Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Jul. 31, 2019 | Sep. 14, 2019 | |
Document And Entity Information | ||
Entity Registrant Name | PREVENTION INSURANCE COM INC | |
Entity Central Index Key | 0001134982 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --04-30 | |
Entity Small Business | true | |
Entity Shell Company | true | |
Entity Emerging Growth Company | false | |
Entity Current Reporting Status | Yes | |
Document Period End Date | Jul. 31, 2019 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2020 | |
Entity Common Stock Shares Outstanding | 2,234,465 |
BALANCE SHEETS
BALANCE SHEETS - USD ($) | Jul. 31, 2019 | Apr. 30, 2019 |
Current assets | ||
Cash | ||
Prepaid expenses | 1,000 | 4,000 |
Total current assets | 1,000 | 4,000 |
Total assets | 1,000 | 4,000 |
Current liabilities | ||
Accounts payable | 534 | 2,501 |
Due to related parties | 372,823 | 348,920 |
Total current liabilities | 373,357 | 351,421 |
Total liabilities | 373,357 | 351,421 |
Stockholders' deficit | ||
Preferred stock, $0.0001 par value, 10,000,000 shares authorized, none issued | ||
Common stock, $0.0001 par value, 200,000,000 shares authorized; 2,234,466 shares issued and 2,234,465 shares outstanding, respectively | 223 | 223 |
Additional paid-in capital | 4,648,512 | 4,642,362 |
Treasury stock, 1 share, at cost | (52,954) | (52,954) |
Accumulated deficit | (4,968,138) | (4,937,052) |
Total stockholders' deficit | (372,357) | (347,421) |
Total liabilities and stockholders' deficit | $ 1,000 | $ 4,000 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - $ / shares | Jul. 31, 2019 | Apr. 30, 2019 |
Stockholders' deficit | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 2,234,466 | 2,234,466 |
Common stock, shares outstanding | 2,234,465 | 2,234,465 |
Treasury stock, share | 1 | 1 |
STATEMENTS OF OPERATIONS (Unaud
STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
STATEMENTS OF OPERATIONS (Unaudited) | ||
Revenue | ||
General and administrative expenses | 31,086 | 31,573 |
Operating loss | (31,086) | (31,573) |
Net loss | $ (31,086) | $ (31,573) |
Loss per common share - basic and diluted | $ (0.01) | $ (0.01) |
Weighted average number of common shares outstanding - basic and diluted | 2,234,465 | 2,234,465 |
Statement Of Stockholder's Equi
Statement Of Stockholder's Equity (Unaudited) - USD ($) | Total | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Accumulated Deficit [Member] |
Balance, shares at Apr. 30, 2018 | 2,234,466 | |||||
Balance, amount at Apr. 30, 2018 | $ (260,412) | $ 223 | $ 4,642,362 | $ (52,954) | $ (4,850,043) | |
Net loss for the period | $ (31,573) | $ (31,573) | ||||
Balance, shares at Jul. 31, 2018 | 2,234,466 | |||||
Balance, amount at Jul. 31, 2018 | $ (291,985) | $ 223 | $ 4,642,362 | $ (52,954) | $ (4,881,616) | |
Balance, shares at Apr. 30, 2019 | 2,234,466 | |||||
Balance, amount at Apr. 30, 2019 | $ (347,421) | $ 223 | $ 4,642,362 | $ (52,954) | $ (4,937,052) | |
Net loss for the period | (31,086) | $ (31,086) | ||||
Capital contribution by previous principal shareholder | $ 6,150 | $ 6,150 | ||||
Balance, shares at Jul. 31, 2019 | 2,234,466 | |||||
Balance, amount at Jul. 31, 2019 | $ (372,357) | $ 223 | $ 4,648,512 | $ (52,954) | $ (4,968,138) |
STATEMENTS OF CASH FLOWS (Unaud
STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 3 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
Cash flows from operating activities | ||
Net loss | $ (31,086) | $ (31,573) |
Changes in operating assets and liabilities: | ||
Prepaid expenses | 3,000 | 2,500 |
Accounts payable | (1,967) | (1,243) |
Net cash used in operating activities | (30,053) | (30,216) |
Cash flows from financing activities | ||
Proceeds from advances from related parties | 23,903 | 30,316 |
Capital contribution from previous principal shareholder | 6,150 | 0 |
Net cash provided by financing activities | 30,053 | 30,316 |
Net change in cash | ||
Cash and cash equivalents, beginning of period | ||
Cash and cash equivalents, end of period | ||
Supplemental disclosure of cash flow information: | ||
Income taxes paid | ||
Interest paid |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION | 3 Months Ended |
Jul. 31, 2019 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION | |
NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION | Nature of Business Prevention Insurance.Com (the Company) was incorporated under the laws of the State of Nevada in 1975 as Vita Plus Industries, Inc. In March 1999, the Company sold its remaining inventory and changed its name to Prevention Insurance.Com. The Companys business is to pursue a business combination through acquisition, or merger with, an existing company. No assurances can be given that the Company will be successful in locating or negotiating with any target company. Effective May 30, 2018, a change of control occurred with respect to the Company. Pursuant to a Stock Purchase Agreement entered into by and among Chee Chow Teow, EE Meng Teow and Wooi Huat Teow (Sellers) and Metrowork Equity Sdn. Bhd., a Malaysian company ("Metrowork "), Metrowork acquired from Sellers all of the shares of common stock held by the Sellers in the Company totaling 15,638,084 shares (representing 70% of the Company s issued and outstanding shares of common stock). Our then-sole officer and director, Mr. Chee Chau Ng, is the sole shareholder and officer of Metrowork. On October 4, 2018, the Company filed a Certificate of Amendment to Articles of Incorporation with the Nevada Secretary of State (the Amendment) which effectuated the following corporate actions (Corporate Actions): · a reverse split of our outstanding common stock, $0.0001 par value, on a one (1) post-split share for ten (10) pre-split shares basis, and · increased our authorized shares of common stock, $0.0001 par value, from 100,000,000 to 200,000,000. The Corporate Actions became effective on October 4, 2018 (the Effective Date). As it relates to the reverse stock split, on the Effective Date, every 10 shares of issued and outstanding common stock were converted into one share of common stock. No fractional shares were issued in connection with the reverse stock split. Instead, a holder of record of common stock on the Effective Date who would otherwise be entitled to a fraction of a share was, in lieu thereof, entitled to receive a whole share of common stock. As a result of the reverse stock split, the number of issued and outstanding shares of the Company s common stock was reduced from 22,340,081 to 2,234,465. All share numbers in this Form 10-Q have been retrospectively restated to reflect the impact of this reverse stock split. Effective June 28, 2019 (Closing Date), a further change of control occurred with respect to the Company. Pursuant to a Securities Purchase Agreement entered into by and among the Company, Metrowork Equity Sdn. Bhd (Seller), and Copper Hill Assets Inc., a British Virgin Island corporation (Buyer) (the Purchase Agreement), Seller assigned, transferred and conveyed to Buyer (i) 1,563,809 shares of common stock of Company (Common Stock) and (ii) a promissory note of the Company totaling $355,323 (Promissory Note). The total consideration paid by Buyer was $375,000, and Seller assumed all of the liabilities of the Company as of the Closing Date. On the closing of the above transaction, Mr. Chee Chau Ng, the sole officer of Seller, resigned in all officer capacities from the Company and Anthony Lococo was appointed Chief Executive Officer and Chief Financial Officer of the Company. In addition, Mr. Lococo was appointed a director of the Company. Basis of Presentation The summary of significant accounting policies is presented to assist in the understanding of the financial statements. These policies conform to accounting principles generally accepted in the United States of America (GAAP) and have been consistently applied. Interim Financial Statements The accompanying unaudited interim condensed financial statements have been prepared in accordance with GAAP for interim financial information in accordance with Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In our opinion, all adjustments (consisting of normal recurring accruals) considered necessary for fair presentation have been included. While we believe that the disclosures presented herein are adequate and not misleading, these interim condensed financial statements should be read in conjunction with the audited financial statements and the footnotes thereto for the year ended April 30, 2019 included our Form 10-K filed on June 28, 2019. Operating results for the interim period presented are not necessarily indicative of the results for the full year. Use of Estimates The preparation of financial statements in conformity with 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. Fair Value of Financial Instruments The fair value of cash, prepaid expenses, accounts payable and balance due to related parties approximates the carrying amount of these financial instruments due to their short maturity. Net Loss per Share Calculation Basic net loss per common share (EPS) is computed by dividing loss available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted earnings per share is computed by dividing net income by the weighted average shares outstanding, assuming all dilutive potential common shares were issued. Diluted earnings per share is not presented when their effect is anti-dilutive. No potential dilutive securities were issued and outstanding during the three months ended July 31, 2019 or 2018. Recently Accounting Pronouncements There were various accounting standards and interpretations issued recently, none of which are expected to a have a material impact on our financial position, operations or cash flows due to our status as a shell corporation. |
GOING CONCERN
GOING CONCERN | 3 Months Ended |
Jul. 31, 2019 | |
GOING CONCERN | |
NOTE 2. GOING CONCERN | The Companys financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern, which contemplate the realization of assets and the liquidation of liabilities in the normal course of business. For the three months ended July 31, 2019, the Company reported a net loss of $31,086, negative working capital of $372,357 and an accumulated deficit of $4,968,138 as of July 31, 2019. These conditions raise substantial doubt about the Companys ability to continue as a going concern. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of these uncertainties. The Companys ability to continue as a going concern is dependent upon its ability to develop additional sources of capital, locate and complete a merger with another company and ultimately achieve profitable operations. In the interim, the Company intends to rely upon continued advances form the Companys majority shareholder to funds its working capital needs. No assurances can be given that the Company will be successful in locating or negotiating with any target company or that the majority shareholder will continue to fund the Companys working capital needs. As a result, there is substantial doubt about the Companys ability to continue as a going concern. |
PREPAYMENTS AND DEPOSITS
PREPAYMENTS AND DEPOSITS | 3 Months Ended |
Jul. 31, 2019 | |
PREPAYMENTS AND DEPOSITS | |
NOTE 3. PREPAYMENTS AND DEPOSITS | As of July 31, 2019, and April 30, 2019, the balance of prepayments and deposits was $1,000 and $4,000, respectively, which related to the annual membership fee for OTC Markets which is amortized monthly over the course of the year. |
ADVANCES DUE TO RELATED PARTIES
ADVANCES DUE TO RELATED PARTIES | 3 Months Ended |
Jul. 31, 2019 | |
ADVANCES DUE TO RELATED PARTIES | |
NOTE 4. ADVANCES DUE TO RELATED PARTIES | As of April 30, 2019, Metrowork Equity Sdn. Bhd, a company owned by the Companys then-sole officer and director (Metrowork), had advanced funds totaling $348,920 to the Company to meet its working capital requirements. The advances were unsecured, interest free and due on demand. During the period from May 1, 2019 to June 28, 2019, Metrowork advanced a further $6,403 to the Company to meet its working capital requirements. Effective June 28, 2019, pursuant to the Securities Purchase Agreement entered into by and among the Company, Metrowork Equity Sdn. Bhd (Seller), and Copper Hill Assets Inc., a British Virgin Island corporation (Buyer) (the Purchase Agreement), Seller assigned, transferred and conveyed to Buyer a promissory note of the Company totaling $355,323 (Promissory Note). The terms under which the advances had been made to the Company remained unchanged on assignment by Seller to Buyer. Mr. Anthony Lococo, our current sole officer and director, is the sole shareholder and officer of Copper Hill Assets Inc., a British Virgin Island company (Copper Hill). During the period from June 29, 2019 to July 31, 2019, Copper Hill advanced a further $17,500 to the Company to meet its working capital requirements. As of July 31, 2019, Copper Hill was owed a total of $372,823 by the Company in respect of funds it had received from related parties to meet its working capital requirements. The advances were unsecured, interest free and due on demand. |
STOCKHOLDERS DEFICIT
STOCKHOLDERS DEFICIT | 3 Months Ended |
Jul. 31, 2019 | |
STOCKHOLDERS DEFICIT | |
NOTE 5. STOCKHOLDERS DEFICIT | Preferred Stock As of July 31, 2019, the Company was authorized to issue 10,000,000 shares of preferred stock with a par value of $0.0001. No shares of preferred stock were issued or outstanding during the three months ended July 31, 2019 and 2018. Common Stock Effective October 4, 2018, the Company: - increased the number of its authorized shares of $0.0001 par value common stock from 100,000,000 to 200,000,000, and - effected a reverse split of its outstanding shares of common stock, $0.0001 par value, on a one (1) post-split share for ten (10) pre-split shares basis As it relates to the reverse stock split, effective October 4, 2018 every 10 shares of issued and outstanding common stock were converted into one share of common stock. No fractional shares were issued in connection with the reverse stock split. Instead, a holder of record of common stock on October 4, 2018 who would otherwise have been entitled to a fraction of a share, received a whole share of common stock. As a result of the reverse stock split, the number of issued and outstanding shares of the Companys common stock was reduced from 22,340,081 to 2,234,465. All share numbers in this Form 10Q have been retrospectively restated to reflect the impact of this reverse stock split. No shares of common stock were issued during the three months ended July 31, 2019 and 2018. Additional Paid in Capital Under the terms of the Purchase Agreement described above, the Companys former principal shareholder, Metrowork, paid off all of the Companys outstanding liabilities at June 28, 2019, totaling $6,150. As these payments did not represent either a loan to the Company or an equity investment in the Company, they have been accounted for as a capital contribution by Metrowork to the Company. Treasury Stock The Companys treasury stock comprised one share of common stock acquired at a cost of $52,954 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Jul. 31, 2019 | |
SUBSEQUENT EVENTS | |
NOTE 6. SUBSEQUENT EVENTS | T |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION (Policies) | 3 Months Ended |
Jul. 31, 2019 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION | |
Nature of Business | Nature of Business Prevention Insurance.Com (the Company) was incorporated under the laws of the State of Nevada in 1975 as Vita Plus Industries, Inc. In March 1999, the Company sold its remaining inventory and changed its name to Prevention Insurance.Com. The Companys business is to pursue a business combination through acquisition, or merger with, an existing company. No assurances can be given that the Company will be successful in locating or negotiating with any target company. Effective May 30, 2018, a change of control occurred with respect to the Company. Pursuant to a Stock Purchase Agreement entered into by and among Chee Chow Teow, EE Meng Teow and Wooi Huat Teow (Sellers) and Metrowork Equity Sdn. Bhd., a Malaysian company ("Metrowork "), Metrowork acquired from Sellers all of the shares of common stock held by the Sellers in the Company totaling 15,638,084 shares (representing 70% of the Company s issued and outstanding shares of common stock). Our then-sole officer and director, Mr. Chee Chau Ng, is the sole shareholder and officer of Metrowork. On October 4, 2018, the Company filed a Certificate of Amendment to Articles of Incorporation with the Nevada Secretary of State (the Amendment) which effectuated the following corporate actions (Corporate Actions): · a reverse split of our outstanding common stock, $0.0001 par value, on a one (1) post-split share for ten (10) pre-split shares basis, and · increased our authorized shares of common stock, $0.0001 par value, from 100,000,000 to 200,000,000. The Corporate Actions became effective on October 4, 2018 (the Effective Date). As it relates to the reverse stock split, on the Effective Date, every 10 shares of issued and outstanding common stock were converted into one share of common stock. No fractional shares were issued in connection with the reverse stock split. Instead, a holder of record of common stock on the Effective Date who would otherwise be entitled to a fraction of a share was, in lieu thereof, entitled to receive a whole share of common stock. As a result of the reverse stock split, the number of issued and outstanding shares of the Company s common stock was reduced from 22,340,081 to 2,234,465. All share numbers in this Form 10-Q have been retrospectively restated to reflect the impact of this reverse stock split. Effective June 28, 2019 (Closing Date), a further change of control occurred with respect to the Company. Pursuant to a Securities Purchase Agreement entered into by and among the Company, Metrowork Equity Sdn. Bhd (Seller), and Copper Hill Assets Inc., a British Virgin Island corporation (Buyer) (the Purchase Agreement), Seller assigned, transferred and conveyed to Buyer (i) 1,563,809 shares of common stock of Company (Common Stock) and (ii) a promissory note of the Company totaling $355,323 (Promissory Note). The total consideration paid by Buyer was $375,000, and Seller assumed all of the liabilities of the Company as of the Closing Date. On the closing of the above transaction, Mr. Chee Chau Ng, the sole officer of Seller, resigned in all officer capacities from the Company and Anthony Lococo was appointed Chief Executive Officer and Chief Financial Officer of the Company. In addition, Mr. Lococo was appointed a director of the Company. |
Basis of Presentation | The summary of significant accounting policies is presented to assist in the understanding of the financial statements. These policies conform to accounting principles generally accepted in the United States of America (GAAP) and have been consistently applied. |
Use of Estimates | The preparation of financial statements in conformity with 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. |
Interim Financial Statements | The preparation of financial statements in conformity with 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. |
Fair Values of Financial Instruments | The fair value of cash, prepaid expenses, accounts payable and balance due to related parties approximates the carrying amount of these financial instruments due to their short maturity. |
Net Loss per Share Calculation | Basic net loss per common share (EPS) is computed by dividing loss available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted earnings per share is computed by dividing net income by the weighted average shares outstanding, assuming all dilutive potential common shares were issued. Diluted earnings per share is not presented when their effect is anti-dilutive. No potential dilutive securities were issued and outstanding during the three months ended July 31, 2019 or 2018. |
Recently Accounting Pronouncements | There were various accounting standards and interpretations issued recently, none of which are expected to a have a material impact on our financial position, operations or cash flows due to our status as a shell corporation. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies and Basis of Presentation (Details Narrative)) | 1 Months Ended | |
Jun. 28, 2019 | May 30, 2018 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION | ||
Common stock, description | Pursuant to a Stock Purchase Agreement entered into by and among Chee Chow Teow, EE Meng Teow and Wooi Huat Teow (“Sellers”) and Metrowork Equity Sdn. Bhd., a Malaysian company ("Metrowork "), Metrowork acquired from Sellers all of the shares of common stock held by the Sellers in the Company totaling 15,638,084 shares (representing 70% of the Company’ s issued and outstanding shares of common stock). Our then-sole officer and director, Mr. Chee Chau Ng, is the sole shareholder and officer of Metrowork. | |
Purchase Agreement, description | Effective June 28, 2019 (“Closing Date”), a further change of control occurred with respect to the Company. Pursuant to a Securities Purchase Agreement entered into by and among the Company, Metrowork Equity Sdn. Bhd (“Seller”), and Copper Hill Assets Inc., a British Virgin Island corporation (“Buyer”) (the “Purchase Agreement”), Seller assigned, transferred and conveyed to Buyer (i) 1,563,809 shares of common stock of Company (“Common Stock”) and (ii) a promissory note of the Company totaling $355,323 (“Promissory Note”). The total consideration paid by Buyer was $375,000, and Seller assumed all of the liabilities of the Company as of the Closing Date. |
Going Concern (Details Narrativ
Going Concern (Details Narrative) - USD ($) | 3 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Apr. 30, 2019 | |
Going Concern (Details Narrative) | |||
Net loss | $ (31,086) | $ (31,573) | |
Negative working capital | 372,357 | ||
Accumulated deficit | $ (4,968,138) | $ (4,937,052) |
PREPAYMENTS AND DEPOSITS (Detai
PREPAYMENTS AND DEPOSITS (Details Narrative) - USD ($) | Jul. 31, 2019 | Apr. 30, 2019 |
PREPAYMENTS AND DEPOSITS (Details Narrative) | ||
Prepayments and deposits | $ 1,000 | $ 4,000 |
ADVANCES DUE TO RELATED PARTI_2
ADVANCES DUE TO RELATED PARTIES (Details Narrative) - USD ($) | 1 Months Ended | 2 Months Ended | |
Jul. 31, 2019 | Apr. 30, 2019 | Jun. 28, 2019 | |
Promissory note | $ 355,323 | ||
Due to related parties | $ 372,823 | $ 348,920 | |
Metrowork [Member] | |||
Proceeds from Related Party Debt | 348,920 | 6,403 | |
Due to related parties | |||
Copper Hill [Member] | |||
Proceeds from Related Party Debt | 17,500 | ||
Due to related parties | $ 372,823 |
STOCKHOLDERS DEFICIT (Details N
STOCKHOLDERS DEFICIT (Details Narrative) | Oct. 04, 2018 | Jul. 31, 2019USD ($)$ / sharesshares | Jun. 28, 2019USD ($) | Apr. 30, 2019USD ($)$ / sharesshares | Jul. 31, 2018$ / sharesshares |
STOCKHOLDERS DEFICIT | |||||
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 | |||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.0001 | $ 0.0001 | |||
Preferred Stock, Shares Issued | 0 | 0 | 0 | ||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 | 200,000,000 | ||
Reverse stock split | 10 | ||||
Common Stock, Shares, Issued | 2,234,466 | 2,234,466 | |||
Common Stock, Shares, Outstanding | 2,234,465 | 2,234,465 | |||
Outstanding liabilities paid | $ | $ 6,150 | ||||
Treasury Stock, Value | $ | $ (52,954) | $ (52,954) |