Nevada
|
|
74-3262176
|
(State
or other Jurisdiction of Incorporation or
Organization)
|
|
(I.R.S.
Employer Identification No.)
|
15150 Preston Road, Suite #300
Dallas, Texas
|
|
75248
|
(Address
of Principal Executive Offices)
|
|
(Zip
Code)
|
Title of each class
|
|
Trading symbol(s)
|
|
Name of exchange on
which registered
|
None
|
|
N/A
|
|
N/A
|
Large
accelerated filer
|
☐
|
Accelerated
filer
|
☐
|
Non-accelerated
filer
|
☒
|
Smaller
reporting company
|
☒
|
|
|
Emerging growth
company
|
☐
|
|
Page
|
|
|
|
|
PART I. FINANCIAL
INFORMATION
|
3
|
|
|
|
|
ITEM
1.
|
Financial
Statements
|
3
|
|
|
|
|
Condensed
Consolidated Balance Sheets as of December 31, 2020 (unaudited) and
March 31, 2020
|
3
|
|
|
|
|
Condensed
Consolidated Statements of Operations for the Three and Nine Months
Ended December 31, 2020 and 2019 (unaudited)
|
4
|
|
|
|
|
Condensed
Consolidated Statements of Stockholders’ Deficit for the
Three and Nine Months Ended December 31, 2020 and 2019
(unaudited)
|
5
|
|
|
|
|
Condensed
Consolidated Statements of Cash Flows for the Nine Months Ended
December 31, 2020 and 2019 (unaudited)
|
7
|
|
|
|
|
Notes
to Condensed Consolidated Financial Statements
(unaudited)
|
8
|
|
|
|
ITEM
2.
|
Management’s
Discussion and Analysis of Financial Condition and Results of
Operations
|
21
|
|
|
|
ITEM
3.
|
Quantitative
and Qualitative Disclosures about Market Risk
|
32
|
|
|
|
ITEM
4.
|
Controls
and Procedures
|
32
|
|
|
|
PART II. OTHER
INFORMATION
|
33
|
|
|
|
|
ITEM
1.
|
Legal
Proceedings
|
33
|
|
|
|
ITEM
1A.
|
Risk
Factors
|
34
|
|
|
|
ITEM
2.
|
Unregistered
Sales of Equity Securities and Use of Proceeds
|
34
|
|
|
|
ITEM
3.
|
Defaults
Upon Senior Securities
|
34
|
|
|
|
ITEM
4.
|
Mine
Safety Disclosures
|
34
|
|
|
|
ITEM
5.
|
Other
Information
|
34
|
|
|
|
ITEM
6.
|
Exhibits
|
35
|
|
|
|
SIGNATURES
|
36
|
ASSETS
|
December 31,
2020
|
March 31,
2020
|
Current
assets
|
(unaudited)
|
|
Cash
|
$311,848
|
$109,491
|
Prepaid
expenses
|
778,019
|
128,693
|
Insurance
settlement
|
-
|
917,210
|
|
|
|
Total current
assets
|
1,089,867
|
1,155,394
|
|
|
|
Fixed
assets
|
12,286,515
|
707,808
|
|
|
|
Other
assets
|
|
|
Construction-in-process
|
1,719,945
|
-
|
Right of Use
asset
|
275,400
|
275,400
|
Deposits
|
20,633
|
178,198
|
|
|
|
Total other
assets
|
2,015,978
|
453,598
|
|
|
|
Total
assets
|
$15,392,360
|
$2,316,800
|
|
|
|
LIABILITIES
AND STOCKHOLDERS' DEFICIT
|
|
|
Current
liabilities
|
|
|
Accounts
payable
|
$896,379
|
$641,146
|
Accrued
interest
|
64,246
|
81,034
|
Accrued
interest - related parties
|
175,520
|
296,624
|
Other accrued
expenses
|
628,204
|
1,204,815
|
Short-term
Promissory Note and Lines of credit
|
575,910
|
570,497
|
Bank
loan
|
8,438
|
8,904
|
PPP
loan
|
103,200
|
-
|
Convertible
debentures
|
-
|
463,161
|
Notes payable
- related parties
|
1,247,162
|
1,221,162
|
Dividends
payable
|
182,639
|
-
|
Derivative
liability
|
-
|
176,000
|
Warrant
liability
|
-
|
90,000
|
|
|
|
Total current
liabilities
|
3,881,698
|
4,753,343
|
|
|
|
Bank loans,
less current maturities
|
208,493
|
225,837
|
Notes
payable
|
5,000,000
|
|
Note payable -
related party, less current maturities
|
239,604
|
-
|
Lease
Liability
|
275,400
|
275,400
|
|
|
|
Total
liabilities
|
9,605,195
|
5,254,580
|
|
|
|
|
|
|
Commitments
and contingencies (Note 11)
|
|
|
|
|
|
|
|
|
Series D
Redeemable Convertible Preferred stock, $0.0001 par value, 20,000
shares authorized, 5,000 and 0 shares issued and outstanding at
December 31, 2020 and March 31, 2020,
respectively
|
208,333
|
-
|
|
|
|
|
|
|
Stockholders'
deficit
|
|
|
Series A
Convertible Preferred stock, $0.0001 par value, 5,000,000 shares
authorized, 5,000,000 shares issued and outstanding at December 31,
2020 and March 31, 2020
|
500
|
500
|
Series B
Convertible Preferred stock, $0.0001 par value, 5,000 shares
authorized, 1,920 and 2,250 shares issued and outstanding at
December 31, 2020 and March 31, 2020,
respectively
|
-
|
-
|
Common stock,
$0.0001 par value, 900,000,000 shares authorized, 544,989,181 and
379,742,524 shares issued and outstanding at December 31, 2020 and
March 31, 2020, respectively
|
54,500
|
37,975
|
Additional
paid in capital
|
55,437,431
|
43,533,242
|
Stock
Payable
|
135,000
|
-
|
Accumulated
deficit
|
(49,961,843)
|
(46,427,396)
|
Total
stockholders' deficit attributable to NaturalShrimp, Inc.
shareholders
|
5,665,588
|
(2,855,679)
|
|
|
|
Non-controlling
interest in NAS
|
(86,756)
|
(82,101)
|
|
|
|
Total
stockholders' deficit
|
5,578,832
|
(2,937,780)
|
|
|
|
Total
liabilities mezzanine and stockholders' deficit
|
$15,392,360
|
$2,316,800
|
|
For the
Three Months Ended
|
For the
Nine months Ended
|
||
|
December
31,
2020
|
December
31,
2019
|
December
31,
2020
|
December
31,
2019
|
|
|
|
|
|
Sales
|
$-
|
$-
|
$-
|
$-
|
|
|
|
|
|
Operating
expenses:
|
|
|
|
|
General and
administrative
|
394,654
|
306,834
|
1,131,662
|
944,571
|
Research and
development
|
-
|
101,500
|
79,550
|
101,500
|
Facility
operations
|
154,470
|
41,375
|
234,113
|
180,934
|
Depreciation and
amortization
|
18,173
|
15,958
|
37,850
|
41,521
|
|
|
|
|
|
Total operating
expenses
|
567,297
|
465,667
|
1,483,175
|
1,268,526
|
|
|
|
|
|
Net loss from
operations
|
(567,297)
|
(465,667)
|
(1,483,175)
|
(1,268,526)
|
|
|
|
|
|
Other income
(expense):
|
|
|
|
|
Interest
expense
|
(42,541)
|
(40,820)
|
(102,057)
|
(160,351)
|
Amortization of debt
discount
|
-
|
(38,831)
|
-
|
(515,204)
|
Financing
costs
|
-
|
(53,528)
|
(64,452)
|
(217,746)
|
Change in fair value of
derivative liability
|
-
|
58,000
|
(29,000)
|
19,000
|
Change in fair value of
warrant liability
|
-
|
-
|
-
|
-
|
Loss on warrant
settlement
|
-
|
-
|
-
|
(50,000)
|
|
|
|
-
|
|
|
|
|
|
|
Total other income
(expense)
|
(42,541)
|
(75,179)
|
(195,509)
|
(924,301)
|
|
|
|
|
|
Loss before income
taxes
|
(609,838)
|
(540,846)
|
(1,678,684)
|
(2,192,827)
|
|
|
|
|
|
Provision for income
taxes
|
-
|
-
|
-
|
-
|
|
|
|
|
|
Net
loss
|
(609,838)
|
(540,846)
|
(1,678,684)
|
(2,192,827)
|
|
|
|
|
|
Less net loss
attributable to non-controlling interest
|
(1,074)
|
-51363
|
(4,655)
|
(51,363)
|
|
|
|
|
|
Net loss attributable
to NaturalShrimp Inc.
|
(608,764)
|
(489,483)
|
(1,674,029)
|
(2,141,464)
|
|
|
|
|
|
Amortization of
beneficial conversion feature on PS
|
(443,333)
|
(380,000)
|
(1,543,333)
|
(380,000)
|
Dividends
|
(172,291)
|
-
|
(317,083)
|
-
|
|
|
|
|
|
Net loss available for
common stockholders
|
$(1,224,388)
|
$(869,483)
|
$(3,534,445)
|
$(2,521,464)
|
|
|
|
|
|
EARNINGS PER SHARE
(Basic and diluted)
|
$(0.00)
|
$(0.00)
|
$(0.01)
|
$(0.01)
|
|
|
|
|
|
|
451,549,772
|
345,260,292
|
419,177,832
|
326,835,226
|
|
Series A Preferred stock
|
Series B Preferred stock
|
Common stock
|
Additional paid
|
Stock
|
Accumulated
|
Non-controlling
|
Total stockholders'
|
|||
|
Shares
|
Amount
|
Shares
|
Amount
|
Shares
|
Amount
|
in
Captial
|
Receivable
|
deficit
|
interest
|
deficit
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance April
1, 2019
|
5,000,000
|
500
|
|
|
301,758,293
|
30,177
|
38,335,782
|
|
(41,223,445)
|
|
(2,856,986)
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance of
shares under equity financing agreement
|
|
|
|
|
11,482,721
|
1,148
|
1,498,852
|
|
|
|
1,500,000
|
Issuance of
shares upon conversion
|
|
|
|
|
3,000,000
|
300
|
29,700
|
|
|
|
30,000
|
Beneficial
conversion feature
|
|
|
|
|
|
|
58,548
|
|
|
|
58,548
|
|
|
|
|
|
|
|
|
|
|
|
-
|
Net
loss
|
|
|
|
|
|
|
|
|
(795,270)
|
-
|
(795,270)
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance June
30, 2019
|
5,000,000
|
$500
|
-
|
$-
|
316,241,014
|
$31,625
|
$39,922,882
|
-
|
$(42,018,715)
|
$-
|
$(2,063,708)
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchase of
Series B Preferred shares
|
|
|
250
|
-
|
|
|
250,000
|
|
|
|
250,000
|
Issuance of
shares upon conversion
|
|
|
|
|
14,000,000
|
1,400
|
138,600
|
|
|
|
140,000
|
Issuance of
shares under equity financing agreement
|
|
|
|
|
3,275,060
|
326
|
273,675
|
|
|
#
|
274,001
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
loss
|
|
|
|
|
|
|
|
|
(856,711)
|
|
(856,711)
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance
September 30, 2019
|
5,000,000
|
$500
|
250
|
$-
|
333,516,074
|
$33,351
|
$40,585,157
|
|
$(42,875,426)
|
|
$(2,256,418)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchase of
Series B Preferred shares
|
|
|
1,250
|
-
|
|
|
1,250,000
|
|
|
|
1,250,000
|
Issuance of
shares upon conversion
|
|
|
|
|
20,600,461
|
2,060
|
211,388
|
|
|
|
213,448
|
Reclass of
derivative liability upon conversion of related convertible
debentures
|
|
|
|
|
|
|
8,000
|
|
|
|
8,000
|
Beneficial
conversion feature related to the Series B Preferred
Shares
|
|
|
|
|
|
|
380,000
|
|
(380,000)
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
-
|
Net
loss
|
|
|
|
|
|
|
|
|
(489,483)
|
(51,363)
|
(540,846)
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance
December 31, 2019
|
5,000,000
|
$500
|
1,500
|
$-
|
354,116,535
|
$35,411
|
$42,434,545
|
|
$(43,744,909)
|
|
$(1,325,816)
|
|
For the Nine Months Ended
|
|
|
December 31,
2020
|
December 31,
2019
|
CASH FLOWS FROM OPERATING ACTIVITIES
|
|
|
Net loss
attributable to NaturalShrimp Inc.
|
$(1,674,029)
|
$(2,141,464)
|
|
|
|
Adjustments to
reconcile net loss to net cash used in operating
activities
|
|
|
|
|
|
Depreciation
expense
|
37,850
|
41,521
|
Amortization
of debt discount
|
-
|
515,204
|
Change in fair
value of derivative liability
|
29,000
|
(19,000)
|
Default
penalty
|
41,112
|
27,000
|
Net loss
attributable to non-controlling interest
|
(4,655)
|
(51,363)
|
Shares issued
for services
|
745,250
|
-
|
|
|
|
Changes in operating assets and liabilities:
|
|
|
Prepaid
expenses and other current assets
|
(649,326)
|
(91,643)
|
Deposits
|
-
|
(10,133)
|
Accounts
payable
|
255,231
|
56,002
|
Other accrued
expenses
|
143,793
|
180,728
|
Accrued
interest
|
29,959
|
-
|
Accrued
interest - related parties
|
32,096
|
(10,560)
|
|
|
|
Cash used in operating activities
|
(1,013,719)
|
(1,503,708)
|
|
|
|
CASH FLOWS
FROM INVESTING ACTIVITIES
|
|
|
|
|
|
Cash paid for
machinery and equipment
|
(1,481,558)
|
(611,790)
|
Cash paid for
asset acquisition with VeroBlue Farms, Inc.
|
(5,000,000)
|
-
|
Cash received
from Insurance settlement
|
917,210
|
-
|
Cash paid for
construction in process
|
(1,562,380)
|
(541,735)
|
|
|
|
CASH USED IN INVESTING ACTIVITIES
|
(7,126,728)
|
(1,153,525)
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES
|
|
|
|
|
|
Payments on
bank loan
|
(17,810)
|
(5,989)
|
Payment of
related party notes payable
|
(48,000)
|
-
|
Repayment
line of credit short-term
|
5,413
|
(110,788)
|
Proceeds from
PPP loan
|
103,200
|
-
|
Proceeds from
issuance of common shares under equity
agreement
|
-
|
1,774,001
|
Proceeds from
sale of Series B Convertible Preferred stock
|
3,250,000
|
1,500,000
|
Proceeds from
convertible debentures
|
-
|
100,000
|
Proceeds from
sale of Series D PS
|
5,000,000
|
(85,500)
|
Payments on
convertible debentures, related party
|
-
|
(69,000)
|
Cash received
in relation to Vista warrant settlement
|
50,000
|
-
|
|
|
|
Cash provided by financing activities
|
8,342,803
|
3,102,724
|
|
|
|
NET CHANGE IN CASH
|
202,357
|
445,491
|
|
|
|
CASH AT BEGINNING OF PERIOD
|
109,491
|
137,499
|
|
|
|
CASH AT END OF PERIOD
|
$311,848
|
$582,990
|
|
|
|
INTEREST PAID
|
$69,961
|
$170,911
|
|
|
|
Supplemental Disclosure of Non-Cash Investing and Financing
Activities:
|
|
|
Shares issued
upon conversion
|
$1,131,824
|
$383,448
|
Right of Use
asset and Lease liability
|
$-
|
$275,400
|
Dividends in
kind issued
|
$134,446
|
$-
|
Shares issued
on Vista Warrant settlement
|
$610,000
|
$-
|
Note payable,
related party, issued in place of Settlement
Agreement
|
$383,604
|
$-
|
Notes payable,
issued as consideration in VeroBlue Farms, Inc. asset
acquisition
|
$5,000,000
|
$-
|
Shares
payable, to be issued as finders fee in VeroBlue Farms, Inc. asset
acquisition
|
$135,775
|
$-
|
|
2020
|
2019
|
Derivative
liability balance at beginning of period
|
$176,000
|
$157,000
|
Reclass to equity
upon conversion or redemption
|
(205,000)
|
(8,000)
|
Change in fair
value
|
29,000
|
(19,000)
|
Balance at end of
period
|
$-
|
$130,000
|
|
2020
|
2019
|
Warrant liability
balance at beginning of period
|
$90,000
|
$93,000
|
Reclass to equity
upon cancellation or exercise
|
(90,000)
|
-
|
Change in fair
value
|
-
|
-
|
Balance at end of
period
|
$-
|
$93,000
|
Buildings
|
27.5
– 39 years
|
Other
Depreciable Property
|
5
– 10 years
|
Furniture
and Fixtures
|
3
– 10 years
|
Equipment
|
$7,014,000
|
69.2%
|
Vehicles
|
202,000
|
2.0%
|
Buildings
|
2,797,000
|
26.6%
|
Land
|
122,000
|
1.2%
|
|
$10,135,000
|
100%
|
|
December 31,
2020
|
March 31,
2020
|
Land
|
$323,564
|
$202,293
|
Buildings
|
3,338,644
|
509,762
|
Machinery
and equipment
|
8,686,256
|
221,987
|
Autos
and trucks
|
221,199
|
19,063
|
|
12,569,663
|
953,105
|
Accumulated
depreciation
|
(283,147)
|
(245,297)
|
Fixed
assets, net
|
$12,286,516
|
$707,808
|
Years
ended:
|
|
March 31,
2021
|
$103,782
|
March 31,
2022
|
20,730
|
March 31,
2023
|
9,240
|
March 31,
2024
|
9,786
|
March 31,
2025
|
10,364
|
Thereafter
|
171,642
|
|
$325,544
|
|
Three Months
Ended December 31,
|
|
|
2020
|
2019
|
|
|
|
Salaries and
related expenses
|
$97,090
|
$109,733
|
Professional
fees
|
228,967
|
116,844
|
Other general and
administrative expenses
|
64,762
|
75,906
|
Rent
|
3,835
|
4,351
|
Facility
operations
|
154,470
|
41,375
|
Research and
development
|
-
|
101,500
|
Depreciation
|
18,173
|
15,958
|
Total
|
$567,297
|
$465,667
|
|
Nine Months
Ended December 31,
|
|
|
2020
|
2019
|
|
|
|
Salaries and
related expenses
|
$311,623
|
$337,265
|
Professional
fees
|
516,453
|
266,455
|
Other general and
administrative expenses
|
291,908
|
328,688
|
Rent
|
11,678
|
12,163
|
Facility
operations
|
234,113
|
180,934
|
Research and
development
|
79,550
|
101,500
|
Depreciation
|
37,850
|
41,521
|
Total
|
$1,483,175
|
$1,268,526
|
|
December
31,
|
March
31,
|
|
2020
|
2020
|
Current
assets
|
$1,089,867
|
$1,155,394
|
Current
liabilities
|
3,881,698
|
4,753,343
|
Working capital
deficiency
|
$2,791,831
|
$3,597,949
|
|
Nine Months
Ended December 31,
|
|
|
2020
|
2019
|
Net cash used in
operating activities
|
$(1,013,718)
|
$(1,503,708)
|
Net cash used in
investing activities
|
(7,126,728)
|
(1,153,525)
|
Net cash provided
by financing activities
|
8,342,803
|
3,102,724
|
Net change in
cash
|
$202,357
|
$634,353
|
Exhibit
Number
|
|
Description
|
|
Certificate
of Designation of the Series D Convertible Preferred Stock
(incorporated by reference to Exhibit 3.1 to the Current Report on
Form 8-K filed with the SEC on December 22, 2020)
|
|
|
Form
Securities Purchase Agreement (incorporated by reference to Exhibit
10.1 to the Current Report on Form 8-K filed with the SEC on
December 22, 2020)
|
|
10.2*
|
|
Asset
Purchase Agreement between NaturalShrimp Incorporated and
VeroBlue Farms USA, Inc. and certain
subsidiaries of VeroBlue Farms, dated December 15,
2020.
|
31.1*
|
|
Section
302 Certification under the Sarbanes-Oxley Act of 2002 of the
Principal Executive Officer
|
31.2*
|
|
Section
302 Certification under the Sarbanes-Oxley Act of 2002 of the
Principal Financial Officer and Principal Accounting
Officer
|
32.1**
|
|
Section
906 Certification under the Sarbanes-Oxley Act of 2002 of the
Principal Executive Officer
|
32.2**
|
|
Section
906 Certification under the Sarbanes-Oxley Act of 2002 of the
Principal Financial Officer and Principal Accounting
Officer
|
101.INS*
|
|
XBRL
Instance Document
|
101.SCH*
|
|
XBRL
Taxonomy Extension Schema Document
|
101.CAL*
|
|
XBRL
Taxonomy Extension Calculation Linkbase Document
|
101.DEF*
|
|
XBRL
Taxonomy Extension Definition Linkbase Document
|
101.LAB*
|
|
XBRL
Taxonomy Extension Label Linkbase Document
|
101.PRE*
|
|
XBRL
Taxonomy Extension Presentation Linkbase Document
|
|
NATURALSHRIMP
INCORPORATED
|
|
|
|
|
|
|
Date: February 16,
2021
|
By:
|
/s/ Gerald
Easterling
|
|
|
|
Gerald Easterling
|
|
|
|
Chief Executive Officer
|
|
|
|
(Principal Executive Officer)
|
|
|
NATURALSHRIMP
INCORPORATED
|
|
|
|
|
|
|
Date: February 16,
2021
|
By:
|
/s/ William
Delgado
|
|
|
|
William Delgado
|
|
|
|
Chief Financial Officer
|
|
|
|
(Principal Financial Officer and Principal
Accounting Officer)
|
|
1.
|
I have
reviewed this quarterly report on Form 10-Q of NaturalShrimp
Incorporated;
|
|
|
|
|
2.
|
Based
on my knowledge, this report does not contain any untrue statement
of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which
such statements were made, not misleading with respect to the
period covered by this report;
|
|
|
|
|
3.
|
Based
on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material
respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in
this report;
|
|
|
|
|
4.
|
The
registrant’s other certifying officer and I are responsible
for establishing and maintaining disclosure controls and procedures
(as defined in Exchange Act Rules 13a–15(e) and
15d–15(e)) and internal control over financial reporting (as
defined in Exchange Act Rules 13a–15(f) and 15d–15(f))
for the registrant and have:
|
|
|
(a)
|
designed
such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under our supervision, to
ensure that material information relating to the registrant,
including its consolidated subsidiaries, is made known to us by
others within those entities, particularly during the period in
which this report is being prepared;
|
|
(b)
|
designed
such internal control over financial reporting, or caused such
internal control over financial reporting to be designed under our
supervision, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally
accepted accounting principles;
|
|
(c)
|
evaluated
the effectiveness of the registrant’s disclosure controls and
procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the
end of the period covered by this report based on such evaluation;
and
|
|
(d)
|
disclosed
in this report any change in the registrant’s internal
control over financial reporting that occurred during the
registrant’s most recent fiscal quarter that has materially
affected, or is reasonably likely to materially affect, the
registrant’s internal control over financial reporting;
and
|
|
|
|
5.
|
The
registrant’s other certifying officer and I have disclosed,
based on our most recent evaluation of internal control over
financial reporting, to the registrant’s auditors and the
audit committee of the registrant’s board of directors (or
persons performing the equivalent functions):
|
|
|
(a)
|
all
significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are
reasonably likely to adversely affect the registrant’s
ability to record, process, summarize and report financial
information; and
|
|
(b)
|
any
fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant’s
internal control over financial reporting.
|
|
NATURALSHRIMP
INCORPORATED
|
|
|
|
|
|
|
Date: February 16,
2021
|
By:
|
/s/ Gerald
Easterling
|
|
|
|
Gerald
Easterling
|
|
|
|
Chief Executive
Officer
|
|
|
|
(Principal Executive
Officer)
|
|
1.
|
I have
reviewed this quarterly report on Form 10-Q of NaturalShrimp
Incorporated;
|
|
|
|
|
2.
|
Based
on my knowledge, this report does not contain any untrue statement
of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which
such statements were made, not misleading with respect to the
period covered by this report;
|
|
|
|
|
3.
|
Based
on my knowledge, the financial statements, and other financial
information included in this report, fairly present in all material
respects the financial condition, results of operations and cash
flows of the registrant as of, and for, the periods presented in
this report;
|
|
|
|
|
4.
|
The
registrant’s other certifying officer and I are responsible
for establishing and maintaining disclosure controls and procedures
(as defined in Exchange Act Rules 13a–15(e) and
15d–15(e)) and internal control over financial reporting (as
defined in Exchange Act Rules 13a–15(f) and 15d–15(f))
for the registrant and have:
|
|
|
(a)
|
designed
such disclosure controls and procedures, or caused such disclosure
controls and procedures to be designed under our supervision, to
ensure that material information relating to the registrant,
including its consolidated subsidiaries, is made known to us by
others within those entities, particularly during the period in
which this report is being prepared;
|
|
(b)
|
designed
such internal control over financial reporting, or caused such
internal control over financial reporting to be designed under our
supervision, to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally
accepted accounting principles;
|
|
(c)
|
evaluated
the effectiveness of the registrant’s disclosure controls and
procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the
end of the period covered by this report based on such evaluation;
and
|
|
(d)
|
disclosed
in this report any change in the registrant’s internal
control over financial reporting that occurred during the
registrant’s most recent fiscal quarter that has materially
affected, or is reasonably likely to materially affect, the
registrant’s internal control over financial reporting;
and
|
|
|
|
5.
|
The
registrant’s other certifying officer and I have disclosed,
based on our most recent evaluation of internal control over
financial reporting, to the registrant’s auditors and the
audit committee of the registrant’s board of directors (or
persons performing the equivalent functions):
|
|
|
(a)
|
all
significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting which are
reasonably likely to adversely affect the registrant’s
ability to record, process, summarize and report financial
information; and
|
|
(b)
|
any
fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant’s
internal control over financial reporting.
|
|
NATURALSHRIMP
INCORPORATED
|
|
|
|
|
|
|
Date: February 16,
2021
|
By:
|
/s/ William
Delgado
|
|
|
|
William Delgado
|
|
|
|
Chief Financial Officer
|
|
|
|
(Principal Financial Officer and Principal
Accounting Officer)
|
|
|
NATURALSHRIMP
INCORPORATED
|
|
|
|
|
|
|
Date: February 16,
2021
|
By:
|
/s/ Gerald
Easterling
|
|
|
|
Gerald Easterling
|
|
|
|
Chief Executive Officer
|
|
|
|
(Principal Executive Officer)
|
|
|
NATURALSHRIMP
INCORPORATED
|
|
|
|
|
|
|
Date: February 16,
2021
|
By:
|
/s/ William
Delgado
|
|
|
|
William Delgado
|
|
|
|
Chief Financial Officer
|
|
|
|
(Principal Financial Officer and Principal
Accounting Officer)
|
|
|
VEROBLUE FARMS USA, INC. |
|
|
|
|
|
|
Date: February 16,
2021
|
By:
|
/s/ Norman
McCowan
|
|
|
|
Norman McCowan |
|
|
|
President |
|
|
VBF TRANSPORT, INC. |
|
|
|
|
|
|
Date: February 16,
2021
|
By:
|
/s/ Norman
McCowan
|
|
|
|
Norman McCowan |
|
|
|
President |
|
|
IOWA’S FIRST, INC. |
|
|
|
|
|
|
Date: February 16,
2021
|
By:
|
/s/ Norman
McCowan
|
|
|
|
Norman McCowan |
|
|
|
President |
|
|
NATURALSHRIMP, INC. |
|
|
|
|
|
|
Date: February 16,
2021
|
By:
|
/s/ Gerald
Easterling
|
|
|
|
Gerald Easterling |
|
|
|
President |
|