NOTE 12 – MATERIAL TRANSACTION

Mia Development LLC (“Mia”) entered into a long term lease with First State Compassion Center. First State Compassion Center secured licenses and permits for the growing and sale of medical marijuana in the state of Delaware. Mia purchased the building which is being leased to First State Compassion Center in September of 2016.

In January of 2015, First State Compassion Center Inc. issued a promissory note to Mia in the amount of $1,100,000. The note carries a 12.5% interest rate and is due on December 31, 2019. During 2015, the note will act as a revolving credit line. Whatever the outstanding balance is eight months from the date of execution shall be fixed as the amount due and payable of the note, not to exceed $1,100,000. The balance of the note on September 30, 2016 is $671,772.