Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | May 17, 2021 | |
Document and Entity Information: | ||
Entity Registrant Name | ARVANA INC | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2021 | |
Amendment Flag | false | |
Entity Central Index Key | 0001113313 | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 4,610,670 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Current Reporting Status | Yes | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Entity Shell Company? | true | |
Entity File Number | 0-30695 | |
Entity Incorporation, State or Country Code | NV | |
Entity Interactive Data Current | No |
Condensed interim Balance Sheet
Condensed interim Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash | $ 907 | $ 4,994 |
Total assets | 907 | 4,994 |
Current liabilities | ||
Accounts payable and accrued liabilities | 871,361 | 867,710 |
Convertible loan (Note 8) | 107,800 | 107,800 |
Loans payable to stockholders (Note 3) | 511,372 | 522,552 |
Loans payable to related party (Note 3) | 130,948 | 130,677 |
Loans payable (Note 3) | 74,762 | 74,664 |
Amounts due to related parties (Note 7) | 357,983 | 352,651 |
Total current liabilities | 2,054,226 | 2,056,054 |
Stockholders' deficiency | ||
Common stock, $0.001 par value 5,000,000 authorized, 4,610,670 and 4,610,670 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively | 4,611 | 4,611 |
Additional paid-in capital | 21,920,189 | 21,920,189 |
Deficit | (23,974,783) | (23,972,524) |
Stockholders' deficiency before treasury stock | (2,049,983) | (2,047,724) |
Less Treasury stock - 2,085 common shares at March 31, 2021, and December 31, 2020, respectively | (3,336) | (3,336) |
Total stockholders' deficiency | (2,053,319) | (2,051,060) |
Total liabilities and stockholders' deficit | $ 907 | $ 4,994 |
Condensed interim Balance She_2
Condensed interim Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Common stock par value | $ 0.001 | $ 0.001 |
Common stock shares authorized | 5,000,000 | 5,000,000 |
Common stock shares issued | 4,610,670 | 4,610,670 |
Common stock outstanding | 4,610,670 | 4,610,670 |
Treasury stock | 2,085 | 2,085 |
Condensed interim Statements of
Condensed interim Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Operating expenses | ||
General and administrative | $ 3,360 | $ 11,702 |
Professional fees | 7,313 | 11,736 |
Total operating expenses | 10,673 | 23,438 |
Loss from operations | (10,673) | (23,438) |
Interest expense (Note 3 and Note 8) | (12,299) | (12,996) |
Foreign exchange gain | 20,713 | 58,890 |
Net income (loss) and comprehensive income (loss) | $ (2,259) | $ 22,456 |
Per common share information - basic and diluted: | ||
Weighted average shares outstanding | 4,610,670 | 1,087,384 |
Net loss per common share - basic and diluted | $ 0 | $ 0.02 |
Condensed interim Statements _2
Condensed interim Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities | ||
Net income (loss) | $ (2,259) | $ 22,456 |
Items not involving cash: | ||
Interest expense | 12,299 | 12,996 |
Unrealized foreign exchange | (37,878) | (58,620) |
Changes in non-cash working capital: | ||
Accounts payable and accrued liabilities | 20,028 | 13,359 |
Amounts due to related parties | 3,723 | 1,927 |
Net cash used in operations | (4,087) | (7,882) |
Cash flows from investing activities | ||
Net cash used in investing activities | 0 | 0 |
Cash flows from financing activities | ||
Proceeds of loans payable | 0 | 25,000 |
Net cash provided by financing activities | 0 | 25,000 |
Change in cash | (4,087) | 17,118 |
Cash, beginning of period | 4,994 | 2,346 |
Cash, end of period | 907 | 19,464 |
Supplementary information | ||
Cash paid for interest | 0 | 0 |
Cash paid for income taxes | 0 | 0 |
Non-cash operating activities (Note 3) | 0 | 37,104 |
Non-cash financing activities (Note 3) | 0 | 60,000 |
Non-cash investing activities | $ 0 | $ 0 |
Statements of Stockholders' Equ
Statements of Stockholders' Equity (Deficiency) (Unaudited) - USD ($) | Common Stock | Additional Paid-In Capital | Deficit | Treasury Stock | Total |
Beginning Balance, Shares at Dec. 31, 2015 | 885,130 | (2,085) | |||
Beginning Balance, Value at Dec. 31, 2015 | $ 885 | $ 21,166,619 | $ (23,413,245) | $ (3,336) | $ (2,249,077) |
Debt settlement, shares | $ 148,900 | ||||
Debt settlement, value | 149 | 34,098 | 34,247 | ||
Discount on convertible notes from beneficial conversion feature, value | $ 25,000 | $ 25,000 | |||
Net Loss | (62,531) | (62,531) | |||
Ending Balance, Shares at Dec. 31, 2016 | 1,034,030 | (2,085) | |||
Ending Balance, Value at Dec. 31, 2016 | $ 1,034 | 21,225,717 | (23,475,776) | $ (3,336) | (2,252,361) |
Net Loss | (224,914) | (224,914) | |||
Ending Balance, Shares at Dec. 31, 2017 | 1,034,030 | (2,085) | |||
Ending Balance, Value at Dec. 31, 2017 | $ 1,034 | 21,225,717 | (23,700,690) | $ (3,336) | (2,477,275) |
Discount on convertible notes from beneficial conversion feature, value | 57,800 | 57,800 | |||
Net Loss | 93,510 | 93,510 | |||
Ending Balance, Shares at Dec. 31, 2018 | 1,034,030 | (2,085) | |||
Ending Balance, Value at Dec. 31, 2018 | $ 1,034 | 21,283,517 | (23,607,180) | $ (3,336) | (2,325,965) |
Net Loss | 112,252 | 112,252 | |||
Ending Balance, Shares at Dec. 31, 2019 | 1,034,030 | (2,085) | |||
Ending Balance, Value at Dec. 31, 2019 | $ 1,034 | 21,283,517 | (23,494,928) | $ (3,336) | (2,213,713) |
Net Loss | 22,456 | 22,456 | |||
Ending Balance, Shares at Mar. 31, 2020 | 2,005,070 | (2,085) | |||
Ending Balance, Value at Mar. 31, 2020 | $ 2,005 | 21,379,650 | (23,472,472) | $ (3,336) | (2,094,153) |
Net Loss | 22,456 | 22,456 | |||
Ending Balance, Shares at Dec. 31, 2020 | 4,610,670 | (2,085) | |||
Ending Balance, Value at Dec. 31, 2020 | $ 4,611 | 21,920,189 | (23,972,524) | $ (3,336) | (2,051,060) |
Net Loss | (2,259) | (2,259) | |||
Ending Balance, Shares at Mar. 31, 2021 | 4,610,670 | (2,085) | |||
Ending Balance, Value at Mar. 31, 2021 | $ 4,611 | $ 21,920,189 | $ (23,974,783) | $ (3,336) | $ (2,053,319) |
Note 1_ Nature of Business and
Note 1: Nature of Business and Ability To Continue as a Going Concern | 3 Months Ended |
Mar. 31, 2021 | |
Disclosure Text Block [Abstract] | |
Note 1. Nature of Business and Ability To Continue as a Going Concern | 1. Nature of Business and Ability to Continue as a Going Concern The Company was incorporated in the State of Nevada as Turinco, Inc. on September 16, 1977, with authorized common stock of 2,500 shares par value $0.25. In 1998, authorized common stock was increased to 100,000,000 shares par value $0.001 followed by a forward common stock split of eight shares for each outstanding share. In 2005, the Company completed another forward common stock split of nine shares for each outstanding share. On July 24, 2006, stockholders approved a name change from Turinco, Inc. to Arvana Inc. On September 30, 2010, a reverse split of one share for twenty shares decreased authorized capital stock to 5,000,000 common shares par value $0.001. On March 15, 2021, the Company increased its authorized share capital to 500,000,000 common shares par value $0.001. On March 17, 2016, the Company entered into a non-binding Memorandum of Understanding (“MOU”) with CaiE Food Partnership Ltd. (“CaiE”) for the purpose of acquiring it as a wholly-owned subsidiary. CaiE is in the business of manufacturing and distributing fresh Dim Sum food products from a facility based in Sparks, Nevada. The MOU required CaiE to provide audited financial statements and a business plan as conditions precedent to entering into a binding agreement. CaiE has not satisfied the conditions necessary for us to move forward. On November 11, 2020, the Company notified CaiE that it was no longer interested in acquiring its business given the delays in obtaining its audited financial statements. These condensed interim financial statements have been prepared on a going concern basis, which assumes the realization of assets and the settlement of liabilities in the normal course of business. For the three-month period ended March 31, 2021, the Company recognized net loss of $2,259 as a result of general administrative expenses, professional fees and interest expenses offset by a foreign exchange gain. The Company had a working capital deficiency of $2,053,319 as of March 31, 2021. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The World Health Organization declared coronavirus COVID-19 a global pandemic in March 2020. COVID-19 is a contagious disease that continues to spread adversely affecting workforces, economies, and financial markets globally, which affects will likely result in an economic downturn. The Company cannot predict the duration or magnitude of the adverse results connected to COVID-19, nor can it predict the effect, if any, COVID-19 will have on the Company’s search to identify a business opportunity or its ability to attract sufficient capital to sustain operations. The Company’s present intention is to identify, evaluate and secure a business opportunity to create value for its stockholders. During this search the Company will require continued financial support from stockholders and creditors until it is able to generate net cash flow from operations. While the Company is confident that a business opportunity will be identified, the insufficiency of our financial resources casts substantial doubt on whether it will be able to fulfill this objective. Failure to obtain the ongoing support of stockholders and creditors may indicate that the preparation of these financial statements on a going concern basis is inappropriate, in which case the Company’s assets and liabilities would need to be recognized at their liquidation values. The Company’s financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts and liabilities that might arise from this uncertainty. |
Note 2_ Summary of Significant
Note 2: Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2021 | |
Disclosure Text Block [Abstract] | |
Note 2: Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies a) Basis of presentation The Company is in the process of evaluating business opportunities and has minimal operating expenses. The Company’s fiscal year end is December 31. The accompanying condensed interim financial statements of Arvana Inc. for the three months ended March 31, 2021 and 2020, have been prepared in accordance with accounting principles generally accepted in the United States (“US GAAP”) for financial information with the instructions to Form 10-Q and Regulation S-X. The condensed interim financial statements and notes appearing in this report should be read in conjunction with our audited financial statements and related notes thereto, together with Management’s Discussion and Analysis of Financial Condition and Results of Operations, contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020, as filed with the Securities and Exchange Commission (“SEC”) on April 9, 2021. Results are not necessarily indicative of those which may be achieved in future periods. b) Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. These estimates include the recognition of deferred tax assets based on the change in unrecognized deductible temporary tax differences. c) Financial instruments The Company uses the following methods and assumptions to estimate the fair value of each class of financial instruments for which it is practicable to estimate such values: Cash - the carrying amount approximates fair value because the amounts consist of cash held at a bank. Accounts payable and accrued liabilities, convertible loan, loans payable and amounts due to related parties - the carrying amount approximates fair value due to the short-term nature of the obligations. The estimated fair values of the Company's financial instruments as of March 31, 2021 and December 31, 2020 are as follows: March 31, 2021 December 31, 2020 Carrying Amount Fair Value Carrying Amount Fair Value Cash $ 907 $ 907 $ 4,994 $ 4,994 Accounts payable and accrued liabilities 871,361 871,361 867,710 867,710 Convertible loan 107,800 107,800 107,800 107,800 Loans payable to stockholders 511,372 511,372 522,522 522,522 Loans payable to related party 130,948 130,948 130,677 130,677 Loans payable 74,762 74,762 74,664 74,664 Amounts due to related parties 357,983 357,983 352,651 352,651 The following table presents information about the assets that are measured at fair value on a recurring basis as of March 31, 2021, and indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value. In general, fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets. Fair values determined by Level 2 inputs utilize data points that are observable such as quoted prices, interest rates and yield curves. Fair values determined by Level 3 inputs are unobservable data points for the asset or liability, and included situations where there is little, if any, market activity for the asset: March 31, 2021 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Cash $ 907 $ 907 $ — $ — The fair value of cash is determined through market, observable and corroborated sources. d) Recent accounting pronouncements New and amended standards adopted by the Company The following new and amended standards were adopted by the Company for the first time in this reporting period. In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Updates ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, requiring certain changes to the recognition and measurement as well as disclosure of incurred and expected credit losses. In November 2018, the FASB issued ASU 2018-19 to clarify certain aspects of the new current expected credit losses impairment model in ASU 2016-13. ASU 2018-19 points out that operating lease receivables are within the scope of ASC 842 rather than ASC 326. The standard became effective for the Company beginning January 1, 2020. The adoption of this standard did not have a material impact on the Company’s results of operations, financial condition, cash flows, and financial statement disclosures. In August 2018, the Financial Accounting Standards Board (FASB) issued Accounting Standards Updates ASU 2018-13, which changes the fair value measurement disclosure requirements of ASC 820. The standard became effective for the Company beginning January 1, 2020. The amendments in this ASU are the result of a broader disclosure project called FASB Concepts Statement, Conceptual Framework for Financial Reporting — Chapter 8: Notes to Financial Statements. The adoption of this standard did not have a material impact on the Company’s results of operations, financial condition, cash flows, and financial statement disclosures. |
Note 3_ Loans Payable
Note 3: Loans Payable | 3 Months Ended |
Mar. 31, 2021 | |
Disclosure Text Block [Abstract] | |
Note 3: Loans Payable | 3. Loans Payable As of March 31, 2021, the Company had received loans of $511,372 (€225,000; CAD$ 60,000; $199,600) (December 31, 2020 - $522,552: €225,000; CAD$ 60,000; $199,600) from stockholders; loans of $130,948 (CAD$ 27,600; $109,000) (December 31, 2020 – $130,677: CAD$ 27,600; $109,000) from a related party and loans of $74,762 (CAD$ 10,000; $66,810) (December 31, 2020 – $74,664: CAD$ 10,000; $66,810) from unrelated third parties. Loans of $76,810 are non-interest bearing. All other loans bear interest at 6% per annum. The loans were made in 3 different currencies, Euros, Canadian Dollars and US Dollars. All amounts reflected on these financial statements are expressed in US Dollars. Repayment of the loans is due on closing of any future financing arrangement by the Company. The balance of accrued interest of $518,634 and $515,263 is included in accounts payable and accrued expenses at March 31, 2021 and December 31, 2020, respectively. Interest expense recognized on these loans was $9,604 for the three months ended March 31, 2021, compared to $10,301 for the three months ended March 31, 2020, respectively. On March 30, 2020, loans of $60,000 and corresponding interest of $37,104 were settled by the issuance of 971,040 common shares pursuant to three debt settlement agreements dated March 3, 2020, March 4, 2020 and March 4, 2020. The Company recorded a loss on settlement of debt of $19,421. |
Note 4_ Stock Options
Note 4: Stock Options | 3 Months Ended |
Mar. 31, 2021 | |
Notes to Financial Statements | |
Note 4: Stock Options | 4. Stock Options At March 31, 2021 and December 31, 2020, there were no stock options outstanding. No options were granted, exercised or expired during the period ended March 31, 2021 and during the year ended December 31, 2020. |
Note 5_ Common stock
Note 5: Common stock | 3 Months Ended |
Mar. 31, 2021 | |
Disclosure Text Block [Abstract] | |
Note 5: Common Stock | 5. Common stock During the three months ended March 31, 2021, the Company issued nil shares. During the three months ended March 31, 2020, the Company issued 971,040 shares of its common stock valued at $0.10 a share to settle $60,000 in loans and $37,104 in interest (Note 3). During the year ended December 31, 2020, the Company had issued 3,576,640 shares. |
Note 6_ Segmented Information
Note 6: Segmented Information | 3 Months Ended |
Mar. 31, 2021 | |
Disclosure Text Block [Abstract] | |
Note 6: Segmented Information | 6. Segmented Information The Company has no reportable segments. |
Note 7_ Related Party Transacti
Note 7: Related Party Transactions and Amounts Due to Related Parties | 3 Months Ended |
Mar. 31, 2021 | |
Disclosure Text Block [Abstract] | |
Note 7: Related Party Transactions and Amounts Due to Related Parties | 7. Related Party Transactions and Amounts Due to Related Parties At March 31, 2021, and December 31, 2020, the Company had amounts due to related parties of $357,983 and $352,651, respectively. This amount includes $60,000 at March 31, 2021, and December 31, 2020, payable to a current director for services rendered during 2007. This amount is to be paid part in cash and part in stock at a future date with the number of common shares determined by the fair value of the shares on the settlement date. The amounts owing bear no interest, are unsecured, and have no fixed terms of repayment. The Company incurred consulting fees of $4,569 (March 21, 2020 - $6,913) paid to a company controlled by our chief executive officer during the three months ended March 31, 2021. A former chief executive officer and director entered into a consulting arrangement that provided for a monthly fee of CAD $5,000, which amounts were accrued and are unpaid through the termination date on May 24, 2013. As of March 31, 2021, and December 31, 2020, our former chief executive officer was owed $293,176 and $289,164, respectively. The amounts due are unsecured and non-interest bearing, due on demand. A former chief executive officer and director assigned to a related corporation unpaid amounts of $161,234 (CAD $202,759) as of March 31, 2021 as per a debt assignment agreement effective January 1, 2012. A former chief executive officer and director is owed for unsecured amounts bearing 6% interest due on demand along with corresponding accrued interest payable that remains outstanding as of March 31, 2021 and December 31, 2020 as indicated below. A former chief executive officer and director is owed $130,948 for unsecured loans bearing 6% interest due on demand as of March 31, 2021, compared to $130,677 as of December 31, 2020. Total interest expense of $89,124 (2020 - $80,013) is included in accounts payable and accrued liabilities as at March 31, 2021. |
Note 8_ Convertible Loans
Note 8: Convertible Loans | 3 Months Ended |
Mar. 31, 2021 | |
Disclosure Text Block [Abstract] | |
Note: 8: Convertible Loans | 8. Convertible Loans On May 18, 2016, the Company issued a convertible promissory note to CaiE that accrues 10% per annum, in exchange for $50,000, initially due on November 17, 2017. The note is convertible into the Company’s common stock, in whole or in part, at any time prior to maturity at the option of the holder, at $0.20 per share. Since the conversion price was lower than the closing share price on the issuance date, a beneficial conversion feature was recognized as a discount against the debt. The maturity date of the note was extended by amendment, to March 31, 2021, while all other terms of the note remain unchanged. The Company reached out to CaiE to extend the maturity date of the convertible promissory note but no action to do so was agreed. During the three months ended March 31, 2021 and 2020, no discount was amortized as interest expense, while the interest expense on the note was $1,250 for the period ended March 31, 2021, and $1,250 for the period ended March 31, 2020. As at March 31, 2021 and December 31, 2020, the balance of the note was $50,000. On October 12, 2018, the Company issued a convertible note to CaiE that accrues 10% per annum, in exchange for a series of loans that totaled $57,800 initially due on October 11, 2019. The note is convertible into the Company’s common stock, in whole or in part, at any time prior to maturity at the option of the holder at $0.20 per share. Since the conversion price was lower than the closing share price on the issuance date, a beneficial conversion feature was recognized as a discount against the debt. The maturity date of the note has been extended by amendment, to March 31, 2021, while all other terms of the note remain unchanged. The Company reached out to CaiE to extend the maturity date of the convertible promissory note but no action to do so was agreed. During the three months ended March 31, 2021 and 2020, $nil and $nil of the discount was amortized as interest expense, while the interest expense on the note was $1,445 for the period ended March 31, 2021, and $1,445 for the period ended March 31, 2020. As at March 31, 2021 and December 31, 2020, the balance of the note was $57,800. |
Note 9_ Subsequent Events
Note 9: Subsequent Events | 3 Months Ended |
Mar. 31, 2021 | |
Disclosure Text Block [Abstract] | |
Note 9: Subsequent Events | 9. Subsequent Events The Company evaluated its March 31, 2021, financial statements for subsequent events through the date the financial statements were issued and is aware of subsequent events that would require recognition or disclosure in its financial statements as provided below: On April 14, 2021, an entity owned and controlled by our chief executive officer, received payment from a stockholder of the Company in the amount of $5,750, for services rendered by that entity for the Company. On April 1, 2021, the Company entered into a credit agreement with one of its stockholders to secure funds to maintain operations. A loan of $10,360 was received pursuant to this agreement on April 7, 2021, and a credit note in even amount was provided to the lender. On April 1, 2021, convertible promissory notes issued by the Company to CaiE Foods in exchange for the aggregate principal amount of $107,800 were in default given that amounts due were not paid or converted into equity, at the option of CaiE Foods, on maturity. The Company intends to settle all amounts due to CaiE Foods as part of a comprehensive settlement. On April 1, 2021, the amendment to the Company’s articles of incorporation in order to increase authorized share capital, filed on March 15, 2021, with the Nevada Secretary of State, was made effective. |
Note 2_ Summary of Significan_2
Note 2: Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Policy Text Block [Abstract] | |
Basis of presentation | a) Basis of presentation The Company is in the process of evaluating business opportunities and has minimal operating expenses. The Company’s fiscal year end is December 31. The accompanying condensed interim financial statements of Arvana Inc. for the three months ended March 31, 2021 and 2020, have been prepared in accordance with accounting principles generally accepted in the United States (“US GAAP”) for financial information with the instructions to Form 10-Q and Regulation S-X. The condensed interim financial statements and notes appearing in this report should be read in conjunction with our audited financial statements and related notes thereto, together with Management’s Discussion and Analysis of Financial Condition and Results of Operations, contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020, as filed with the Securities and Exchange Commission (“SEC”) on April 9, 2021. Results are not necessarily indicative of those which may be achieved in future periods. |
Estimates | b) Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. These estimates include the recognition of deferred tax assets based on the change in unrecognized deductible temporary tax differences. |
Financial instruments | c) Financial instruments The Company uses the following methods and assumptions to estimate the fair value of each class of financial instruments for which it is practicable to estimate such values: Cash - the carrying amount approximates fair value because the amounts consist of cash held at a bank. Accounts payable and accrued liabilities, convertible loan, loans payable and amounts due to related parties - the carrying amount approximates fair value due to the short-term nature of the obligations. The estimated fair values of the Company's financial instruments as of March 31, 2021 and December 31, 2020 are as follows: March 31, 2021 December 31, 2020 Carrying Amount Fair Value Carrying Amount Fair Value Cash $ 907 $ 907 $ 4,994 $ 4,994 Accounts payable and accrued liabilities 871,361 871,361 867,710 867,710 Convertible loan 107,800 107,800 107,800 107,800 Loans payable to stockholders 511,372 511,372 522,522 522,522 Loans payable to related party 130,948 130,948 130,677 130,677 Loans payable 74,762 74,762 74,664 74,664 Amounts due to related parties 357,983 357,983 352,651 352,651 The following table presents information about the assets that are measured at fair value on a recurring basis as of March 31, 2021, and indicates the fair value hierarchy of the valuation techniques the Company utilized to determine such fair value. In general, fair values determined by Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets. Fair values determined by Level 2 inputs utilize data points that are observable such as quoted prices, interest rates and yield curves. Fair values determined by Level 3 inputs are unobservable data points for the asset or liability, and included situations where there is little, if any, market activity for the asset: March 31, 2021 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Cash $ 907 $ 907 $ — $ — The fair value of cash is determined through market, observable and corroborated sources. |
Recent accounting pronouncements | d) Recent accounting pronouncements New and amended standards adopted by the Company The following new and amended standards were adopted by the Company for the first time in this reporting period. In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Updates ASU 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, requiring certain changes to the recognition and measurement as well as disclosure of incurred and expected credit losses. In November 2018, the FASB issued ASU 2018-19 to clarify certain aspects of the new current expected credit losses impairment model in ASU 2016-13. ASU 2018-19 points out that operating lease receivables are within the scope of ASC 842 rather than ASC 326. The standard became effective for the Company beginning January 1, 2020. The adoption of this standard did not have a material impact on the Company’s results of operations, financial condition, cash flows, and financial statement disclosures. In August 2018, the Financial Accounting Standards Board (FASB) issued Accounting Standards Updates ASU 2018-13, which changes the fair value measurement disclosure requirements of ASC 820. The standard became effective for the Company beginning January 1, 2020. The amendments in this ASU are the result of a broader disclosure project called FASB Concepts Statement, Conceptual Framework for Financial Reporting — Chapter 8: Notes to Financial Statements. The adoption of this standard did not have a material impact on the Company’s results of operations, financial condition, cash flows, and financial statement disclosures. |
Note 2_ Summary of Significan_3
Note 2: Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Disclosure Text Block [Abstract] | |
Estimated fair values | The estimated fair values of the Company's financial instruments as of March 31, 2021 and December 31, 2020 are as follows: March 31, 2021 December 31, 2020 Carrying Amount Fair Value Carrying Amount Fair Value Cash $ 907 $ 907 $ 4,994 $ 4,994 Accounts payable and accrued liabilities 871,361 871,361 867,710 867,710 Convertible loan 107,800 107,800 107,800 107,800 Loans payable to stockholders 511,372 511,372 522,522 522,522 Loans payable to related party 130,948 130,948 130,677 130,677 Loans payable 74,762 74,762 74,664 74,664 Amounts due to related parties 357,983 357,983 352,651 352,651 |
Fair Value, Assets Measured on Recurring Basis | Fair values determined by Level 3 inputs are unobservable data points for the asset or liability, and included situations where there is little, if any, market activity for the asset: March 31, 2021 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Cash $ 907 $ 907 $ — $ — |
Note 1_ Nature of Business an_2
Note 1: Nature of Business and Ability To Continue As A Going (Details Narrative) - USD ($) | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Mar. 15, 2021 | Dec. 31, 2020 | |
Disclosure Text Block [Abstract] | ||||
Net loss | $ (2,259) | $ 22,456 | ||
Working capital deficiency | (2,053,319) | |||
Cash equivalents | $ 0 | |||
Common stock par value | $ 0.001 | $ 0.001 | $ 0.001 | |
Common stock shares authorized | 5,000,000 | 500,000,000 | 5,000,000 |
Note 2_ Summary of Significan_4
Note 2: Summary of Significant Accounting Policies - Estimated Fair Value (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Cash | $ 907 | $ 4,994 |
Accounts payable and accrued liabilities | 871,361 | 867,710 |
Convertible loan | 107,800 | 107,800 |
Carrying Amount | ||
Cash | 907 | 4,994 |
Accounts payable and accrued liabilities | 871,361 | 867,710 |
Convertible loan | 107,800 | 107,800 |
Loans payable to stockholders | 511,372 | 522,522 |
Loans payable to related party | 130,948 | 130,677 |
Loans payable | 74,762 | 74,664 |
Amount due to related parties | 357,983 | 352,651 |
Fair Value | ||
Cash | 907 | 4,994 |
Accounts payable and accrued liabilities | 871,361 | 867,710 |
Convertible loan | 107,800 | 107,800 |
Loans payable to stockholders | 511,372 | 522,522 |
Loans payable to related party | 130,948 | 130,677 |
Loans payable | 74,762 | 74,664 |
Amount due to related parties | $ 357,983 | $ 352,651 |
Note 2_ Summary of Significan_5
Note 2: Summary of Significant Accounting Policies - Fair Value, Assets Measured on Recurring Basis (Details) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 |
Cash | $ 907 | $ 4,994 |
Quoted Prices in Active Markets, Level 1 [Member] | ||
Cash | 907 | |
Significant Other Observable Inputs, Level 2 [Member] | ||
Cash | 0 | |
Significant Unobservable Inputs, Level 3 [Member] | ||
Cash | $ 0 |
Note 3_ Loan Payable (Details N
Note 3: Loan Payable (Details Narrative) - USD ($) | 3 Months Ended | ||||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Mar. 30, 2020 | Mar. 04, 2020 | |
Disclosure Text Block [Abstract] | |||||
Loans received from stockholders | $ 511,372 | $ 522,552 | |||
Loans received from related parties | 130,948 | 130,677 | |||
Loans received from unrelated third parties | $ 74,762 | 74,664 | |||
Interst rate | 6.00% | ||||
Accrued interest | $ 518,634 | $ 515,263 | |||
Interest expenses | 9,604 | $ 10,301 | |||
Loan settled through issuance of common shares | 60,000 | $ 60,000 | |||
Interest settled through issuance of common shares | $ 37,104 | $ 37,104 | |||
Common shares issued for settlement of debt | 971,040 | 971,040 | |||
Loss on settlement of debt | $ (19,421) |
Note 4_ Stock Options (Details
Note 4: Stock Options (Details Narrative) - shares | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Notes to Financial Statements | |||
Stock options outstanding | 0 | 0 | |
Options granted | 0 | 0 | |
Options exercised | 0 | 0 | |
Options expired | 0 | 0 |
Note 5_ Common stock (Details N
Note 5: Common stock (Details Narrative) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2020 | Mar. 31, 2021 | Mar. 31, 2020 | Mar. 30, 2020 | Mar. 04, 2020 | |
Disclosure Text Block [Abstract] | |||||
Share issued | 0 | ||||
Shares issued during the period | 3,576,640 | ||||
Loan settled through issuance of common shares | $ 60,000 | $ 60,000 | |||
Interest settled through issuance of common shares | $ 37,104 | $ 37,104 | |||
Common shares issued for settlement of debt | 971,040 | 971,040 | |||
Share price | $ 0.10 |
Note 7_ Related Party Transac_2
Note 7: Related Party Transactions and Amounts Due to Related Parties (Details Narrative) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Amounts due to related parties | $ 357,983 | $ 352,651 | |
Consulting fees | 4,569 | $ 6,913 | |
Director | |||
Due to related party | 60,000 | 60,000 | |
Former Chief Executive Officer [Member] | |||
Due to related party | 293,176 | 289,164 | |
Former Chief Executive Officer and Former Director (2) [Member] | |||
Unpaid Loans | 130,948 | 130,677 | |
Unpaid amounts | 161,234 | ||
Interest payable | $ 89,124 | $ 80,013 | |
Interest rate | 6.00% | 6.00% |
Note 8_ Convertible Loan (Detai
Note 8: Convertible Loan (Details Narrative) - USD ($) | Oct. 12, 2018 | May 18, 2016 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Convertible Note | $ 107,800 | $ 107,800 | |||
Interest expenses | 12,299 | $ 12,996 | |||
CaiE Food Partnership Ltd | |||||
Convertible Note | $ 50,000 | 50,000 | |||
Common stock, per share price | $ 0.20 | ||||
Convertible Note, Interest | 10.00% | ||||
Maturity date | Mar. 31, 2021 | ||||
CaiE Food Partnership Ltd | |||||
Amortization of debt discount | 0 | 0 | |||
Interest expenses | 1,250 | 1,250 | |||
CaiE Food Partnership Ltd (2) | |||||
Amortization of debt discount | 0 | 0 | |||
Convertible Note | $ 57,800 | 57,800 | |||
Common stock, per share price | $ 0.20 | ||||
Convertible Note, Interest | 10.00% | ||||
Interest expenses | $ 1,445 | $ 1,445 | |||
Maturity date | Mar. 31, 2021 |
Note 9_ Subsequent Events (Deta
Note 9: Subsequent Events (Details Narrative) - Subsequent Event [Member] - USD ($) | Apr. 14, 2021 | Apr. 01, 2021 |
Stockholder [Member] | ||
Proceeds received for services rendered | $ 5,750 | |
CaiE Food Partnership Ltd | ||
Debt instrument, principal amount | $ 107,800 | |
Credit Agreement [Member] | ||
Proceeds from loans | $ 10,360 |