MYECHECK, INC.

CERTAIN STATEMENTS IN THIS ANNUAL REPORT ON FORM 10, OR THE "REPORT," ARE "FORWARD-LOOKING STATEMENTS." THESE FORWARD-LOOKING STATEMENTS INCLUDE, BUT ARE NOT LIMITED TO, STATEMENTS ABOUT THE PLANS, OBJECTIVES, EXPECTATIONS AND INTENTIONS OF MYECHECK, INC., A WYOMING CORPORATION, AND OTHER STATEMENTS CONTAINED IN THIS REPORT THAT ARE NOT HISTORICAL FACTS. FORWARD-LOOKING STATEMENTS IN THIS REPORT OR HEREAFTER INCLUDED IN OTHER PUBLICLY AVAILABLE DOCUMENTS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION, OR THE "COMMISSION," REPORTS TO OUR SHAREHOLDERS AND OTHER PUBLICLY AVAILABLE STATEMENTS ISSUED OR RELEASED BY US INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS WHICH COULD CAUSE OUR ACTUAL RESULTS, PERFORMANCE (FINANCIAL OR OPERATING) OR ACHIEVEMENTS TO DIFFER FROM THE FUTURE RESULTS, PERFORMANCE (FINANCIAL OR OPERATING) OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. SUCH FUTURE RESULTS ARE BASED UPON MANAGEMENT'S BEST ESTIMATES BASED UPON CURRENT CONDITIONS AND THE MOST RECENT RESULTS OF OPERATIONS. WHEN USED IN THIS REPORT, THE WORDS "EXPECT," "ANTICIPATE," "INTEND," "PLAN," "BELIEVE," "SEEK," "ESTIMATE" AND SIMILAR EXPRESSIONS ARE GENERALLY INTENDED TO IDENTIFY FORWARD-LOOKING STATEMENTS, BECAUSE THESE FORWARD-LOOKING STATEMENTS INVOLVE RISKS AND UNCERTAINTIES. THERE ARE IMPORTANT FACTORS THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THOSE EXPRESSED OR IMPLIED BY THESE FORWARD-LOOKING STATEMENTS, INCLUDING OUR PLANS, OBJECTIVES, EXPECTATIONS, INTENTIONS AND OTHER FACTORS.

During the third and fourth quarters of 2014, MyECheck entered into Service Agreements with ten (10) customers.  The Services Agreement required MyECheck to complete the integration process with MyECheck’s bank partner, Avidia Bank.  Under the terms of the Reseller Agreement between MyECheck and Avidia Bank executed on May 7, 2015. MyECheck agreed to authorize Avidia Bank to sell MyECheck’s data processing services and its mobile payment system to Avidia’s customers. The integration process with Avidia Bank has now been completed and the services contemplated under the aforementioned Service Agreements will now become operational.  As of the integration with Avidia, the Company has received a total of $57,299.85 in Commission revenue as a result of Avidia selling our services to a third party. In the third quarter the Company signed Services Agreements with Monthly Filter Club, LLC, Cuallix Consumer Services, Inc. and SionicMobile. During the fourth quarter of 2014 the Company executed Services Agreements with (i) Withum Smith & Brown, (ii) Dad’s Roast Custom Coffee, (iii) New Age Telecom, Inc., (iv) Mesorah Heritage Foundation, (v) Artscroll Mesorah Publications, Ltd., (vi) Sushi Groove, LLC, and (vii) eze System, Inc. Under the terms of the Services Agreement, MyECheck will provide fully electronic check services to each customer.

The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act). Management conducted an evaluation of the effectiveness of the Company’s internal control over financial reporting, and based on the Company’s assessment, management has concluded that its internal control over financial reporting were not effective as of December 31, 2015, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with GAAP a result of the identified material weaknesses in our internal control over financial reporting described below. In making this assessment, management used the framework set forth in the report entitled Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (1992 framework), or COSO. The COSO framework summarizes each of the components of a company's internal control system, including (i) the control environment, (ii) risk assessment, (iii) control activities, (iv) information and communication, and (v) monitoring.

Sierra Global is a foreign company that has invested in MyECheck’s stock and technology. In November of 2013, Sierra Global purchased a patent license and software license from MyECheck in order to operate a legal medical marijuana payment system for the emerging industry. MyECheck’s technology has unique capabilities that solves problems associated with making and tracking payments and customers in the cannabis industry that are impediments to its growth, regulations and taxation. Sierra Global formed GreenPay, LLC to pursue the opportunities created by the legalization of the marijuana industry combined with MyECheck’s technology that appeared to be the perfect fit for that industry and solving the industry problems. The patent license allowed Sierra Global to use the same patented technology used by MyECheck to create fully electronic checks. With this license, they can operate their own “MyECheck-like” company and host transactions on their servers. The software license is for a specific custom developed application for use in the legal cannabis industry. MyECheck delivered the patent license which Sierra Global still holds as it was not a part of the GreenPay acquisition and moved forward in developing the custom software application for Sierra Global, however Sierra Global being a foreign company was unable to secure a bank relationship necessary to operate the custom software application for payment processing. In addition, Sierra Global has other reservations about their ability to operate such a business from outside the US. After much deliberation it was decided that MyECheck would buy back the software application only while Sierra Global continues to hold the patent license as stated above and attempt to get the GreenPay business up and running. To date, MyECheck has not been able to secure a bank to partner with GreenPay for this business which has been our primary obstacle. However, we expect that the conditions in the banking industry as it relates to the cannabis arena will improve in time and ultimately we will be able to secure a bank partner and launch the GreenPay business. On October 1, 2014, MyECheck cancelled two agreements with Sierra Global and GreenPay, LLC and executed an amended Exhibit A “Software Modules License Fees” that replaced both of the original Exhibit A’s in the Software License and Services Agreements between MyECheck and Sierra Global dated November 23, 2013 and the Software License and Services Agreement dated February 24, 2014 by and between MyECheck and GreenPay, LLC. This amendment was drafted to include the consistent software updates and enhancements developed to fit the Sierra Global model. The updates fall in line with our policy of continual software improvement, specifically:

Recent Accounting Pronouncements – In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606) and in August 2015 issued ASU 2015-14 Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date which amended existing guidance related to revenue from contracts with customers. This amendment supersedes and replaces nearly all existing revenue recognition guidance, including industry-specific guidance, establishes a new control-based revenue recognition model, changes the basis for deciding when revenue is recognized over time or at a point in time, provides new and more detailed guidance on specific topics and expands and improves disclosures about revenue. In addition, this amendment specifies the accounting for some costs to obtain or fulfill a contract with a customer. These amendments are effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Early application is permitted only as of annual reporting periods beginning after December 15, 2016, and interim reporting periods within annual reporting periods beginning one year after the annual reporting period in which the entity first applies the guidance of ASU 2014-09. The amendments should be applied retrospectively to all periods presented or retrospectively with the cumulative effect recognized at the date of initial application. We are currently evaluating the impact of this new accounting standard on our consolidated financial statements.