UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549



FORM 10-Q



|(Mark one)
|----------
|          
|x         

For the Quarterly Period Ended December 31,
2014

OR

|
|
|
|

For the transition period from _________________to

|                                  
|----------------------------------
|Commission File Number:  000-54492
|IPOWorld                          

IPOWorld

(Exact name of registrant as specified
in its charter)

|Nevada                            |  | 27-3088652         
|--------------------------------- |  | -------------------
|(State or Other Jurisdiction      |  | (I.R.S. Employer   
|of Incorporation or Organization) |  | Identification No.)



|3472 Research Pkwy., No. 104, Colorado Springs, CO |  | 80920     
|-------------------------------------------------- |  | ----------
|(Address of principal executive offices)           |  | (Zip Code)



(719) 445-1234

(Registrant’s telephone number, including
area code)



Copies of Communications to:

Law Offices of Thomas C. Cook, Ltd.

8250 W. Charleston Blvd., Suite 120

Las Vegas, NV 89117

(702) 242-0099

Fax (702) 242-0241



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.

YesþNoo



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 during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such files). YesoNooNot Applicable



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



|Large accelerated filero                     |  | Accelerated filero        
|-------------------------------------------- |  | --------------------------
|Non-accelerated filero                       |  | Smaller Reporting Companyþ
|(Do not check if a smaller reporting company |  |                           



Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]



There were 42,000,000 shares of Common Stock
outstanding as of March 24, 2015.











Table of Contents

IPOWorld

Index to Form 10-Q

For the Quarterly Period Ended December 31,
2014



|PART I   | Financial Information                                                                                    | 3 
|-------- | -------------------------------------------------------------------------------------------------------- | --
|         |                                                                                                          |   
|ITEM 1.  | Consolidated Financial Statements (unaudited)                                                            | 3 
|         | Consolidated Balance Sheets as of December 31, 2014 and September 30, 2014                               | 3 
|         | Consolidated Statements of Operations for the three months ended December 31, 2014 and December 31, 2013 | 4 
|         | Consolidated Cash Flows for the three months ended December 31, 2014 and December 31, 2013               | 5 
|         | Notes to the Consolidated Financial Statements                                                           | 6 
|         |                                                                                                          |   
|ITEM 2.  | Management’s Discussion and Analysis of Financial Condition and Results of Operations                    | 11
|         |                                                                                                          |   
|ITEM 3.  | Quantitative and Qualitative Disclosures About Market Risk                                               | 18
|         |                                                                                                          |   
|ITEM 4T. | Controls and Procedures                                                                                  | 19
|         |                                                                                                          |   
|PART II  | Other Information                                                                                        | 22
|         |                                                                                                          |   
|ITEM 1.  | Legal Proceedings                                                                                        | 22
|         |                                                                                                          |   
|ITEM 1A. | Risk Factors                                                                                             | 22
|         |                                                                                                          |   
|ITEM 2.  | Unregistered Sales of Equity Securities and Use of Proceeds                                              | 22
|         |                                                                                                          |   
|ITEM 3.  | Defaults Upon Senior Securities                                                                          | 22
|         |                                                                                                          |   
|ITEM 4.  | Mine Safety Disclosures                                                                                  | 22
|         |                                                                                                          |   
|ITEM 5.  | Other Information                                                                                        | 22
|         |                                                                                                          |   
|ITEM 6.  | Exhibits                                                                                                 | 23
|         |                                                                                                          |   
|         | SIGNATURES                                                                                               | 24
|         |                                                                                                          |   



2



Part I. Financial Information

Item 1. Consolidated Financial Statements



IPOWorld

(formerly General Cleaning and Maintenance)

Consolidated Balance Sheets

(Unaudited)



|                                           |                                                      |                                                             |                          | December 31, 2014      |                        | September 30, 2014
|------------------------------------------ | ---------------------------------------------------- | ----------------------------------------------------------- | ------------------------ | ---------------------- | ---------------------- | ------------------
|                                           |                                                      | ASSETS                                                      |                          |                        |                        |                   
|Current assets:                            |                                                      |                                                             |                          |                       
|                                           | Cash                                                 |                                                             | $                 11,526 |                        | $              109,621
|                                           | Construction in progress                             |                                                             | 95,750                   |                        | 52,162                
|                                           |                                                      | Total current assets                                        |                          | 107,276                |                        | 161,783           
|                                           |                                                      |                                                             |                          |                        |                        |                   
|TOTAL ASSETS                               |                                                      | $               107,276                                     |                          | $              161,783
|                                           |                                                      |                                                             |                          |                        |                        |                   
|                                           |                                                      | LIABILITIES AND STOCKHOLDERS' EQUITY                        |                          |                        |                        |                   
|                                           |                                                      |                                                             |                          |                        |                        |                   
|Stockholders' equity:                      |                                                      |                                                             |                          |                       
|                                           | Preferred stock, $0.001 par value, 15,000,000 shares |                                                             | 1,000                    |                        | -                     
|                                           |                                                      | authorized. 1,000,000 and nil shares issued and outstanding |                          |                        |                        |                   
|                                           |                                                      | as of 12/31/2014 and 9/30/2014, respectively                |                          |                        |                        |                   
|                                           | Common stock, $0.001 par value, 185,000,000 shares   |                                                             | 42,000                   |                        | 25,000                
|                                           |                                                      | authorized, 42,000,000 and 25,000,000 shares issued and     |                          |                        |                        |                   
|                                           |                                                      | outstanding as of 12/31/2014 and 9/30/2014, respectively    |                          |                        |                        |                   
|                                           | Additional paid-in capital                           |                                                             | 39,560,675               |                        | 227,675               
|                                           | Accumulated deficit                                  |                                                             | (39,496,399)             |                        | (90,892)              
|                                           |                                                      | Total stockholders' equity                                  |                          | 107,276                |                        | 161,783           
|TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY |                                                      | $               107,276                                     |                          | $              161,783

























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



3







IPOWorld

(formerly General Cleaning and Maintenance)

Consolidated Statements of Operations

(Unaudited)



|                                  |                                                   |                | For the three months ended December 31, 2014 |            | For the three months ended December 31, 2013 | 
|--------------------------------- | ------------------------------------------------- | -------------- | -------------------------------------------- | ---------- | -------------------------------------------- | 
|Revenue                           | $                       -                         |                | $                       -                    |           
|                                  |                                                   |                |                                              |            |                                              | 
|Expenses:                         |                                                   |                |                                              |           
|                                  | Auditing fees                                     | 750            |                                              | 4,500      |                                             
|                                  | General & administrative                          | 31,757         |                                              | -          |                                             
|                                  | Consulting-related party                          | 22,000         |                                              | -          |                                             
|                                  | Consulting-stock based compensation related party | 39,151,000     |                                              | -          |                                             
|                                  |                                                   | Total expenses | 39,205,507                                   |            | 4,500                                        | 
|                                  |                                                   |                |                                              |           
|Net operating loss                | $           (39,205,507)                          |                | $           (4,500)                          |           
|                                  |                                                   |                |                                              |            |                                              | 
|Other (expense):                  |                                                   |                |                                              |           
|Interest expense                  | (200,000)                                         |                | -                                            |           
|Total other (expense)             | (200,000)                                         |                | -                                            |           
|Net loss                          | (39,405,507                                       | )              | (4,500)                                      |           
|Weighted average number of common |                                                   |                |                                              |           
|                                  | shares outstanding-basic                          | 39,673,913     |                                              | 25,000,000 |                                             
|                                  |                                                   |                |                                              |            |                                              | 
|Net loss per share-basic          | $               (0.99)                            |                | $               (0.00)                       |           



































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



4







IPOWorld

(formerly General Cleaning and Maintenance)

Consolidated Statements of Cash Flows

(Unaudited)



|                                                                            |                              |   | For the three months ended December 31, 2014 |       | For the three months ended December 31, 2013 | 
|--------------------------------------------------------------------------- | ---------------------------- | - | -------------------------------------------- | ----- | -------------------------------------------- | 
|OPERATING ACTIVITIES                                                        |                              |   |                                              |      
|Net loss                                                                    | $       (39,405,507)         |   | $         (4,500)                            |      
|Adjustments to reconcile net loss to net cash used by operating activities: |                              |   |                                              |      
|Stock issued for services-related party                                     | 39,151,000                   |   |                                              |      
|Interest expense                                                            | 200,000                      |   |                                              |      
|Changes in operating assets and liabilities:                                |                              |   |                                              |      
|                                                                            | Decrease  in prepaid expense | - |                                              | 1,500 |                                             
|Net cash used in operating activities                                       | (54,507)                     |   | (3,000)                                      |      
|                                                                            |                              |   |                                              |       |                                              | 
|INVESTING ACTIVITIES                                                        |                              |   |                                              |      
|Increase in construction in progress                                        | (43,588)                     |   | -                                            |      
|Net cash used in investing activities                                       | (43,588)                     |   | -                                            |      
|                                                                            |                              |   |                                              |      
|FINANCING ACTIVITIES                                                        |                              |   |                                              |      
|Contributed capital                                                         | -                            |   | 3,000                                        |      
|Net cash provided by financing activities                                   | -                            |   | 3,000                                        |      
|                                                                            |                              |   |                                              |       |                                              | 
|NET DECREASE IN CASH                                                        | (98,095)                     |   | -                                            |      
|CASH - BEGINNING OF THE PERIOD                                              | 109,621                      |   | -                                            |      
|CASH - END OF THE PERIOD                                                    | $         11,526             |   | $                    -                       |      
|                                                                            |                              |   |                                              |       |                                              | 
|SUPPLEMENTAL DISCLOSURES:                                                   |                              |   |                                              |      
|Interest paid                                                               | $                   -        |   | $                   -                        |      
|Income taxes paid                                                           | $                   -        |   | $                   -                        |      
|                                                                            |                              |   |                                              |      
|Non cash investing and financing activities:                                |                              |   |                                              |      
|Shares issued in settlement of debt                                         | $       200,000              |   | $                   -                        |      

















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



5







IPOWorld

(formerly General Cleaning and Maintenance)

Notes to Consolidated Financial Statements

December 31, 2014

(Unaudited)



NOTE 1. - FINANCIAL STATEMENTS



The Company was organized on April 26, 2010
(Date of Inception) under the laws of the State of Nevada, as General Cleaning and Maintenance. On February 13, 2013, the Company
changed its name from General Cleaning and Maintenance to IPOWorld. Concurrently, it also increased its authorized shares of common
stock from 75,000,000 to 185,000,000 shares of common stock, par value $0.001, and added the authorization for up to 15,000,000
shares of preferred stock, par value $0.001.



IPOWorld incorporated MSPR, a Nevada corporation,
as a wholly-owned subsidiary of IPOWorld on November 24, 2014. It is management's intention that the subsidiary act as a separate
entity that provides security and protection services for IPOWorld's and other businesses operations. The subsidiary will be a
distinct company with different financial, investment and operating characteristics so that each company can adopt their own business
strategies and objectives tailored to their respective markets.



The accompanying consolidated financial statements
have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring
adjustments) necessary to present fairly the financial position, results of operations and cash flows at December 31, 2014 and
for all periods presented have been made.



Certain information and footnote disclosures
normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States
of America have been condensed or omitted. It is suggested that these consolidated financial statements be read in conjunction
with the consolidated financial statements and notes thereto included in the Company's September 30, 2014 audited consolidated
financial statements filed therewith along with the Form 10-K Annual Report. Operating results for the three months ended December
31, 2014 are not necessarily indicative of the results that may be expected for the year ending September 30, 2015.





NOTE 2. - GOING CONCERN



These consolidated 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 $39,496,399. The Company has not generated any 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. Amounts raised will be used for further development of the Company's products, to provide financing for marketing
and promotion 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.







6







IPOWorld

(formerly General Cleaning and Maintenance)

Notes to Consolidated Financial Statements

December 31, 2014





These conditions raise substantial doubt about
the Company's ability to continue as a going concern. These consolidated 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 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.



Principles of Consolidation

The consolidated financial statements include
the accounts and operations of IPOWorld and its wholly owned subsidiary, MSPR Corp. As of December 31, 2014, MSPR Corp. had no
operations to report.



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.



Earnings (Loss) Per Share Calculations

The Company follows ASC Topic 260 to account
for the earnings (loss) per share. Basic earnings (loss) per common share (“EPS”) calculations are determined by dividing
net income by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common share
calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents
outstanding. During periods when common stock equivalents, if any, are anti-dilutive they are not considered in the computation.



Construction in Progress (CIP)

The Company follows ASC Topic 360 to capitalize
assets. Further, ASC 360-10-45-14 states that a long-lived asset classified as held for sale (but not qualifying for presentation
as a discontinued operation in the statement of financial position in accordance with paragraph 205-20-45-10) shall be presented
separately in the statement of financial position of the current period. The assets and liabilities of a disposal group classified
as held for sale shall be presented separately in the asset and liability sections, respectively, of the statement of financial
position. Those assets and liabilities shall not be offset and presented as a single amount. The major classes of assets and liabilities
classified as held for sale shall be separately presented on the face of the statement of financial position or disclosed in the
notes to financial statements.



7







IPOWorld

(formerly General Cleaning and Maintenance)

Notes to Consolidated Financial Statements

December 31, 2014





Fair value of financial instruments

Fair value estimates discussed herein are based
upon certain market assumptions and pertinent information available to management as of December 31, 2014 and 2013. The respective
carrying value of certain on-balance-sheet financial instruments approximated their fair values. These financial instruments include
cash and accounts payable. Fair values were assumed to approximate carrying values for cash and payables because they are short
term in nature and their carrying amounts approximate fair values or they are payable on demand.



Level 1: The preferred inputs to valuation
efforts are “quoted prices in active markets for identical assets or liabilities,” with the caveat that the reporting
entity must have access to that market. Information at this level is based on direct observations of transactions involving the
same assets and liabilities, not assumptions, and thus offers superior reliability. However, relatively few items, especially physical
assets, actually trade in active markets.



Level 2: FASB acknowledged that active markets
for identical assets and liabilities are relatively uncommon and, even when they do exist, they may be too thin to provide reliable
information. To deal with this shortage of direct data, the board provided a second level of inputs that can be applied in three
situations.



Level 3: If inputs from levels 1 and 2 are
not available, FASB acknowledges that fair value measures of many assets and liabilities are less precise. The board describes
Level 3 inputs as “unobservable,” and limits their use by saying they “shall be used to measure fair value to
the extent that observable inputs are not available.” This category allows “for situations in which there is little,
if any, market activity for the asset or liability at the measurement date”. Earlier in the standard, FASB explains that
“observable inputs” are gathered from sources other than the reporting company and that they are expected to reflect
assumptions made by market participants.



Advertising

Advertising costs are expensed when incurred.
The Company has not incurred any advertising expenses since inception.



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.



Year end

The Company's fiscal year-end is September
30.



Recent Accounting Pronouncements

The Company's management has evaluated all
the recently issued accounting pronouncements through the filing date of these financial statements and does not believe that any
of these pronouncements will have a material impact on the Company's financial position and results of operations.



8









IPOWorld

(formerly General Cleaning and Maintenance)

Notes to Consolidated Financial Statements

December 31, 2014





NOTE 4. - STOCKHOLDERS' EQUITY



The Company is authorized to issue 15,000,000
preferred shares at par value $0.001 and 185,000,000 common shares at par value $0.001. On February 13, 2013, the Company increased
the authorized stock of the company from 75,000,000 shares to 185,000,000 common shares at par value $0.001 and 15,000,000 preferred
shares at par value $0.001 for total authorized shares of 200,000,000.



On October 17, 2014, the Company agreed to
issue 1,000,000 unregistered restricted Preferred Voting Stock, which carries a voting weight equal to fifty (50) Common Shares
and 14,500,000 restricted common shares to Edward Heckerson for his services provided during the quarter ended December 31, 2014,
which include but are not limited to: corporate guidance, operations, regulatory compliance and the seeking and successful acquisition
of Company financing. The common shares were valued at the fair market value of $2.70 per share as on the date of issuance for
a total value of $39,150,000 and preferred shares were valued for $1,000, based on $0.001 par value of preferred stock.



On October 17, 2014, the Company designated
a class of its non convertible Preferred Voting Stock, par value $0.001. One Million (1,000,000) Preferred Voting Stock were authorized.
ThePreferred Voting Stock carry a voting weight equal to fifty (50) Common Shares.
The shares of the Preferred Voting Stock are not redeemable and cannot be converted into Common Shares, unless it is approved by
the Board of Directors and agreed upon by the Preferred Voting Shareholders.



On November 14, 2014, IPOWorld with the approval
of the Board of Directors agreed to issue 2,500,000 unregistered restricted common shares at an agreed value of $ 0.08 per share
to satisfy a Convertible Note debt obligation of $200,000 between the Company and Lakeview Media, a Nevis corporation. The Company
entered into the Convertible Note with Lakeview Media on September 30, 2014. The debt holder agreed to tender their original note,
marked satisfied, upon the issuance of 2,500,000 IPOWorld restricted common shares and the debt discount calculated under the embedded
beneficial conversion feature of $200,000 was entirely amortized and recorded as interest expense as at December 31, 2014. The
shares were issued pursuant to the exemption from registration provided by Section 4(2) of the Securities Act. We believed that
Section 4(2) was available because the offer and sale did not involve a public offering and there was not general solicitation
or general advertising involved in the offer or sale.



There have been no issuances of stock options
or warrants.









9







IPOWorld

(formerly General Cleaning and Maintenance)

Notes to Consolidated Financial Statements

December 31, 2014





NOTE 5. RELATED PARTY TRANSACTIONS



On October 17, 2014, the Company agreed to
issue 1,000,000 unregistered restricted Preferred Voting Stock, which carries a voting weight equal to fifty (50) Common Shares
and 14,500,000 restricted common shares to Edward Heckerson for his services provided during the quarter ended December 31, 2014,
which include but are not limited to: corporate guidance, operations, regulatory compliance and the seeking and successful acquisition
of Company financing. The common shares were valued at the fair market value of $2.70 per share as on the date of issuance for
a total value of $39,150,000 and preferred shares were valued for $1,000, based on $0.001 par value of preferred stock.



During the three months ended December 31,
2014, the Company paid a related party $22,000 for consulting expenses related to the coordination of construction services currently
in progress. This related party entity is controlled by an officer of the Company.



The Company does not lease or rent any property.
Office services are provided without charge by a director. Such costs are immaterial to the financial statements and, accordingly,
have not been reflected therein. The officers and directors of the Company are involved in other business activities and may, in
the future, become involved in other business opportunities. If a specific business opportunity becomes available, such persons
may face a conflict in selecting between the Company and their other business interests. The Company has not formulated a policy
for the resolution of such conflicts.





NOTE 6 - CONSTRUCTION IN PROGRESS



The Company is in the process of preparing
a site for turn-key opening by its client for use as a medical marijuana establishment. As of December 31, 2014, the Company has
capitalized $117,750 for work in progress at this site.





NOTE 7 - SUBSEQUENT EVENTS



The Company has evaluated subsequent events
from December 31, 2014 through the date the financial statements are issued, and has determined that no such events have occurred.







10











MANAGEMENT'S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS





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



Forward-Looking Information



This Quarterly Report on Form 10-Q contains
forward-looking statements. When used in this Quarterly Report on Form 10-Q, the words "anticipate," "believe,"
"estimate," "will," "plan," "seeks," "intend," and "expect" 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 Quarterly Report on Form 10-Q. 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-Q. 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 Quarterly
Report on Form 10-Q. 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.





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 September
30, 2013.





Overview of Current Operations



History and Organization



The Company was organized April 26, 2010 (Date
of Inception) under the laws of the State of Nevada, as General Cleaning and Maintenance. On March 15, 2013, the Company filed
a Certificate of Amendment with the Nevada Secretary of State to change its corporate name to: IPOWorld. The original business
of the Company was to provide a wide range of janitorial and cleaning services for clients. IPOWorld incorporated MSPR, a Nevada
corporation, as a wholly-owned subsidiary of IPOWorld on November 24, 2014. As the Company underwent a change of control and management,
it shifted its business to creating a portfolio of real estate properties that service the
cannabis industry. The Company business focus includes consulting, construction, property management and land/equipment leasing
to licensed cannabis production and processing clients.







11











Our Business



IPOWorld is focused on creating a portfolio
of real estate properties that service the cannabis industry. We are in the business of consulting, construction, property management
and land/equipment leasing to licensed cannabis production and processing clients. We do not grow, harvest, distribute, market
nor sell cannabis. The company acquires and/or leases properly zoned land and related facilities with the intent to build and/or
do leasehold improvements to existing buildings and rent to licensed tenants for their operations. Lessees pay rent and other management
fees for the use of our properties, all in compliance with applicable local and state laws and regulations.



IPOWorld is a single-source, integrated engineering
and construction management firm that specializes in buildto-succeed cannabis facilities. We utilize the highest quality components
and newest technologies to virtually meet any licensees requirements. Our independent contract consists of design engineers, licensed
contractors, steel building manufacturers, specialty licensed subcontractors and outside consultants. IPOWorld can design, manage
and build-out a new or existing building and transform it into a state-of-the-art marijuana growing/processing operation.



The IPOWorld lease and consult model allows
clients to avoid having to seek an equity partner for capitalization and funding of their licensed growing operations. The Company
simply provides state approved grower/processors with its infrastructure asset in exchange for premium monthly rent and management
fees.



On August 15, 2014, management identified its
first licensee and location. We began property development and construction which included the following initiatives 1) to create
a state approved site plan for a properly zoned cannabis production and processing location in Olympia, Washington; 2) to construct
and deliver a Tier 2 state approved cannabis production and processing facility at this location.



Industry Overview



Currently four states, Colorado, Washington,
Oregon and Alaska, have completely legalized marijuana for medical and recreational use. Nineteen other states plus the District
of Columbia have laws legalizing marijuana for use by medical patients. In 2013 the Colorado medical marijuana industry had over
100,000 licensed patients producing revenues exceeding $200 million. A Colorado State University study predicts when recreational
use becomes legal in 2014, the user base will increase dramatically from 108,000 patients to 652,000 customers and annual State
revenues are projected to increase to over $600 million.



At present, there are over one million registered
holders of medical marijuana cards in the United States. If the average number of medical marijuana patients in states with legal
medical marijuana were extrapolated to all 50 states, the total number of medical marijuana users as of the end 2013 would theoretically
have been 2,421,069.



The average medical marijuana user spends approximately
$2,000 a year. This would set the national medical marijuana market at approximately $50 billion. When taking in to account the
large multiple that exists from the newly expanding recreational market, some experts predict the annual marijuana nationwide market
may reach as high as $120 billion.



12









Company Strategy



IPOWorld management believes that creating
infrastructure alone does not necessarily insure a financially successful operation. As such, the Company provides licensees with
access to professional consultants that have extensive hands-on experience as actual commercial cannabis growers, processors and
dispensary owners. This access to expert knowledge is an important piece to the potential future success of grower/processor clients.



IPOWorld intends to provide the following consulting
services to its licensee production/processing clients:



·Business Planning

·Preparation of Applications for Licensing

·Define Start-up Costs

·Operational Analysis

·Preparation of Operating Plans for Licensing

·Cultivation/Processing Management Software

·Real Estate or Facility Sourcing

·Cultivation Facility Design and Build Out

·Selection of Necessary Equipment

·Select Contractors

·Supervise Build Out

·Point of Sale Systems

·Regulatory and Licensing

·Compliance and Applications

·Develop Business Growth Strategies

·Business Coaching

·Project Management for Outdoor, Greenhouse or
Indoor Facilities

·Yield Analysis

·Staffing Requirements

·Financial Projections

·Potential Yield Analysis

·Soil or Growing Medium Management

·Environmental Controls

·Define Integrated Pest Management Systems

·Develop Processing Protocols and Train Employees

·Define Sales and Marketing Strategies

·Develop Branding Program

·Create Public Relations and Social Media Programs

·Training and Education of Staff

·Set up Tracking Systems

·Define Security Systems

·Set up Accounting System

·Create Employees Handbook







13









Branding



Management believes branding is a critical
component to the successful distribution and sales of cannabis. As such, the Company has identified and is currently negotiating
licensing contracts with international personalities that are intimately associated with the product.



Management plans to open a progressive agency
that will represent and license multiple brands. These brands will create loyalty in the marketplace and raise sales to consumers.
The agency will charge a “per label” branding fee to growers and will charge advertising fees to dispensaries to carry
products and drive foot traffic via social media.



IPOWorld’s ultimate goal is to create
recognizable cannabis brands that elevate consumer expectations through the consistent quality and consistency of its clients products
which will be provided to state approved cannabis dispensaries.



Funding



With the $200,000 funding we received on September
30, 2014, we are now in the process of building a cannabis cultivation facility in Olympia, Washington. Construction of the facility
is underway. The cannabis grower/processor has permission from the local and state authorities in the State of Washington to build
up to a 10,000 square foot cannabis cultivation facility. They have applied for a Tier II cannabis license that requires that their
facility be built and then inspected before a final cultivation/processing license is issued. This 10,000 sq. ft. facility is located
on a 65 acre parcel of land owned by the Licensee. Once the facility is completed and final inspection is approved by the State
of Washington, we expect our fees to complete the facility and provide consulting will range between $350,000 to $400,000. If this
materializes, this will generate for the Company between $150,000 to $200,000 in profit. After the final license has been issued
and we receive our construction/consulting fees, we plan to expand our operations. We have identified a larger construction site
in Elma, Washington to build a state of the art Co-location Facility for additional grower/processors to conduct their business.



MSPR Subsidary



IPOWorld incorporated MSPR, a Nevada corporation,
as a wholly-owned subsidiary of IPOWorld on November 24, 2014. It is management's intention that the subsidiary act as a separate
entity that provides security and protection services for IPOWorld's and other businesses operations. The subsidiary will be a
distinct company with different financial, investment and operating characteristics so that each company can adopt their own business
strategies and objectives tailored to their respective markets.





Recent Events



IPOWorld plans to deliver a state approved
10,000 square foot indoor/outdoor cannabis growing and processing facility in Olympia, Washington in February 2015. The Company
installed all required fencing, structures, lighting, security, processing and all analytical equipment needed to comply with the
State of Washington.





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Management has identified and is negotiating
a Letter of Intent with its second licensee client. Once a final Lease and Consulting Agreement is executed, we will have the following
responsibilities 1) to create a state approved site plan for a properly zoned cannabis production and processing location in Elma,
Washington; 2) to construct and deliver to client a 12,500 square foot indoor/outdoor cannabis production and processing facility
at this location.



Management has identified and plans to execute
a Lease Option Agreement in January 2015 with Pintail Farms located in Elma, Washington. The option once executed will allow IPOWorld
to build a 15 acre colocation facility on commercial agricultural land located in Grays Harbor County that is Title 17 approved
for the production and processing of cannabis.



Competition



Our competitors have substantially greater
financial, technical, and marketing resources than we do and may succeed in developing products that would render our services
obsolete or noncompetitive. In addition, many of these competitors have significantly greater experience than we do in their respective
fields. Our ability to compete successfully will depend on our ability to develop proprietary products that reach the market in
a timely manner and are technologically superior to, and/or are less expensive than, other products/services on the market. Current
competitors or other companies may develop technologies and services that are more effective than ours. Our technologies and services
may be rendered obsolete or uneconomical by technological advances or entirely different approaches developed by one or more of
our competitors. The existing approaches of our competitors or new approaches or technology developed by our competitors may be
more effective than those developed by us.



Facilities



Our offices are currently located at 3472 Research
Pkwy., No. 104, Colorado Springs, CO 80920, telephone: (719) 445-1234. Management believes that its current facilities are adequate
for its needs through the next twelve months, and that, should it be needed, suitable additional space will be available to accommodate
expansion of the Company's operations on commercially reasonable terms, although there can be no assurance in this regard.







15











Results of Operations for the three month periods ended December
31, 2014 and 2013.



We earned no revenues since our inception on
April 26, 2010 through December 31, 2014. With exception to the property currently being developed for a licensee, we do not anticipate
earning any other significant revenues within the next 12 months.



For the period from inception through December
31, 2014, we generated no income. Since our inception on April 26, 2010 through December 31, 2014, we experienced an accumulated
net loss of $39,496,399. Our loss was attributed to organizational expenses, audit, consulting
and legal fees.



For the three months ending December 31, 2014,
our expenses were $39,405,507, which represented audit fees of $750, general and administrative fees of $31,757, consulting fees
to a related party of $22,000, and related party stock based consulting fees of $39,151,000, and interest expense of $200,000.
This compares to expenses of $4,500 of which $4,500 were for audit fees for the three months ending December 31, 2013. We experienced
a net loss of $39,405,507 for the three months ending December 31, 2014 as compared to a net loss of $(4,500) for the three months
ending December 31, 2013. We anticipate our operating expenses will increase as we enhance our operations.



In our September 30, 2014 year-end financials,
our auditor issued an opinion that our financial condition raises substantial doubt about the Company's ability to continue as
a going concern.



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 December 31, 2014, the Company has not recognized any revenues and has accumulated operating losses of approximately $(39,496,399)
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 for further development of the Company's
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.





Summary of any product research and development
that we will perform for the term of our plan of operation.



The Company does not anticipate performing
any product research or development.





Expected purchase or sale of plant and significant
equipment.



At such time, we do not anticipate the purchase
or sale of any plant or significant equipment.



16









Significant changes in the number of employees.



As of December 31, 2014, we did not have any
employees. We are dependent upon our sole officer and a director for our future business development. As our operations expand
we anticipate the need to hire additional employees; however, the exact number is not quantifiable at this time.





Liquidity and Capital Resources



Our balance sheet as of December 31, 2014 reflects
$129,276 in current assets and $0 in current liabilities. A critical component of our operating plan impacting our continued existence
is the ability to obtain additional capital through additional equity and/or debt financing.



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.



Our sole officer/director has agreed to contribute
funds to the operations of the Company, in order to keep it fully reporting for the next twelve (12) months, without seeking reimbursement
for funds contributed.



As a result of the Company's current limited
available cash, no officer or director received cash compensation through the quarter ended December 31, 2014. The Company has
no employment agreements in place with its officers. On October 17, 2014, the Company agreed to issue 1,000,000 unregistered restricted
Preferred Voting Stock, which carries a voting weight equal to fifty (50) Common Shares and 14,500,000 restricted common shares
to Edward Heckerson for his services provided during the quarter ended December 31, 2014, which include but are not limited to:
corporate guidance, operations, regulatory compliance and the seeking and successful acquisition of Company financing. The common
shares were valued at the fair market value of $2.70 per share as on the date of issuance for a total value of $39,150,000 and
preferred shares were valued for $1,000, based on $0.001 par value of preferred stock.





IPOWorld Funding Requirements



Future funding could result in potentially
dilutive issuances of equity securities, the incurrence of debt, contingent liabilities and/or amortization expenses related to
goodwill and other intangible assets, which could materially adversely affect the Company's business, results of operations and
financial condition. Any future acquisitions of other businesses, technologies, services or product(s) might require the Company
to obtain additional equity or debt financing, which might not be available on terms favorable to the Company, or at all, and such
financing, if available, might be dilutive.







17











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
services once all of the following criteria for revenue recognition have been met: persuasive 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.





New Accounting Standards



Management has evaluated recently issued accounting
pronouncements through December 31, 2014 and concluded that they will not have a material effect on the financial statements as
of December 31, 2014.





Item 3. Quantitative and Qualitative Disclosures
about Market Risk.



Not applicable.







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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.



Management, with the participation of the Chief
Executive Officer and the Chief Financial Officer, have 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











19













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.



Our management assessed the effectiveness of
our internal control over financial reporting as of December 31, 2014. 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 December 31, 2014.



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:



The matters involving internal controls and
procedures that our management considered to be material weaknesses under the standards of the Public Company Accounting Oversight
Board were:



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)inadequate segregation of duties consistent with control objectives.

















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The aforementioned material weakness was identified
by our President in connection with the review of our financial statements as of December 31, 2014.



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 period ended
December 31, 2014. 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.



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.



This quarterly report does not include an attestation
report of the Corporation's registered public accounting firm regarding internal control over financial reporting. Management's
report was not subject to attestation by the Corporation's registered public accounting firm pursuant to temporary rules of the
SEC that permit the Corporation to provide only the management's report in this quarterly report.



Changes in internal controls over financial
reporting



There was no change in our internal controls
over financial reporting that occurred during the period covered by this report, that has materially affected, or is reasonably
likely to materially affect, our internal controls over financial reporting.





21











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 the Company's Annual
Report on Form 10-K for the fiscal year ended September 30, 2014 and the discussion in Item 1, above, under "Liquidity and
Capital Resources."





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



None.





Item 3 -- Defaults Upon Senior Securities



None.





Item 4 – Mine Safety Disclosures



N/A



Item 5 -- Other Information



None.



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Item 6 -- Exhibits





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



















23









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.





|                      | IPOWorld
        Registrant                                                                                    
|--------------------- | ---------------------------------------------------------------------------------------------------------------
|                      |                                                                                                                
|                      |                                                                                                                
|Date:  March 24, 2015 | /s/ Ed Heckerson                                                                                               
|                      | Name: Ed Heckerson                                                                                             
|                      | Title: Corporate Secretary, Acting Principal Executive, Acting Financial,
        and Acting Accounting Officer

















































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