UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
Amendment No. 1
(Mark One)
þ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the
quarterly period ended December 31, 2015.
o Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the
transition period from
to
.
Commission file number: 333-181747
MOBETIZE CORP.
(Exact name of registrant as specified in its charter)
Nevada
99-0373704
(State or other jurisdiction of
(I.R.S. Employer
incorporation or organization)
Identification No.)
8105 Birch Bay Square Street, Suite 205, Blaine, Washington 98230
(Address of principal executive offices) (Zip Code)
(604) 306-9223
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Indicate by check mark whether the registrant: (1) filed all reports required to be filed by Section 13 or
15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing requirements for the past 90 days:
Yes þ No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate
Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of
Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files). Yes þ No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-
accelerated filer, or a smaller reporting company as defined by Rule 12b-2 of the Exchange Act:
Large accelerated filer o Accelerated filero Non-accelerated filer o Smaller reporting company þ
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act): Yes o No þ
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest
practicable date. The number of shares outstanding of the issuer’s common stock, $0.001 par value and
preferred stock, $0.001 par value at May 10, 2016, were 28,750,881 and 4,565,000 respectively.
EXPLANATORY NOTE
Amendment No. 1 amends Mobetize Corp.’s (“Mobetize”) Quarterly Report on Form 10-Q for the period
ended December 31, 2015, which was filed with the Securities and Exchange Commission
(“Commission”) on February 12, 2016 (“Original Filing”). Mobetize is filing this Amendment No.1 for
the sole purpose of including amended Exhibits 31.1, 31.2, 32.1 and 32.2 which contain Section 302 and
Section 906 of the of the Sarbanes-Oxley Act of 2002 certifications of Mobetize’s chief executive officer
and chief financial officer. The certifications included in Exhibits 31.1, 31.2, 32.1 and 32.2 to the Original
Filing were erroneously dated February 12, 2015.
Amendment No. 1 does not include the entire Form 10-Q for the period ended December 31, 2015.
Except as described above, this Amendment No. 1 does not amend any other information set forth in the
Original Filing and Mobetize has not updated disclosures included therein to reflect any events that
occurred subsequent to February 12, 2016.
As required by Rule 12b-15 under the Securities and Exchange Act of 1934, as amended, new
certifications by our chief executive officer and chief financial officer pursuant to Commission Rule 13a-
14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, are filed as exhibits to this
Amendment No. 1.
ITEM 6.
EXHIBITS
Exhibits required to be attached by Item 601 of Regulation S-K are listed in the Index to Exhibits on page
5 of this Form 10-Q/A, and are incorporated herein by this reference.
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.
Mobetize Corp.
Date
/s/ Ajay Hans
May 10, 2016
By: Ajay Hans
Its: Chief Executive Officer, and Director
/s/ Elena Karamushko
May 10, 2016
By: Elena Karamushko
Its: Chief Financial Officer and Principal Accounting Officer
INDEX TO EXHIBITS
Exhibits:
Number
Description
(31)
Rule 13a-14(a) / 15d-14(a) Certifications
Certification of Principal Executive Officer, pursuant to SEC Rules 13a-14(a) and 15d-14(a),
adopted pursuant Section 302 of the Sarbanes Oxley Act of 2002
Certification of Principal Financial Officer, pursuant to SEC Rules 13a-14(a) and 15d-14(a),
adopted pursuant Section 302 of the Sarbanes Oxley Act of 2002
(32)
Section 1350 Certifications
Certification of Principle Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
Certification of Principal Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
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†
*
Incorporated hereto by reference to the Form 10-Q filed with the Commission on
February 12, 2016.
†
Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed
“furnished” and not “filed” or part of a registration statement or prospectus for purposes
of Section 11 or 12 of the Securities Act of 1933, or deemed “furnished” and not “filed”
for purposes of Section 18 of the Securities and Exchange Act of 1934, and otherwise is
not subject to liability under these sections.
