Xun Power Corporation

Officers and Directors


Flywheel energy storage was first introduced to Mr. Mikolajczyk in 2006 when he was given a tour, for investment purposes, of a horizontal mass weight in a vacuum chamber connected on one side to an electric motor with a clutch and the other side to a generator with a clutch which stored over 7 MWh of electricity spinning at a top speed of 10,000 RPM. His first thought was: “My goodness, two clutches! High maintenance costs!” With Mr. Mikolajczyk’s farming background and school project of building a successful perpetual electric motor and generator that eventually stopped due to friction, he declined the investment opportunity and proceeded to re-engineer the concept into a vertical generator without clutches. This principle is used in small scale, proven flywheels that operate using magnetic levitation without clutches used for frequency regulation 

In 2010, Mr. Jerry G. Mikolajczyk completed a consulting assignment for a California utility to evaluate constructing and operating a solar power system between windmill power plants to capitalize on supplying electricity during peak times. Windmill power plants are most efficient in the evenings which is after the peak demand. The evaluation concluded that, due to shadowing of the east and west mountain ranges, installing a solar power system was not economical. 

The solution recommended by Mr. Mikolajczyk was to install flywheel storage units to capture the electricity during windmill peak production period and inject the saved electricity into the grid during the peak demand period. The Client accepted the recommendation subject to finding a supplier that could supply a 500 MW (50 x 10 MW) flywheel storage system. It was discovered that there were no suppliers of flywheel energy storage units that could service grid scale capacity. 

Mr. Mikolajczyk decided to pursue developing a flywheel storage business to fill the void in the market. Since 2010, Mr. Mikolajczyk has been developing the business model between consulting contracts. 

Mr. Mikolajczyk was appointed President, CEO, and a director of the Xun Power Corporation on November 17, 2016. Mr. Mikolajczyk is also President, CEO, CFO, and a director of the Xun Energy, Inc., a related company since May 31, 2011. Prior to the appointments, Mr. Mikolajczyk completing many consulting assignments in the infrastructure and energy sectors. Mr. Mikolajczyk is 64 years old.

Mr. Mikolajczyk has an extensive career in the oil and gas, construction, renewable energy (solar, wind, hydro and energy storage), infrastructure and mining industries. Mr. Mikolajczyk has worked for Fortune 500 companies such as BP Resources (British Petroleum), SCI Group of Companies, Husky Oil, Syncrude, Bechtel, Guy F. Atkinson and INCO. He has worked as a heavy equipment operator on surface and open pit mining operations. After completing his Business Administration diploma, Mr. Mikolajczyk went on to obtain his professional designation as a Certified General Accountant (CGA) and Certified Internal Auditor (CIA). As a professional accountant and auditor, he has been involved with planning, designing, and testing operations to ensure that the operations are efficient and effective.

Mr. Mikolajczyk has an aggregate of 42 years of experience, which include: 

· Twenty-six (26) years of C-Level experience.

· Eleven (11) years in the Oil and Gas Industry evaluating and analyzing systems and operations to improve effectiveness, increase profits, and streamline operations without compromising controls.

· Eighteen (18) years in the Mining Industry with operational experience in tar sands, copper, gold, limestone and precious stones. Mines were both open pit and deep rock (shaft) as well as alluvial and placer mining operations.

· Twenty-nine (29) years of experience in the Construction Industry ranging in Oil and Gas, Mining, Transportation and Housing sectors. Specialty is Project Control and Reporting.

Mr. Mikolajczyk is an acknowledged speaker and presenter. He has moderated various panels on P3’s (Private Public Partnerships) including the California P3 Conference workshop, October 2007, which he presented one of his P3 projects, the Confederation Bridge, the longest bridge in North America, joining Prince Edward Island and New Brunswick in Canada, which Mr. Mikolajczyk was involved in the costing, bidding, award and financing (business and financial models) of the project. 

Mr. Mikolajczyk also presented a paper to the 1990 Western Regional Conference of the Institute of Internal Auditors entitled: "Is Your Project Control Out of Control?" and a paper in 1991 to the Institute of Internal Auditors, Calgary Chapter, entitled: "Operational Audit of the Procurement Function". 

Mr. Mikolajczyk has conducted over a hundred project audits recovering over $100 Million in costs and provided recommendations with annual cost savings for his clients. Many of the project audits revealed fraud committed either internally or by the contractors

Mr. Mikolajczyk has a history of being involved with Mega Construction Projects such as:

· Syncrude – Tar Sand Mining and Oil extraction facility, construction, commissioning and start-up operations, Fort McMurray, Alberta, Canada.

· Key Lake Uranium Project – Uranium mining project, grassroots construction, commissioning, sag mill expansion, Key Lake, Saskatchewan, Canada.

· Confederation Bridge – 12.9 KM, 2 lane bridge, joining Prince Edward Island and mainland New Brunswick, Canada, conceptual engineering, economic modeling, financing, cost control, grassroots and construction, Borden-Carleton, Prince Edward Island and Cape Jourimain, New Brunswick, Canada.

· Katubah Development Project – Oil gathering facility based in the Highlands of Papua New Guinea including pipeline and marine loading terminal, cost control, Papua New Guinea, based out of Brisbane, Australia.

· MineCore Sapphire Mines, 140 KM highway and bridge construction, Toliar Port Master Plan, design, financing, and engineering in Madagascar. Project cancelled due to political coupe and country instability.

· BART Extension – Freemont to Santa Clara, California, USA, Cost control and financing, San Jose, California, USA.

· Bi-Provincial Upgrader Project, Lloydminster, Saskatchewan. A $3.6 Billion heavy oil to a high-quality, low sulphur synthetic oil refinery.

· PTT Natural Gas Distribution – 42” pipeline project from Indian Ocean to Ratchaburi, Thailand plus financial and economic modeling for optimization of existing pipeline gathering and distribution systems from the Gulf of Thailand to and within mainland Thailand.

Mr. Mikolajczyk’s leadership skills are that of a “Pacesetter”. This has kept Mr. Mikolajczyk in high demand by companies, both start-up and mature. Mr. Mikolajczyk is able to elevate performance expectations with a high-octane style of leadership at the same time without breaking glass. A prime example is in 2008, Mr. Mikolajczyk was awarded “CFO of the Year” for the application of his knowledge and expertise in a turnaround assignment for the Santa Clara Valley Transportation Authority (VTA), a $3.3 Billion asset transportation authority in Silicon Valley (San Jose, California). He had 39 weeks to achieve his goals set by the VTA board. His goals were achieved, of which some of his accomplishments included but were not limited to: increased employee morale in his division, increased cash position from $850 Million to over $1 Billion in the first 8 weeks, increased the credit rating of VTA, saving millions of dollars from refinancing variable rate bonds to fixed bonds, to mention a few of the many achievements he accomplished during his tenure as Interim CFO. When he asked one of his reporting managers for feedback, she stated: “You work fast and get things done!”

Mr. Mikolajczyk also has an “Authoritative” style of leadership with a “firm but fair” approach that mobilizes team members toward a specific goal. It’s often known as the “come with me” style with enthusiastic, passionate, long-term direction. This is a style of leadership that projects confidence and is never perceived as selfish. A good example of his unselfish leadership was an unfortunate incident that took place in Madagascar. Mr. Mikolajczyk was President of MineCore International, Inc. and traveled frequently to that country to develop MineCore’s sapphire mining operation in southern Madagascar. During a USA Trade Mission to Madagascar in November 2003, he was approached by a group of Malagasy residents who attempted to extort monies from him and MineCore. Madagascar follows Napoleonic law where you are guilty until proven innocent. The extortionists claimed that MineCore’s subcontractor did not pay his fuel bill and that Mr. Mikolajczyk guaranteed the payment to the fuel supplier of the subcontractor. The extortionists delivered their demand by going to Mr. Mikolajczyk’s hotel, where Mr. Mikolajczyk was staying with the U.S. Trade Mission teams. Those trying to extort money also followed up by placing local newspaper ads to add pressure on Mr. Mikolajczyk and enlisted elements of local law enforcement into the scheme. Both the Madagascar Minister of Finance and Minister of Mining suggested Mr. Mikolajczyk leave Madagascar, and at which time he stated, “No, I must stay here to fight this allegation. If not, it will be here for me when I come back again or worse, my employees could be arrested and put in jail because they work for me.” Mr. Mikolajczyk stayed and faced his accusers and was put under house “arrest” until his charges could be read. At the hearing, the charges were read, and evidence of the allegations presented that on a certain date Mr. Mikolajczyk made the personal guaranty. However, Mr. Mikolajczyk was not in the country on that date and could not have made any such guaranty; his passport stamp proved his veracity. The Magistrate was flustered by the evidence presented and ruled: “This is too confusing, I cannot make a decision and it must be sent to the Tribunal for a ruling.” She further stated: “Mr. Mikolajczyk might be a flight risk and must stay in the country until the Tribunal hearing.” She ordered that Mr. Mikolajczyk be detained until the Tribunal hearing. Mr. Mikolajczyk stayed in detention for 26 days and was released when the Tribunal met and ruled that Mr. Mikolajczyk was not guilty and was an actual victim of extortion and corruption. The President of Madagascar called Mr. Mikolajczyk apologizing profusely for the incident and set up a task force and Hotline to deal with future extortion attempts on foreigners visiting or doing business in Madagascar.


William D. Spier, Ph.D., age 70, is the Secretary and Director of Xun Power Corporation since 2016. Dr. Spier is also Treasurer and Director of Xun Energy, Inc. a related company. Prior to that, Dr. Spier was an advisor in economics and business development to private equity funds in the U.S. and Europe for 6 years, and a business and curricula planning consultant to institutions of higher education. For the past year, he has immersed himself in the research of blockchain and its application to transactive energy. He is a senior member of the management team at XPC that authored its White Paper and Blockchain Based Transactive Energy Trading Platform. 

Dr. Spier was senior VP for Whitman Medical Corp (reporting issuer) and Executive Director for Ultrasound Technical Services for 13 years in which he was responsible for the founding and growth of the pioneering institute for medical ultrasound training that expanded its centers to 15 United States cities. Whitman was acquired in 2000 for $225M. Spier has believed always that the most effective directors or CEOs are not truly useful until their employees and colleagues view them most importantly as the person who mans the company “Help Desk”. 

From 1982-84 Dr. Spier was senior social/economic analyst for Diamond Turk & Company, a specialist firm on the American Stock Exchange, and from 1979 to 1981, Dr. Spier held a held a headquarters administrative position with the New York City Board of Education. 

From 1972-78, Dr. Spier was a graduate instructor at Washington University, St. Louis and Assistant Professor of Sociology, St. Louis University. After graduating from college, Dr. Spier was an early member of the United States Teacher Corps.

Dr. Spier received his Bachelor of Arts degree from Hobart College, Geneva, New York, his Master’s degree from Washington University, St. Louis and earned his Doctorate in Sociology with concentration in political economy from Washington University, St. Louis.

Dr. Spier has an extensive history of publications, economic, education and medical society memberships and public company board participation. He often was a visiting lecturer at NYC and metropolitan area institutions of higher education for graduate level teaching. 


Peter M. Matousek, age 53, has been the Vice President and Director of Xun Power Corporation since January 2018; the Vice President of Investor Relations of Xun Energy, Inc., a related company, and served for one year as President and CEO. For the past 7 years, he has served on the board of Xun Energy, Inc. 

Mr. Matousek is an internationally seasoned consultant and entrepreneur. He attended the University of Maryland and earned both an Associates and bachelor’s degree in business administration from Warner Pacific College.

Mr. Matousek is a decorated and proud veteran of the United States Navy and saw service in Operation Iraqi Freedom. He is distinguished by several military awards including the Army Achievement Medal, the Navy Achievement Medal and other military awards and recognitions. 

Professionally, Mr. Matousek works extensively with the public markets for companies throughout the United States and Canada. He has cultivated relationships with shareholders, private investors, venture capital firms and investment advisors, in addition to a wealth of business professionals and strategic partners worldwide. These relationships have allowed Matousek to excel within the natural resource sector including oil & gas, precious metal mining, land acquisition field, and the energy efficiency and conservation sector. He has extensive experience in Power Smart implementation of energy savings, performing energy reduction calculations to constructing lighting systems, reflector technology, identification and development of power reduction opportunities from small businesses to large projects. 

Mr. Matousek is multi-lingual and born in Europe. He is a frequent contributor to charitable organizations, such as Ministries to Mexico, the construction of a War Heroes Memorial and active in education philanthropy.


Dennis T. Kushner, age 72, Chief Financial Officer and Compliance Officer for XPC, is a seasoned executive with finance, accounting, operations and sales expertise. His experience encompasses Securities and Exchange reporting for Fortune 50 companies, and key management administration for venture funded startups, privately held companies in manufacturing, biotechnology, high technology, healthcare, financial services, and distribution structuring and networks. Mr. Kushner has proven major project and operational skills leading to advanced financial/accounting and enterprise systems that monitor supplier performance, corporate goal achievement resulting in over $30M in marketing/sales revenue successes.

Mr. Kushner has recognized expertise in strategic and tactical planning that is essential for company growth; he has applied that expertise for mergers/acquisitions ($105M) and subsequent organization restructuring for a growth trajectory. Mr. Kushner has a consistent record of “getting the job done” leading to breakthrough performance and significantly improving bottom line impact through revenue growth strategies and cost reduction programs ($40M). He has a proven record of building highly effective teams and motivating personnel to achieve exceptional levels of performance. Mr. Kushner served as CFO, COO, Interim President & CEO, General Manager and Vice President Operations for several startup and operational companies such as OmegaGenesis, Quantum 3D, Harvey Universal Inc., Intellisys, Intera Group, and Xun Energy Inc. He established and maintained client relationships at the highest corporate levels.

Dennis T. Kushner received his Master’s in Public Administration; Management and Systems Analysis from the University of Southern California and his Bachelor of Science in Business Administration; Finance and Accounting from the University of Southern California.

CORPORATE FINANCE, MERGERS AND ACQUISITIONS - Mr. Kushner has executive management and consulting expertise in accounting, financial analysis, forecasting, capital budgeting, financial and strategic planning, competitive analysis, cash management, raising working capital, risk management, developing business plans for corporate management and corporate investment opportunities. He has formulated confidential business profiles for companies, and prepared and implemented policies and procedures designed to insure internal controls. Mr. Kushner furnished interim CFO services that encompassed all services expected of a CFO including working with suppliers to ensure a company’s credit worthiness, and due diligence for refinancing and acquisition of private placement funds. Mr. Kushner has vast experience preparation and submittal of all reporting documentation to the Securities and Exchange Commission (10K’s, 8K’s 10Q’s, and 14C documents et. al.). He has led teams through system evaluations and conversions, downsizing scenarios; cash flow strategies, company valuations, acquisition strategies, and post-merger/divestiture assessments.

OPERATIONS - Mr. Kushner has executive management and consulting experience in organizational and internal division operations analysis. He has developed and employed total quality improvement (TQM) techniques and cost-effective process improvements designed to eliminate waste, streamline the business, improve operating efficiency and realized cost effectiveness. He developed and employed value chains across enterprises to identify and remedy duplications of effort and process inefficiencies. Mr. Kushner developed and implemented techniques to reduce operating cycle time and reporting and prepared and actuated best practices policies and procedures to improve internal controls. He ensured service/product quality and continual improvement and provided effective inventory management and guidelines for improving asset management, as wells as setting production/service timelines and key performance metrics timelines in support of sales teams. 

RESTRUCTURING AND TURNAROUND MANAGEMENT - Mr. Kushner completed interim executive management and consulting assignments tasked to improve troubled businesses and divisions within a company. He assisted management in company situation analysis, baseline metrics for preparing action plans, performed comprehensive reviews of balance sheets, income statements, cash flow, debt service capacity, capital structure, operations, products, services, reporting systems and controls, management team capabilities. The reduction in operating expenses, improved cash flow, rejuvenated relationships with vendors and suppliers resulted in increased the value to the company investors.

BUSINESS DEVELOPMENT AND SALES AND MARKETING - Mr. Kushner has executive management and consulting experience evaluating and restructuring sales, marketing and overall distribution channels, cost lowering lower improving product and service gross margins. He provided the leadership in developing and implementing a “Go to market sales” strategy designed to improve the qualification of target accounts in technology, biotechnology, life sciences, health care, manufacturing, financial services, and consumer business vertical markets. Mr. Kushner developed underlying assumptions to establish a tier matrix for prioritizing target accounts that are linked to the company’s sales plan for generating revenue and established and implemented a scalable partnership program and strategy for joint business development and sales programs. He established and maintained client relationships at the highest level in a company.


Mr. Mothershed, age 43, is a strategic, multidisciplinary business professional with an eye for innovation and over twenty years of business ownership. As the managing partner and founder of ready mix, sand, and gravel operations in Arizona and the Bakken oil fields of North Dakota, Mr. Mothershed has an extensive background in creating and managing all phases of business development and growth. Mr. Mothershed’s motivation for leadership and work ethic was influenced by his maternal grandfather who allowed him, at the tender age of twelve, to travel and work in the construction industry. 

Mr. Mothershed is responsible for the construction operations of the company including the field locations and logistics. The Flywheel Energy Storage Units (FESU) will weigh 75 to 100 tons each and will be installed in concrete bomb blast silo’s. This requires onsite concrete batch plants, heavy haul equipment along with onsite heavy construction equipment such as cranes, excavators, off road dumpers and highway haulers. The construction equipment will be mobilized to the next flywheel installation site after construction is completed at a site. 

Mr. Mothershed directed and managed contractors with full profit and loss responsibility while planning, directing, managing and reviewing the work of the quarry operations, sand & gravel operations, and ready-mix plants.

Mr. Mothershed was responsible for the development of the capital expenditure plan, negotiated supply contracts with vendors resulting in reduced material costs generating cost savings more than 30%. Mr. Mothershed implemented the equipment maintenance program which reduced downtime and lower maintenance costs.

Mr. Mothershed’s core competencies include but not limited to:

· Plant Management

· Contract Negotiations

· Quality Control

· Concrete Technician 

· Materials Specialist 

· Expense Reduction

· Market Development 

· Logistics Specialist

· Turnaround Specialist

· Safety




· High School Graduate in General Studies

· Red Mountain High School – Mesa, AZ Grade Point Average. 3.1(5A Division) 

· Four Year Varsity Football Team (MVP 2 Years)

· Three Year Varsity Baseball Team (HR Leader 2 Years) 

· One Year Varsity Wrestling Team (3rd Place State Finals).



Hector M. Guevara, Ph.D., age 72, is one of the nation’s leading renewable energy scientists and global business leaders that has spent over 35 years developing advanced clean energy technologies that offer “game changing” approaches for responding to renewable energy demands across the globe. 

Dr. Guevara’s scientific advancements are evidenced through multiple career milestones including:

· Awarded winner of a 1979 U.S. White House renewable energy competition, resulting in placement of his thermal solar system in the White House;

· Received grants from NASA, the United Nations, UNICEF and the U.S. Department of Energy to conduct advanced energy production research and demonstration projects;

· Developed a broad range of distinguished renewable energy systems and transit rail technologies for Amtrak, Newark International Airport, the U.S. Army Corp of Engineers, etc.

· Designed and supplied the first industrial process solar heating system for Mitsubishi (1980 Shinagawa Iron Works) in Shinagawa, Japan;

· Patent and co-patent holder in various sustainable energy and propulsion technologies;

Dr. Guevara is a graduate of the University of Maryland, State University of New York (Engineering Management 2001), and Shaftesbury University (London) (Ph.D., Magna Cum Laude, in Mechanical Engineering, accredited in 2002). 

Dr. Guevara is a noted international presenter and speaks regularly across the world at conferences and academic workshops. Featured below are a few of Dr. Guevara’s current and past professional affiliations:

· 2014: Honorary Director of Tesla Science Foundation

· 2013: Patent pending Thermal Electric Generator selected as an Award-Winner and Finalist in the annual Mega Watt Venture Competition (2013), U.S. Dept. of Energy and The University of Central Florida;

· Member: The Institute of Electrical and Electronic Engineers

· Member: American Society of Mechanical Engineers (ASME)

· Member: The American Public Transportation Association

· Member: Solar Energy Industry Association

Publications and White Papers:



· White Paper – Hydrogen Excitation System (HyExSys 2012)

· A Thermal Electric Generator (TEG 1997 Patented)

· Sky Train Sustainable Propulsion System (2005 Patent Pending) which KINMO is integrated into the overall system in energy transfer from the station to the train.

· A Boundary Layer Turbine (Tesla – 2012)

Kinmo (Flywheel Technology)

Dr. Guevara is President and CEO of NuEnergy which utilizes a flywheel energy storage system called “KINMO”. Flywheel energy storage system is a mechanical device that converts electrical energy into mechanical motion (kinetic energy) and, when necessary, the potential energy from that mass in motion can be converted back into electrical energy. In other words, it acts like a battery but with many advantages and benefits when compared to a battery. “KINMO” is dependent on a rotating mass (wheel) to “store” energy. The “KINMO” system may be competitive against chemical batteries in transportation applications or improving the transmission quality of power, which may involve many charge-discharge cycles. Similar flywheel systems to the KINMO are used by MTA New York City Transit with Urenco Power Technologies. Trains, monorails, and highspeed transit vehicles generate a tremendous amount of energy, which is wasted. Flywheels can recapture, with its dynamic braking system, a significant portion of this wasted energy and use it to produce the motion of the KINMO Flywheel. 


John H. Foster, Ph.D., age 71, is an expert in the field of engineering geology. He is currently an emeritus professor of engineering geology retired from the Department of Geological Sciences, California State University, Fullerton and an active consulting geologist. His career has included consulting in the area of fault hazard and landslide analysis and mitigation, soil hazards, environmental geology including site mitigation and groundwater resource development. Dr. Foster taught undergraduate and graduate courses related to landslides analysis and paleo seismology as well as soil and rock properties. He was a vice president of a well-known environmental science firm and is currently an associate of a local geotechnical firm with private and public clients. He has testified as an expert in court and his testimony has been used to argue a case in federal appellate court in California. He is licensed as a professional geologist in California. As a field geologist, Dr. Foster has overseen the development of large hillside projects including several sites in Southern California, directed the investigation and design of a major dam site in southern California, investigated and evaluated the geotechnical hazards and potential resources for development of a new town site in western Venezuela and evaluated the seismic safety of several dams in the western US. He has published several technical articles and made many presentations to audiences of all kinds. 

Dr. Foster has also practiced and taught in the field of environmental geology. He has incorporated the field of soil stratigraphy and soil science into his studies and teachings to help identify and explain many phenomena of environmental geology such as the age of soils and the relationship of soil ages to the sequence of landslides and the activity of faults. In addition, soil characteristics are important elements of environmental reports including the distribution of soil types and their physical properties such as porosity, infiltration rates and textures. An understanding of agricultural soils is often a vital element in describing the alluvial sequences in an area and their relative ages in order to characterize the recent geological history of an area. Soils are a function of geologic texture, climate and slope and as such can create small scale environments suited to specific plants within the same area. The importance of soil distribution and vertical profiles cannot be underestimated in the modern techniques of engineering and environmental geology. Dr. Foster’s publications often include details of soil properties as a way of confirming or characterizing his geological opinions and conclusions. Dr. Foster also practices in the field of groundwater development and has overseen several projects and court cases developing models of flow, resource management and impact on civil structures.

Professor Foster has recently returned to service with the University by taking on the responsibility as Coordinator of the John D. Cooper Archaeological and Paleontological Center. This center houses all fossils and artifacts recovered from development projects in Orange County that are in the keeping and owned by Orange County Parks. While still the Chairman of the Geological Sciences Department he oversaw the physical improvements to the Center by the County and aided in recruiting the paleontological and archaeological staff at the facility. For the past year he has been the Coordinator or liaison and administrative head of the Center working with faculty and administrators at California State University as well as the staff of Orange County Parks to aid the faculty curators and site staff in accessing and curating the thousands of holdings at the warehouse facility.


Kenneth Dopierala, age 43, is a solutions provider and full stack software developer. He has 25 years of professional experience developing software applications, systems software and API’s. He has built solutions for many industries including CAD/CAM, Auto/Home/Life Insurance, Health Insurance, Retail Sales, Retail Permitting, Trucking and Logistics.

Mr. Dopierala, an early adopter of blockchain technology, has experience with both client-server and peer-to-peer blockchain architecture. Among his current projects in development is a toolset for software developers designed to fast track the implementation of blockchain technology.