PreAxia Health Care Payment Systems (PAXH) 10-K 7 Sep 16 2016 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	May 31, 2016	Aug. 19, 2016	Nov. 30, 2015
Document And Entity Information
Entity Registrant Name	PREAXIA HEALTH CARE PAYMENT SYSTEMS INC.
Entity Central Index Key	1,350,156
Document Type	10-K
Document Period End Date	May 31, 2016
Amendment Flag	false
Current Fiscal Year End Date	--05-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	No
Entity Filer Category	Smaller Reporting Company
Entity Public Float			$ 4,241,035
Entity Common Stock, Shares Outstanding		18,228,882
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2,016

Balance Sheets

Balance Sheets - USD ($)	May 31, 2016	May 31, 2015
Current Assets
Cash	$ 7,151	$ 3,062
Total Current Assets	7,151	3,062
Other Assets
Intangible Software Costs	34,050	68,101
Total Other Assets	34,050	68,101
Total Assets	41,201	71,163
Current Liabilities
Accounts Payable and Accrued Liabilities	222,072	213,576
Accounts Payable and Accrued Liabilities – Related Party	960,376	1,088,044
Loan Payable	410,455	419,815
Subscription payable	35,062
Accrued Interest – Loans Payable	44,435	14,342
Total Current Liabilities	1,672,400	1,735,777
STOCKHOLDERS’ DEFICIT
Common stock	18,229	17,652
Additional Paid-in Capital	1,993,451	1,705,628
Accumulated other Comprehensive Loss	52,747	42,134
Retained Deficit	(3,695,626)	(3,430,028)
Total Stockholders’ Deficit	(1,631,199)	(1,664,614)
Total Liabilities and Stockholders’ Deficit	$ 41,201	$ 71,163

Balance Sheets (Parenthetical)

Balance Sheets (Parenthetical) - $ / shares	May 31, 2016	May 31, 2015
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	75,000,000	75,000,000
Common stock, shares issued	18,228,882	17,652,082

Statements of Operations

Statements of Operations - USD ($)	12 Months Ended
	May 31, 2016	May 31, 2015
Operating Expenses
Consulting fees	$ 146,442	$ 132,517
Professional fees	9,010	13,500
Office and administration	13,573	12,082
Research and development	31,643
Amortization expense	34,050	34,050
Total Operating Expenses	234,718	192,149
Operating loss	(234,718)	(192,149)
Other Income (Expenses)
Commission income		48
Interest expense	(30,880)	(7,019)
Total Other Income (Expenses)	(30,880)	(6,971)
Net loss	(265,598)	(199,120)
Other comprehensive income:
Foreign currency translation	10,613	27,996
Comprehensive loss for the period	$ (254,986)	$ (171,124)
Basic and diluted loss per share	$ (0.01)	$ (0.01)
Weighted average number of shares outstanding	17,792,342	17,652,082

Statements of Cash Flows

Statements of Cash Flows - USD ($)	12 Months Ended
	May 31, 2016	May 31, 2015
Cash Flows from Operating Activities
Net loss	$ (265,598)	$ (199,120)
Adjustments to reconcile net loss to net cash used in operating activities:
Shares issued for expenses	11,238
Amortization	34,050	34,050
Changes in operating assets and liabilities:
Increase (decrease) in accounts payable - related party	127,032	126,603
Increase (decrease) in accounts payable and accrued liabilities	8,496	29,859
Increase (decrease) in accrued interest	30,093	1,846
Cash Flows used in operating activities	(54,692)	(6,762)
Cash Flows from Investing Activities
Cash flows used in investing activities
Cash Flows from Financing Activities
Cash flows provided by financing activities	57,528
Effect of exchange rate changes on cash	1,253	1,292
Increase (decrease) in cash during the period	4,089	(5,470)
Cash, beginning of period	3,062	8,532
Cash, end of period	7,151	3,062
Supplemental Disclosure:
Cash paid for income taxes
Cash paid for interest
Non-cash investing and financing activities:
Accounts payable related party settled with stock	$ 254,700

Shareholders Equity

Shareholders Equity - USD ($)	Common Stock	Additional Paid-In Capital	Other Comprehensive Income / Loss	Retained Earnings / Accumulated Deficit	Total
Balance, shares at May. 31, 2014	17,652,082
Balance, amount at May. 31, 2014	$ 17,652	$ 1,705,628	$ 14,138	$ (3,230,908)	$ (1,493,490)
Foreign currency translation adjustment			27,996		27,996
Net loss				(199,120)	(199,120)
Balance, shares at May. 31, 2015	17,652,082
Balance, amount at May. 31, 2015	$ 17,652	1,705,628	42,134	(3,430,028)	(1,664,614)
Foreign currency translation adjustment			10,613		10,613
Common shares issued, shares	576,800
Common shares issued, value	$ 577	287,823			288,400
Net loss				(265,598)	(265,598)
Balance, shares at May. 31, 2016	18,228,882
Balance, amount at May. 31, 2016	$ 18,229	$ 1,993,451	$ 52,747	$ (3,695,626)	$ (1,631,199)

Note 1 _ Summary of significant

Note 1 – Summary of significant accounting policies	12 Months Ended
	May 31, 2016
Accounting Policies [Abstract]
Note 1 – Summary of significant accounting policies	Note 1 – Summary of significant accounting policies This summary of significant accounting policies of PreAxia Health Care Payment Systems Inc. (the “Company”) is presented to assist in understanding the Company’s consolidated financial statements. The consolidated financial statements and notes are representations of the Company’s management who are responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the consolidated financial statements, which are stated in U.S. Dollars. Organization PreAxia Health Care Payment Systems Inc. (the “Company” or “PreAxia”) was incorporated on April 3, 2000 in the State of Nevada. On May 31, 2005 the Company acquired all of the outstanding stock of Tiempo de Mexico Ltd. (“Tiempo”) in exchange for 5,000,000 shares of the common stock of the Company with a par value of $0.001. The Company had no operations prior to the date of the aforementioned acquisition. On May 30, 2008, the Company finalized the execution of an acquisition agreement dated April 22, 2008 (the “Acquisition Agreement”) between PreAxia, PreAxia Canada (formerly H Pay Card Inc.), Tiempo, Kimberley Coonfer (“Coonfer”), Caribbean Overseas Investments Ltd. (“Caribbean”) and the stockholders of PreAxia Canada (the “PreAxia Canada Stockholders”). Under the terms of the Acquisition Agreement, PreAxia acquired all of the issued and outstanding shares of PreAxia Canada resulting in PreAxia Canada becoming a direct, wholly-owned subsidiary of PreAxia. Upon the acquisition of PreAxia Canada by PreAxia, PreAxia issued the stockholders of PreAxia Canada an aggregate of 12,000,000 shares of the common stock of PreAxia. Pursuant to the terms of the Acquisition Agreement all of the issued and outstanding shares of the Company’s subsidiary, Tiempo (the “Tiempo Shares”) were transferred to Coonfer and Caribbean in exchange for the return of treasury of a total of 5,000,000 common shares of PreAxia (the “Cancellation Shares”). The Cancellation Shares were exchanged for the Tiempo Shares and $100,000 of the intercompany debt between Tiempo and PreAxia was written off on the books of Tiempo and PreAxia, and Tiempo provided a promissory note for the remaining intercompany debt between Tiempo and PreAxia in the amount of $49,281. As of May 30, 2008, Tiempo is no longer a subsidiary of PreAxia, PreAxia Canada Inc. is a wholly-owned subsidiary of PreAxia. PreAxia Canada Inc. Stockholders received an aggregate of 12,000,000 shares of PreAxia’s common stock representing 78.7% of the issued and outstanding shares of the Company. Tom Zapatinas, an Officer and Director of PreAxia Health Care Payment Systems Inc., is also an Officer and Director of PreAxia Canada Inc. He disclosed such information and interest in this transaction to the Board of Directors prior to the conclusion of this transaction. As a result, the consolidated results of operations presented at May 31, 2016 and 2015 are those of the Company and PreAxia Canada Inc. PreAxia Canada Inc. was incorporated pursuant to the laws of the Province of Alberta on January 28, 2008. Since inception of PreAxia Canada Inc., its business objective has been the development, distribution, marketing and sale of health care payment processing services and products. Nature and Continuance of Operations The Company has not yet realized any revenues from its planned operations. The primary operations of the Company will eventually be undertaken by PreAxia Canada. PreAxia Canada is in the process of developing an online access system creating a health savings account that allows card payments and processing services to third-party administrators, insurance companies and others. These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year. Realization values may be substantially different from carrying values as shown and these consolidated financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. At May 31, 2016, the Company had not yet achieved profitable operations, has accumulated losses of $3,695,626 since inception, has negative working capital of $1,665,249 and expects to incur further losses in the development of its business, all of which raises substantial doubt about the Company’s ability to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management has no formal plan in place to address this concern but believes the Company will be able to obtain additional funds by equity financing and/or related party advances, however there is no assurance of additional funding being available. Use of Estimates in the preparation of the consolidated financial statements The preparation of the Company's consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in these consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all highly liquid debt instruments with an original maturity of three months or less to be cash equivalents. Foreign Currency Translation The functional currency of the Company is the United States dollar. The functional currency of PreAxia Canada is the Canadian dollar. Assets and liabilities in the accompanying consolidated financial statements are translated into United States dollars at the exchange rate in effect at the balance sheet date and capital accounts are translated at historical rates. Income statement accounts are translated at the average rates of exchange prevailing during the period. Translation adjustments arising from the use of differing exchange rates from period to period are included in the accumulated other comprehensive income (loss) account in stockholders’ deficit. Transactions undertaken in currencies other than the functional currency of the entity are translated using the exchange rate in effect as of the transaction date. Any exchange gains and losses are included in the Statement of Operations and Comprehensive Loss. Gain (Loss) Per Share Gain (loss) per share of common stock is computed by dividing the net loss by the weighted average number of common shares outstanding during the period. Research and Development Costs Research and development costs are expensed in the year in which they are incurred. Intangible Software Costs Intangible software costs are amortized over a three year period starting June 2014. Amortization for the year ended May 31, 2016 and 2015 was $34,050 and $34,050, respectively. Impairment of Long-lived Assets Principles of Consolidation The consolidated financial statements include the accounts of the Company and its subsidiary. All inter-company accounts and transactions have been eliminated in consolidation. FINANCIAL INSTRUMENTS The Company’s balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period of time between the origination of these instruments and their expected realization. Related party balances are not recorded at fair value because they are by nature not arm’s length transactions subject to normal market rates. Fair Value Estimates The Company defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Management uses a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: · Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities · Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. · Level 3 - Inputs that are both significant to the fair value measurement and unobservable. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of May 31, 2016. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. New Accounting Standards Recent Accounting Pronouncements The Company reviews new accounting standards as issued or updated. No new standards or updates had any material effect on these consolidated financial statements. The accounting pronouncements issued subsequent to the date of these consolidated financial statements that were considered significant by management were evaluated for the potential effect on these consolidated financial statements. Management does not believe any of the subsequent pronouncements will have a material effect on these consolidated financial statements as presented. Other The Company has selected May 31 as its year-end and the Company paid no dividends in 2016. Going Concern The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern. As shown in the accompanying consolidated financial statements, the Company has incurred cumulative net losses of ($3,695,626) since inception, and currently has no sales. The future of the Company is dependent upon its ability to obtain financing and upon future profitable operations from the design, development and commercialization of its health care payment processing services and products. Management has plans to seek additional capital through private placements of its common stock. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

Note 2 _ Related Party Transact

Note 2 – Related Party Transactions	12 Months Ended
	May 31, 2016
Related Party Transactions [Abstract]
Note 2 – Related Party Transactions	Note 2 Related Party Transactions Accounts Payable During the year ended May 31, 2016, the Company’s president, Tom Zapatinas, invoiced $120,000 for management services rendered to the Company for the period June 1, 2015 to May 31, 2016. As at May 31, 2016, Accounts payable – related party includes a total of $960,376 due and payable to Mr. Zapatinas. The balance as at May 31, 2015 was $1,088,044. The decrease of $127,668 was due to the conversion of $248,600 into shares offset by increases for consulting services of $120,000 and travel expenses of $932. There are no terms of repayment for this payable. As of May 31, 2016, the Company owed loan holders $410,455 compared to $419,815 as at 31 May, 2015. The decrease of $9,360 is due to the change in exchange rate on the loans over the year. The terms of repayment are 30 days after demand is made by the loan holder. Included in the amount above, the Company had a loan payable to a shareholder of the Company in the amount of $53,438. The loan was unsecured, with 6% interest per annum and was payable 30 days after demand is made by the shareholder. As of May 31, 2016 the Company had accrued interest on the related party loan in the amount of $16,873 compared to $14,342 as at 31 May, 2015. The increase of $2,531 is due to interest accrued for the year of $3,318 offset by the change in exchange rate totalling $787.

Note 3 _ Income Taxes

Note 3 – Income Taxes	12 Months Ended
	May 31, 2016
Income Tax Disclosure [Abstract]
Note 3 – Income Taxes	Note 3 – Income Taxes As at May 31, 2016, the Company is in arrears on filing its statutory income tax returns. The Company has incurred substantial net operating losses of approximately $3,700,000 since January 28, 2008 (Date of Inception). It is management’s intention to hire a tax professional to file these tax returns on its behalf. The Company’s deferred tax assets and liabilities consist primarily of the following: 2016 2015 Net operating losses – U.S. parent: Amount carried forward from prior years $ (1,247,541) $ (1,179,840 ) Net operating losses (93,271 ) (67,701 ) (1,340,812 ) (1,247,541 ) Net operating losses – Canadian subsidiary: Amount carried forward from prior years (31,760) (31,760 ) Net operating losses - - (31,760 ) (31,760 ) Total (1,372,572 ) (1,279,301 ) Less: valuation allowance 1,372,572 1,279,301 $ - $ - During the years ended May 31, 2016 and 2015, the change in valuation allowance was $93,271 and $67,701, respectively.

Note 4 _ Common Stock

Note 4 – Common Stock	12 Months Ended
	May 31, 2016
Equity [Abstract]
Note 4 – Common Stock	Note 4 – Common Stock The Company is authorized to issue up to 75,000,000 shares of common stock. The shares of common stock are non-assessable, without pre-emption rights, and do not carry cumulative voting rights. Holders of our common stock are entitled to one vote for each share held on all matters submitted to a vote of our stockholders. Holders of our common stock are entitled to receive dividends if, as and when declared by our Board of Directors. In the year ended May 31, 2016, the Company issued 576,800 shares of which 509,400 were for the reduction of $254,700 in accounts payable related party, 22,470 shares were for $11,235 in consulting fees, and 44,930 for $22,466 in cash received. Subscription Payable On April 21, 2016, the Company recorded the receipt of $19,667 in cash for 39,340 shares to be issued. On May 9, 2016, the Company recorded the receipt of $15,395 in cash for 30,785 shares to be issued.

Note 5 _ Contingencies

Note 5 – Contingencies	12 Months Ended
	May 31, 2016
Commitments and Contingencies Disclosure [Abstract]
Note 5 – Contingencies	Note 5 – Contingencies From time to time the Company may be a party to litigation matters involving claims against the Company. Management believes that there are no current matters that would have a material effect on the Company’s financial position or results of operations. The Company does not have any long term commitments for equipment or leases. The Company does not have any office space commitments as the CEO operates from his residence.

Note 6 - Subsequent events

Note 6 - Subsequent events	12 Months Ended
	May 31, 2016
Subsequent Events [Abstract]
Note 6 - Subsequent events	On 30 June 2016, the Company received $19,218 in cash for 38,435 shares to be issued. The Company has evaluated all subsequent events through the date these financial statements were issued and no additional subsequent events occurred that required disclosure.

Note 1 _ Summary of significa13

Note 1 – Summary of significant accounting policies (Policies)	12 Months Ended
	May 31, 2016
Accounting Policies [Abstract]
Organization	Organization PreAxia Health Care Payment Systems Inc. (the “Company” or “PreAxia”) was incorporated on April 3, 2000 in the State of Nevada. On May 31, 2005 the Company acquired all of the outstanding stock of Tiempo de Mexico Ltd. (“Tiempo”) in exchange for 5,000,000 shares of the common stock of the Company with a par value of $0.001. The Company had no operations prior to the date of the aforementioned acquisition. On May 30, 2008, the Company finalized the execution of an acquisition agreement dated April 22, 2008 (the “Acquisition Agreement”) between PreAxia, PreAxia Canada (formerly H Pay Card Inc.), Tiempo, Kimberley Coonfer (“Coonfer”), Caribbean Overseas Investments Ltd. (“Caribbean”) and the stockholders of PreAxia Canada (the “PreAxia Canada Stockholders”). Under the terms of the Acquisition Agreement, PreAxia acquired all of the issued and outstanding shares of PreAxia Canada resulting in PreAxia Canada becoming a direct, wholly-owned subsidiary of PreAxia. Upon the acquisition of PreAxia Canada by PreAxia, PreAxia issued the stockholders of PreAxia Canada an aggregate of 12,000,000 shares of the common stock of PreAxia. Pursuant to the terms of the Acquisition Agreement all of the issued and outstanding shares of the Company’s subsidiary, Tiempo (the “Tiempo Shares”) were transferred to Coonfer and Caribbean in exchange for the return of treasury of a total of 5,000,000 common shares of PreAxia (the “Cancellation Shares”). The Cancellation Shares were exchanged for the Tiempo Shares and $100,000 of the intercompany debt between Tiempo and PreAxia was written off on the books of Tiempo and PreAxia, and Tiempo provided a promissory note for the remaining intercompany debt between Tiempo and PreAxia in the amount of $49,281. As of May 30, 2008, Tiempo is no longer a subsidiary of PreAxia, PreAxia Canada Inc. is a wholly-owned subsidiary of PreAxia. PreAxia Canada Inc. Stockholders received an aggregate of 12,000,000 shares of PreAxia’s common stock representing 78.7% of the issued and outstanding shares of the Company. Tom Zapatinas, an Officer and Director of PreAxia Health Care Payment Systems Inc., is also an Officer and Director of PreAxia Canada Inc. He disclosed such information and interest in this transaction to the Board of Directors prior to the conclusion of this transaction. As a result, the consolidated results of operations presented at May 31, 2016 and 2015 are those of the Company and PreAxia Canada Inc. PreAxia Canada Inc. was incorporated pursuant to the laws of the Province of Alberta on January 28, 2008. Since inception of PreAxia Canada Inc., its business objective has been the development, distribution, marketing and sale of health care payment processing services and products.
Nature and Continuance of Operations	Nature and Continuance of Operations The Company has not yet realized any revenues from its planned operations. The primary operations of the Company will eventually be undertaken by PreAxia Canada. PreAxia Canada is in the process of developing an online access system creating a health savings account that allows card payments and processing services to third-party administrators, insurance companies and others. These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year. Realization values may be substantially different from carrying values as shown and these consolidated financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. At May 31, 2016, the Company had not yet achieved profitable operations, has accumulated losses of $3,695,626 since inception, has negative working capital of $1,665,249 and expects to incur further losses in the development of its business, all of which raises substantial doubt about the Company’s ability to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management has no formal plan in place to address this concern but believes the Company will be able to obtain additional funds by equity financing and/or related party advances, however there is no assurance of additional funding being available. Use of Estimates in the preparation of the consolidated financial statements The preparation of the Company's consolidated financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported in these consolidated financial statements and accompanying notes. Actual results could differ from those estimates.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all highly liquid debt instruments with an original maturity of three months or less to be cash equivalents.
Foreign Currency Translation	Foreign Currency Translation The functional currency of the Company is the United States dollar. The functional currency of PreAxia Canada is the Canadian dollar. Assets and liabilities in the accompanying consolidated financial statements are translated into United States dollars at the exchange rate in effect at the balance sheet date and capital accounts are translated at historical rates. Income statement accounts are translated at the average rates of exchange prevailing during the period. Translation adjustments arising from the use of differing exchange rates from period to period are included in the accumulated other comprehensive income (loss) account in stockholders’ deficit. Transactions undertaken in currencies other than the functional currency of the entity are translated using the exchange rate in effect as of the transaction date. Any exchange gains and losses are included in the Statement of Operations and Comprehensive Loss.
Gain (Loss) Per Share	Gain (Loss) Per Share Gain (loss) per share of common stock is computed by dividing the net loss by the weighted average number of common shares outstanding during the period.
Research and Development Costs	Research and Development Costs Research and development costs are expensed in the year in which they are incurred.
Intangible Software Costs	Intangible Software Costs Intangible software costs are amortized over a three year period starting June 2014. Amortization for the year ended May 31, 2016 and 2015 was $34,050 and $34,050, respectively.
Impairment of Long-lived Assets	Impairment of Long-lived Assets
Principles of Consolidation	Principles of Consolidation The consolidated financial statements include the accounts of the Company and its subsidiary. All inter-company accounts and transactions have been eliminated in consolidation.
Fair Value Estimates	Fair Value Estimates The Company defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Management uses a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: · Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities · Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. · Level 3 - Inputs that are both significant to the fair value measurement and unobservable. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of May 31, 2016. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments.
New Accounting Standards	New Accounting Standards Recent Accounting Pronouncements The Company reviews new accounting standards as issued or updated. No new standards or updates had any material effect on these consolidated financial statements. The accounting pronouncements issued subsequent to the date of these consolidated financial statements that were considered significant by management were evaluated for the potential effect on these consolidated financial statements. Management does not believe any of the subsequent pronouncements will have a material effect on these consolidated financial statements as presented.
Going Concern	Going Concern The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern. As shown in the accompanying consolidated financial statements, the Company has incurred cumulative net losses of ($3,695,626) since inception, and currently has no sales. The future of the Company is dependent upon its ability to obtain financing and upon future profitable operations from the design, development and commercialization of its health care payment processing services and products. Management has plans to seek additional capital through private placements of its common stock. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

Note 3 _ Income Taxes (Tables)

Note 3 – Income Taxes (Tables)	12 Months Ended
	May 31, 2016
Income Tax Disclosure [Abstract]
Deferred tax table	2016 2015 Net operating losses – U.S. parent: Amount carried forward from prior years $ (1,247,541) $ (1,179,840 ) Net operating losses (93,271 ) (67,701 ) (1,340,812 ) (1,247,541 ) Net operating losses – Canadian subsidiary: Amount carried forward from prior years (31,760) (31,760 ) Net operating losses - - (31,760 ) (31,760 ) Total (1,372,572 ) (1,279,301 ) Less: valuation allowance 1,372,572 1,279,301 $ - $ -

Note 2 - Related Party Transact

Note 2 - Related Party Transactions (Details Narrative) - USD ($)	May 31, 2016	May 31, 2015
Loan payable accrued interest	$ 44,435	$ 14,342
Related party
Loan payable	53,438	56,287
Loan payable accrued interest	$ 16,873	$ 14,342
Interest rate	6.00%	6.00%
Tom Zapatinas
Accounts payable related party	$ 960,376	$ 1,088,044

Note 3 - Income Taxes (Details

Note 3 - Income Taxes (Details Narrative) - USD ($)	12 Months Ended
	May 31, 2016	May 31, 2015
Total	$ (1,372,572)	$ (1,279,301)
Valuation allowance	1,372,572	1,279,301
Change in valuation allowance	93,271	67,701
Canadian Subsidiary [Member]
Amount carried forward from prior years	(31,760)	(31,760)
Net operating losses
US Parent [Member]
Amount carried forward from prior years	(1,247,541)	(1,179,840)
Net operating losses	$ (93,271)	$ (67,701)

Note 6 - Subsequent events (Det

Note 6 - Subsequent events (Details Narrative)	3 Months Ended
	Sep. 06, 2016
Note 6 - Subsequent Events Details Narrative
Subsequent event description	On 30 June 2016, the Company received $19,218 in cash for 38,435 shares to be issued.