Document and Entity Information
| Document and Entity Information - May. 31, 2015 - shares | Total |
| Document and Entity Information | |
| Entity Registrant Name | Dominovas Energy Corp |
| Entity Trading Symbol | DOMI |
| Document Type | 10-Q |
| Document Period End Date | May 31, 2015 |
| Amendment Flag | true |
| Entity Central Index Key | 1,343,254 |
| Current Fiscal Year End Date | --08-31 |
| Entity Common Stock, Shares Outstanding | 92,748,439 |
| Entity Filer Category | Smaller Reporting Company |
| Entity Current Reporting Status | Yes |
| Entity Voluntary Filers | No |
| Entity Well-known Seasoned Issuer | No |
| Document Fiscal Year Focus | 2,015 |
| Document Fiscal Period Focus | Q3 |
| Amendment Description | TRUE |
CONSOLIDATED BALANCE SHEETS
| CONSOLIDATED BALANCE SHEETS - USD ($) | May. 31, 2015 | Aug. 31, 2014 |
| CURRENT ASSETS | ||
| Cash | $ 8,983 | $ 5,096 |
| Prepaids | 15,410 | 31,941 |
| TOTAL CURRENT ASSETS | 24,393 | 37,037 |
| CURRENT LIABILITIES | ||
| Accounts payable | 342,959 | 281,815 |
| Accrued liabilities | 558,325 | 162,950 |
| Convertible debt | 427,427 | 0 |
| Notes payable | 50,000 | 50,000 |
| TOTAL CURRENT LIABILITIES | 1,378,711 | 494,765 |
| Lease inducement | 74,213 | 51,640 |
| TOTAL LIABILITIES | 1,452,924 | 546,405 |
| STOCKHOLDERS' DEFICIT | ||
| COMMON STOCK Authorized: 200,000,000 common shares with par value of $0.001 Issued and outstanding: 92,748,439 (August 31, 2014-90,525,125) common shares | 92,746 | 90,525 |
| OBLIGATION TO ISSUE SHARES | 25,000 | 0 |
| ADDITIONAL PAID IN CAPITAL | 6,361,810 | 5,955,334 |
| DEFICIT | (7,908,087) | (6,555,227) |
| TOTAL STOCKHOLDERS' DEFICIT | (1,428,531) | (509,368) |
| TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 24,393 | $ 37,037 |
CONSOLIDATED BALANCE SHEETS PAR
| CONSOLIDATED BALANCE SHEETS PARENTHETICALS - $ / shares | May. 31, 2015 | Aug. 31, 2014 |
| Parentheticals | ||
| Common stock par value | $ 0.001 | $ 0.001 |
| Common stock shares authorized | 200,000,000 | 200,000,000 |
| Common stock shares issued | 92,748,439 | 90,525,125 |
| Common stock shares outstanding | 92,748,439 | 90,525,125 |
CONSOLIDATED STATEMENTS OF OPER
| CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
| May. 31, 2015 | May. 31, 2014 | May. 31, 2015 | May. 31, 2014 | |
| EXPENSES | ||||
| Advertising | $ 110 | $ 3,000 | $ 110 | $ 4,578 |
| Audit and accounting fees | 12,862 | 31,410 | 49,152 | 74,230 |
| Consulting fees | 32,500 | 21,000 | 197,500 | 64,750 |
| Directors' fees | 0 | 0 | 0 | 25,000 |
| Financing fee | 31,200 | 0 | 196,200 | 0 |
| Foreign exchange loss | 113 | 1,945 | 0 | 4,087 |
| Interest expense | 1,727 | 0 | 1,727 | 16,712 |
| Investor communications and transfer agent | 15,656 | 0 | 26,139 | 8,663 |
| Legal fees | 4,500 | 109,783 | 20,355 | 115,510 |
| Office and general administration | 50,362 | 116,932 | 151,790 | 145,107 |
| Salaries and management fees | 110,189 | 0 | 350,937 | 0 |
| Travel and entertainment | 14,812 | 45,697 | 18,950 | 50,996 |
| TOTAL OPERATING EXPENSES | 274,031 | 329,767 | 1,012,860 | 509,633 |
| OTHER ITEMS | ||||
| Dominovas LLC acquisition costs | 0 | (3,506) | 0 | (469,457) |
| Gain on settlement of debt | 0 | 0 | 0 | 290,000 |
| Loss on debt conversion | (340,000) | 0 | (340,000) | 0 |
| Other | 0 | 7,113 | 0 | (17,402) |
| NET LOSS | $ (614,031) | $ (326,160) | $ (1,352,860) | $ (706,492) |
| LOSS PER SHARE - BASIC AND DILUTED | $ 0 | $ 0 | $ (0.01) | $ (0.01) |
| WEIGHTED AVERAGE NUMBER OF COMMON STOCK OUTSTANDING - BASIC AND DILUTED | 92,748,439 | 90,000,000 | 92,748,439 | 90,000,000 |
STATEMENTS OF CASH FLOWS (Unaud
| STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 9 Months Ended | |
| May. 31, 2015 | May. 31, 2014 | |
| CASH FLOW FROM OPERATING ACTIVITIES | ||
| Net loss | $ (1,352,860) | $ (706,492) |
| Non-cash items included in net loss: | ||
| Consulting fees | 190,000 | 0 |
| Financing fees. | 196,200 | 0 |
| Dominovas LLC acquisition costs {1} | 0 | 465,951 |
| Gain on settlement of debt. | 0 | (290,000) |
| Interest expense | 1,727 | 11,711 |
| Loss on debt conversion | 340,000 | 0 |
| Loss on investment | 0 | 17,402 |
| Stock issued for services | 0 | 42,500 |
| Changes in non-cash working capital: | ||
| Prepaid expenses | 16,531 | (28,785) |
| Accounts payable and accrued liabilities | 456,519 | 185,562 |
| Due to related parties | 0 | 78,909 |
| Lease inducement | 22,573 | 0 |
| NET CASH USED IN OPERATING ACTIVITIES | (129,310) | (223,242) |
| INVESTING ACTIVITIES | ||
| Investment in Pro Eco | 0 | (10,000) |
| NET CASH USED IN INVESTING ACTIVITIES | 0 | (10,000) |
| FINANCING ACTIVITIES | ||
| Bank indebtedness | 0 | (76) |
| Convertible debt | 84,500 | 0 |
| Notes payable | 0 | 154,379 |
| Issuance of common shares for cash | 48,697 | 161,017 |
| NET CASH FROM FINANCING ACTIVITIES | 133,197 | 315,320 |
| INCREASE IN CASH | 3,887 | 82,078 |
| Cash, beginning | 5,096 | 0 |
| CASH, ENDING | $ 8,983 | $ 82,078 |
BASIS OF PRESENTATION
| BASIS OF PRESENTATION | 9 Months Ended |
| May. 31, 2015 | |
| BASIS OF PRESENTATION | |
| BASIS OF PRESENTATION | 1. BASIS OF PRESENTATION Dominovas The following interim unaudited financial statements have been prepared in accordance with United States Generally Accepted Accounting Principles for interim financial information and with the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly these financial statements do not include all of the disclosures required by United States Generally Accepted Accounting Principles (US GAAP) for complete financial statements. These interim unaudited financial statements should be read in conjunction with the Company's audited financial statements for the year ended August 31, 2014. In the opinion of management, the interim unaudited financial statements furnished herein include all adjustments, all of which are of a normal recurring nature, necessary for a fair statement of the results of the interim period presented. Operating results for the nine month period ended May 31, 2015 are not necessarily indicative of the results that may be expected for the year ending August 31, 2015. |
RECENT ACCOUNTING PRONOUNCEMENT
| RECENT ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
| May. 31, 2015 | |
| RECENT ACCOUNTING PRONOUNCEMENTS | |
| RECENT ACCOUNTING PRONOUNCEMENTS | 2. RECENT ACCOUNTING PRONOUNCEMENTS Recent pronouncements with future effective dates are either not applicable or are not expected to be significant to the financial statement of the Company. |
RELATED PARTY TRANSACTIONS
| RELATED PARTY TRANSACTIONS | 9 Months Ended |
| May. 31, 2015 | |
| RELATED PARTY TRANSACTIONS | |
| RELATED PARTY TRANSACTIONS | 3. RELATED PARTY TRANSACTIONS During the nine months ended May 31, 2015, the Company incurred wages of $84,000 (May 31, 2014 - $Nil), $56,188 (May 31, 2014 - $Nil), $78,000 (May 31, 2014 - $Nil) and $132,750 (May 31, 2014 - $Nil) to the Executive Vice President of Business Operations, the Executive Vice President of Fuel Cell Operations, the Chief Operating Officer and the President and Chief Executive Officer of the Company, respectively. As of May 31, 2015, unpaid wages of $491,237 (August 31, 2014 - $162,950) was owed to the related parties and is included in accrued liabilities. As of May 31, 2015, $66,088 (August 31, 2014 - $66,088) was owed to the related parties for various disbursements made on the Companys behalf and is included in accrued liabilities. As of May 31, 2015, the Company owed notes payable of $50,000 (August 31, 2014 - $50,000) to a former director of the Company. The notes are non-interest bearing, unsecured and due on demand. |
CONVERTIBLE DEBT
| CONVERTIBLE DEBT | 9 Months Ended |
| May. 31, 2015 | |
| Issuance with the following penalties | |
| CONVERTIBLE DEBT | 4. CONVERTIBLE DEBT On October 27, 2014, the Company issued Kodiak Capital Group ("Kodiak") a convertible note in the amount of $165,000 in exchange for consulting services rendered. The note is non-interest bearing, is due on October 27, 2015, and is unsecured. Kodiak may convert the entire loan amount into shares of the Company's common stock, at a conversion price for each share equal to the lowest closing bid price for the common stock for the thirty trading days ending on the trading day immediately before the conversion date multiplied by 50% at any time after April 28, 2015. As the value of the shares under the conversion option is greater than the face value of the debt, the value of the shares, should the conversion option be exercised, of $330,000 has been recognized as a liability in these financial statements. Financing fees of $165,000 was recorded on the transaction. On April 28, 2015, Kodiak converted $10,000 of the note (with a fair value of $20,000) into 2,000,000 shares with a fair value of $360,000. A loss of $340,000 was recognized on the transaction (Note 5). On March 19, 2015, the Company issued LG Capital Funding, LLC ("LG") two convertible notes in the amount of $26,500 each. The notes bear interest at 8%, are due on May 31, 2015, and are unsecured. The funds for the first note has been received in cash during the nine month period ended May 31, 2015. The second note was paid for by the issuance of an offsetting $26,500 secured note issued to the Company by LG. If the first note is redeemed then the Company and LGs obligations relating to the second note and offsetting secured note are cancelled. LG may convert the entire loan amount into shares of the Company's common stock, at a conversion price for each share equal to the lowest closing bid price for the common stock for the thirty trading days ending on the trading day immediately before the conversion date multiplied by 50% at any time. LG must pay off the second note in cash prior to converting it to shares. The Company may prepay the loan up to 180 days after its issuance with the following penalties: Number of days after issuance Penalty < 30 days 118% of principal plus accrued interest 31 60 days 124% of principal plus accrued interest 61 90 days 130% of principal plus accrued interest 91 120 days 136% of principal plus accrued interest 121 150 days 142% of principal plus accrued interest 151 180 days 148% of principal plus accrued interest As the value of the shares under the conversion option is greater than the face value of the debt, the Company has recognized the lesser of the amount if it can settle the note by prepayment and the value of the shares issuable on conversion. Financing fees of $7,950 was recorded on the transaction. On April 30, 2015, the Company issued Carebourn Capital Group ("Carebourn") a convertible note in the amount of $62,000. The note carries a discount of $4,000 and has an effective interest rate of 22%. The note is due on January 30, 2016, and is unsecured. The Company may prepay the loan up to 180 days after its issuance with the following penalties: Number of days after issuance Penalty < 30 days 125% of principal plus accrued interest 31 60 days 130% of principal plus accrued interest 61 90 days 135% of principal plus accrued interest 91 120 days 140% of principal plus accrued interest 121 150 days 145% of principal plus accrued interest 151 180 days 150% of principal plus accrued interest Carebourn may convert the entire loan amount into shares of the Company's common stock, at a conversion price for each share equal to the lowest closing bid price for the common stock for the thirty trading days ending on the trading day immediately before the conversion date multiplied by 50% at any time after July 30, 2015. As the value of the shares under the conversion option is greater than the face value of the debt, the Company has recognized the lesser of the amount if it can settle the note by prepayment and the value of the shares issuable on conversion. Financing fees of $23,250 was recorded on the transaction. |
COMMON STOCK
| COMMON STOCK | 9 Months Ended |
| May. 31, 2015 | |
| COMMON STOCK | |
| COMMON STOCK | 5. COMMON STOCK Authorized: 200,000,000 common shares. During the nine month period ended May 31, 2015, the Company had the following share issuances for cash: · Issued 126,000 shares at $0.25 per share for gross proceeds of $31,700; · Issued 80,000 shares at $0.15 per share for gross proceeds of $12,000; · Issued 6,667 shares at $0.30 per share for gross proceeds of $2,000; and · Issued 8,572 shares at 0.35 per share for gross proceeds of $3,000. During the nine month period ended May 31, 2015, the Company issued 2,000,000 shares with a fair value of $360,000 to Kodiak for the conversion of debt with a fair value of $20,000. A loss on the conversion of debt of $340,000 was recognized (Note 3). |
COMMITMENTS
| COMMITMENTS | 9 Months Ended |
| May. 31, 2015 | |
| COMMITMENTS | |
| COMMITMENTS | 6. COMMITMENTS On April 28, 2014, the Company entered into a lease agreement for office, warehouse and production space in Atlanta, GA for a term of five years. Under the agreement, the Company is committed to rent payments of a minimum of $ 13,374 per month commencing November 1, 2014. Under the agreement, the Company is committed to the following monthly rent payments: Dates Monthly Amount Through October 2015 $ 13,374 November 1, 2015 to October 31, 2016 $ 13,776 November 1, 2016 to October 31, 2017 $ 14,189 November 1, 2017 to October 31, 2018 $ 14,615 November 1, 2018 to October 31, 2019 $ 15,053 Under the agreement, the Company also has to incur $125,000 in leasehold improvements by September 30, 2014. If the expenses are not incurred by September 30, 2014, the total lease will be in default. As of the date of these financial statements, the Company has not yet incurred the required expenditures and the lease is in default. On March 1, 2014, the Company entered into an employment agreement with the President and Chief Executive Officer of the Company. Under the agreement, the Company will pay an annual salary of $177,000 for 18 months with a 25% increase after 18 months. The agreement will be in effect for 3 years. On March 1, 2014, the Company entered into an employment agreement with the Chief Operating Officer of the Company. Under the agreement, the Company will pay an annual salary of $104,000 for 18 months with a 25% increase after 18 months. The agreement will be in effect for 3 years. On May 1, 2014, the Company entered into an employment agreement with the Executive Vice President of Fuel Cell Operations of the Company. Under the agreement, the Company will pay an annual salary of $112,000. The agreement will be in effect for 5 years. |
SUBSEQUENT EVENT
| SUBSEQUENT EVENT | 9 Months Ended |
| May. 31, 2015 | |
| SUBSEQUENT EVENT: | |
| SUBSEQUENT EVENT | 7. SUBSEQUENT EVENTS Subsequent to the period ended May 31, 2015: · The Company issued 2,343,750 shares to Kodiak for proceeds of $26,157; · The Company issued 600,000 shares for services rendered; · Kodiak converted $6,750 of the convertible debt to 3,000,000 shares of the Company; and · Carebourn converted $61,905 of the convertible debt to 32,598,586 shares of the Company. |
CONVERTIBLE DEBT (Tables)
| CONVERTIBLE DEBT (Tables) | 9 Months Ended |
| May. 31, 2015 | |
| Issuance with the following penalties | |
| Issuance with the following penalties | The Company may prepay the loan up to 180 days after its issuance with the following penalties: Number of days after issuance Penalty < 30 days 118% of principal plus accrued interest 31 60 days 124% of principal plus accrued interest 61 90 days 130% of principal plus accrued interest 91 120 days 136% of principal plus accrued interest 121 150 days 142% of principal plus accrued interest 151 180 days 148% of principal plus accrued interest Number of days after issuance Penalty < 30 days 125% of principal plus accrued interest 31 60 days 130% of principal plus accrued interest 61 90 days 135% of principal plus accrued interest 91 120 days 140% of principal plus accrued interest 121 150 days 145% of principal plus accrued interest 151 180 days 150% of principal plus accrued interest |
Schedule of monthly rent paymen
| Schedule of monthly rent payments (Tables) | 9 Months Ended |
| May. 31, 2015 | |
| Schedule of monthly rent payments | |
| Schedule of Future Minimum Rental Payments for Leases | Under the agreement, the Company is committed to the following monthly rent payments: Dates Monthly Amount Through October 2015 $ 13,374 November 1, 2015 to October 31, 2016 $ 13,776 November 1, 2016 to October 31, 2017 $ 14,189 November 1, 2017 to October 31, 2018 $ 14,615 November 1, 2018 to October 31, 2019 $ 15,053 |
RELATED PARTY TRANSACTIONS AS F
| RELATED PARTY TRANSACTIONS AS FOLLOWS (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |
| Aug. 31, 2014 | May. 31, 2015 | May. 31, 2014 | |
| RELATED PARTY TRANSACTIONS AS FOLLOWS: | |||
| Incurred wages to the Executive Vice President of Operations | $ 0 | $ 84,000 | $ 0 |
| Incurred wages to the Executive Vice President of Fuel Cell Operations | 0 | 56,188 | 0 |
| Incurred wages to the Chief Operating Officer | 0 | 78,000 | 0 |
| Incurred Wages to President and Chief Executive Officer of the Company | 0 | 132,750 | 0 |
| Unpaid wages owed to Related parties | 162,950 | 491,237 | 0 |
| Notes payable related Party | 50,000 | 50,000 | 0 |
| Notes payable to a director | $ 50,000 | $ 50,000 | $ 0 |
CONVERTIBLE DEBT (Details)
| CONVERTIBLE DEBT (Details) | Apr. 30, 2015USD ($)shares | Apr. 28, 2015USD ($)shares | Mar. 19, 2015USD ($) | Oct. 27, 2014USD ($) |
| Convertible transactions: | ||||
| Issued convertible note | $ 0 | $ 165,000 | ||
| Recognized as a liability in financial statements | 330,000 | |||
| Financing fee; | 165,000 | |||
| Kodiak converted A note worth | 10,000 | |||
| Converted Note Face value | $ 20,000 | |||
| Kodiak converted $10,000 of the note into shares | shares | 0 | 2,000,000 | ||
| Converted shares fair value amounted | $ 360,000 | 0 | ||
| Loss on recognised transactions | $ 340,000 | |||
| Company issued LG Capital Funding, LLC ("LG") two convertible notes in the amount. | $ 26,500 | |||
| The notes bear interest | 8.00% | |||
| The second note was paid for by the issuance of an offsetting | $ 26,500 | |||
| Number of trading days | 0 | 0 | 30 | |
| Recongnised liability of financial statements | $ 106,000 | |||
| The liability is offset by the note issued by LG | 26,500 | $ 0 | ||
| Financing fees of L.G was recorded as | 53,000 | |||
| Company issued Carebourn Capital Group ("Carebourn") a convertible note in the amount of | $ 62,000 | |||
| The note carries a Cash discount of | $ 4,000 | |||
| Interest rate of Carebourn was | 22.00% | |||
| Financing fee recorded on march 19th amounted | $ 7,950 |
Loan payment after its issuance
| Loan payment after its issuance with the penalities (Details) | Apr. 30, 2015 | Mar. 19, 2015 |
| The Company may prepay the loan up to 180 days after its issuance with the following penalties | ||
| Number of days after issuance less than 30 days Principal plus Accured interest | 125.00% | 118.00% |
| Number of days after issuance between 31 days and 60 days Principal plus Accured interest penalty | 130.00% | 124.00% |
| Number of days after issuance between 61 days and 90 days Principal plus Accured interest penalty | 135.00% | 130.00% |
| Number of days after issuance between 91 days and 120 days Principal plus Accured interest penalty | 140.00% | 136.00% |
| Number of days after issuance between 121 days and 150 days Principal plus Accured interest penalty | 145.00% | 142.00% |
| Number of days after issuance between 151 days and 180 days Principal plus Accured interest penalty | 150.00% | 148.00% |
COMMON STOCK TRANSACTIONS (Deta
| COMMON STOCK TRANSACTIONS (Details) - May. 31, 2015 - USD ($) | Total |
| COMMON STOCK TRANSACTIONS | |
| Authorized common shares | 200,000,000 |
| Issued shares shares of common stock per share 0.25 | 126,000 |
| Share at 0.25 per share for gross proceeds of | $ 31,700 |
| Issued shares shares of common stock per share 0.15 | 80,000 |
| Share at 0.15 per share for gross proceeds of | $ 12,000 |
| Issued shares shares of common stock per share 0.30 | 6,667 |
| Share at 0.30 per share for gross proceeds of | $ 2,000 |
| Issued shares shares of common stock per share 0.35 | 8,572 |
| Share at 0.35 per share for gross proceeds of | $ 3,000 |
| Company issued 2,000,000 shares with a fair value of | 360,000 |
| Kodiak for the conversion of debt with a fair value of | 20,000 |
| A loss on the conversion of debt amounting | $ 340,000 |
COMMITMENTS TRANSACTIONS (Detai
| COMMITMENTS TRANSACTIONS (Details) - USD ($) | Nov. 30, 2014 | Sep. 30, 2014 | May. 01, 2014 | Mar. 02, 2014 |
| COMMITMENTS TRANSACTIONS: | ||||
| Rent payments Though October 2015 | $ 13,374 | |||
| Rent payments November 1, 2015 to October 31, 2016 | 13,776 | |||
| Rent payments November 1, 2016 to October 31, 2017 | 14,189 | |||
| Rent payments November 1, 2017 to October 31, 2018 | 14,615 | |||
| Rent payments November 1, 2018 to October 31, 2019 | $ 15,053 | |||
| Company also incurred lease hold improvements | $ 125,000 | |||
| Company will pay an annual salary to President and Chief Executive Officer for 18 months with a 25% increase after 18 months | $ 177,000 | |||
| Company will pay an annual salary to President and Chief operating Officer for 18 months with a 25% increase after 18 months | $ 104,000 | |||
| Company entered into an employment agreement with the Executive Vice President of Fuel Cell Operations of the company and pay annual salary | $ 112,000 |
SUBSEQUENT EVENTS(Details)
| SUBSEQUENT EVENTS(Details) - May. 31, 2015 - USD ($) | Total |
| SUBSEQUENT EVENTS Details | |
| The Company issued shares to Kodiak for proceeds | 2,343,750 |
| Proceeds of Kodiak amounted | $ 26,157 |
| The Company issued shares for services rendered | 600,000 |
| Kodiak converted of the convertible debt amounted | $ 6,750 |
| Kodiak converted of the convertible debt into shares | 3,000,000 |
| Carebourn converted the convertible debt amounted | $ 61,905 |
| Carebourn converted the convertible debt into shares | 32,598,586 |