registrant voluntarily reports with respect to Risk Factors in its annual report on Form 10-K and interested parties are referred to such disclosure.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

Notes:

Item 3. Defaults upon Senior Securities.

There have been no material defaults upon senior securities during the fiscal quarter ended April 30, 2021, although, with the consent of the persons entitled thereto, the Registrant has not issued securities called for under its retainer and consulting agreement with the Registrant’s parent, as that term is defined in Rule 405 of Commission Regulation C, Qest Consulting Group, Inc. (“Qest”), or under its employment agreement with its president, Hermann Burckhardt, which have been assigned to Qest. The securities will be issued at such time as the Registrant increases its authorized capitalization in a manner permitting it to do so without impairing its other obligations (e.g., to maintain adequate reserves of authorized but unissued for conversion of its Class B Convertible Preferred Stock, for potential acquisitions or to recruit new officers and directors.

Item 4 Mine Safety Disclosure.

This item is not applicable to the Registrant as it is not involved in any mineral extraction activities.

Item 5. Other Information.

As a material subsequent event, on June 7, 2021 the Registrant held its 2021 annual meeting of shareholders. The meeting was held at 2:00 p.m., EDT, at the Registrant’s offices in Boca Raton Florida and also broadcast through Zoom to shareholders who could not attend. The record date for determining shareholders able to participate at the meeting was April 21, 2021 and shareholders either in person or by proxy holding 90,815,201 shares of Common Stock, each entitled to one vote (an aggregate of 90,815,201 votes); 500,000 shares of the Series A Super Majority Preferred Stock, each entitled to 10,000 votes (an aggregate of 5,000,000,000); and 3,001,904 shares of the Class B Convertible Preferred Stock, each entitled to 1,000 votes were present representing an aggregate of 8,092,719,201 out of 12,747,632,041 potential votes. Thus, a quorum was present with 4,046,359,601 affirmative votes representing a majority; however, each of the following described actions were passed by 8,092,719,201 votes in favor, none opposed and none present abstaining.

The following items were approved at the meeting:

Approval and ratification of the conduct of the Registrant’s business by its president and chief executive officer, Hermann Burckhardt, and its treasurer, secretary and chief financial officer, Thomas M. Jaspers, as well as by its strategic consultant and parent, Qest, since they assumed their offices and roles starting in 2015. Approval of the Registrant’s financial statements and related documents for the years ended October 31, 2020 and 2019. Ratification of the selection of BF Borgers CPA PC, of 5400 W Cedar Ave, Lakewood, CO 80226, independent certified public accountants, as auditors for the Registrant’s financial statements for the years ended October 31, 2021 as well as for the years ended October 31, 2015, 2016, 2017, 2018 and 2019.

Ratification of the gradual increase in our Corporation’s authorized capitalization first authorized by the shareholders during 2017, to ten billion shares, 9,990,000,000 of which are to be common stock and 10,000,000 of which are already preferred stock and also, the grant of authority to the Registrant’s Board of Directors to determine whether the par value, currently $0.001 per share, should be retained, eliminated or modified, as it deems appropriate.

Ratification and approval of incentive stock option plans (qualified for employees and non-qualified for others) pursuant to applicable provisions of the Internal Revenue Code of 1986, as amended (the “Code”) which management has recommended and the Board of Directors has approved as a means of assisting in the recruitment of new management, new directors and new members to the Registrant’s Board of Advisors as well as for inducing promising operating companies to become subsidiaries of the Registrant. Copies of such plans are available on the Registrant’s website. Copies of such plans are filed as exhibits 4.01 (qualified plan) and 4.02 (non-qualified plan) to this Item 1A.
quarterly report on Form 10-Q. Furthermore, the shareholders approved the proposed plan to repurchase outstanding and publicly trading Company securities from non-Affiliates as a means of providing securities necessary for issuance pursuant to the proposed incentive stock option plans at such times as the Registrant’s Board of Directors determines that such securities are undervalued, provided that such repurchases are conducted in full compliance with any and all applicable laws, regulations and rules and will not result in adverse tax consequences to the Registrant.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

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ITEM 4. MINE SAFETY DISCLOSURES.

None.

ITEM 5. OTHER INFORMATION.

None.

ITEM 6. EXHIBITS.

(a)  Exhibits required by Item 601Ratification of the forms of debenture and warrant indentures which management has recommended and the Board of Directors has approved in conjunction with a limited offering of the Registrant’s securities pursuant to Rule 506(b) of Regulation SK.D adopted by the Commission in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). Copies of such indentures are filed as exhibits 4.03 (debenture indenture) and 4.02 (non-qualified plan) to this quarterly report on Form 10-Q.

The shareholders ratified the Registrant’s plan of operation described in the Registrant’s annual report on Form 10-K for the fiscal year ended October 31, 2021, delegated to the Board of Directors the selection of a new name for the Registrant, without further shareholder approval and approved the increase of the size of the Board of Directors to up to nine members, at least three of whom should be independent, delegating to the current Board of Directors members authority to fill resulting vacancies on the Board of Directors until the next annual meeting of the Registrant’s shareholders, expected to be during June of 2022. Messrs. Hermann Burckhardt and Thomas M. Jaspers were reelected as members of the Board of Directors with the understanding that if they found properly qualified replacements they could elect them as replacements and concurrently resign.

Finally, as required under Nevada Revised Statutes Section 78.215(4)(b), the current holders of the outstanding Class B Convertible Preferred Stock ratified the Board of Directors’ decision to issue a dividend of 1,000,000 shares of Class B Convertible Preferred Stock to the holders of the Registrant’s Common Stock with a record date to be selected by the Registrant’s Board of Directors after the Registrant files past due reports for the years 2015, 2016, 2017, 2018 and 2019 under the Exchange Act, as required for approval by the Financial Industry Regulatory Authority.

Immediately following the 2021 annual meeting of shareholders, the newly elected directors held an organizational meeting of the Registrant’s Board of Directors at which the following actions were taken: Herman Burckhardt was elected as the chairman of the Registrant’s Board of Directors, as the Registrant’s chief executive officer and as its president; Thomas M. Jaspers was elected at the Registrant’s chief financial officer, vice president, treasurer and secretary; and, the Registrant’s newly appointed officers were authorized, empowered and directed to implement all of the actions approved by the shareholders at the meeting.

Item 6. Exhibits.

The following exhibits are included as part of this report:

*Filed and incorporated by reference to the Company’s Registration Statement on Form S-1, as amended (File No. 333-179212), as filed with the Securities and Exchange Commission on January 27, 2012.Signatures

** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

18Puget Technologies, Inc.

By /s/ Hermann Burckhardt 

President, Chief Executive Officer and Director

Dated: June 14, 2021

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

By /s/ Hermann Burckhardt

President, Chief Executive Officer and Director

Dated: June 14, 2021

By /s/ Thomas Jaspers

Chief Financial Officer, Treasurer, Secretary and Director

Dated: June 14, 2021

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