Annual report [Section 13 and 15(d), not S-K Item 405]



STYLE="font: 10pt Times New Roman, Times, Serif">























UNITED
STATES


SECURITIES AND EXCHANGE COMMISSION






Washington,
D.C. 20549












FORM
10-K










































(Mark
One)







[X]




ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934







For
the fiscal year ended December 31, 2020





[  ]




TRANSITION
REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934







For
the transition period from           to










Commission
File No. 000-51068












VETANOVA
INC





(Exact
name of registrant as specified in its charter)



















Nevada






85-1736272




(State
or other jurisdiction




of
incorporation or organization)








(I.R.S.
Employer




Identification
No.)




















335
A Josephine St. Denver CO






80206



(Address
of principal executive offices)






(Zip
Code)








Registrant’s
telephone number

(303) 248-6883









Securities
registered pursuant to Section 12(b) of the Exchange Act:

None









Securities
registered pursuant to Section 12(g) of the Act:

Common Stock, $0.0001 par value per share









Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [  ] No [X]








Indicate
by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes [  ] No [X]







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







Indicate by
check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such
files).

Yes [X] No [  ]








Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. [  ]








Indicate
by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting
company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company”
in Rule 12b-2 of the Act:



























[  ]
Large Accelerated Filer



[  ]
Accelerated Filer






[  ]
Non-accelerated Filer (do not check if a smaller reporting company)



[X]
Smaller reporting company




[X] Emerging growth company







If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]








Indicate
by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness
of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered
public accounting firm that prepared or issued its audit report. [  ]








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








As
of December 31, 2020, 194,971,866 shares of the registrant’s Common Stock were outstanding. As of December 31, 2020, the
last business day of the registrant’s most recent completed fiscal year, the aggregate market value of the registrant’s
Common Stock held by non-affiliates of the registrant (without admitting that any person whose shares are not included in such
calculation is an affiliate) was $1,524,341 based on the last sale price as reported by the Over-The-Counter-Bulletin-Board on
such date. The number of shares of the registrant’s common stock outstanding as of March 25, 2021 is 215,475,502.









































FORWARD
LOOKING STATEMENTS









This
registration statement contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform
Act of 1995. These forward-looking statements are generally identified through the inclusion of words such as “anticipate,”
“believe,” “contemplate,” “estimate,” “expect,” “forecast,” “intend,”
“may,” “objective,” “outlook,” “plan,” “potential,” “project,”
“seek,” “should,” “strategy,” “target” or “will” or variations of such words
or similar expressions. All statements addressing our future operating performance, and statements addressing events and developments
that we expect or anticipate will occur in the future, are forward-looking statements within the meaning of the Private Securities Litigation
Reform Act of 1995. Forward-looking statements are based upon currently available information, operating plans, and projections about
future events and trends. Forward-looking statements inherently involve risks and uncertainties that could cause actual results to differ
materially from those predicted or expressed in this registration statement. These risks and uncertainties include those set forth under
the heading “Risk Factors” and elsewhere in this registration statement. Investors are cautioned not to place undue reliance
on any forward-looking statements, which speak only as of the date they are made. We undertake no obligation to update any forward-looking
statement, whether as a result of new information, future events or otherwise.








Unless
the context requires otherwise, references in this registration statement to “the Company,” “our
company,” “our,” “us,” “we” and similar terms refer to VETANOVA INC.








VETANOVA
and the VETANOVA logo design are our trademarks. For convenience, these trademarks appear in this registration statement without ™
symbols, but that practice does not mean that we will not assert, to the fullest extent under applicable law, our rights to the trademarks.
This registration statement may include trademarks, tradenames and service marks owned by other organizations.














2



















VETANOVA
INC






Annual
report on form 10-k






year
ended december 31, 2020






TABLE
OF CONTENTS







































































































































PART 1








Item
1.




Business




4



Item
1A.




Risk Factors




4



Item
1B.




Unresolved Staff Comments




8



Item
2.




Properties




9



Item
3.




Legal Proceedings




9



Item
4.




Mine Safety Disclosures




9



Item
5.




Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities




9



Item
6.




Selected Financial Data




10



Item
7.




Management’s Discussion and Analysis of Financial Condition and Results of Operations




10




Revenue Recognition (ASC 606)




11



Item
7A.




Quantitative and Qualitative Disclosures About Market Risk




12



Item
8.




Financial Statements




12



Item
9.




Changes in and Disagreements with Accountants on Accounting and Financial Disclosure




12



Item
9A.




Controls and Procedures




13



Item
9B.




Other Information




13



Item
10.




Directors, Executive Officers and Corporate Governance




13



Item
11.




Executive Compensation




14



Item
12.




Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters




15



Item
13.




Directors and Executive Officers




16



Item
14.




Certain Relationships and Related Transactions, and Director Independence




16



Item
15.




Principal Accountant Fees and Services




17



Item
16.




Financial Statements and Exhibits




18




SIGNATURES




19




VETANOVA INC FINANCIAL STATEMENTS




F-1














3




















PART
I











Item
1. Business








The Company is in the business of building
and operating solar powered, state of the art, greenhouse facilities which will grow fruits and vegetables for distribution to local
markets along the I-25 corridor in Colorado.








As
its initial development project, the Company expects to purchase, develop and operate four adjoining parcels of approximately 39
acres each, totaling approximately 157 acres in rural Pueblo County, Colorado (“Pueblo Complex”). The Pueblo Complex
is currently majority owned by VitaNova Partners, LLC (“VitaNova”). The Pueblo Complex has an existing greenhouse facility
consisting of 90,000 sq ft of growing space and 15,000 sq ft of warehouse space, another partially built greenhouse and two parcels of
vacant land.








In
2020, VitaNova began acquiring and now owns or controls a supermajority of the equity interests of the four
parcels in the Pueblo Complex. The Pueblo Complex was significantly underpowered with only 300KVA of electrical power and no natural
gas available. The lack of power made the initial greenhouse facility unsuitable for its intended purpose. Since acquiring control VitaNova
has installed 1500KVA electrical service and is retrofitting the existing greenhouse with electrical environmental equipment that can
be solar powered.








The
Company received preliminary approval from C-PACE, a Colorado specialized solar financing program developed by federal, state and county
governments. The Company is in the process of developing engineering necessary to complete the C-Pace financing application.








The
Company recently completed a private placement and raised $556,129 by issuing 55,612,831 common shares along with 55,612,831 2-year warrants
exercisable at $0.20 per share. VitaNova and John McKowen (“McKowen”) are considered affiliates and control entities of the
Company. The Company currently has no independent directors. Both VitaNova and the Company have a common board member, Mr. McKowen. The
Company expects to appoint independent directors after the purchase of Directors and Officers insurance.








On
July 5, 2018, Mr. McKowen purchased a control block of 440,000 common shares of the acquired shell and appointed himself as its sole
board member and Chief Executive Officer. On July 17, 2020, Mr. McKowen transferred the control block to VitaNova and began restructuring
the Company. The Company currently is a non reporting publicly traded shell on OTC Market Pink Sheets, symbol VTNA. As part of the restructuring,
the Company issued 55,612,837 common shares to VitaNova and 29,369,230 common shares to Mr. McKowen, which is proportional to Mr. McKowen’s
ownership of VitaNova.








Mr.
McKowen was also issued 58,738,460 shares that are subject to repurchase by the Company for a price of $0.0001 per share, of which 29,369,230
shares will be released from repurchase if warrants issued in Company’s recent private placement are exercised to acquire at least
42,140,266 shares of Common Stock; and 29,369,230 shares will be released from repurchase if, prior to December 31, 2022, the Company
completes a “sale lease back” of a solar powered property and receives gross proceeds of a least $6,000,000 from the sale.
For purposes of federal securities laws, Mr. McKowen is deemed to beneficially own 56,052,837 shares purchased by VitaNova because of
his ability to control VitaNova, as an officer and member of VitaNova.








On
February 1, 2021, the Company filed a registration statement Form 10 to voluntarily register common stock, par value $.0001 per share
of the Company, pursuant to Section 12(g) of the Securities Exchange Act of 1934, or the Exchange Act. The Company believes that when
the Form 10 becomes effective, 60 days after the Form 10 filing, it will no longer be a shell company.











Item
1A. Risk Factors












The
risks set out below are not exhaustive and do not comprise all of the risks associated with an investment in the Company. Additional
risks and uncertainties not currently known to the Company and the Company’s management or currently deem immaterial may also have
a material adverse effect on the Company’s business, financial condition, results of operations, prospects and/or its share price.
As used herein, references to “we,” “us” and “our” are intended to refer to the Company and management.












In
addition to reviewing other information in this information statement, you should carefully consider the following risk factors when
evaluating us.











Our
success will depend, to a large degree, on the expertise and experience of our sole executive officer.














4


















Effective
June 27, 2018, John McKowen was appointed to be our Chief Executive Officer. Mr. McKowen is our sole executive officer. Our success in
identifying investment opportunities and pursuing and managing such investments will be, to a large degree, dependent upon Mr. McKowen’s
expertise and experience and his ability to attract and retain quality personnel. We do not maintain a key person life insurance policy
on Mr. McKowen. The loss of Mr. McKowen would significantly delay or prevent the achievement of our business objectives. If Mr. McKowen
is unable or unwilling to continue his employment with us, we may not be able to replace him in a timely manner and we will have no executive
personnel with experience operating our company. We may incur additional expenses to recruit and retain qualified replacements.








John
McKowen holds 88,107,690 or approximately 45.19% of the outstanding shares of the Company. VitaNova, a related party, holds another 56,052,837
or approximately 28.75% of the outstanding shares. John McKowen is the largest shareholder of VitaNova and its CEO. John McKowen currently
controls the votes of approximately 73.94% Company’s outstanding shares. As a result, John McKowen is able to exercise a significant
level of control over all matters requiring stockholder approval, including the election of directors, appointment and removal of officers,
any amendment of the amended and restated certificate of incorporation, approval of mergers, and other business combination transactions
requiring stockholder approval, John McKowen can dictate the direction of the Company through his voting power, which may create conflicts
of interest with other shareholders.








Our
current management resources may not be sufficient for the future, and we have no assurance that we can attract additional qualified
personnel.








There
can be no assurance that the current level of management is sufficient to perform all responsibilities necessary or beneficial for management
to perform. Our success in attracting additional qualified personnel will depend on many factors, including our ability to provide them
with competitive compensation arrangements, equity participation and other benefits. There is no assurance that we will be successful
in attracting highly qualified individuals in key management positions.








The
requirements of being a public company may strain our resources and distract management.








As
a result of filing the registration statement, we are subject to the reporting requirements of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), and the Sarbanes-Oxley Act of 2002 (the “Sarbanes-Oxley Act”). These requirements
are extensive. The Exchange Act requires that we file annual, quarterly and current reports with respect to our business and financial
condition. The Sarbanes-Oxley Act requires that we maintain effective disclosure controls and procedures and internal controls over financial
reporting.








We
may incur significant costs associated with our public company reporting requirements and costs associated with applicable corporate
governance requirements. We expect all of these applicable rules and regulations to significantly increase our legal and financial compliance
costs and to make some activities more time consuming and costly. This may divert management’s attention from other business concerns,
which could have a material adverse effect on our business, financial condition and results of operations. We also expect that these
applicable rules and regulations may make it more difficult and more expensive for us to obtain director and officer liability insurance
and we may be required to accept reduced policy limits and coverage or incur substantially higher costs to obtain the same or similar
coverage. As a result, it may be more difficult for us to attract and retain qualified individuals to serve on our board of directors
or as executive officers. We are currently evaluating and monitoring developments with respect to these rules, and we cannot predict
or estimate the amount of additional costs we may incur or the timing of such costs.








Ineffective
internal controls could impact the Company’s business and operating results.










The
Company’s internal control over financial reporting may not prevent or detect misstatements because of the inherent limitations
of internal controls, including the possibility of human error, the circumvention or overriding of controls, poorly designed or ineffective
controls, or fraud. Internal controls that are deemed to be effective can provide only reasonable assurance with respect to the preparation
and fair presentation of the Company’s financial statements. If the Company fails to maintain the adequacy of its internal controls,
including the failure to implement new or improve existing controls, or fails to properly execute or properly test these controls, the
Company’s business and operating results could be negatively impacted and the Company could fail to meet its financial reporting
obligations.








Risks
Related to Covid-19.








COVID-19
continues to impact worldwide economic activity, and the governments of many countries, states, cities and other geographic regions have
taken preventative or protective actions, which are creating disruption in global supply chains such as closures or other restrictions
on the conduct of business operations of manufacturers, suppliers and vendors. The increased global demand on shipping and transport
services may cause us to experience delays in the future, which could impact our ability to obtain materials or build our greenhouses
in a timely manner. These factors could otherwise disrupt our operations and could negatively impact our business, financial condition
and results of operations.














5


















Although
we have not experienced material financial impacts due to the pandemic, the fluid nature of the COVID-19 pandemic and uncertainties regarding
the related economic impact are likely to result in sustained market turmoil, which could also negatively impact our business, financial
condition and cash flows. Although our business is considered an “essential business,” the COVID-19 pandemic could result
in labor shortages, which could result in our inability to plant and harvest crops at full capacity and could result in spoilage or loss
of unharvested crops. The impact of COVID-19 on any of our suppliers, distributors, transportation or logistics providers may negatively
affect our costs of operation and our supply chain. If the disruptions caused by COVID-19, including decreased availability of labor,
continue for an extended period of time, our ability to meet the demands of distributors and customers may be materially impacted.








Further,
COVID-19 may impact customer and consumer demand. Retail and grocery stores may be impacted if governments continue to implement regional
business closures, quarantines, travel restrictions and other social distancing directives to slow the spread of the virus. There may
also be significant reductions or volatility in consumer demand for our products due to travel restrictions or social distancing directives,
as well as the temporary inability of consumers to purchase these products due to illness, quarantine or financial hardship, shifts in
demand away from one or more of our products, decreased consumer confidence and spending or pantry-loading activity, any of which may
negatively impact our results, including as a result of an increased difficulty in planning for operations and future growing seasons.








The
extent of COVID-19’s effect on our operational and financial performance will depend on future developments, including the duration,
spread and intensity of the pandemic, all of which are uncertain and difficult to predict considering the rapidly evolving landscape.
As a result, it is not currently possible to ascertain the overall impact of COVID-19 on our business. However, if the pandemic continues
to persist as a severe worldwide health crisis, the disease could negatively impact our business, financial condition results of operations
and cash flows, and may also have the effect of heightening many of the other risks described in this “Risk Factors” section.








Risks
Relating to Our Financial Condition








If
our business plans are not successful, we may not be able to continue operations as a going concern and our shareholders may lose their
entire investment in us.








We
need to incur additional debt or issue equity in order to fund working capital requirements and to make real estate acquisitions and
other investments. We cannot assure you that debt or equity financing will be available to us on acceptable terms or at all. If we are
not able to obtain sufficient financing, we may be unable to maintain or grow our business.








If
we raise funds through the issuance of debt or equity, any debt securities or preferred stock issued may have rights, preferences
and privileges senior to those of holders of our common stock in the event of a liquidation, and the terms of the debt securities
may impose restrictions on our operations. If we raise funds through the issuance of equity, the issuance will dilute your
ownership interest.








Risks
Relating to Our Business








Our
limited operating history makes it difficult for investors to evaluate our business.








Thus,
there is a very limited operating history upon which an evaluation of our business and prospects can be based. Our business and prospects
must be considered in light of the risks, expenses and difficulties encountered by companies in their early stages of development, particularly
companies in new and rapidly changing markets, such is ours.








We
are in the process of identifying distressed properties to purchase, rehabilitate and lease to tenants. As we acquire properties to lease,
we will be dependent on a small number of tenants for the Company’s revenue. Further there is no guarantee that we can acquire
additional properties or tenants.








We
expect to acquire real estate properties, “as is” with only limited representation and warranties from the property seller
regarding matters affecting the condition, use and ownership of the property. There may also be environmental conditions associated with
properties we acquire of which we are unaware despite our diligent efforts. If environmental contamination exists on properties we acquire
or develop after acquisition, we could become subject to liability for the contamination. As a result, if defects in the property (including
any building on the property) or other matters adversely affecting the property are discovered, including but not limited to environmental
matters, we may not be able to pursue a claim for any or all of the damages against the property seller. Such a situation could harm
our business, financial condition, liquidity and results of operations.














6


















We
expect to acquire real estate assets, which we intend to finance primarily through newly issued equity or debt. Our access to capital
will depend upon a number of factors over which we have little or no control, including general market conditions and the market’s
perception of our current and potential future earnings. If we are unable to obtain capital on terms and conditions, we find acceptable,
we will likely have to reduce the number of properties we purchase.








We
face significant risks associated with the development and redevelopment of the properties we acquire. Development and redevelopment
entail risks that could adversely impact our financial position and results of operations including:
























































construction
costs, which may exceed our estimates due to increases in materials, labor or other costs, which could make the project less profitable
and require us to commit additional funds to complete the project;










permitting
or construction delays, which may result in increased project costs, as well as deferred revenue;










unavailability
of raw materials when needed, which may result in project delays, stoppages or interruptions, which could make the project less profitable;










health
and safety incidents and accidents;










poor
performance or nonperformance with any of our contractors, subcontractors or other third parties on whom we rely;










unforeseen
engineering, environmental or geological problems, which may result in delays or increased costs;










labor
stoppages, slowdowns or interruptions;










liabilities,
expenses or project delays, stoppages or interruptions as a result of challenges by third parties in legal proceedings; and weather-related
and geological interference, including hurricanes, earthquakes, landslides, floods, drought, wildfires and other events, which may
result in delays or increased costs.








Risks
Related to Our Common Stock








To
finance our planned operations, we may sell additional shares of our stock. Any additional equity financing that we receive may involve
substantial dilution to our pre-financing shareholders. We may also issue stock to acquire assets or businesses. In the event that any
such shares are issued, the proportionate ownership and voting power of other shareholders will be reduced.








Because
we do not anticipate paying any dividends in the near future, investors in our common stock probably will not derive any profits from
their investment in us for the foreseeable future, other than through any price appreciation of our common stock. Thus, it is likely
that investor profits, if any, will be limited for the near future.








The
market prices for our common stock may be volatile. In addition, the trading volume may fluctuate, resulting in significant price variations.
Some of the factors that could negatively affect the share price or results in fluctuations in the price or trading volume of our common
stock include:












































































our
actual or projected operating results, financial condition, cash flows and liquidity or changes in business strategy or prospects:










changes
in government policies, regulations or laws;










the
performance of our current property and additional properties we acquire;










our
ability to make acquisitions on preferable terms or at all;










equity
issuances by us or share resales by our stockholders, or the perception that such issuances or resales may occur;










actual
or anticipated accounting problems;










changes
in market values of similar companies;










adverse
market reaction to any increased indebtedness we may incur in the future;










interest
rate changes;










additions
to or departures of our senior management team;










speculation
in the press or negative press in general; and










market
and economic conditions generally, including the current state of the credit and capital markets and the market and economic conditions.








Our
common stock is quoted only on the OTC Pink marketplace, which may make it more difficult for you to resell shares when you want at prices
you find attractive.








Our
common shares trade on the OTC Bulletin Board, which is an electronic quotation medium used by subscribing broker-dealers to reflect
dealer quotations on a real-time basis. This over-the-counter market provides significantly less liquidity and regulatory oversight than
the Nasdaq Stock Market. Securities that are thinly traded on the OTC Bulletin Board often experience a significant spread between the
market maker’s bid and asked prices. Therefore, prices for actual transactions in securities traded on the OTC Bulletin Board may
be difficult to obtain and holders of our common stock may be unable to resell their shares when they want at prices they find attractive.














7


















Shares
that are eligible for future sale may have an adverse effect on the price of our common stock.








The
regulation of penny stocks by SEC and FINRA may discourage the tradability of Common Stock.








We
are classified as a “penny stock” company. The Common Stock currently trades on the OTC Market and is subject to an SEC rule
that imposes special sales practice requirements upon broker-dealers who sell such securities to persons other than established customers
or accredited investors. For purposes of the rule, the phrase “accredited investors” means, in general terms, institutions
with assets in excess of $5,000,000, or individuals having a net worth in excess of $1,000,000 (not including the principal residence)
or having an annual income that exceeds $200,000 (or that, when combined with a spouse’s income, exceeds $300,000). For transactions
covered by the rule, the broker-dealer must make a special suitability determination for the purchaser and receive the purchaser’s
written agreement to the transaction prior to the sale. Effectively, this discourages broker- dealers from executing trades in penny
stocks. Consequently, the rule will affect the ability of purchasers in this offering to sell their securities in any market that may
develop therefore because it imposes additional regulatory burdens on penny stock transactions.








In
addition, the SEC has adopted a number of rules to regulate “penny stocks,” including Rules 3a51-1, 15g-1, 15g-2, 15g-3,
15g-4, 15g-5, 15g-6, 15g-7 and 15g-9 under the Exchange Act. Our Common Stock constitutes a “penny stock” within the meaning
of these rules, and these rules impose additional regulatory burdens that may affect the ability of holders to sell Common Stock in any
market that may develop.








The
market for penny stocks has suffered in recent years from patterns of fraud and abuse, including:









































control
of the market for the security by one or a few broker-dealers that are often related to the promoter or issuer;










manipulation
of prices through prearranged matching of purchases and sales and false and misleading press releases;










“boiler
room” practices involving high-pressure sales tactics and unrealistic price projections by inexperienced salespersons;










excessive
and undisclosed bid-ask differentials and markups by selling broker-dealers; and










wholesale
dumping of the same securities by promoters and broker-dealers after prices have been manipulated to a desired level, causing investor
losses.








We
generally are not in a position to dictate the behavior of the market or of broker-dealers who participate in the market.








Penny
Stock Regulation








Broker-dealer
practices in connection with transactions in “penny stocks” are regulated by certain penny stock rules adopted by the SEC.
Penny stocks generally are equity securities with a price of less than $5.00. Excluded from the penny stock designation are securities
listed on certain national securities exchanges or quoted on NASDAQ, provided that current price and volume information with respect
to transactions in such securities is provided by the exchange/system or sold to established customers or accredited investors. The penny
stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from the rules, to deliver a standardized
risk disclosure document that provides information about penny stocks and the risks in the penny stock market. The broker-dealer also
must provide the customer with current bid and offer quotations for the penny stock, the compensation of the broker-dealer and its salesperson
in connection with the transaction, and the monthly account statements showing the market value of each penny stock held in the customer’s
account. In addition, the penny stock rules generally require that prior to a transaction in a penny stock, the broker-dealer must make
a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written
agreement to the transaction.








These
disclosure requirements may have the effect of reducing the level of trading activity in the secondary market for Common Stock, and investors
therefore may find it more difficult to sell their Common Stock.








Rule
144 promulgated under the Securities Exchange Act of 1934, as amended (the “Securities Act”) is not available as an exemption
from registration for the re-sale of the Company’s Shares by its shareholders. Consequently, holders of restricted shares of the
Company may be unable to re-sell their shares or deposit shares with a legend in brokerage account. The Company has plans to register
the re-sale of its Shares but may not be able to complete the filing of a registration statement.











Item
1B. Unresolved Staff Comments









None














8





















Item
2. Properties









The
Company does not own or lease corporate offices. Communications are conducted primarily through the internet using cyber meeting applications.
Corporate records are maintained at the Company CEO’s and Secretary’s home offices.








On
July 1, 2020, the Company signed a five-year lease for a 158 irrigated acre farm, located at 2083 County Road 104, Walsenburg, Colorado
81089. The lease rate is $5,250 per month and is renewable for another five years at the sole option of the Company. In January, 2021,
the Company cancelled the lease with no further obligations from the Company.











Item
3. Legal Proceedings











We
may from time to time, be a party to legal proceedings, which arise in the ordinary course of our business. We are not aware of any pending
or threatened litigation that, if resolved against us, would have a material adverse effect on our financial position, results of operation
or cash flows.











Item
4. Mine Safety Disclosures









Not
applicable.











Item
5. Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities










Market
Information









Our
common stock is quoted on the Pink Open Market of the OTC Market Group under the symbol “VTNA”. Because the common stock
is not traded on an exchange, it may be less liquid, receive less coverage by security analysts and news media, and generate lower prices
than might otherwise be obtained if it were listed on a national securities exchange. The following table sets forth, for the periods
indicated, the high and low closing sales price of our common stock as provided by OTC Markets Group Inc. on its website

www.otcmarkets.com

.
These prices reflect inter-dealer prices, without retain mark-up or commission, and may not represent actual transactions.









Price
Range of Common Stock









The
following table sets forth, for the periods indicated, the high and low daily closing prices of our common stock for the two most recently
completed fiscal years while trading on the markets noted above.




















































































































Period (Quarter Ended)


High



Low


December 31, 2020


$

0.80



$

0.0001


September 30, 2020



0.31




0.11


June 30, 2020



0.15




0.12


March 31, 2020



0.58




0.12











December 31, 2019



0.58




0.10


September 30, 2019



0.60




0.30


June 30, 2019



0.6675




0.31


March 31, 2019



0.99




0.65








Our
authorized capital stock consists of 500,000,000 shares of common stock, $0.0001 par value per share.









Recent
sales of unregistered securities











There
have been the following sales of equity during the year ended December 31, 2020:




































35,109,231
shares issued for $351,092, and










35,109,231
warrants to purchase shares at $0.20 per share expiring September 30, 2022 unless subject to an accelerated expiration, and










103,622,845
shares issued to management and consultants, of which 69,081,897 shares are subject to clawback, and










55,612,837
shares issued to VitaNova Partners, LLC














9





















Transfer
Agent









The
transfer agent and registrar for our common stock is Olde Monmouth Stock Transfer Co., Inc, whose address is 200 Memorial Parkway, Atlantic
Highlands, NJ, 07716. Phone: +1 (732) 872-2727.









Equity
Compensation Plan Information









There
are no equity compensation plans in force.









Issuer
Purchases of Equity Securities









The
Company did not repurchase any shares of our common stock during the years ended December31, 2019 and December 31, 2020.















Item
6. Selected Financial Data









See
the financial statements annexed to this Registration Statement, which financial statements are incorporated herein by reference.











Item
7.




Management’s Discussion
and Analysis of Financial Condition and Results of Operations









This
Annual Report on Form 10-K (“Annual Report”), including the “Management’s Discussion and Analysis of Financial
Condition and Results of Operations,” contains forward-looking statements regarding future events and our future results that are
based on current expectations, estimates, forecasts, and projections about the industry in which we operate and the beliefs and assumptions
of our management. Words such as “expects,” “anticipates,” “targets,” “goals,” “projects,”
“may,” “will,” “would,” “could,” “intends,” “plans,” “believes,”
“seeks,” “estimates,” variations of such words, and similar expressions are intended to identify such forward-looking
statements. These forward looking statements may include, among others, statements concerning our expectations regarding our business,
growth prospects, revenue trends, operating costs, results of operations, working capital requirements, access to funding, competition
and other statements of expectations, beliefs, future plans and strategies, anticipated events or trends, and similar expressions concerning
matters that are not historical facts. These forward-looking statements are subject to risks, uncertainties, and assumptions that are
difficult to predict. Therefore, actual results may differ materially and adversely from expectations expressed or implied in forward-looking
statements. Factors that might cause or contribute to such differences include, but are not limited to, those discussed in this Report
under the section entitled “Risk Factors” in Item 1A of Part I and elsewhere, and in other reports we file with the SEC,
specifically the most recent report on Form 10. While forward-looking statements are based on reasonable expectations of our management
at the time that they are made, you should not rely on them. We undertake no obligation to revise or update publicly any forward-looking
statements for any reason.









Executive
Overview









The
Company is in the business of building and operating sustainable photovoltaic (“PV”) solar powered, state of the art, greenhouse
facilities which grow high value greenhouse produce.








As
its initial development project, the Company expects to purchase, develop and operate four adjoining parcels of approximately
39 acres each, totaling approximately 157 acres in rural Pueblo County, Colorado (“Pueblo Complex”).
The Pueblo Complex is currently majority owned by VitaNova Partners, LLC (“VitaNova”). The Pueblo Complex has an existing
greenhouse facility consisting of 90,000 sq ft of growing space and 15,000 sq ft of warehouse space, another partially built greenhouse
and two parcels of vacant land.








In
2020, VitaNova began acquiring and now owns or controls a supermajority of the preferred or controlling equity interests of the four
parcels in the Pueblo Complex. The Pueblo Complex was significantly underpowered with only 300KVA of electrical power and no natural
gas available. The lack of power made the initial greenhouse facility unsuitable for its intended purpose. Since acquiring control VitaNova
has installed 1500KVA electrical service and is retrofitting the existing greenhouse with electrical environmental equipment that can
be solar powered.








The
Company received preliminary approval from C-PACE, a Colorado specialized solar financing program by federal, state and county governments.
The Company is in the process of developing engineering necessary to developed complete the C-Pace financing application.








The
Company recently completed a private placement and raised $556,129 by issuing 55,612,900 common shares along with 55,612,900 2-year warrants
exercisable at $0.20 per share. VitaNova and John McKowen (“McKowen”) are considered affiliates and control entities of the
Company. The Company currently has no independent directors. Both VitaNova and the Company have a common board member, Mr. McKowen. The
Company expects to appoint independent directors after the purchase of Directors and Officers insurance.














10


















On
July 5, 2018, Mr. McKowen purchased a control block of 440,000 common shares of the acquired shell and appointed himself as its sole
board member and Chief Executive Officer. On July 17, 2020, Mr. McKowen transferred the control block to VitaNova and began restructuring
the Company. The Company currently is a non reporting publicly traded shell on OTC Market Pink Sheets, symbol VTNA. As part of the restructuring,
the Company issued 55,612,837 common shares to VitaNova and 29,369,230 common shares to Mr. McKowen, which is proportional to Mr. McKowen’s
ownership of VitaNova.








Mr.
McKowen was also issued 88,107,690, of which 58,738,460 shares that are subject to repurchase by the Company for a price of $0.0001 per
share. Of the 58,738,460 shares 29,369,230 shares will be released from repurchase if warrants issued in Company’s recent private
placement are exercised to acquire at least 42,140,266 shares of Common Stock; and 29,369,230 shares will be released from repurchase
if, prior to December 31, 2022, the Company completes a “sale lease back” of a solar powered property and receives gross
proceeds of a least $6,000,000 from the sale. For purposes of federal securities laws, Mr. McKowen is deemed to beneficially own 56,052,837
shares purchased by VitaNova because of his ability to control VitaNova, as an officer and member of VitaNova.








On
February 1, 2021, the Company filed a registration statement Form 10 to voluntarily register common stock, par value $.0001per share
of the Company, pursuant to Section 12(g) of the Securities Exchange Act of 1934, or the Exchange Act. The Company believes that when
the Form 10 becomes effective, 60 days after the Form 10 filing, it will no longer be a shell company.








The
United States Tax Code in renewable energy facilities offers investors incentives. Investors in a solar facility that begins construction
in 2021 and 2022 will receive an investment tax credit for 26% of the cost of a photovoltaic system when it goes into service. Under
the federal code, renewable energy systems qualify for a five year Modified Accelerated Cost-Recovery System (MACRS) depreciation schedule.
The exact benefit of this depreciation is complicated and varies depending on the investors tax rate, but typically it adds up to an
additional 25% of a solar energy project’s cost being offset by reduced tax payments.









Our
Critical Accounting Policies










New
Accounting Pronouncements









From
time to time, the Financial Accounting Standards Board (the “FASB”) or other standards setting bodies issue new accounting
pronouncements. The FASB issues updates to new accounting pronouncements through the issuance of an Accounting Standards Update (“ASU”).
Unless otherwise discussed, the Company believes that the impact of recently issued guidance, whether adopted or to be adopted in the
future, is not expected to have a material impact on the Company’s financial statements upon adoption.










Revenue
Recognition (ASC 606)








During
the twelve months ended December 31, 2020, the Company recognized $13,125 from a sub-lease on farm land which the Company leased from
a non-related third party. The $13,125 is recognized in the month earned for the following reasons:














































the
Company did not transfer control of the leased asset to sub-lessee;










sub-lessee
payments are made monthly for the month period under the lease agreement;










there
was no variable consideration;










the
Company provided no licenses to sub-lessee;










there
are no multi-element arrangements in this sub lease agreement, and










there
are no contract costs.











Results
of Operations










For
Fiscal Years Ended December 31, 2019 and December 31, 2020









For
the years ended December 31, 2019 we generated no revenue. During the year ended December 31, 2020, we recognized revenues from sub-leasing
operations of $13,125 compared to no revenues from leasing operations during the year ended December 31, 2019. We entered into the sub-lease
as of July 1, 2020.








During
the year ended December 31, 2020, expenses from operations were $296,644 compared to $4,515 for the year ended December 31, 2019. The
increase of $292,129 was primarily due to higher general and administrative expense resulting from the efforts to prepare the Company
to become a fully reporting company with the SEC.














11


















During
the year ended December 31, 2020, other expenses were $6,584,280 compared to no other expenses for the year ended December 31, 2019.
The increase in other expenses of $6,584,280 was the result of a warrant expense of $6,584,280.








These
figures produced a net loss of $6,867,799 for the year ended December 31, 2020, compared to a net loss of $4,515 for the year ended December
31, 2019.









Liquidity
and Capital Resources










Resources









We
believe our existing cash, cash equivalents and anticipated additional capital from financing activities will be sufficient to meet our
anticipated cash needs for at least the next twelve months. Our future working capital requirements will depend on many factors, including
the, solar projects and expansion of our greenhouse development. To the extent our cash, cash equivalents and cash flows from operating
activities are insufficient to fund our future activities, we may need to raise additional funds through public or private equity or
debt financing. We also may need to raise additional funds in the event we determine in the future to affect one or more acquisitions
of businesses, technologies and products. If additional funding is required, we may not be able to affect an equity or debt financing
on terms acceptable to us or at all.








We
historically have funded our operations primarily from the following sources:





























equity
and debt proceeds through private placements;








revenue
generated from operations; and








loans
and lines of credit.








On
August 17, 2020, the Company executed a 6% Promissory Note for up to $1,000,000 with VitaNova as an available line of credit. The Company
has not drawn on this line of credit.








Cash
flow from operations has not historically been sufficient to sustain our operations without the above additional sources of capital.
During 2020, the company’s funds were held as due the company in a bank account owned by VitaNova. For the year ending December
31, 2020 VitaNova held $65,179 for the benefit of the Company. Cash flow consumed by our operating activities totaled $351,092
for the year ended December 31, 2020, compared to operating activities consuming no cash for the year ended December 31, 2019.








As
of December 31, 2020, we had $78,913 in current assets and $11,925 in current liabilities.









Requirements









On
July 1, 2020, the Company entered into a five-year lease for a 157 irrigated acre farm, located at 2083 County Road 104, Walsenburg,
Colorado 81089. The lease rate is $5,250 per month. The Company, at its sole discretion, can terminate this lease if after six months
from July 1, 2020, the Company is unable to obtain necessary licenses and permits from state or local authorities. Subsequently, the
Company terminated the lease in January, 2021. The Company currently has no lease obligations or requirements.








The
Company has not entered into any agreements that require a commitment of cash.











Item
7A. Quantitative and Qualitative Disclosures About Market Risk
















Item
8. Financial Statements









See
the financial statements annexed to this Registration Statement, which financial statements are incorporated herein by reference.











Item
9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure









None.














12























Item
9A. Controls and Procedures









We
have not conducted an evaluation under the supervision and with the participation of our management on the effectiveness of the design
and operation of our disclosure controls and procedures. The term “disclosure controls and procedures,” as defined in Rules
13a-15(e) and 15d-15(e) under the Exchange Act, means controls and other procedures of a company that are designed to ensure that information
required to be disclosed by the company in the reports it files or submits under the Exchange Act is recorded, processed, summarized
and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls
and procedures also include, without limitation, controls and procedures designed to ensure that information required to be disclosed
by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management,
including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow
timely decisions regarding required disclosure.









Management’s
Report on Internal Control Over Financial Reporting









Management
has not assessed the effectiveness of our internal control over financial reporting as of December 31, 2020 and therefore does not make
an assessment on its internal controls.









Attestation
Report of the Independent Registered Public Accounting Firm









This
Annual Report does not include an attestation report of our independent registered public accounting firm regarding internal control
over financial reporting. Management’s report was not subject to attestation by our independent registered public accounting firm
pursuant to rules of the SEC that permit us to provide only management’s report in this Annual Report.









Changes
in Internal Control over Financial Reporting









There
have been no changes in our internal control over financial reporting during the years ended December 31, 2019 and 2020 that have or
are reasonably likely to materially affect our internal control over financial reporting identified in connection with the previously
mentioned evaluation.











Item
9B. Other Information









None.











Item
10. Directors, Executive Officers and Corporate Governance









Our
executive officers and directors, and their ages and positions as of December 31, 2020, are set forth below:



































Name








Age








Title





John
R. McKowen






70







Chair
of the Board, Chief Executive




Officer,
President and Treasurer





Louise
Lowe






68






Director
and Secretary









John
R. McKowen

(“McKowen”) was appointed as Chairman of the Board and became our Chief Executive Officer in June 2018 and
became our President and Treasurer in July 2020. Prior to joining us, Mr. McKowen served as the Chief Executive Officer and President
of GrowCo Inc., a builder of greenhouses, from May 2014 to May 2016 and again from October 2017 till the present and as the Chief Executive
Officer and Chairman of the Board of Directors of Two Rivers Waters and Farming Company from November 2009 to May 2016.











Louise
Lowe

(“Lowe”) was a member of the board of directors since July 2020 and our Secretary since September 2020.
Ms. Lowe has been working since March 1, 2015 creating organizational documents and filing them with the proper state and federal
agencies. She is responsible for recording board minutes and electronically filing in our Company filing system.








She
also maintains a bank register for the Company bank accounts. Ms. Lowe resigned her board position and as the Company’s
Secretary as of February 5, 2021. At present, her position has not been replaced.









Board
of Directors









Our
Board of Directors oversees the management of the Company on your behalf. Among other things, the Board reviews our long-term strategic
plans and exercises direct decision-making authority on key issues, including the appointment of our executive officers and setting the
scope of their authority in managing the Company’s day-to-day operations. Our Board is currently comprised of John McKowen and
Louise Lowe.














13





















Board
Committees and Meetings









Board
meetings are called when the CEO deems it necessary. At present there are no standing committees.









Code
of Ethics









The
Board of Directors has not adopted a Code of Ethics to provide guidance to all of our directors, officers and employees, including our
principal executive officer, principal financial and accounting officers, and persons performing similar functions.









Board
Structure and Risk Oversight









John
McKowen serves as Chairman of the Board. Our Board has overall responsibility for risk oversight. Throughout the year, the Board dedicates
a portion of their meetings to review and discuss specific risk topics in greater detail. Strategic and operational risks are presented
and discussed in the context of the President’s report on operations to the Board at regularly scheduled board meetings and at
presentations to the Board by our other employees and consultants. The Board’s risk oversight process builds upon management’s
risk assessment and mitigation processes. The small size of the Company allows our Board to develop in-depth knowledge of different facets
of the business. This in-depth knowledge, coupled with exposure to and frequent communication with our management, assists the Board
in performing its oversight responsibilities, including risk management, in an effective manner.









Communications
with the Board of Directors









Stockholders
and other interested parties may communicate with the Board or any individual director, by writing to:








VETANOVA
INC




Attention:
Board of Directors




c/o
Corporate Secretary




335
A Josephine Street




Denver,
CO 80206








If
the letter is from a stockholder, the letter should state that the sender is a stockholder. Under a process approved by the Board, depending
on the subject matter, management will:





























forward
the letter to the director or directors to whom it is addressed; or








attempt
to handle the matter directly (as where information about our business or our stock is requested); or








not
forward the letter if it is primarily commercial in nature or relates to an improper or irrelevant topic.








A
summary of all relevant communications that are received after the last meeting of the full Board and which are not forwarded will be
presented at each Board meeting along with any specific communication requested by a director.








All
communications will be handled in a confidential manner, to the degree the law allows. Communications may be made on an anonymous basis;
however, in these cases the reporting individual must provide sufficient details for the matter to be reviewed and resolved. The Company
will not tolerate any retaliation against an employee who makes a good faith report.









Section
16(a) Beneficial Ownership Reporting Compliance









Section
16(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) requires our executive officers and directors, and persons
who own more than 10% of our common stock (herein collectively, our “Section 16 insiders”) to file with the SEC certain forms
reporting their ownership and changes in beneficial ownership of our common stock and other equity with the SEC, and to furnish us with
copies of these filings. However, since as of the date of this filing, the Company’s prior filing of its Form 10 has yet to be
deemed effective. Therefore, until the effective date is issued, the Company is not required to file the beneficial ownership reporting
forms. Upon the acceptance of our Form 10 filing by the SEC, we plan to timely file the beneficial ownership reporting forms.











Item
11. Executive Compensation









We
did not pay any compensation for 2019 to our Chief Executive Officer, President and Treasurer, who was our sole executive officer during
2019. In 2020, we did not pay any compensation with the exception of a stock award to our Chief Executive Officer, President and Treasurer,
who was our sole executive officer during 2020.








There
are no Employment Agreements.














14





















Base
Salary









John
R. McKowen was did not receive a salary or bonus for either year, 2019 or 2020.











Incentive
Compensation









The
Company does not have any established policy with regard to equity incentive bonuses for our executive officers. The board of directors
may decide to pay equity incentive bonuses to compensate executive officers for the achievement of specific business objectives, profitability,
and individual performance and objectives established by the board or its compensation committee.









Equity
Plans









The
Company does not currently have any adopted Equity Plans.









Director
Compensation









The
Company does not have any established policy with regard to cash or equity-based compensation of non-employee members of the board.









Summary
Compensation Table









The
following table sets forth information regarding all forms of compensation received by McKowen and Lowe during the years ended December
31, 2020 and December 31, 2019:




















































































































































































Name and Principal Position


Fiscal Year



Salary & Contract Fees Paid



Bonus



Stock Awards (1)



Option Awards



All Other Compensation



Total

























John McKowen, Director,



President and CEO (1)





2020



$

-



$

-



$

8,811



$

-



$

-



$

8,811





2019



$

-



$

-



$

-



$

-



$

-



$

-


Louise Lowe, Director (2)



2020



$

-



$

-



$

302



$

-



$

-



$

302





2019



$

-



$

-



$

-



$

-



$

-



$

-








Notes:



























(1)



The
Company granted John McKowen 88,107,690 common shares of which 58,738,460 are subject to claw back. 29,369,230 shares will be released
from claw back if the “Warrant Performance Metric” is satisfied. 29,369,230 additional shares will be released from claw
back if, prior to December 31, 2022, the Company completes a “sale lease back” of a solar powered property and receives
gross proceed of a least $6,000,000 from the sale.















(2)



The
Company granted Louise Lowe 3,019,455 common shares of which 2,012,970 are subject to claw back. 1,006,485 shares will be released
from claw back if the “Warrant Performance Metric” is satisfied. 1,006,485 additional shares will be released from claw
back if, prior to December 31, 2022, the Company completes a “sale lease back” of a solar powered property and receives
gross proceed of a least $6,000,000 from the sale. On February 5, 2021, Ms. Lowe resigned her position as a board member and the
Company’s Secretary. No replacement has yet to be appointed/elected.








Directors
McKowen and Lowe did not receive any additional compensation, except as noted above, for their Board service.











Item
12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters









The
following table sets forth information with respect to the beneficial ownership of The Company outstanding common stock by:





























each
person who is known by us to be the beneficial owner of 5 percent or more of our common stock;








our
chief executive officer, our other executive officers, and each director as identified in the “Management-Executive Compensation”
section below, and








all
of our directors and executive officers as a group.








Beneficial
ownership is determined in accordance with the rules of the Securities and Exchange Commission and generally includes voting or investment
power with respect to securities. Shares of common stock and options, warrants and convertible securities that are currently exercisable
or convertible within 60 days of this information statement into shares of our common stock are deemed to be outstanding and to be beneficially
owned by the person holding the options, warrants or convertible securities for the purpose of computing the percentage ownership of
any other person.














15


















To
the extent our directors and officers owned shares of the Company common stock at the time of the distribution, they will participate
in the distribution on the same terms as other holders of the Company common stock.








The
information below is based on the number of shares of the Company common stock issued to each person with 5% ownership.








DIRECTORS
AND EXECUTIVE OFFICERS AND FIVE PERCENT HOLDER’S OWNERSHIP


















































Name and Address of Beneficial Owner


Number of Shares of Common Stock



Percentage of Beneficial Ownership


John R. McKowen


335 A Josephine St.


Denver, CO 80206



88,107,690




45.19

%

Louise Lowe


17004 E. Bates Ave.


Aurora, CO 80013



3,019,455




1.55

%

VitaNova Partners, LLC


335 A Josephine Street


Denver, Co 80206



56,052,837




28.75

%














Item
13. Directors and Executive Officers.











Our
executive officers and directors, and their ages and positions as of December 31, 2020, are set forth below:





































Name








Age








Title






John
R. McKow

en







70







Chair
of the Board, Chief Executive




Officer,
President and Treasurer





Louise
Lowe






68






Director
and Secretary











John
R. McKowen

was appointed as Chairman of the Board and became our Chief Executive Officer in June 2018 and became our President and
Treasurer in July 2020. Prior to joining us, Mr. McKowen served as the Chief Executive Officer and President of GrowCo Inc., a builder
of greenhouses, from May 2014 to May 2016 and again from October 2017 till the present and as the Chief Executive Officer and Chairman
of the Board of Directors of Two Rivers Waters and Farming Company from November 2009 to May 2016.











Louise
Lowe

was a member of the board of directors and the Company’s Secretary from July 2020 until she resigned both positions on
February 5, 2021.











Item
14. Certain Relationships and Related Transactions, and Director Independence











On
December 1, 2020 John R. McKowen purchased 88,107,690 Shares of Common Stock of the Company and Louise Lowe purchased 3,019,455 shares
of Common Stock of the Company. Of those shares, 66⅔% are deemed restricted. Mr. McKowen’s and Mrs. Lowe’s restricted
Common Stock are subject to 50% of each holder’s restricted shares are subject to repurchase by The Company for a price of $0.0001
per share if the Warrant Performance Metric is not satisfied, and the other 50% are subject to repurchase at such price if the Secondary
Performance Metric is not satisfied.








As
used above, the “Warrant Performance Metric” will be satisfied if Warrants issued in Company’s 2020 Private Placement
are exercised to acquire at least 42,140,266 shares of Common Stock; and the “Secondary Performance Metric” will be satisfied
if, prior to December 31, 2022, The Company completes a “sale lease back” of a solar powered property and receives gross
proceed of a least $6,000,000 from the sale. For purposes of federal securities laws, Mr. McKowen is deemed to beneficially own 56,052,837
purchased by VitaNova because of his ability to control VitaNova, as an officer and member of VitaNova.








On
July 15, 2020, the Company and VitaNova entered into a consulting agreement whereby VitaNova would provide management services until
the current private placement offering is completed and the shareholders of the Company can properly elect an independent board of directors
and appoint Company officers. VitaNova is paid $456,000 annually for its management services. Payments are made in 12 monthly installments
of $38,000. On December 15, 2020 the consulting agreement was amended to reduce payments to $19,000 a month effective January 1, 2021.














16





















Issuance
of the Company Shares to Consultants









We
did not issue any shares to Consultants for the year ended December 31, 2019. For the year ended December 31, 2020, the Company issued
the following shares to Consultants:


























9,495,700
shares to George McCaffrey, and










3,000,000
shares to Heather Burshten.









Director
Independence









Our
Company has no independent directors. On July 15, 2020, the Company and VitaNova entered into a consulting agreement whereby VitaNova
would provide management services until the current private placement offering is completed and the shareholders of the Company can properly
elect an independent board of directors and appoint Company officers.











Item
15. Principal Accountant Fees and Services











On
October 16, 2020, the board of directors approved the appointment of BF Borgers CPA PC, or BF Borgers, as our new independent registered
public accounting firm, effective immediately, to perform independent audit services for the fiscal years ending December 31, 2020, 2019
and 2018. The appointment of BF Borgers was effective immediately.








During
the fiscal years ended December 31, 2019 and 2018 and in the subsequent interim periods through September 30, 2020, neither we
nor anyone on our behalf consulted with BF Borgers (“Borgers”) with respect to either (a) the application of accounting
principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered with respect
to our consolidated financial statements, and no written report or oral advice was provided to us by BF Borgers that was an important
factor that we considered in reaching a decision as to any accounting, auditing or financial reporting issue or (b) any matter that was
the subject of a “disagreement” (as defined in Item 304(a)(1)(iv) of Regulation SK of the Securities and Exchange Commission
and the related instructions) or a “reportable event” (as defined in Item 304(a)(1)(v) of Regulation SK).








There
are not and have not been any disagreements between us and our independent accountants on any matter of accounting principles, practices
or financial statement disclosure.








Aggregate
fees billed by Borgers for the years ended December 31, 2020 and 2019 are as follows:
















































































For the Year Ended December 31,




2020



2019


Audit Fees


$

10,800




-


Audit Related Fees



-




-


Tax Fees



-




-


All Other Fees



-




-


Total


$

10,800




-









Audit
Fees:

This category includes the audit of our annual financial statements included in our Annual Report on Form 10-K, review of quarterly
financial statements included in our Quarterly Reports on Form 10-Q, audit performed for the filing of our Form 10 and if and when required
or requested, the audit of the effectiveness of our internal controls.









Audit-related
fees:

This category consists of assurance and related services provided by the independent registered public accounting firm that
are reasonably related to the performance of the audit or review of our financial statements and are not reported above under “Audit
Fees.”









Tax
fees:

This category consists of professional services rendered primarily in connection with our tax planning and compliance activities,
including the preparation of tax returns. We did not engage Borgers for any tax services.









All
other fees:

This category consists of fees for other corporate services, primarily the review of SEC reports other than annual and
quarterly reports.














17





















Item
16. Financial Statements and Exhibits.












(a)
Financial Statements.









See
the financial statements annexed to this Registration Statement, which financial statements are incorporated herein by reference.









(b)
Exhibits.































































Exhibit
No.








Description




3.1
*







Articles of Incorporation of VETANOVA INC




3.2
*







Certificate of Amendment dated June 11, 2018




3.3
*







Certificate of Amendment dated June 21, 2018




3.4
*







Amended and Restated Bylaws of VETANOVA INC




4.1
*







Form of Warrant




4.2







Promissory
Note dated August 17, 2020 due to VitaNova Partners LLC




10.4
*







Securities Purchase Agreement dated as of September 28, 2020 between VETANOVA INC and the several investors listed therein




20.1







Management
agreement between VETANOVA INC and VitaNova Partners LLC




20.2







Modification
of management agreement between VETANOVA INC and VitaNova Partners LLC









*
Filed with Form 10 on February 1, 2021 with the SEC
















18




















SIGNATURES










Pursuant
to the requirements of Section 12, 13 or 15 (d) of the Securities Exchange Act of 1934, the registrant has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly authorized.
































































VETANOVA
INC - Registrant
















Date:



March
24, 2021




By:




/s/
John McKowen















John
McKowen, Chief Executive Officer and Member of the Board
























By:




/s/
Louise Lowe














Louise
Lowe, Prior Member of the Board














19




















EXHIBIT
F








VETANOVA
INC FINANCIAL STATEMENTS













F-

1



















Report
of Independent Registered Public Accounting Firm









To
the shareholders and the board of directors of VETANOVA INC











Opinion
on the Financial Statements











We
have audited the accompanying balance sheets of VETANOVA INC as of December 31, 2020 and 2019, the related statements of operations,
stockholders' equity (deficit), and cash flows for the years then ended, and the related notes (collectively referred to as the
"financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial
position of the Company as of December 31, 2020 and 2019, and the results of its operations and its cash flows for the years then
ended, in conformity with accounting principles generally accepted in the United States.











Basis
for Opinion











These
financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's
financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight
Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the
U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.








We
conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error
or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial
reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not
for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting.
Accordingly, we express no such opinion.








Our
audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or
fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding
the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant
estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides
a reasonable basis for our opinion.







/S/
BF Borgers CPA PC






BF
Borgers CPA PC









We
have served as the Company's auditor since 2020




Lakewood,
CO




March
25, 2021

















F-

2



















VETANOVA
INC






FINANCIAL
STATEMENTS






Condensed
Balance Sheets for the Twelve Months ending December 31, 2020 and December 31, 2019

































































































































































































































































































































































































As
of December 31,












2020









2019






ASSETS



























Current
Assets



























Cash






$



-









$



-






Receivables
- net









-












-






Prepaid
expenses









13,734












734






Due
from related party









65,179












-






Other
current assets









-












-






Total
Current Assets









78,913












734

































Long
Term Assets



























Property,
equipment and software, net









-












-






Other
long term assets









-












-






Total
Long Term Assets









-












-






TOTAL
ASSETS






$



78,913









$



734

































LIABILITIES
& STOCKHOLDERS’ EQUITY



























Current
Liabilities



























Accounts
payable






$



-









$



10,729






Accrued
liabilities









11,925












-






Current
portion of notes payable









-












-






Related
party - VitaNova Partners LLC









-












6,514






Other
current liabilities









-












-






Total
Current Liabilities









11,925












17,243






Notes
Payable, net of current portion









-












-






TOTAL
LIABILITIES









11,925












17,243






Commitments
& Contingencies (Notes 5, 6)



























Stockholders’
Equity



























Common
stock, $0.0001 par value, 500,000,000 shares authorized, 194,971,866 and 626,989 shares issued and outstanding on December
31, 2020 and December 31, 2019, respectfully









68,694












49,260






Additional
paid-in capital









6,882,602












(49,260



)



Accumulated
(deficit)









(6,884,308



)









(16,509



)



TOTAL
STOCKHOLDERS’ EQUITY









66,988












(16,509



)



TOTAL
LIABILITIES & STOCKHOLDERS’ EQUITY






$



78,913









$



734















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













F-

3





















VETANOVA
INC






FINANCIAL
STATEMENTS






Condensed
Statement of Operations for the Twelve Months ending December 31, 2020 and December 31, 2019














































































































































































































































































Twelve
Months Ended












December
31,












2020









2019






Revenue






$



13,125









$



-






Direct
cost of revenue









-












-






Gross
Margin









13,125












-






Operating
Expenses



























General
and administrative









296,644












4,515






Depreciation
and amortization









-












-






Total
Operating Expenses









296,644












4,515






Profit
(Loss) from Operations









(283,519



)









(4,515



)



Other
Income (Expense)



























Warrant
expense









(6,584,280



)









-






Other









-












-






Total
Other Income (Expense)









(6,584,280



)









-






Net
Profit (Loss) Before Taxes









(6,867,799



)









(4,515



)



Income
Tax (Provision) Benefit









-












-






Net
Profit (Loss)






$



(6,867,799



)






$



(4,515



)






























(Loss)
per Common Share - Basic






$



(0.34



)






$



(0.01



)



(Loss)
per Common Share - Dilutive






$



(0.34



)






$



(0.01



)



Weighted
Average Shares Outstanding:



























Basic









19,955,846












626,989






Dilutive









19,955,846












626,989











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













F-

4



















VETANOVA
INC






FINANCIAL
STATEMENTS






Condensed
Statement of Cash Flows for the Twelve Months ending December 31, 2020 and December 31, 2019













































































































































































































































Twelve
Months Ended












December
31,












2020









2019






Cash
Flows from Operating Activities:



























Net
Loss






$



(6,867,799



)






$



(4,515



)



Adjustments
to reconcile net (loss) to net cash used in operating activities:



























Depreciation
& amortization









-












-






Warrant
expense









6,584,280












-






Stock
issued for services









15,924












-






Net
change in operating assets and liabilities:



























(Increase)
in prepaid expenses









(13,000



)









-






Increase
in related party payable









(59,768



)









2,515






(Decrease)
Increase in accounts payable









(10,729



)









2,000






Net
Cash Used in Operating Activities









(351,092



)









-






Cash
Flows from Investing Activities









-












-






Cash
Flows from Financing Activities



























Sale
of units









351,092












-






Cash
Flows from Financing Activities









351,092












-






Net
Change in Cash & Cash Equivalents









-












-






Beginning
Cash & Cash Equivalents









-












-






Ending
Cash & Cash Equivalents






$



-









$



-













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















F-

5





















VETANOVA
INC






FINANCIAL
STATEMENTS






Condensed
Statement of Changes in Shareholders’ Equity for the Twelve Months ending December 31, 2020 and December 31, 2019







































































































































































































































































































































Common
Stock









Additional


























Shares
(000s)









Amount









Paid
In Capital










Accumulated




(Deficit)










Stockholders’
Equity






Balances,
December 31, 2018









627









$



49,260









$



(49,260



)






$



(11,994



)






$



(11,994



)



2019
Activity:































































Net
(Loss)









-









$



-












-












(4,515



)






$



(4,515



)



Balances,
December 31, 2019









627









$



49,260









$



(49,260



)






$



(16,509



)






$



(16,509



)



2020
Activity:































































Net
(Loss)









-









$



-












-












(6,867,799



)






$



(6,867,799



)



Private
placement









35,109









$



3,511












347,581












-









$



351,093






Warrants
issued









-









$



-












6,584,281












-









$



6,584,280






Stock
issued for services









103,623









$



10,362












-












-









$



10,362






Stock
issued to VitaNova Partners LLC









55,613









$



5,561












-












-









$



5,561





































































Balances,
December 31, 2020









194,972









$



68,694









$



6,882,602









$



(6,884,308



)






$



66,988













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















F-

6





















VETANOVA
INC






Notes
to Condensed Financial Statements






For
the Years ended December 31, 2020 and December 31, 2019












Note
1 – Organization and Business











VETANOVA
INC (“the Company) is in the business of building and operating sustainable photovoltaic (“PV”) solar powered,
state of the art, greenhouse facilities which grow high value greenhouse produce.








As
its initial development project, the Company expects to purchase, develop and operate four adjoining parcels of approximately
39 acres each, totaling approximately 157 acres in rural Pueblo County, Colorado (“Pueblo Complex”).
The Pueblo Complex is currently majority owned by VitaNova Partners, LLC (“VitaNova”). The Pueblo Complex has an existing
greenhouse facility consisting of 90,000 sq ft of growing space and 15,000 sq ft of warehouse space, another partially built greenhouse
and two parcels of vacant land.








In
2020, VitaNova began acquiring and now owns or controls a supermajority of the preferred or controlling equity interests of the
four parcels in the Pueblo Complex. The Pueblo Complex was significantly underpowered with only 300KVA of electrical power
and no natural gas available. The lack of power made the initial greenhouse facility unsuitable for its intended purpose. Since
acquiring control VitaNova has installed 1500KVA electrical service and is retrofitting the existing greenhouse with electrical
environmental equipment that can be solar powered.








The
Company received preliminary approval from C-PACE, a Colorado specialized solar financing program developed by federal, state
and county governments. The Company is in the process of developing engineering necessary to complete the C-Pace financing application.








The
Company recently completed a private placement and raised $556,129 by issuing 55,612,900 common shares along with 55,612,900 2-year
warrants exercisable at $0.20 per share. VitaNova and John McKowen (“McKowen”) are considered affiliates and control
entities of the Company. The Company currently has no independent directors. Both VitaNova and the Company have a common board
member, Mr. McKowen. The Company expects to appoint independent directors after the purchase of Directors and Officers insurance.








On
July 5, 2018, Mr. McKowen purchased a control block of 440,000 common shares of the acquired shell and appointed himself as its
sole board member and Chief Executive Officer. On July 17, 2020, Mr. McKowen transferred the control block to VitaNova and began
restructuring the Company. The Company currently is a non-reporting publicly traded shell on OTC Market Pink Sheets, symbol
VTNA. As part of the restructuring, the Company issued 55,612,837 common shares to VitaNova and 29,369,230 common shares to Mr.
McKowen, which is proportional to Mr. McKowen’s ownership of VitaNova.








Mr.
McKowen was also issued 58,738,460 shares that are subject to repurchase by the Company for a price of $0.0001 per share, of which
29,369,230 shares will be released from repurchase if warrants issued in Company’s recent private placement are exercised
to acquire at least 42,140,266 shares of Common Stock; and 29,369,230 shares will be released from repurchase if, prior to December
31, 2022, the Company completes a “sale lease back” of a solar powered property and receives gross proceeds of a least
$6,000,000 from the sale. For purposes of federal securities laws, Mr. McKowen is deemed to beneficially own 56,052,837 shares
purchased by VitaNova because of his ability to control VitaNova, as an officer and member of VitaNova.








On
February 1, 2021, the Company filed a registration statement Form 10 to voluntarily register common stock, par value $0.0001
per share of the Company, pursuant to Section 12(g) of the Securities Exchange Act of 1934, or the Exchange Act. The Company
believes that when the Form 10 becomes effective, 60 days after the Form 10 filing, it will no longer be a shell company









Note
2 – Summary of Significant Accounting Policies












Basis
of Presentation











The
financial statements and related disclosures have been prepared pursuant to the rules and regulations of the Securities and Exchange
Commission (“SEC”). The financial statements have been prepared using the accrual basis of accounting in accordance
with Generally Accepted Accounting Principles (“GAAP”) of the United States.











Use
of Estimates









The
preparation of financial statements in conformity with generally accepted accounting principles in the United States requires
management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities,
disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and
expenses during the reported period. Actual results could differ materially from those estimates.













F-

7



















Cash
and cash equivalents









For
purposes of reporting cash flows, the Company considers cash and cash equivalents to include highly liquid investments with original
maturities of 90 days or less. Those are readily convertible into cash and not subject to significant risk from fluctuations in
interest rates. The recorded amounts for cash equivalents approximate fair value due to the short-term nature of these financial
instruments.








During
the years ended December 31, 2020 and December 31, 2019 the Company did not maintain its own bank account. On July 17, 2020, VitaNova
acquired a super majority of the Company, which at the time was a shell. At the time, the Company had no assets at, and
its operating capital was provided by VitaNova pursuant to a Promissory Note dated August 17, 2020. On September 20, 2020, VitaNova
commenced a private placement on behalf of the Company and raised $351,093 during the year ended December 31, 2020. The proceeds
from the Company’s capital raise were deposited into VitaNova’s bank account and recorded on the Company’s books
as “Due from Related Party.” In 2021, the Company completed its private placement by raising an additional $205,036.
Those proceeds were deposited into a Company bank account opened on February 23, 2021.









Due
from related party – VitaNova Partners, LLC









VitaNova
owns approximately 28.75% of the Company. The Company currently has one director who is also the Company’s Chief Executive
Officer as well as the Chief Executive Officer and Secretary of VitaNova.








During
2020, the Company’s funds were held as due the Company in a bank account owned by VitaNova. For the year ended December
31, 2020, VitaNova held $65,179 for the benefit of the Company. For the year ended December 31, 2019, the Company recorded a liability
due to a related party, VitaNova, of $6,514 for expenses incurred by the Company but paid by VitaNova.









Warrant
Expense









U.S.
GAAP ASC 815 requires a fair valuation of warrants issued. For the year ended December 31, 2020, the Company issued 35,109,231
warrants. Each warrant gave the right to purchase one of the Company’s common shares at $0.20. The warrants expire on September
30, 2022 and vested immediately upon issuance. Therefore, the full fair value of the warrants of $6,584,281 was recorded
in the year ended December 31, 2020. In order to calculate the warrant value, the following variables were used:































Annualized
volatility of 865%










Expected
life in years of 1.02










Discount
rate – bond equivalent (US Treasury 5-year coupon rate) of 0.37%









Income
Taxes









The
Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets
and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under
this method, the Company has determined the deferred tax assets and liabilities on the basis of the differences between the financial
statement and tax basis of assets and liabilities by using enacted tax rates in effect for the year in which the differences are
expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the
period that includes the enactment date.








The
Company recognizes deferred tax assets to the extent that it believes that these assets are more likely than not to be realized.
In making such a determination, the Company considers all available positive and negative evidence, including future reversals
of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations.
If the Company determines that it would be able to realize our deferred tax assets in the future in excess of their net recorded
amount, it would make an adjustment to the deferred tax asset valuation allowance, which would reduce the provision for income
taxes.








The
Company records uncertain tax positions in accordance with ASC 740 on the basis of a two-step process in which (1) it determines
whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position
and (2) for those tax positions that meet the more-likely-than-not recognition threshold, it recognizes the largest amount of
tax benefit that is more than 50 percent likely to be realized upon ultimate settlement with the related tax authority.








The
Company recognizes interest and penalties related to unrecognized tax benefits on the income tax expense line in the accompanying
consolidated statement of operations. As of December 31, 2020, and December 31, 2019, no accrued interest or penalties are included
on the related tax liability line in the balance sheet and no deferred tax asset is recognized.













F-

8





















Net
Income (Loss) per Share









Basic
net (loss) per share is computed by dividing net income (loss) attributed to VETANOVA available to common shareholders for the
period by the weighted average number of common shares outstanding for the period. Diluted net income (loss) per share is computed
by dividing the net income for the period by the weighted average number of common and potential common shares outstanding during
the period.








As
of December 31, 2020, there were no dilutive effect from the warrants issued since it would be anti-dilutive. As of December 31,
2019, there were no warrants or options outstanding.









Note
3 – Equity Transactions









The
Company has authorized 500,000,000 shares of common stock with a par value of $0.0001. The total issued common stock as of December
31, 2020 and December 31, 2019 was 194,971,866 and 626,789 shares, respectfully.








During
the year ended December 31, 2020 there were the following equity transactions:




































91,127,145
shares issued to the Company’s founders, officers and board members;










12,495,700
shares issued to the Company’s consultants;










55,612,837
shares issued to VitaNova Partners, LLC, and










35,109,231
shares issued to outside investors.








During
the year ended December 31, 2019 there was no equity transactions.









Note
4 – Income Taxes









On
December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act (the “Act”), which significantly changed U.S. tax law.
The Act lowered the Company’s U.S. statutory federal income tax rate from 35% to 21% effective January 1, 2018, while also
imposing a deemed repatriation tax on previously deferred foreign income. The Act also created a new minimum tax on certain future
foreign earnings. The impact of the Act had no material impact on the Company’s tax liability and deferrals.








We
record tax positions as liabilities in accordance with ASC 740 and adjust these liabilities when our judgement changes as a result
of the evaluation of new information not previously available. Because of the complexity of some of these uncertainties, the ultimate
resolution may result in a payment that is materially different from our current estimate of the recognized tax benefit liabilities.
These differences will be reflected as increases or decreases to income tax expense in the period in which new information is
available. As of December 31, 2019, and 2018 we have not recorded any uncertain tax positions in our financial statements. The
Company has not filed tax returns for the years ended December 31, 2020, December 31, 2019 and December 31, 2018. Prior to January
31, 2018, there was no financial or taxable transactions since 2011, so the company does not anticipate any material penalties.








Book
loss reconciliation to estimated taxable income is as follows:




































































2020









2019






Book
loss






$



(6,867,799



)






$



(4,515



)



Tax
adjustments:



























Warrant
expense









6,584,281












-






Estimate
of taxable income






$



(283,518



)






$



(4,515



)








The
Company will recognize future accrued interest and penalties related to unrecognized tax benefits in income tax expense if incurred.
At December 31, 2020 and December 31, 2019, we had no unrecognized tax benefits in income tax expense.








The
components of the deferred tax asset are as follows:





































































































2020









2019






Current
deferred tax asset



























Net
operating loss carryforwards






$



(80,076



)






$



(16,509



)



Other
adjustments:



























None









-












-






Total
cumulative deferred tax asset









(80,076



)









(16,509



)



Valuation
allowance









80,076












16,509






Effective
income tax asset






$



-









$



-
















F-

9


















Income
tax provision is summarized below (in thousands):

















































































































































2020









2019






Income
tax provision:



























Current
benefit (expense)



























Federal






$



-









$



-






State









-












-






Total
current









-












-






Deferred
benefit (expense)



























Federal









59,539












3,467






State









13,127












825






Total
deferred









72,666












4,292






Less:
Valuation allowance









(72,666



)









(4,292



)



Total






$



-









$



-







































Effective
and stated tax rate:












Federal









21.00



%



State









4.63



%



Total









25.63



%








































Cumulative
Net Operating Loss Carryforward:



2018






$



3,118






2019









4,292






2020









72,666












$



80,076











For
the years ended December 31, 2020 and December 31, 2019, the deferred tax asset of $80,076 and $16,509, respectively, has a valuation
allowance of $80,076 and $16,509, respectively, since management has determined the tax benefit cannot be reasonably assured of
being used in the near future. The net operating loss carryforward, if not used, will begin to expire in 2045, and is severely
restricted as per the Internal Revenue Code if there is a change in ownership.









Note
5 – Commitments and Contingencies









The
Company has no commitments or contingencies.









Note
6 – Related Party Transactions









VitaNova
Partners, which owns approximately 28.75% of VETANOVA, is providing management, including financial oversight, of VETANOVA.
As of December 31, 2020 VitaNova Partners owes the Company $65,179 and as of December 31, 2019, VitaNova Partners had advanced
$6,514 to the Company.








On
July 15, 2020, the Company and VitaNova entered into a consulting agreement whereby VitaNova would provide management services
until the current private placement offering is completed and the shareholders of the Company can properly elect an independent
board of directors and appoint Company officers. VitaNova is paid $456,000 annually for its management services. Payments are
made in 12 monthly installments of $38,000. On December 15, 2020 the consulting agreement was amended to reduce payments to $19,000
a month effective January 1, 2021.








During
the year ended December 31, 2020 there were the following equity transactions involving related parties:


























100,622,845


shares issued to the Company’s founders, officers
and board members, and










55,612,837
shares issued to VitaNova Partners, LLC.









Note
7 – Subsequent Events









On
February 5, 2021, Ms. Louise Lowe resigned as a member of the Company’s board. She had no disagreements with management.








On
March 12, 2021, the Company received an additional $205,000 and issued 20,503,600 shares of the Company’s stock and 20,503,600
warrants, with each warrant to purchase one share of the Company’s stock at $0.20/share. The warrants expire on September
30, 2022.









F-

10










The above information was disclosed in a filing to the SEC. To see the filing, click here.

To receive a free e-mail notification whenever VetaNova Inc. makes a similar move, sign up!

Other recent filings from the company include the following:

Notice of Effectiveness - Sept. 27, 2021

Auto Refresh

Feedback