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«Business Plan Updated 5/4/11 THIS BUSINESS PLAN IS FOR INFORMATIONAL PURPOSES ONLY. THIS BUSINESS PLAN DOES NOT CONSTITUTE AN OFFER TO SELL OR A ...»

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Business Plan

Updated 5/4/11

THIS BUSINESS PLAN IS FOR INFORMATIONAL PURPOSES ONLY. THIS BUSINESS

PLAN DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN

OFFER TO BUY ANY SECURITIES FROM THE COMPANY.

This Business Plan has been prepared for informational purposes only and upon understanding that it will be

used solely for that purpose. Neither the Company nor any of its officers, directors, employees, agents or contractors make any express or implied representation or warranty as to the accuracy or completeness of the information contained herein or which may be made available upon any request for further information. The estimates or projections of future financial or operating performance have been provided here to assist in an understanding of the Company and its business model.

All financial information provided herein is informational only, is not based on historical operating history of the Company or any company, is forward-looking in nature, has not been prepared or reviewed by certified public accountants and is intended to be illustrative only of future potential based on several assumptions about the business, its customers and the general economic conditions globally which could change at any time based wholly or partly on factors beyond the control of the Company. In some cases financial forecasts have been prepared based on information provided by third parties or published materials that are not subject to verification, and other forecasts prepared by the Company but which were not independently reviewed or verified. In any event, even if the hypotheses and other information from which the financial information provided herein was derived prove to be sound, actual results realized may vary dramatically from the forecasts, projections or other financial information presented.

The Company and its officers, directors, employees, agents and contractors expressly disclaim any and all liability that may be based on the accuracy of such financial information, including any errors or omissions therefrom. This Business Plan shall not be deemed an indication of the current state of affairs of the Company nor shall it constitute an indication that there has been no material change in the business or affairs of the Company since the date thereof.

All information contained herein shall remain the exclusive property of the Company. The Plan contains information about the plans for development, marketing and financing that the Company holds as trade secrets and confidential. By accepting delivery (or by downloading) of this Business Plan you agree not to disclose any of the information herein to others, except to personal or legal advisors, without express written permission of the Company. This document and any copies shall be returned to the Company upon completion of the purpose for which it was provided.

TABLE OF CONTENTS

Executive Summary The Markets We Serve Our Products and Services The SCENE Money & You EnviroTabs C.H.I. Consulting Our Business Model Key Partners Key Activities Key Resources Value Propositions Customer Relations Customer Segments Channels Revenues Costs Marketing and Sales Plan Objectives Target Markets Industry Overview Sales Methods Customer Service Implementation Our Organizational Structure Management Team Consultants & Advisors Recent Accomplishments Use of Funds Summary of Financial Needs Projected Use of Funds Financial Snapshot Financial Projections Assumptions for Financial Projections Projected Balance Sheet Projected ROI Financial Summaries Appendices Appendix I – Executive Team Bios Appendix II – Financial Projections – Year 1 Appendix III – Financial Projections – Year 2 Appendix IV – Financial Projections – Year 3 Appendix V – Financial Projections – Summary Data Executive Summary Overview/Thumbnail CompassionHappens, Inc. is an innovative and dynamic new company, organized around the principles of Conscious Capitalism®, and committed to building a world-wide support network for Socially Conscious Entrepreneurs. We build networks of deeply committed socially conscious entrepreneurs and home-based business owners and provide those networks with world-class services, products and business opportunities.

Our mission is to inspire individuals to become Conscious Entrepreneurs. CompassionHappens and the SCENE provide the superior entrepreneurial education, training and resources to advance social businesses to solve social and environmental problems, while helping our members manifest personal and financial freedom.

CompassionHappens is a California Corporation, formed in August 2009. Our primary business offices are located in Carlsbad, California.

The Company serves and supports socially conscious entrepreneurs through four specific products and services.

Each represents a distinct, but synergistically connected, element of our overall business model. They include:

 The SCENE, our social network, education and training portal for serious entrepreneurs who are striving to build profitable businesses that do well in the world. Members pay a monthly fee to enjoy a wide range of online and off-line benefits. The company also generates revenues through mentoring and other premium programs offered through the SCENE. www.jointhescene.com  Money & You®, a classroom-based programs marketed by CompassionHappens through our joint venture with Excellerated Business Schools™. Money & You® is a world-class personal and business development program operated internationally for more than 32 years. The company produces events quarterly and generates revenues from ticket sales. www.jointhescene.com/special  EnviroTabs®, a product offered through our joint venture with Greenfoot Global, Inc. EnviroTabs reduce vehicle emissions and increases engine efficiency in automobiles. The product sales model provides a home-based social business-in-a-box. CompassionHappens earns commissions from the sales of EnviroTabs by all persons who register with Greenfoot global through our channel.





www.greenfootglobal.com/chi  C.H.I. Consulting Group, a fee-based service provider specializing in assisting entrepreneurs to form, fund and grow socially conscious companies. The Company generates revenues directly from members of the SCENE and from other companies and individuals who purchase its services.

www.chiconsultinggroup.com Each of these programs is detailed below in this Summary and in our Business Plan.

Our business not only serves, but is grounded in the principles and practices of conscious business. As such, we contribute to several non-profit organizations, help promote environmentally-friendly products and services and contribute a percentage of corporate profits to investments in micro-loans for socially conscious entrepreneurs.

The Markets We Serve CompassionHappens operates within the broad small and start-up business marketplace. Globally, this marketplace represents perhaps 100 million people in managerial or founding member positions in new companies, or running their own home-based business. In the U.S. alone about three million new businesses are formed each year. Within this broad market, we focus upon two prominent and growing niches: socially conscious businesses and home-based businesses.

The socially conscious business niche includes both large and small companies, as well as non-profit and hybrid companies. Socially conscious business is now a well-defined business model that has proven to be significantly more sustainable and profitable than the traditional profit-centric business model. Many entrepreneurs are now building conscious businesses, due in large measure to the amazing success of large corporations who have followed the socially conscious business model. This trend was recently documented in the bestselling book ―Firms of Endearment,‖ published by Wharton School Publishing.

–  –  –

CompassionHappens stands at the intersection of these two dynamically growing markets: socially conscious entrepreneurs; and people who want to make a difference in the world, but may not have the skills, talent or resources to create and grow a start-up into a sustainable business. For entrepreneurs, we offer the SCENE and C.H.I. Consulting Group. For those who want the freedom and good-will of a socially responsible home-based business, we offer Greenfoot Global. And for everyone who wants to transform their relationship to money and wealth, we offer the Money & You® program.

Products & Services

–  –  –

The SCENE (Socially Conscious Education Network for Entrepreneurs) is our major product/service for the socially conscious business niche. The SCENE is an online portal that also provides off-line social, educational and networking opportunities. For a modest monthly membership fee ranging from $79 to $149, members receive world-class training, education, mentoring and networking opportunities. The SCENE promises to be the first—and most prominent—social network for conscious entrepreneurs.

The basic monthly subscription fee will provide members access

to:

 Group mentorship in multiple programs on an ongoing monthly basis  Webcasts, webinars and other educational offerings featuring SCENE Mentors/experts and leaders of the conscious business movement  Our newsletter featuring motivational, inspirational and educational content (available electronically--our commitment to environmental responsibility)  Passive income through distribution of all CompassionHappens products, services and live events  Discounted services from our C.H.I. Consulting Group division Members also receive a customizable Instant Impact Generator™ (IIG), our proprietary viral marketing tool designed specifically to empower members to spread the message about causes that are important to them— including all CompassionHappens opportunities. The IIG can be easily replicated, providing members the opportunity to reach millions of potential customers and affiliates. Members can also participate in residual income opportunities. We pay up to 40% commissions to members directly responsible for referring others who join the membership.

Money & You® Website: www.jointhescene.com/special CompassionHappens recently entered into a joint venture with Excellerated Business Schools to promote their Money & You® live events in North America. This program has over 80,000 graduates around the world – including renowned motivators, authors and business leaders such as Tony Robbins, Jack Canfield, Robert Kiyosaki and Loral Langemeier. Based on the groundbreaking work of Buckminster Fuller and Marshall Thurber, Money & You® has transformed the lives of thousands of people for more than 32 years.

CompassionHappens is now producing this 4-day event quarterly in Southern California and we plan to expand regionally and nationally in the coming three years. We pay Excellerated Business Schools a standard project fee per event and cover logistics costs. All profits are retained by CompassionHappens. We expect demand to grow significantly this year as we cross promote Money & You® through our own channels and via our many affiliates and joint venture partners. The program has never been significantly promoted in North America.

Given its affinity with the principles of conscious business, it is the ideal program to bring to our audience.

Greenfoot Global Website: www.greenfootglobal.com/chi In a world beset by financial uncertainty, rising fuel prices and growing environmental concerns, CompassionHappens is positioned to bring EnviroTabs, an environmentally sound, fuel-efficiency product to millions of consumers. An engine-catalyst, the product reduces fuel emissions and can increase fuel efficiency in most automobiles. Offered only through affiliate marketing channels, the product promises to be a major new entrant to the home-based business marketplace this year. Given our large network, top placement in the Greenfoot Global binary and rising consumer unrest about fuel cost, CompassionHappens offers the most powerful environmentally sound product in today’s home-based business marketplace. The product will be offered to people through all of our channels. In addition, the Company itself is placed near the top of the Greenfoot Global binary, giving us the enviable position of benefiting through our own efforts, the efforts of our network members who join the program, and the growing network of Greenfoot Global affiliates.

C.H.I. Consulting Group Website: www.chiconsultinggroup.com C.H.I. Consulting Group helps entrepreneurs to form, fund and grow socially conscious businesses. A variety of business consulting services packages are offered, ranging from business plan development and review to preparation of Private Placement Memoranda. C.H.I. Consulting Group is already generating revenue for the company through its professional services and is planning to expand its staff during the 2nd Quarter of 2011.

Average client project fees are about $7,500, with a range between $5,000 and $15,000. C.H.I. Consulting is promoted through speaking engagements, word of mouth and will be adding Internet radio shortly.

Our Business Model Website: www.compassionhappens.com Our basic business model is centered upon growing our network of socially conscious entrepreneurs and/or people desiring to own a socially responsible home-based business. We expand our network internally through the incentives offered to current members of the SCENE, Money & You® graduates, and through our many events. We expand our network externally through joint ventures, affiliate programs and events produced by partners. Our goal is to continuously expand our network so as to introduce ever-increasing numbers of people to our four offers: The SCENE, Money & You®, EnviroTabs and C.H.I. Consulting Group.



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