UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549



FORM 10-Q

|(Mark one)
|----------
|          
|[x]       

For the Quarterly Period Ended November
30, 2016

OR

|     |                                                                                          
|---- | -----------------------------------------------------------------------------------------
|[  ] | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _________________to

|                               
|-------------------------------
|Commission File Number: 0-54236
|                               

UBI Blockchain Internet Ltd.

(Exact name of registrant as specified
in its charter)

|Nevada                            |  | 27-3349143         
|--------------------------------- |  | -------------------
|(State or Other Jurisdiction      |  | (I.R.S. Employer   
|of Incorporation or Organization) |  | Identification No.)



|8250 W. Charleston Blvd., Suite 110, Las Vegas, NV |  | 89117     
|-------------------------------------------------- |  | ----------
|(Address of principal executive offices)           |  | (Zip Code)

(702) 544-1902(Registrant’s telephone number, including area code)



Indicate by check mark whether the registrant
(1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]



Indicate by check mark whether the registrant
has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted
and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter
period that the registrant was required to submit and post such files). Yes [ ] No [ ] Not Applicable



Indicate by check mark whether the registrant
is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

|Large accelerated filer [  ] | Accelerated filer [  ] | Non-accelerated filer [  ] | Smaller reporting company [X]
|---------------------------- | ---------------------- | -------------------------- | -----------------------------



Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). YesoNo [X]



APPLICABLE ONLY TO REGISTRANTS INVOLVED
IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:



Indicate by check mark whether the registrant
has filed all documents and reports required to be filed by Section S 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent
to the distribution of securities under a plan confirmed by a court. Yes [ ] No [X]



APPLICABLE ONLY TO CORPORATE ISSUERS



Indicate the number of shares outstanding of each of the issuer’s
classes of common stock, as of the latest practicable date.

As of January 23, 2017, there
were 30,217,046 Series A shares of common stock, par value $0.001 per share and 6,000,000 Series B shares of common stock, par
value $0.001, of the registrant outstanding.







Table of Contents

UBI Blockchain Internet Ltd.

Index to Form 10-Q

For the Quarterly Period Ended November
30, 2016





|PART I - FINANCIAL INFORMATION                                                                                                                                                                         | 3 
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | --
|Item I. Financial Statements                                                                                                                                                                           | 3 
|Balance Sheets as of November 30, 2016
        and August 31, 2016 (Unaudited)
        Statements of Operations for
        the Three Months Ended November 30, 2016 and November 30, 2015 (Unaudited) | 4 
|Statements of Cash Flows for the Three Months Ended November 30, 2016 and November 30, 2015 (Unaudited)                                                                                                | 5 
|Notes to the Unaudited Financial Statements (Unaudited)                                                                                                                                                | 6 
|Item 2. - Management's Discussion and Analysis of Financial Condition and Results of Operations                                                                                                        | 11
|Results of Operations                                                                                                                                                                                  | 13
|Item 3. Quantitative and Qualitative Disclosures about Market Risk                                                                                                                                     | 15
|Item 4T. Controls and Procedures                                                                                                                                                                       | 15
|PART II. OTHER INFORMATION                                                                                                                                                                             | 19
|Item 1 -- Legal Proceedings                                                                                                                                                                            | 19
|Item 1A - Risk Factors                                                                                                                                                                                 | 19
|Item 2 -- Unregistered Sales of Equity Securities and Use of Proceeds                                                                                                                                  | 19
|Item 3 -- Defaults Upon Senior Securities                                                                                                                                                              | 19
|Item 4 -- Submission of Matters to a Vote of Security Holders                                                                                                                                          | 19
|Item 5 -- Other Information                                                                                                                                                                            | 19
|Item 6 – Exhibits                                                                                                                                                                                      | 20
|SIGNATURES                                                                                                                                                                                             | 21

























2







PART I - FINANCIAL INFORMATION



|UBI Blockchain Internet Ltd.
        (formerly JA Energy)                  |                                                                                                                
|-------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------------------------
|Balance Sheets                                                             |                                                                                                                
|(Unaudited)                                                                |                                                                                                                
|                                                                           |                                                                                                                
|                                                                           |                                                                                                                
|                                                                           | ASSETS                                                                                                         
|                                                                           | Prepaid expenses                                                                                               
|                                                                           | Total assets                                                                                                   
|                                                                           | LIABILITIES AND STOCKHOLDERS' DEFICIT                                                                          
|                                                                           | Current liabilities                                                                                            
|                                                                           | Accounts payable and accrued liabilities                                                                       
|                                                                           | Advances from stockholder                                                                                      
|                                                                           | Bank overdraft                                                                                                 
|                                                                           | Note payable - related party                                                                                   
|                                                                           | Total current liabilities                                                                                      
|                                                                           | Total liabilities                                                                                              
|                                                                           | Stockholders' deficit                                                                                          
|                                                                           | Preferred stock, $0.001 par value, 5,000,000
        shares authorized 0 and 1,000,000 shares                  
|                                                                           | issued and outstanding as of November 30                                                                       
|                                                                           | 2016 and August 31, 2016, respectively                                                                         
|                                                                           |                                                                                                                
|                                                                           | Class A common stock, $0.001 par value,                                                                        
|                                                                           | 130,000,000 shares authorized, 30,217,046
        and 217,046 shares issued and                                
|                                                                           | outstanding as of November 30, 2016 and
        August 31, 2016 respectively                                   
|                                                                           | Class B Common stock, $0.001 par value,                                                                        
|                                                                           | 6,000,000 shares authorized, 6,000,000
        Shares issued and outstanding as of
        November 30, 2016   
|                                                                           |                                                                                                                
|                                                                           | Class C Common stock, $0.001 par value,                                                                        
|                                                                           | 64,000,000 shares authorized, -0- shares
        issued and outstanding as of November
        30,
        2016
|                                                                           | Additional paid-in capital                                                                                     
|                                                                           | Stock subscription payable                                                                                     
|                                                                           | Accumulated deficit                                                                                            
|                                                                           | Total stockholders' deficit                                                                                    
|                                                                           | Total liabilities and stockholders' deficit                                                                    
|                                                                           |                                                                                                                
|The accompanying notes are an integral part of these financial statements. |                                                                                                                



3









|UBI Blockchain Internet Ltd.
        (formerly JA Energy)                 
|--------------------------------------------------------------------------
|Statements of Operations                                                  
|(Unaudited)                                                               
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|                                                                          
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|                                                                          
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|                                                                          
|                                                                          
|                                                                          
|The accompanying notes are an integral part of these financial statements.



4







|                                                                            |                                                  |  |   |                      |  |   |                     
|--------------------------------------------------------------------------- | ------------------------------------------------ |  | - | -------------------- |  | - | --------------------
|UBI Blockchain Internet Ltd.
        (formerly JA Energy)                  
|Statements of Cash Flows                                                   
|(Unaudited)                                                                
|                                                                            |                                                 
|                                                                            |                                                  |  |   | For the three months |  |   | For the three months
|                                                                            |                                                  |  |   | ended                |  |   | ended               
|                                                                            |                                                  |  |   | November 30, 2016    |  |   | November 30, 2015   
|                                                                            | OPERATING ACTIVITIES                             |  |   |                      |  |   |                     
|                                                                            | Net income (loss)                                |  | $ | (75,297)             |  | $ | (13,256)            
|                                                                            | Adjustments to reconcile net income  (loss)      |  |   |                      |  |   |                     
|                                                                            | to net cash used by operating activities:        |  |   |                      |  |   |                     
|                                                                            | Gain on settlement of bank overdraft             |  |   | (572)                |  |   | -                   
|                                                                            | Changes in operating assets and liabilities:     |  |   |                      |  |   |                     
|                                                                            | Prepaid expenses                                 |  |   | (9,000)              |  |   | -                   
|                                                                            | Bank Overdraft                                   |  |   | (630)                |  |   | -                   
|                                                                            | Accounts payable and accrued
        liabilities |  |   | (1,285)              |  |   | 11,256              
|                                                                            | Net cash used by operating activities            |  |   | (86,784)             |  |   | (2,000)             
|                                                                            |                                                  |  |   |                      |  |   |                     
|                                                                            | FINANCING ACTIVITIES                             |  |   |                      |  |   |                     
|                                                                            | Advances from stockholder                        |  |   | 1,285                |  |   | 2,000               
|                                                                            | Repayment of advances from stockholder           |  |   | (28,266)             |  |   | -                   
|                                                                            | Repayment of note payable - related party        |  |   | (50,000)             |  |   | -                   
|                                                                            | Buyback of preferred stock                       |  |   | (33,735)             |  |   | -                   
|                                                                            | Proceeds from sale of common stock               |  |   | 180,000              |  |   | -                   
|                                                                            | Contributed capital                              |  |   | 17,500               |  |   | -                   
|                                                                            | Net cash provided by financing activities        |  |   | 86,784               |  |   | 2,000               
|                                                                            |                                                  |  |   |                      |  |   |                     
|                                                                            | NET CHANGE IN CASH                               |  |   | -                    |  |   | -                   
|                                                                            |                                                  |  |   |                      |  |   |                     
|                                                                            | CASH AND CASH EQUIVALENTS -                      |  |   |                      |  |   |                     
|                                                                            | BEGINNING OF PERIOD                              |  |   | -                    |  |   | -                   
|                                                                            | END OF PERIOD                                    |  | $ | -                    |  | $ | -                   
|The accompanying notes are an integral part of these  financial statements.
|                                                                            |                                                  |  |   |                      |  |   |                     









5







UBI Blockchain Internet Ltd.

(Formerly JA Energy)

Notes to Financial Statements

Three Months Ended November 30,
2016 and 2015

(Unaudited)



NOTE 1 – ABOUT THE COMPANY



The Company was organized August 26, 2010 (Date
of Inception) under the laws of the State of Nevada, as JA Energy. The Company was incorporated as a subsidiary of Reshoot Production
Company, a Nevada corporation. Reshoot Production Company was incorporated October 31, 2007, and, at the time of spin off was listed
on the Over-the- Counter Bulletin Board. On November 21, 2016 the Company reincorporated in Delaware under the name UBI Blockchain
Internet Ltd.



On September 30, 2014, the Board of Directors passed a resolution
to form a new company called Peak Energy Holdings (Peak) with each shareholder in the Company receiving one share of common of
Peak for each share of common stock in the Company and one share of preferred stock of Peak for each share of preferred share of
the Company.



On November 9, 2014, JA Energy (the "Company")
entered into an Irrevocable Asset and Liability Exchange Agreement (the “Agreement”). The Agreement dealt with the
dividend spin-off JA Energy's wholly owned subsidiary, Peak Energy Holdings. At the JA Energy annual shareholder meeting, held
on September 30, 2014, the shareholders of the Company approved the transfer of all of the assets and liabilities of the Parent
into a wholly owned subsidiary. The subsidiary had the same characteristics and number of authorized and issued shares as the Parent,
whereby all Preferred and Common shareholders in the Parent received a pro-rata stock dividend in the subsidiary that is equal
to the number of shares they owned in the Parent on a one-for-one (1:1) basis. The major shareholders of the Company entered into
a separate agreement with regards to the dividend spin-off. They agreed to and put into effect the following points upon the dividend
spin-off of the Peak Energy Holdings from JA Energy:



| | · | Mr. James Lusk (the largest debtor of JA Energy) transferred all assets
and liabilities, as of March 31, 2014, from JA Energy to the Subsidiary to the extent legally assignable.
| | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | · | Two of the major shareholders in JA Energy transferred all ownership
of their Preferred and Common stock held in the subsidiary to Mr. James Lusk.
| | - | --------------------------------------------------------------------------------------------------------------------------------------------------



| | · | Mr. James Lusk transferred all of the common stock ownership he owned
and controlled in JA Energy to the major shareholders.
| | - | ----------------------------------------------------------------------------------------------------------------------------



| | · | Mr. James Lusk provided a notarized signed letter addressed to the Company
and auditor that he agreed to transfer all assets and liabilities, as of March 31, 2014, from the Parent to the Subsidiary to the
extent legally assignable.
| | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | · | JA Energy warranted that any new liabilities incurred on the books of
JA Energy after April 1, 2014 would not be transferred to the subsidiary.
| | - | -----------------------------------------------------------------------------------------------------------------------------------------------



| | · | JA Energy represented and warranted that there were no liabilities,
actual or contingent, created in the subsidiary. Prior to the effective time of the transfer, the subsidiary would have no assets
nor liabilities.
| | - | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | · | JA Energy warranted that since April 1, 2014, with the exception of
the Preferred voting shares, no other shares were issued, awarded or pledged to be issued. The number of common shares issued and
outstanding in JA Energy at March 31, 2014 were the same number of the shares issued at the date of transfer.
| | - | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



6











| | · | Upon the completion of the transfer of assets and liabilities, shares
were exchanged and the subsidiary was divested from JA Energy and now operates independent as a separate entity of JA Energy with
its own management;
| | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | · | Mr. James Lusk took control of Peak Energy Holdings, independent of
JA Energy.
| | - | ------------------------------------------------------------------------------



| | · | All Parties indemnified and held harmless the other Parties from and
against any and all losses, damages, liabilities, resulting or arising from these transactions
| | - | -------------------------------------------------------------------------------------------------------------------------------------------------------------------

The Agreement did not affect any other shareholders
in the Company who maintained their share ownership of JA Energy, and have pro-rata ownership in Peak Energy Holdings following
the dividend spin-off.

On September 15, 2016, the Company,
with the approval of the Board of Directors agreed to issue (issued October 7, 2016) 30,000,000 shares of unregistered restricted
Class A Common Stock, 6,000,000 shares of unregistered restricted Class B Voting Common Stock, which carries a voting weight equal
to ten (10) Common Shares, and 40,000,000 shares of unregistered restricted Class C Common Stock to UBI Blockchain Internet, LTD
(“UBI”), a Hong Kong company, in exchange for $200,000. On September 26, 2016, pursuant to NRS 78.1955, the Board of
Directors approved the filing of a Certificate of Designation with the Nevada Secretary of State to designate Class A, B and C
common shares, par value $0.001. Concurrently with the filing of this Certificate of Designation, all Common Stock issued and outstanding
shall become Class A Common Stock. Class B Common Stock carries a voting weight equal to ten (10) Common Shares. The Class B shares
can be converted into fully paid and non-assessable Common Shares, on a one-to-one basis, at the option of the holder at any time
upon written notice to the Company and its authorized transfer agent. Class C Common Stock has no voting rights. Upon the conversion
or other exchange of all outstanding shares of Class B Common Stock into or for shares of Class A Common Stock, all shares of Class
C Common Stock shall be automatically, without further action by any holder thereof, converted into an identical number of fully
paid and non-assessable shares of Class A Common Stock on the date fixed therefor by the Board of Directors that is no less than
sixty-one days and no more than one hundred and eighty days following such conversion or exchange.



On October 7, 2016, the 30,000,000 Class
A shares and 6,000,000 Class B shares were issued. On November 21, 2016, the Company reincorporated in Delaware under the name
UBI Blockchain Internet LTD. and increased the number of authorized shares from 75,000,000 to 200,000,000 shares consisting of
130,000,000 authorized shares of Class A Common Stock, 6,000,000 authorized shares of Class B Common Stock and 64,000,000 authorized
shares of Class C Common Stock. On December 9, 2016, 40,000,000 shares of Class C shares were issued. All of the preceding shares
were issued in reliance on the exemption under Section 4(2) of the Securities Act of 1933, as amended (the "Act") and
were issued under Regulation S to one (1) foreign entity who attested it is an accredited investor who is not a citizen nor a resident
of the USA.





NOTE 2 - GOING CONCERN



These financial statements have been prepared in accordance
with generally accepted accounting principles applicable to a going concern which contemplates the realization of assets and the
satisfaction of liabilities and commitments in the normal course of business. The Company has an accumulated deficit since inception
of $4,629,556. The Company has not generated any meaningful revenues to date, and its ability to continue as a going concern is
contingent upon the successful completion of additional financing arrangements and its ability to achieve and maintain profitable
operations. Management plans to raise equity capital to finance the operating and capital requirements of the Company. As described
above, there was a change in control of the Company in October 2016.



7









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





NOTE 3 - SIGNIFICANT ACCOUNTING POLICIES



The relevant accounting policies are listed below.



Basis of Accounting

The basis is United States generally accepted accounting
principles.



Earnings per Share.

The basic earnings (loss) per share is calculated by dividing
the Company's net income (loss) available to common shareholders by the weighted average number of common shares issued and outstanding
during the year. The diluted earnings (loss) per share is calculated by dividing the Company's net income (loss) available to common

shareholders by the diluted weighted average number of shares
outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted
as of the first of the year for any potentially dilutive debt or equity.



Cash and Cash Equivalents

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



Use of Estimates

In preparing financial statements in conformity with generally
accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets
and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and
expenses during the reported period. Actual results could differ from those estimates.



Income Taxes

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



Revenue recognition

The Company recognizes revenue from product sales once all
the following criteria for revenue recognition have been met: pervasive evidence that an agreement exists; the services have been
rendered; the fee is fixed and determinable and not subject to refund or adjustment; and collection of the amount due is reasonably
assured. For the periods presented, the Company had no revenues.



Year end

The Company's fiscal year-end is August 31.



Reverse Stock Split

All references to numbers of shares of
our common stock and per-share information in the accompanying financial statements have been adjusted retroactively to reflect
the Company’s 1-for- 200 reverse stock split effected on January 20, 2016. The par value was not adjusted as a result of
the reverse stock split.



Recent Accounting Pronouncements

The Company’s management has evaluated recently issued
accounting pronouncements through November 30, 2016 and concluded that they will not have a material effect on future financial
statements.



8









NOTE 4 – TRANSFER OF ASSETS AND LIABILITIES TO
PEAK ENERGY HOLDINGS



In accordance with the Agreement described in Note 1 to these
financial statements, during the year ended August 31, 2015 certain assets with a book value of $9,340, net of depreciation, and
liabilities totaling $628,210 were transferred to Peak Energy Holdings. This transfer resulted in other income of $618,870. In
addition to the $628,210 liabilities transferred to Peak, approximately $68,090 of additional liabilities as of March 31, 2014
not legally assignable to Peak without the consent of the respective debtors were the responsibility of Peak under the Agreement.
As of November 30, 2016 and August 31, 2015, accounts payable and accrued liabilities include liabilities that are the responsibility
of Peak totaling $55,406 and $57,541, respectively. The Company will contest any request for payment of any of these pre-Agreement
liabilities.



NOTE 5 - STOCKHOLDERS’ DEFICIT



The Company is authorized to issue 130,000,000
shares of its $0.001 par value Class A common stock, 6,000,000 shares of its $0.001 par value Class B common stock, 64,000,000
shares of its $0.001 par value Class C common stock and 5,000,000 shares of its $0.001 par value preferred stock.



Pursuant to the September 15, 2016 change
in control agreement, a representative of UBI paid into an attorney trust account $150,000 on September 14, 2016 and $67,500 on
October 11, 2016, for a total of $217,500. The $217,500 consisted of $200,000 for the newly issued shares of Class A, Class B Voting,
and Class C Common Stock and $17,500 for the payment of specific expenses.



During the year ended August 31, 2012,
the Company committed to issue a total of approximately 1,390 shares of common stock to various parties for services rendered or
other consideration valued at a total of $90,521 based on the prevailing trading price of the Company’s common stock at the
dates of the respective commitments. The related expenses were recorded in the year ended August 31, 2012 but the shares have never
been issued.



NOTE 6 - RELATED PARTY TRANSACTIONS



As described in Note 8, the Company
was obligated to Mr. Mark DeStefano (“DeStefano”) for a $50,000 note payable and $26,981 for payments made on behalf
of the Company. Subsequently, Mr. DeStefano advanced $1,285 to the Company. During the three months ended November 30, 2016 the
Company satisfied these obligations. DeStefano had voting control of the Company from June 2014 (see Note 8) to October 24, 2016
(see Note 12) through his ownership of the 1,000,000 shares of Voting Preferred Stock issued and outstanding (equivalent to 50,000,000
votes).



For the three months ended November
30, 2016, consulting fees paid to related parties consists of a total of $15,000 paid to the two then directors of the Company
and $10,000 paid to an entity controlled by DeStefano.



NOTE 7 - PROVISION FOR INCOME TAXES



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



As of November 30, 2016, the Company
had net operating loss carry forwards of approximately $1,097,042 that may be available to reduce future years’ taxable income
through 2036. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements
as their realization has not been determined likely to occur. Also, due to the change in control, there are annual limitation on
future net operating loss carry forward deductions.



9









NOTE 8 - NOTES PAYABLE – Related
Party



On April 4, 2014, the Company issued
a One-year Promissory Note (“the Note”) in the amount of $50,000 to Mark DeStefano (“DeStefano) (see Note 6).
The Note bore interest at 12% percent per annum with interest due each month. In the event that interest was not paid within three
days from the time it was due the Note was to be considered in default and was to be fully due and payable. Additional consideration
for the Note included the Chief Executive Officer of the Company giving the note holder his voting proxy for all of the shares
he held with the exception of voting on a tender offer or a sale of the Company’s assets. As of May 8, 2014, the Note was
in default.



On May 5, 2014, the Company issued a
second One-Year Promissory Note (“the Second Note”) in the amount of $20,000 to the same stockholder noted above. The
Second Note was issued with the restriction that the funds be used specifically to pay the Company’s Patent Counsel for fees
to finalize certain patent filings and was secured by all patents, and patent applications held by the Company. The Second Note
was to bear interest at 12% percent per annum with interest due each month. In the event that interest was not paid within three
days from the time it was due the Second Note would be considered in default and would be fully due and payable.



On June 6, 2014, the Company received
notices that it was in default of the two Promissory Notes described above. Rather than default on the Notes the Company issued
1,000,000 shares of $0.001 par value Voting Preferred Stock in exchange for Notes Payable totaling $20,000 plus forgiveness of
interest totaling $1,900. Additionally, the Company agreed to designate with the State of Nevada Secretary of State that each share
of preferred carries the voting power of 50 common shares. Finally, the shareholder agreed to cancel the shares upon full payment
of the $50,000 Note, without accrued interest and the sale of five units of the MDU.



In October 2016, the $50,000 note payable
was satisfied.



NOTE 9 – OTHER INCOME AND EXPENSE



During the three months ended November
30, 2016, the Company settled a bank overdraft of $942 for $370. This settlement resulted in income of $572.



NOTE 10 – REVERSE STOCK SPLIT



On January 20, 2016, the Company effected
a 1-for-200 reverse stock split of its outstanding common stock, par value $0.001 per share (the "Reverse Stock Split").
As a result of the Reverse Stock Split, each two hundred shares of the Company’s Common Stock issued and outstanding immediately
prior to the Reverse Stock Split were automatically combined into and became one share of common stock. No fractional shares were
issued as a result of the Reverse Stock Split and any stockholder who otherwise would have been entitled to receive fractional
shares received an additional share. Also, as a result of the Reverse Stock Split, the per share exercise price of, and the number
of shares of common stock underlying our warrants outstanding immediately prior to the Reverse Stock Split were automatically proportionally
adjusted based on the 1-for-200 split ratio in accordance with the terms of such warrants. Share and per-share amounts of the Company’s
common stock and warrants included herein have been adjusted to give effect to the Reverse Stock Split. The Reverse Stock Split
did not alter the par value of the Common Stock, $0.001 per share, or modify any voting rights or other terms of the common stock.



NOTE 11 – EXCERCISABLE WARRANTS



On March 1, 2011, the Company received
$15,000 as a loan from a non-related third party. The loan was unsecured, payable on demand and non-interest bearing. Effective
March 19, 2013, the debt was exchanged for warrants to purchase up to 6,000 shares of common $.001 par value stock at $200 per
share after March 19, 2014 and before March 19, 2017.





10





Item 2. - Management's Discussion and Analysis of Financial
Condition and Results of Operations



Forward-Looking Statements



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



Although we believe that the expectations
reflected in any of our forward-looking statements are reasonable, actual results could differ materially from those projected
or assumed in any of our forward-looking statements. Our future financial condition and results of operations, as well as any forward-looking
statements, are subject to change and inherent risks and uncertainties.



In this form 10-K references to "UBI
Blockchain Internet, Ltd.," "JA Energy," "the Company", "we," "us," and "our"
refer to UBI Blockchain Internet Ltd.



Critical Accounting Policies



There have been no material changes
to our critical accounting policies and estimates from the information provided in Item 7, "Management's Discussion and Analysis
of Financial Condition and Results of Operations", included in our Annual Report on Form 10-K for the fiscal year ended August
31, 2016 filed with the Securities and Exchange Commission on December 14, 2016.



Corporate History and Business Overview



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

On September 30, 2014, the Board of Directors passed
a resolution to form a new company called Peak Energy Holdings (Peak) with each shareholder in the Company receiving one share
of common of Peak for each share of common stock in the Company and one share of preferred stock of Peak for each share of preferred
share of the Company.



11









On November 9, 2014, JA Energy (the "Company")
entered into an Irrevocable Asset and Liability Exchange Agreement (the “Agreement”). The Agreement dealt with the
dividend spin-off JA Energy's wholly owned subsidiary, Peak Energy Holdings. At the JA Energy annual shareholder meeting, held
on September 30, 2014, the shareholders of the Company approved the transfer of all of the assets and liabilities of the Parent
into a wholly owned subsidiary. The subsidiary had the same characteristics and number of authorized and issued shares as the Parent,
whereby all Preferred and Common shareholders in the Parent received a pro-rata stock dividend in the subsidiary that is equal
to the number of shares they owned in the Parent on a one-for-one (1:1) basis. The major shareholders of the Company entered into
a separate agreement with regards to the dividend spin-off. They agreed to and put into effect the following points upon the dividend
spin-off of the Peak Energy Holdings from JA Energy:

- Mr. James Lusk (the largest debtor
of JA Energy) transferred all assets and liabilities, as of March 31, 2014, from JA Energy to the Subsidiary to the extent legally
assignable.
- Two of the major shareholders in JA
Energy transferred all ownership of their Preferred and Common stock held in the subsidiary to Mr. James Lusk.
- Mr. James Lusk transferred all of
the common stock ownership he owned and controlled in JA Energy to the major shareholders.
- Mr. James Lusk provided a notarized
signed letter addressed to the Company and auditor that he agreed to transfer all assets and liabilities, as of March 31, 2014,
from the Parent to the Subsidiary to the extent legally assignable.
- JA Energy warranted that any new liabilities
incurred on the books of JA Energy after April 1, 2014 would not be transferred to the subsidiary.
- JA Energy represented and warranted
that there were no liabilities, actual or contingent, created in the subsidiary. Prior to the effective time of the transfer, the
subsidiary would have no assets nor liabilities.
- JA Energy warranted that since April
1, 2014, with the exception of the Preferred voting shares, no other shares were issued, awarded or pledged to be issued. The number
of common shares issued and outstanding in JA Energy at March 31, 2014 were the same number of the shares issued at the date of
transfer.
- Upon the completion of the transfer
of assets and liabilities, shares were exchanged and the subsidiary was divested from JA Energy and now operates independent as
a separate entity of JA Energy with its own management;
- Mr. James Lusk took control of Peak
Energy Holdings, independent of JA Energy.
- All Parties indemnified and held harmless
the other Parties from and against any and all losses, damages, liabilities, resulting or arising from these transactions

The Agreement did not affect any other shareholders
in the Company who maintained their share ownership of JA Energy, and have pro-rata ownership in Peak Energy Holdings following
the dividend spin-off.





12









On September 15, 2016, the Company, with the approval
of the Board of Directors agreed to issue (issued October 7, 2016) 30,000,000 shares of unregistered restricted Class A Common
Stock, 6,000,000 shares of unregistered restricted Class B Voting Common Stock, which carries a voting weight equal to ten (10)
Common Shares and 40,000,000 shares of unregistered restricted Class C Common Stock to UBI Blockchain Internet, Ltd. (“UBI”),
a Hong Kong company, in exchange for $200,000. On September 26, 2016, pursuant to NRS 78.1955, the Board of Directors approved
the filing of a Certificate of Designation with the Nevada Secretary of State to designate Class A, B and C common shares, par
value $0.001. Concurrently with the filing of this Certificate of Designation, all Common Stock issued and outstanding shall become
Class A Common Stock. Class B Common Stock carries a voting weight equal to ten (10) Common Shares. The Class B shares can be converted
into fully paid and non-assessable Common Shares, on a one-to-one basis, at the option of the holder at any time upon written notice
to the Company and its authorized transfer agent. Class C Common Stock has no voting rights. Upon the conversion or other exchange
of all outstanding shares of Class B Common Stock into or for shares of Class A Common Stock, all shares of Class C Common Stock
shall be automatically, without further action by any holder thereof, converted into an identical number of fully paid and non-assessable
shares of Class A Common Stock on the date fixed therefor by the Board of Directors that is no less than sixty-one days and no
more than one hundred and eighty days following such conversion or exchange.

On October 7, 2016, the 30,000,000 Class A shares and
6,000,000 Class B shares were issued. On November 21, 2016, the Company reincorporated in Delaware under the name UBI Blockchain
Internet LTD. and increased the number of authorized shares from 75,000,000 to 200,000,000 shares consisting of 130,000,000 authorized
shares of Class A Common Stock, 6,000,000 authorized shares of Class B Common Stock and 64,000,000 authorized shares of Class C
Common Stock. On December 9, 2016, the 40,000,000 Class C shares were issued. All of the preceding shares were issued in reliance
on the exemption under Section 4(2) of the Securities Act of 1933, as amended (the "Act") and were issued under Regulation
S to one (1) foreign entity who attested it is an accredited investor who is not a citizen nor a resident of the USA.

Currently, the Company currently has no assets, minimal
liabilities and no employees and is now considered a “Shell Company” Securities Act Rule 405 and Exchange Act Rule
12b-2. Under the acts a Shell Company is define as a company, other than an asset-backed issuer, with no or nominal operations;
and no or nominal assets.



Results of Operations



During the three months ended November
30, 2016, the Company had no operations other than administrative and accounting functions. As such comparisons of the results
for the three months ended November 30, 2016 and November 30, 2015 are not applicable.



Expenses



For the three months ended November
30, 2016, the Company had total general and administrative expenses of $75,869 consisting primarily of professional fees, consulting
fees and other general and administrative expenses. For the three months ended November 30, 2015, the Company had total general
and administrative expenses of $13,256 consisting solely of rent expense and other professional fees.





13







Other Income and Expense



For the three months ended November
30, 2016, the Company recognized other income of $572 related to a gain on settlement of a bank overdraft.



Net Loss



As a result of the forgoing the Company
had a net loss for the three months ended November 30, 2016 of $75,297. For the three months ended November 30, 2015, the Company
had a net loss of $13,256.



Going Concern



The financial statements included with
this quarterly report have been prepared in accordance with generally accepted accounting principles applicable to a going concern
which contemplates the realization of assets and the satisfaction of liabilities and commitments in the normal course of business.
As of November 30, 2016, the Company has recognized $5,000 in revenues and has accumulated operating losses of approximately $4,629,556
since inception. The Company's ability to continue as a going concern is contingent upon the successful completion of additional
financing arrangements and its ability to achieve and maintain profitable operations. Management plans to raise equity capital
to finance the operating and capital requirements of the Company. Amounts raised will be used to further development of the Company's
future products, to provide financing for marketing and promotion, to secure additional property and equipment, and for other working
capital purposes. While the Company is putting forth its best efforts to achieve the above plans, there is no assurance that any
such activity will generate funds that will be available for operations.



These conditions raise substantial doubt
about the Company's ability to continue as a going concern. Our financial statements do not include any adjustments that might
arise from this uncertainty.





Liquidity and Capital Resources



As of November 30, 2016 the Company
has assets of $9,000 consisting of prepaid legal fees and accounts' payable and accrued liabilities of $67,134 resulting in a negative
working capital balance of $58,134.



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



14







Off-Balance Sheet Arrangements



We do not have any off-balance sheet
arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial
condition, revenues or expenses, results or operations, liquidity, capital expenditures or capital resources that is material to
investors.





Critical Accounting Policies and
Estimates



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



New Accounting Standards



Management has evaluated recently issued
accounting pronouncements through November 30, 2016 and concluded that they will not have a material effect on the future financial
statements.



Item 3. Quantitative and Qualitative Disclosures about
Market Risk.



Not required for smaller reporting companies.





Item 4T. Controls and Procedures



Evaluation of Disclosure Controls
and Procedures



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





15









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



Management's Report on Internal Control
over Financial Reporting



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



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



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



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





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







16







Our management assessed the effectiveness
of our internal control over financial reporting as of November 30, 2016. In making its assessment, management used the criteria
established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission
("COSO"). Based on its assessment, management has concluded that we had certain control deficiencies described below
that constituted material weaknesses in our internal controls over financial reporting. As a result, our internal control over
financial reporting was not effective as of November 30, 2016.



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



1)   lack
of a functioning audit committee due to a lack of a majority of independent members and a lack of a majority of outside directors
on our board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls
and procedures; and



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



We do not believe the material weaknesses
described above caused any meaningful or significant misreporting of our financial condition and results of operations for the
quarter ended November 30, 2016. However, management believes that the lack of a functioning audit committee and the lack of a
majority of outside directors on our board of directors results in ineffective oversight in the establishment and monitoring of
required internal controls and procedures, which could result in a material misstatement in our financial statements in future
periods.



Management Plan to Remediate Material
Weaknesses



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



We will create a position to segregate
duties consistent with control objectives and will increase our personnel resources and technical accounting expertise within the
accounting function when funds are available to us. We plan to appoint one or more outside directors to our board of directors
who shall be appointed to an audit committee resulting in a fully functioning audit committee who will undertake the oversight
in the establishment and monitoring of required internal controls and procedures such as reviewing and approving estimates and
assumptions made by management when funds are available to us.







17







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



Changes in Internal Control over
Financial Reporting



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

























































18











PART II. OTHER INFORMATION



Item 1 -- Legal Proceedings



From time to time, we may become involved
in various lawsuits and legal proceedings, which arise in the ordinary course of business. However, litigation is subject to inherent
uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business.



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



Item 1A - Risk Factors



See Risk Factors set forth in Part I,
Item 1A of the Company's Annual Report on 10-K for the fiscal year ended August 31, 2016 and the discussion in Item 1, above, under
"Liquidity and Capital Resources."



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



See Note 1 to the financial statements.



Item 3 -- Defaults Upon Senior Securities



None.





Item 4 -- Submission of Matters to a Vote of Security
Holders



None.



Item 5 -- Other Information



None.























19









Item 6 -- Exhibits



|Exhibit Number |  | Ref |  | Description of Document                                                                                                                                                              
|-------------- |  | --- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|31.1           |  |     |  | Certifications of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.                                                                             
|               |  |     |  |                                                                                                                                                                                      
|31.2           |  |     |  | Certifications of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.                                                                             
|               |  |     |  |                                                                                                                                                                                      
|32.1           |  |     |  | Certification of Principal Executive Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002.
|               |  |     |  |                                                                                                                                                                                      
|32.2           |  |     |  | Certification of Principal Financial Officer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002.
|               |  |     |  |                                                                                                                                                                                      





















































20









SIGNATURES

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



Date: January 23, 2017



/s/ Tony Liu

Name: Tony Liu

(Principal Executive Officer)



Date:
January 23, 2017



/s/ Chan Cheung

Name: Chan Cheung

(Principal Accounting Officer)