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Friday, 10/23/2015 1:59:27 PM

Friday, October 23, 2015 1:59:27 PM

Post# of 29669
To the Board of Directors and Shareholders of:

Freedom Leaf, Inc.



We have audited the accompanying balance sheets of Freedom Leaf, Inc. and subsidiaries as of June 30, 2015 and the related statements of operations, changes in shareholders’ equity, and cash flows for the year then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.



We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.



In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Freedom Leaf, Inc. as of June 30, 2015 and the results of its operations and its cash flows for the year in the period ended June 30, 2015 in conformity with accounting principles generally accepted in the United States of America.





The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 3 to the financial statements, the Company reported a net loss of $252,521 in 2015, and used cash for operating activities of $197,755. At June 30, 2015, the Company had a working capital deficit, shareholders’ deficit and accumulated deficit of $44,780, $230,807 and $252,521, respectively. These matters raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans as to these matters are also described in Note 3. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.





/s/ Green & Company CPAs, Inc.



Green & Company CPAs, Inc.

Temple Terrace, Florida

October 5, 2015






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