Cover
Cover - USD ($) | 12 Months Ended | |
Mar. 31, 2024 | Jun. 24, 2024 | |
Cover [Abstract] | ||
Document Type | 10-K | |
Amendment Flag | false | |
Document Annual Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2024 | |
Document Fiscal Period Focus | FY | |
Document Fiscal Year Focus | 2023 | |
Current Fiscal Year End Date | --03-31 | |
Entity File Number | 000-53230 | |
Entity Registrant Name | REGENEREX PHARMA, INC. | |
Entity Central Index Key | 0001357878 | |
Entity Tax Identification Number | 98-0479983 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 5348 Vegas Drive #177 | |
Entity Address, City or Town | Las Vegas | |
Entity Address, State or Province | NV | |
Entity Address, Postal Zip Code | 89108 | |
City Area Code | 877 | |
Local Phone Number | 761-7479 | |
Title of 12(g) Security | Common Stock, $0.001 par value per share | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Shell Company | false | |
Entity Public Float | $ 0 | |
Entity Common Stock, Shares Outstanding | 278,225,910 | |
ICFR Auditor Attestation Flag | false | |
Document Financial Statement Error Correction [Flag] | false | |
Auditor Firm ID | 3501 | |
Auditor Name | dbbmckennon | |
Auditor Location | Newport Beach, California |
BALANCE SHEETS
BALANCE SHEETS - USD ($) | Mar. 31, 2024 | Mar. 31, 2023 |
Current Assets | ||
Cash and equivalents | $ 372 | $ 1,135 |
Prepaid expenses | 2,540 | |
Total Current Assets | 2,912 | 1,135 |
Website, net of accumulated amortization of $29,272 and $26,397, respectively | 1,328 | 4,203 |
Furniture and computer equipment, net of accumulated depreciation of $1,600 and $197, respectively | 6,097 | 1,201 |
Right of use asset | 756,343 | |
Total Assets | 766,680 | 6,539 |
Current Liabilities | ||
Accounts payable | 116,760 | 75,145 |
Related party advances | 3,690 | 131,887 |
Accrued compensation | 511,847 | 221,192 |
Other accrued liabilities | 97,251 | 125,787 |
Current portion of notes payable | 2,400,000 | |
Current portion of leases liabilities | 128,264 | |
Total Current Liabilities | 3,843,362 | 776,782 |
Notes payable to shareholder, net of current portion | 119,114 | 314,704 |
Notes payable to related parties, net of current portion | 38,000 | |
Notes payable, net of current portion | 184,232 | |
Lease liabilities, net of current portion | 681,798 | |
Total Liabilities | 4,828,506 | 1,129,486 |
Commitments and Contingencies (Note 11) | ||
Stockholders’ Deficit | ||
Common stock: $0.001 par value; 675,000,000 shares authorized; 278,225,910 and 277,112,660 issued and outstanding as of March 31, 2024 and 2023, respectively | 278,226 | 277,113 |
Additional paid-in capital | 1,275,798 | 671,963 |
Accumulated deficit | (5,615,850) | (2,072,023) |
Total Stockholders’ Deficit | (4,061,826) | (1,122,947) |
Total Liabilities and Stockholders’ Deficit | 766,680 | 6,539 |
Shareholder [Member] | ||
Current Liabilities | ||
Current portion of notes payable | 475,050 | 222,771 |
Other Affiliates [Member] | ||
Current Liabilities | ||
Current portion of notes payable | $ 110,500 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - USD ($) | Mar. 31, 2024 | Mar. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Finite-Lived Intangible Assets, Accumulated Amortization | $ 29,272 | $ 26,397 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | $ 1,600 | $ 197 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 675,000,000 | 675,000,000 |
Common Stock, Shares, Issued | 278,225,910 | 277,112,660 |
Common Stock, Shares, Outstanding | 278,225,910 | 277,112,660 |
STATEMENTS OF OPERATIONS
STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Operating Expenses: | ||
General and administrative | $ 1,065,825 | $ 96,171 |
Research and development | 2,400,000 | |
Total Operating Expenses | 3,465,825 | 96,171 |
Operating Loss | (3,465,825) | (96,171) |
Other Income (Expense): | ||
Interest expense | (80,638) | (66,788) |
Foreign currency gain | 2,636 | 25,629 |
Total Other Income (Expense) | (78,002) | (41,159) |
Net Loss | $ (3,543,827) | $ (137,330) |
Basic and Diluted Loss per Common Share | $ (0.01) | $ 0 |
Weighted Average Number of Common Shares Outstanding | 277,653,029 | 277,112,660 |
STATEMENTS OF CASH FLOWS (UNAUD
STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (3,543,827) | $ (137,330) |
Adjustments to reconcile net loss to cash flows used in operating activities: | ||
Depreciation and amortization | 4,278 | 3,420 |
Foreign currency adjustments | (2,636) | (25,629) |
Stock-based compensation | 211,698 | |
Research and development | 2,400,000 | |
Amortization of ROU assets, net of liabilities | 53,719 | |
Changes in operating assets and liabilities: | ||
Prepaid expenses | (2,540) | 5,256 |
Accounts payable | 159,641 | 43,999 |
Accrued compensation | 290,655 | |
Other accrued liabilities | (28,536) | 34,120 |
Net cash used in operating activities | (457,548) | (76,164) |
Cash Flows from Investing Activities: | ||
Purchase of furniture and computer equipment | (6,299) | (1,398) |
Net cash used in investing activities | (6,299) | (1,398) |
Cash Flows from Financing Activities: | ||
Related party advances, net | 3,490 | 200 |
Payments of notes payable to shareholders | (10,000) | |
Payments of notes payable to related parties | (47,500) | (2,500) |
Proceeds from sale of common stock and warrants | 393,250 | |
Net cash provided by financing activities | 463,084 | 76,057 |
Decrease in cash and equivalents | (763) | (1,505) |
Cash and cash equivalents, beginning of year | 1,135 | 2,640 |
Cash and cash equivalents, end of year | 372 | 1,135 |
Supplemental Cash Flow Information – Cash Paid For: | ||
Income taxes | ||
Interest | ||
Non-Cash Investing and Financing Activities: | ||
Accrued interest converted into notes payable to shareholder | 66,469 | 30,294 |
Accrued interest converted into note payable | 52,545 | |
Operating lease, ROU asset and liabilities | 953,355 | |
Note payable issued for research and development | 2,400,000 | |
Other Affiliates [Member] | ||
Cash Flows from Financing Activities: | ||
Proceeds from notes payable to related parties | 3,844 | 37,857 |
Affiliated Entity [Member] | ||
Cash Flows from Financing Activities: | ||
Proceeds from notes payable to related parties | $ 120,000 | $ 40,500 |
STATEMENTS OF STOCKHOLDERS' DEF
STATEMENTS OF STOCKHOLDERS' DEFICIT (UNAUDITED) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Mar. 31, 2022 | $ 277,113 | $ 671,963 | $ (1,934,693) | $ (985,617) |
Common Stock, Shares, Outstanding, Beginning Balance at Mar. 31, 2022 | 277,112,660 | |||
Net loss | (137,330) | (137,330) | ||
Ending balance, value at Mar. 31, 2023 | $ 277,113 | 671,963 | (2,072,023) | $ (1,122,947) |
Common Stock, Shares, Outstanding, Ending Balance at Mar. 31, 2023 | 277,112,660 | 277,112,660 | ||
Net loss | $ (3,543,827) | $ (3,543,827) | ||
Shares and warrants sold for cash | 393 | 392,857 | 393,250 | |
Stock-based compensation | $ 720 | $ 210,978 | $ 211,698 | |
Stock Issued During Period, Shares, Issued for Services | 720,000 | |||
Ending balance, value at Mar. 31, 2024 | $ 278,226 | $ 1,275,798 | $ (5,615,850) | $ (4,061,826) |
Common Stock, Shares, Outstanding, Ending Balance at Mar. 31, 2024 | 278,225,910 | 278,225,910 |
NATURE OF OPERATIONS
NATURE OF OPERATIONS | 12 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF OPERATIONS | NOTE 1 – NATURE OF OPERATIONS Regenerex Pharma, Inc., formerly Peptide Technologies, Inc. (the “Company” or “Regenerex”), was incorporated in the State of Nevada, United States of America, on November 18, 2005. On November 15, 2021, the Company entered into an Asset Purchase Agreement in which the Company purchased certain intellectual property in exchange for 150,000,000 shares of the Company’s common stock and up to $10,000,000 in contingent consideration to be paid at the rate of 15% of all gross revenues received from sales or investment money into the Company, payable on the 15 th The Company received all rights and title to proprietary wound healing technologies platforms and formulas involving the application of wound care protocols to treat all wounds, such as diabetic ulcers, pressure ulcers, burns and surgical wounds. These unique products strategically position the Company to enter and capture a high proportionate market share in the U.S. Risks and Uncertainties Our business and our forward-looking statements involve substantial known and unknown risks and uncertainties, including the risks and uncertainties inherent in our statements regarding the impacts of COVID-19, or other future pandemics on our business, results of operations, financial position and cash flows. The Company has a lack of revenue history and has had a limited history of operations. No revenue has historically been derived from the assets purchased. Regenerex can give no assurance of success or profitability to the Company’s investors. |
GOING CONCERN
GOING CONCERN | 12 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | NOTE 2 – GOING CONCERN These financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), which contemplate the continuation of the Company as a going concern. The Company has incurred losses from operations and continuing negative cash flows from operations through March 31, 2024. The Company has current liabilities in excess of current assets of $3,840,450. These factors raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans are to actively seek capital to enable the Company to add new products and/or services to ultimately achieve profitability. However, management cannot provide assurance that they can raise sufficient capital and whether the Company will ultimately achieve profitability, become cash flow positive, or raise additional debt and/or equity capital. If the Company is unable to raise additional capital in the near future or meet financing requirements, management expects that the Company will need to curtail operations, seek additional capital on less favorable terms, and/or pursue other remedial measures. These financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company become unable to continue as a going concern. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statement with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. Basis of Presentation and Use of Estimates These financial statements have been prepared in accordance with U.S. GAAP, which requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could ultimately differ from those estimates. Cash and Cash Equivalents Cash and cash equivalents include highly liquid investments with original maturities of three months or less. Earnings per Share Earnings per share is reported in accordance with FASB Accounting Standards Codification (“ASC”) Topic 260 “Earnings per Share” During the year ended March 31, 2024, the Company excluded the outstanding stock warrants from its calculation of earnings per share, as the warrants would be anti-dilutive. As at March 31, 2024 and 2023, the Company had common shares warrants outstanding of 2,608,250 and 0. Website Expenditures related to the planning and operation of the Company’s website are expensed as incurred. Expenditures related to the website application and infrastructure development are capitalized and amortized over the website’s estimated useful life of three (3) years. Amortization expense for the years ended March 31, 2024 and 2023 was $2,875 and $3,223, respectively. Furniture and Computer Equipment Furniture and computer equipment are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful life of three (3) to five (5) years. Depreciation expense for the years ended March 31, 2024 and 2023 was $1,403 and $197, respectively. Significant betterments are capitalized while purchases under $500 are expensed as incurred. Right of Use Assets and Lease Liabilities The Company has active operating lease arrangements for office space, production equipment, and production facilities. The Company is required to make fixed minimum rent payments relating to its right to use the underlying leased asset. In accordance with the adoption of ASC 842, the Company recorded right-of-use assets and related lease liabilities for these leases as of March 31, 2024. The Company’s lease agreements do not provide an implicit borrowing rate. Therefore, the Company used a benchmark approach to derive an incremental borrowing rate of 10% to discount each of its lease liabilities based on the remining lease term. Impairment of Long-Lived Assets The long-lived assets held and used by the Company are reviewed for impairment annually or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In the event that facts and circumstances indicate that the carrying amount of any long-lived asset may be impaired, an evaluation of recoverability is performed. There were no impairment losses during the years ended March 31, 2024 and 2023. Revenue Recognition The Company will record revenue under ASC 606, by 1) identifying the contract with the customer 2) identifying the performance obligations in the contract 3) determining the transaction price, 4) allocating the transaction price to the required performance obligations in the contract, and 5) recognizing revenue when or as the companies satisfies a performance obligation. We expect to generate revenue from home care service providers that are funded by the U.S. Government, State Medicaid Programs, International Health Care Programs, Veteran’s administration, Prison system, Home Health Care Providers, and other applicable Medicare reimbursement models. The Company will defer revenue where the earnings process is not yet complete. To date, no revenue has been generated from the asset acquisition. Share-Based Payments The Company recognizes the cost of share-based payment awards on a straight-line attribution basis over the requisite employee service period and over the non-employee’s period of providing goods or services, net of estimated forfeitures. Determining the fair value of share-based awards at the measurement date requires judgment, including estimating the expected term that stock options will be outstanding prior to exercise and the associated volatility. The Company estimates the fair value of options granted using the Black-Scholes valuation model. The expected life of the options used in this calculation is the period of time the options are expected to be outstanding. Expected stock price volatility is based on the historical volatility of comparable public companies’ common stock for a period approximating the expected life, and the risk-free interest rate is based on the implied yield available on US Treasury zero-coupon issues approximating the expected life. Judgment is also required in estimating the number of share-based awards that will be forfeited prior to vesting. The fair value of restricted stock awards is based on the fair value of the Company’s common stock on the date of the grant. Research and Development We incur research and development costs during the process of researching and developing additional technologies purchased and future manufacturing processes. Our research and development costs consist primarily of the purchase of additional intellectual property that we will use in the development of our planned product. We expense these costs as incurred until the resulting product has been completed, tested, and made ready for commercial use. Income Taxes Certain income and expense items are accounted for differently for financial reporting and income tax purposes. Deferred income tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities, applying enacted statutory income tax rates in effect for the year in which the differences are expected to reverse. A valuation allowance is established, when necessary, to reduce deferred tax assets to the amount expected to be realized. Fair Value of Financial Instruments Fair value is defined 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 as of the measurement date. Applicable accounting guidance provides an established hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the factors that market participants would use in valuing the asset or liability. There are three levels of inputs that may be used to measure fair value: • Level 1 - Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. • Level 2 - Includes other inputs that are directly or indirectly observable in the marketplace. • Level 3 - Unobservable inputs which are supported by little or no market activity. The Company’s financial instruments include accounts payable and accrued compensation. The carrying value of these instruments approximate their fair value because of their short-term nature. Foreign Currency Translation and Transactions The financial statements are presented in U.S. dollars. Foreign-denominated monetary assets and liabilities are translated to their U.S. dollar equivalents using foreign exchange rates at the balance sheet date. Revenue and expenses are translated at average rates of exchange during the period. Related translation adjustments are reported as a separate component of stockholders’ equity, whereas gains or losses resulting from foreign currency transactions are included in the results of operations. Recent Accounting Pronouncements The Financial Accounting Standards Board Issues Accounting Standards Updates (“ASU”) to amend the authoritative literature in the Accounting Standards Codification (“ASC”). There have been a number of ASUs to date that amend the original text of the ASC. The Company believes those updates issued to date either (i) provide supplemental guidance, (ii) are technical corrections, (iii) are not applicable to the Company, or (iv) are not expected to have a significant impact on the Company. The following are recent accounting pronouncements which may impact the Company: In December 2023, the Financial Accounting Standards Board issued an Accounting Standards Update (“ASU 2023-09”) amending existing income tax disclosure guidance, primarily requiring more detailed disclosure for income taxes paid and the effective tax rate reconciliation. The ASU is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted and can be applied on either a prospective or retroactive basis. The Company is currently evaluating this ASU to determine its impact on the Company’s income tax disclosures. In November 2023, the Financial Accounting Standards Board issued an Accounting Standards Update (“ASU 2023-07”) amending existing segment disclosure guidance, primarily requiring quarterly disclosure of significant segment expenses that are regularly provided to the Chief Operating Decision Maker (“CODM”), requiring disclosure of the title and position of the CODM and an explanation of how the CODM uses the reported measures of segment profit or loss in assessing segment performance and deciding how to allocate resources. The ASU is effective for annual reporting periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. ASU should be applied on a retroactive basis, to all prior periods presented in the financial statements. The Company is currently evaluating this ASU to determine the impact on the Company’s Segment disclosures. In October 2023, the Financial Accounting Standards Board issued an Accounting Standards Update (“ASU 2023-06”) amending the disclosure or presentation requirements for a variety of Topics. Many of the amendments align the requirements in the Codification with the SEC’s regulations. The ASU is effective on the date on which the SEC removes the related disclosure from Regulation S-X or Regulation S-K, with early adoption prohibited. The Company is currently evaluating this ASU on the Company’s disclosures. In March 2023, the Financial Accounting Standards Board issued an Accounting Standards Update (“ASU 2023-01”) amending guidance for lessees that are party to a lease between entities under common control. The ASU is effective for annual reporting periods beginning after December 15, 2023, with early adoption permitted. It must be applied on a prospective basis. The Company is currently evaluating this ASU to determine its impact on the Company’s lease and related party disclosures. As new accounting pronouncements are issued, the Company will adopt those that are applicable under the circumstances. Management believes those updates issued-to-date either (i) provide supplemental guidance, (ii) are technical corrections, (iii) are not applicable to the Company, or (iv) are not expected to have a significant impact on the Company. |
ACCRUED LIABILITIES
ACCRUED LIABILITIES | 12 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
ACCRUED LIABILITIES | NOTE 4 – ACCRUED LIABILITIES Accrued compensation consists of the following: Schedule of Accrued Liabilities March 31, 2024 March 31, 2023 Salaries and benefits payable $ 482,000 $ 212,000 Payroll taxes payable 29,847 9,192 Total accrued compensation $ 511,847 $ 221,192 Other accrued liabilities consist of the following: Schedule of Other Accrued Liabilities March 31, 2024 March 31, 2023 Accrued other $ 12,375 $ 4,800 Accrued administration expenses — 9,744 Accrued asset purchase agreement liability 15,488 — Accrued interest 69,388 111,243 Total accrued liabilities $ 97,251 $ 125,787 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Mar. 31, 2024 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 5 – RELATED PARTY TRANSACTIONS The Company purchased assets from the Company’s current Chief Executive Officer (“CEO”) and Secretary/Treasurer. (See note 6). On June 10, 2023, the Company has entered into an agreement with Woundcare Labs, LLC, a party related to the CFO and CEO of the Company, to lease a plant and to lease equipment in Tennessee (see note 8). Related Party Advances The Company’s former Chief Financial Officer (“CFO”) had advanced the Company monies for operating expenses; no amounts were advanced during the periods presented. The advances were due on demand, but no later than June 30, 2023. The related party advances began to accrue interest at ten (10) percent per annum on July 1, 2019. During the year ended March 31, 2024, this note was transferred to a relative of the former CFO and was renewed upon maturity in the principal amount of $131,687 plus interest accrued as at June 30, 2023 in the amount of $52,545. Principal and accrued interest is due no later than June 30, 2025. Interest expense was $17,167 and $13,171 during the years ended March 31, 2024 and 2023, respectively, which is included in other accrued liabilities. This transaction is no longer considered related party in nature, and thus is included in notes payable in the accompanying balance sheet. The Company’s Chief Financial Officer and the Company’s Chief Executive Office advanced $3,490 and $200 to the Company during the years ended March 31, 2024 and 2023, respectively, to pay for operating expenses. The related party advances total $3,690 and $131,887 as of March 31, 2024, and March 31, 2023, respectively. Related party advances are unsecured, non-interest bearing and due on demand. Related Party Notes Payable During the years ended March 31, 2024 and 2023, the Company’s CFO and the Company’s CEO advanced the Company monies for operating expenses in the amount of $120,000 and $40,500, respectively. These notes are unsecured and bear interest at ten (10) percent per annum with principal and interest due six months after the date of issue and range from May 24 to September 4, 2024. Repayment during the years ended March 31, 2024 and 2023 was $47,500 and $2,500, respectively. As of March 31, 2024 and 2023 related party notes payable totaled $110,500 and $38,000, respectively. Interest expenses were $4,934 and $1,725 during the years ended March 31, 2024 and 2023, respectively, which is included in other accrued liabilities. |
INTANGIBLE ASSETS AND INTELLECT
INTANGIBLE ASSETS AND INTELLECTUAL PROPERTY | 12 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS AND INTELLECTUAL PROPERTY | NOTE 6 – INTANGIBLE ASSETS AND INTELLECTUAL PROPERTY On November 15, 2021, the Company entered into an Asset Purchase Agreement in which the Company purchased certain intellectual property in exchange for 150,000,000 shares of the Company’s common stock and up to $10,000,000 in contingent consideration to be paid at the rate of 15% of all gross revenues received from sales or investment money into the Company, payable on the 15th of the following month, for a period of 60 months. On August 17, 2023, the Company entered into an Agreement to Purchase Technology Platforms in which the Company purchased certain intellectual property in exchange for a two million four hundred thousand dollars ($2,400,000) note payable. The intellectual property that was purchased requires further development prior to the product being finalized and produced so it has been expensed as research and development. The note payable is due within twelve (12) months of the date of the agreement and is included in current liabilities. If the Company has not raised a minimum of ten million dollars ($10,000,000) in sales within twelve (12) months of the agreement date, or a minimum of ten million dollars ($10,000,000) in investment, the seller will extend the payment for a further period of twelve (12) months for a 10% payment of the outstanding balance. The Company received all rights and title to proprietary wound healing technologies platforms and formulas involving the application of wound care protocols to treat all wounds, such as diabetic ulcers, pressure ulcers, burns and surgical wounds. These unique products strategically position the Company to enter and capture a high proportionate market share in the U.S. The Technology Platforms include but are not limited to: A. Proteomic research platforms which include proprietary blends. B. Combination design Techniques C. Patent Pending Proprietary Blends D. Patent Pending Formulas E. Trademarks and all pending Trademarks F. 510K USA FDA, information and Know-how for application G. All Clinical trials, (Right to use) H. CE mark (International) I. Regenerex Library formula incorporated in the Wound Healing Technology. J. Wound Healing Technology QBX K. Synthetic Compositions of Cations derived from botanical material in the ash of Red- Oak Bark. Products: 1. Xcellderma over the counter product. 2. Accelerex, combination product as a drug device. 3. Accelerex in a tube. |
NOTES PAYABLE TO SHAREHOLDER
NOTES PAYABLE TO SHAREHOLDER | 12 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE TO SHAREHOLDER | NOTE 7 – NOTES PAYABLE TO SHAREHOLDER During the year ended March 31, 2019, a shareholder of the Company was issued a promissory note in the principal amount of $70,000. The note was reissued on February 19, 2023 in the principal amount of $100,800, which included the original principal plus accrued interest. During the year ended March 31, 2020, a shareholder was issued eight (8) additional promissory notes totaling $214,091. The notes were reissued during the year ended March 31, 2024 in the principal amount of $386,495, which included the original principal plus accrued interest. During the year ended March 31, 2021, a shareholder was issued an additional 23 promissory notes totaling $66,660. The notes were reissued during the year ended March 31, 2023 in the principal amount of $77,283 which included the original principal plus accrued interest. During the year ended March 31, 2022, a shareholder was issued an additional nine (9) promissory notes totaling $73,251. The notes were reissued during the year ended March 31, 2024 in the principal amount of $82,078 which included the original principal plus accrued interest. During the year ended March 31, 2023, a shareholder was issued an additional four (4) notes totaling $37,840. During the year ended March 31, 2024, a shareholder was issued an additional one (1) promissory note in the principal amount of $2,826. These notes are unsecured and bear interest at ten (10) percent per annum with principal and interest due from six to 24 months after the date of issue. Future annual minimum principal only payments for shareholders notes are as follow: Future Minimum Principal Payments On The Notes Payable March 31 2025 2026 Principal $ 475,050 119,114 Aggregate interest expenses were $58,504 and $51,892 during the years ended March 31, 2024 and 2023, which is included in other accrued liabilities at March 31, 2024 and 2023, respectively. |
OPERATING LEASES
OPERATING LEASES | 12 Months Ended |
Mar. 31, 2024 | |
Operating Leases | |
OPERATING LEASES | NOTE 8 – OPERATING LEASES On April 1, 2023, the Company entered into an office lease agreement commencing in May 2023 which expires on April 30, 2028. Under this agreement, the monthly rental payments are $1,650 throughout the term of the lease. The Company is required to pay for all utilities used on the premises and has paid a security deposit of $800 which is included in prepaid expenses. During the years ended March 31, 2024 and 2023, the lease cost was $18,150 and $0, respectively and is included in general and administrative expenses in the accompanying financial statements. On June 10, 2023, the Company entered into a plant facility lease agreement with a related party commencing June 9, 2023 which expires on June 30, 2028. Under this agreement, the monthly rental payments are $18,000 throughout the term of the lease excepting the month of June 2023 the rent is $7,920. To commence with production, the plant needs to prepare for FDA inspection which will include inspection of the facility, equipment, and the Company’s procedures. We expect to launch production during the Company’s second quarter of our fiscal year ending March 31, 2025, and will notify the FDA to come into the plant for the inspection at that time. The Company is able to start production while the plant waits for the FDA Inspection. Until the certification is complete, and the Company is in production, the monthly rent is reduced by forty (40%) percent to $10,800. Under this agreement, the Company is also leasing the equipment in the plant facility through five (5) annual rent payments of $10,000, which are due on the 15th day of each June from June 2023 to June 2027. Maturities of lease liabilities for the operating leases as of March 31, 2023, are as follows: Schedule Of Future Minimum Operating Lease Payments Period ending March 31 Office lease Plant Facility Lease Equipment lease Total 2025 $ 19,800 $ 172,800 $ 10,000 $ 202,600 2026 19,800 216,000 10,000 245,800 2027 19,800 216,000 10,000 245,800 2028 19,800 216,000 10,000 245,800 2029 1,650 54,000 — 55,650 Total lease liability $ 80,850 $ 874,800 $ 40,000 $ 995,650 Less imputed interest $ (14,143 ) $ (165,538 ) $ (5,907 ) $ (185,588 ) Total lease liability $ 66,707 $ 709,262 $ 34,093 $ 810,062 As of March 31, 2024, the weighted average remaining lease term was 4.2 years. Lease liabilities are amortized using the effective interest method using a discount rate of 10%. Depreciation of ROU asset is calculated as the difference between the expected straight-line rent expense over the lease term less the accretion on the lease liability. The Company recognizes a right-of-use asset and a lease liability for these operating leases in its Balance Sheet. The office lease and plant facility lease also includes obligations for the Company to pay for other services, including utilities and maintenance. The Company accounts for these services separately. During the years ended March 31, 2024, and 2023 the operating lease cost for the plant was $161,462 and $0, for the equipment $7,377 and $0, and the office $18,150 and $0, respectively and is included in general and administrative expenses in the accompanying financial statements. |
STOCKHOLDERS_ DEFICIT
STOCKHOLDERS’ DEFICIT | 12 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
STOCKHOLDERS’ DEFICIT | NOTE 9 – STOCKHOLDERS’ DEFICIT The Company has authorized the issuance of 675,000,000 shares of common stock with a par value of $0.001 per share. On August 25, 2022, Irene Getty resigned as Chief Financial Officer of the Company. Irene Getty was a significant shareholder owning more than 10% of the shares outstanding at the time. During the years ended March 31, 2024 and 2023, the Company issued 720,000 and 0 shares, respectively, to board members and consultants for services rendered. Total stock-based compensation expense was $129,600 and $0 during the years ended March 31, 2024 and 2023, respectively, in connection with these issuances based on the fair value of the stock on the respective grant dates. During the years ended March 31, 2024 and 2023, the Company issued 842,000 and 0 warrants to board members and consultants for services rendered with a total grant date fair value of $85,132 and $0, respectively. Total stock-based compensation expense of $82,098 and $0, respectively, was recorded in connection with these awards during the years ended March 31, 2024 and 2023. The remaining stock-based compensation of approximately $3,035 will be recognized over the next three months. The warrants contain an exercise price of $0.33 per share, vesting terms ranging from immediately to June 30, 2024, and expire on dates ranging from July 1, 2029 to April 1, 2030. The warrant fair values were estimated using a Black Scholes model with a 5-year expected term, risk-free interest rate ranging from 4.65% to 5.48%, a dividend yield of 0%, and a volatility of 80.0%. The risk-free interest rate assumptions for options granted is based upon observed interest rates on the United States government securities appropriate for the expected term of the equity awards. As of the date of this valuation, the Company’s stock was not trading. The volatility was calculated based on the historical volatility of comparable public companies. The Company will continue to monitor peer companies and other relevant factors used to measure expected volatility for future equipment award grants, until such time that the Company’s Common Stock has enough market history to use historical volatility. The dividend yield assumption for equity awards granted is based on the Company’s history and expectation of dividend payouts. The Company has never declared or paid any cash dividends on its Common Stock, and the Company does not anticipate paying any cash dividends in the foreseeable future. The closing stock price of the Company’s common stock is not available as the Company’s stock is not trading. As a result, the Board of Directors and management determined the fair value of the common stock to be $0.18 per share based upon an allocation of the recent cash price paid for common stock and warrants during the year ended March 31, 2024. During the year ended March 31, 2024, the Company issued 343,250 shares of common stock with a par value of $0.001 for the price of one ($1) dollar per share for a total of $343,250. Five warrants were issued for each share purchased, for a total of 1,716,250 warrants. The warrants are exercisable at twenty ($0.20) cents and expire from April 2025 through September 2025. During the year ended March 31, 2024, the Company issued 50,000 shares of common stock with a par value of $0.001 for the price of one ($1) dollar per share for a total of $50,000. One warrant was issued for each share purchased for a total of 50,000 warrants. The warrants are exercisable at one dollar ($1.00) and expire January 19, 2026. As of March 31, 2024, 2,608,250 warrants had been issued of which 2,578,214 are vested. None of the warrants have been exercised. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 10 – INCOME TAXES Income tax expense differs from the amount that would result from applying the federal income tax rate to earnings before income taxes. Reconciliations of the U.S. federal statutory rate to the actual tax rate are as follows for the years ended March 31, 2024 and 2023: Reconciliation Of The Income Tax Provision 2024 2023 Federal tax benefit at statutory rate 21.0 % 21.0 % Permanent differences (1.3) % 0.00 % Temporary differences Accounts payable and accrued liabilities (0.1) % 7.1 % Other (15.5) % (6.8) % Change in valuation allowance (4.1) % (21.3) % Total provision 0.0 % 0.0 % The composition of the Company’s deferred tax assets as of March 31, 2024 and 2023 is as follows: Deferred Income Tax Assets And Liabilities Asset (Liability) 2024 2023 Other $ 581,500 $ 14,300 Net operating loss carryforwards 464,100 345,800 Valuation allowance (1,045,500 ) (360,100 ) Net deferred tax asset $ — $ — The valuation allowance increased by $685,400 and $29,200 during the years ended March 31, 2024 and 2023 respectively. The Company had a net operating loss carryforward balance of approximately $2,200,000 as of March 31, 2024. The Company’s net operating losses have expiration dates ranging from 2024 to 2039. Net operating loss carryforwards generated in 2018 and later have indefinite carryforward periods. The future utilization of the net operating losses may potentially be impacted by IRS Section 382 limitations as a result of the significant change in ownership resulting from the November 15, 2021 Asset Purchase Agreement discussed in Note 6. The Company’s recognized and unrecognized deferred tax assets related to unused tax losses. A full valuation allowance has been recorded against the potential deferred tax assets associated with all the loss carryforwards as their utilization is not considered “more likely than not” at this time. The Company has recently filed its US federal income tax returns. The Company’s Federal tax filings are subject to audit since 2016. The Company does not have an ongoing IRS examination. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 11 – COMMITMENTS AND CONTINGENCIES The Company is not currently involved with and does not have knowledge of any pending or threatened litigation against the Company or any of its officers. See Note 6 for discussion of the $10,000,000 in contingent consideration to be paid in connection with the November 15, 2021 Asset Purchase Agreement. $43,500 and $0 have been paid under this agreement in the years ended March 31, 2024 and 2023, respectively. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Mar. 31, 2024 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 12 – SUBSEQUENT EVENTS Subsequent to March 31, 2024, four (4) promissory notes with a shareholder were reissued in the principal amount of $94,672 which included the original principal of $89,235 plus interest of $5,437. Subsequent to March 31, 2024, four (4) promissory notes with a shareholder were reissued in the principal amount of approximately $37,000 ($49,680 Canadian Funds) which included the original principal of approximately $34,000 ($45,600 Canadian Funds) plus interest of approximately $3,000 ($4,080 Canadian Funds). These notes bear interest at ten (10) percent per annum with principal and interest due from six months after the date of issue ranging from October 11, 2024 to December 5, 2024. Subsequent to March 31, 2024, three (3) promissory notes to related parties were reissued in the principal amount of $100,366 which included the original principal of $95,500 plus interest of $4,866. These notes bear interest at ten (10) percent per annum with the principal and interest due from six months after the date of issue ranging from November 27, 2024 to December 11, 2024. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Emerging Growth Company | Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging growth companies but any such election to opt out is irrevocable. The Company has elected not to opt out of such extended transition period which means that when a standard is issued or revised and it has different application dates for public or private companies, the Company, as an emerging growth company, can adopt the new or revised standard at the time private companies adopt the new or revised standard. This may make comparison of the Company’s financial statement with another public company which is neither an emerging growth company nor an emerging growth company which has opted out of using the extended transition period difficult or impossible because of the potential differences in accounting standards used. |
Basis of Presentation and Use of Estimates | Basis of Presentation and Use of Estimates These financial statements have been prepared in accordance with U.S. GAAP, which requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could ultimately differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include highly liquid investments with original maturities of three months or less. |
Earnings per Share | Earnings per Share Earnings per share is reported in accordance with FASB Accounting Standards Codification (“ASC”) Topic 260 “Earnings per Share” During the year ended March 31, 2024, the Company excluded the outstanding stock warrants from its calculation of earnings per share, as the warrants would be anti-dilutive. As at March 31, 2024 and 2023, the Company had common shares warrants outstanding of 2,608,250 and 0. |
Website | Website Expenditures related to the planning and operation of the Company’s website are expensed as incurred. Expenditures related to the website application and infrastructure development are capitalized and amortized over the website’s estimated useful life of three (3) years. Amortization expense for the years ended March 31, 2024 and 2023 was $2,875 and $3,223, respectively. |
Furniture and Computer Equipment | Furniture and Computer Equipment Furniture and computer equipment are stated at cost, less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful life of three (3) to five (5) years. Depreciation expense for the years ended March 31, 2024 and 2023 was $1,403 and $197, respectively. Significant betterments are capitalized while purchases under $500 are expensed as incurred. |
Right of Use Assets and Lease Liabilities | Right of Use Assets and Lease Liabilities The Company has active operating lease arrangements for office space, production equipment, and production facilities. The Company is required to make fixed minimum rent payments relating to its right to use the underlying leased asset. In accordance with the adoption of ASC 842, the Company recorded right-of-use assets and related lease liabilities for these leases as of March 31, 2024. The Company’s lease agreements do not provide an implicit borrowing rate. Therefore, the Company used a benchmark approach to derive an incremental borrowing rate of 10% to discount each of its lease liabilities based on the remining lease term. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The long-lived assets held and used by the Company are reviewed for impairment annually or whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. In the event that facts and circumstances indicate that the carrying amount of any long-lived asset may be impaired, an evaluation of recoverability is performed. There were no impairment losses during the years ended March 31, 2024 and 2023. |
Revenue Recognition | Revenue Recognition The Company will record revenue under ASC 606, by 1) identifying the contract with the customer 2) identifying the performance obligations in the contract 3) determining the transaction price, 4) allocating the transaction price to the required performance obligations in the contract, and 5) recognizing revenue when or as the companies satisfies a performance obligation. We expect to generate revenue from home care service providers that are funded by the U.S. Government, State Medicaid Programs, International Health Care Programs, Veteran’s administration, Prison system, Home Health Care Providers, and other applicable Medicare reimbursement models. The Company will defer revenue where the earnings process is not yet complete. To date, no revenue has been generated from the asset acquisition. |
Share-Based Payments | Share-Based Payments The Company recognizes the cost of share-based payment awards on a straight-line attribution basis over the requisite employee service period and over the non-employee’s period of providing goods or services, net of estimated forfeitures. Determining the fair value of share-based awards at the measurement date requires judgment, including estimating the expected term that stock options will be outstanding prior to exercise and the associated volatility. The Company estimates the fair value of options granted using the Black-Scholes valuation model. The expected life of the options used in this calculation is the period of time the options are expected to be outstanding. Expected stock price volatility is based on the historical volatility of comparable public companies’ common stock for a period approximating the expected life, and the risk-free interest rate is based on the implied yield available on US Treasury zero-coupon issues approximating the expected life. Judgment is also required in estimating the number of share-based awards that will be forfeited prior to vesting. The fair value of restricted stock awards is based on the fair value of the Company’s common stock on the date of the grant. |
Research and Development | Research and Development We incur research and development costs during the process of researching and developing additional technologies purchased and future manufacturing processes. Our research and development costs consist primarily of the purchase of additional intellectual property that we will use in the development of our planned product. We expense these costs as incurred until the resulting product has been completed, tested, and made ready for commercial use. |
Income Taxes | Income Taxes Certain income and expense items are accounted for differently for financial reporting and income tax purposes. Deferred income tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities, applying enacted statutory income tax rates in effect for the year in which the differences are expected to reverse. A valuation allowance is established, when necessary, to reduce deferred tax assets to the amount expected to be realized. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is defined 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 as of the measurement date. Applicable accounting guidance provides an established hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the factors that market participants would use in valuing the asset or liability. There are three levels of inputs that may be used to measure fair value: • Level 1 - Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. • Level 2 - Includes other inputs that are directly or indirectly observable in the marketplace. • Level 3 - Unobservable inputs which are supported by little or no market activity. The Company’s financial instruments include accounts payable and accrued compensation. The carrying value of these instruments approximate their fair value because of their short-term nature. |
Foreign Currency Translation and Transactions | Foreign Currency Translation and Transactions The financial statements are presented in U.S. dollars. Foreign-denominated monetary assets and liabilities are translated to their U.S. dollar equivalents using foreign exchange rates at the balance sheet date. Revenue and expenses are translated at average rates of exchange during the period. Related translation adjustments are reported as a separate component of stockholders’ equity, whereas gains or losses resulting from foreign currency transactions are included in the results of operations. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The Financial Accounting Standards Board Issues Accounting Standards Updates (“ASU”) to amend the authoritative literature in the Accounting Standards Codification (“ASC”). There have been a number of ASUs to date that amend the original text of the ASC. The Company believes those updates issued to date either (i) provide supplemental guidance, (ii) are technical corrections, (iii) are not applicable to the Company, or (iv) are not expected to have a significant impact on the Company. The following are recent accounting pronouncements which may impact the Company: In December 2023, the Financial Accounting Standards Board issued an Accounting Standards Update (“ASU 2023-09”) amending existing income tax disclosure guidance, primarily requiring more detailed disclosure for income taxes paid and the effective tax rate reconciliation. The ASU is effective for annual reporting periods beginning after December 15, 2024, with early adoption permitted and can be applied on either a prospective or retroactive basis. The Company is currently evaluating this ASU to determine its impact on the Company’s income tax disclosures. In November 2023, the Financial Accounting Standards Board issued an Accounting Standards Update (“ASU 2023-07”) amending existing segment disclosure guidance, primarily requiring quarterly disclosure of significant segment expenses that are regularly provided to the Chief Operating Decision Maker (“CODM”), requiring disclosure of the title and position of the CODM and an explanation of how the CODM uses the reported measures of segment profit or loss in assessing segment performance and deciding how to allocate resources. The ASU is effective for annual reporting periods beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. ASU should be applied on a retroactive basis, to all prior periods presented in the financial statements. The Company is currently evaluating this ASU to determine the impact on the Company’s Segment disclosures. In October 2023, the Financial Accounting Standards Board issued an Accounting Standards Update (“ASU 2023-06”) amending the disclosure or presentation requirements for a variety of Topics. Many of the amendments align the requirements in the Codification with the SEC’s regulations. The ASU is effective on the date on which the SEC removes the related disclosure from Regulation S-X or Regulation S-K, with early adoption prohibited. The Company is currently evaluating this ASU on the Company’s disclosures. In March 2023, the Financial Accounting Standards Board issued an Accounting Standards Update (“ASU 2023-01”) amending guidance for lessees that are party to a lease between entities under common control. The ASU is effective for annual reporting periods beginning after December 15, 2023, with early adoption permitted. It must be applied on a prospective basis. The Company is currently evaluating this ASU to determine its impact on the Company’s lease and related party disclosures. As new accounting pronouncements are issued, the Company will adopt those that are applicable under the circumstances. Management believes those updates issued-to-date either (i) provide supplemental guidance, (ii) are technical corrections, (iii) are not applicable to the Company, or (iv) are not expected to have a significant impact on the Company. |
ACCRUED LIABILITIES (Tables)
ACCRUED LIABILITIES (Tables) | 12 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Schedule of Accrued Liabilities March 31, 2024 March 31, 2023 Salaries and benefits payable $ 482,000 $ 212,000 Payroll taxes payable 29,847 9,192 Total accrued compensation $ 511,847 $ 221,192 |
Schedule of Other Accrued Liabilities | Schedule of Other Accrued Liabilities March 31, 2024 March 31, 2023 Accrued other $ 12,375 $ 4,800 Accrued administration expenses — 9,744 Accrued asset purchase agreement liability 15,488 — Accrued interest 69,388 111,243 Total accrued liabilities $ 97,251 $ 125,787 |
NOTES PAYABLE TO SHAREHOLDER (T
NOTES PAYABLE TO SHAREHOLDER (Tables) | 12 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Future Minimum Principal Payments On The Notes Payable | Future Minimum Principal Payments On The Notes Payable March 31 2025 2026 Principal $ 475,050 119,114 |
OPERATING LEASES (Tables)
OPERATING LEASES (Tables) | 12 Months Ended |
Mar. 31, 2024 | |
Operating Leases | |
Schedule Of Future Minimum Operating Lease Payments | Schedule Of Future Minimum Operating Lease Payments Period ending March 31 Office lease Plant Facility Lease Equipment lease Total 2025 $ 19,800 $ 172,800 $ 10,000 $ 202,600 2026 19,800 216,000 10,000 245,800 2027 19,800 216,000 10,000 245,800 2028 19,800 216,000 10,000 245,800 2029 1,650 54,000 — 55,650 Total lease liability $ 80,850 $ 874,800 $ 40,000 $ 995,650 Less imputed interest $ (14,143 ) $ (165,538 ) $ (5,907 ) $ (185,588 ) Total lease liability $ 66,707 $ 709,262 $ 34,093 $ 810,062 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Reconciliation Of The Income Tax Provision | Reconciliation Of The Income Tax Provision 2024 2023 Federal tax benefit at statutory rate 21.0 % 21.0 % Permanent differences (1.3) % 0.00 % Temporary differences Accounts payable and accrued liabilities (0.1) % 7.1 % Other (15.5) % (6.8) % Change in valuation allowance (4.1) % (21.3) % Total provision 0.0 % 0.0 % |
Deferred Income Tax Assets And Liabilities | Deferred Income Tax Assets And Liabilities Asset (Liability) 2024 2023 Other $ 581,500 $ 14,300 Net operating loss carryforwards 464,100 345,800 Valuation allowance (1,045,500 ) (360,100 ) Net deferred tax asset $ — $ — |
NATURE OF OPERATIONS (Details N
NATURE OF OPERATIONS (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2024 | Nov. 15, 2022 | |
Entity Incorporation, Date of Incorporation | Nov. 18, 2005 | |
Asset Acquisition, Contingent Consideration, Liability | $ 10,000,000 | |
Purchase Intellectual Property [Member] | ||
Shares, Issued | 150,000,000 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) | Mar. 31, 2024 USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
[custom:CurrentLiabilitiesInExcessOfCurrentAssets-0] | $ 3,840,450 |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Property, Plant and Equipment [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 3 years | |
Amortization of Intangible Assets | $ 2,875 | $ 3,223 |
Other Depreciation and Amortization | $ 1,403 | 197 |
Lessee, Finance Lease, Discount Rate | 10% | |
Impairment, Long-Lived Asset, Held-for-Use | $ 0 | $ 0 |
Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 5 years |
Schedule of Accrued Liabilities
Schedule of Accrued Liabilities (Details) - USD ($) | Mar. 31, 2024 | Mar. 31, 2023 |
Payables and Accruals [Abstract] | ||
Salaries and benefits payable | $ 482,000 | $ 212,000 |
Payroll taxes payable | 29,847 | 9,192 |
Total accrued compensation | $ 511,847 | $ 221,192 |
Schedule of Other Accrued Liabi
Schedule of Other Accrued Liabilities (Details) - USD ($) | Mar. 31, 2024 | Mar. 31, 2023 |
Payables and Accruals [Abstract] | ||
Accrued other | $ 12,375 | $ 4,800 |
Accrued administration expenses | 9,744 | |
Accrued asset purchase agreement liability | 15,488 | |
Accrued interest | 69,388 | 111,243 |
Total accrued liabilities | $ 97,251 | $ 125,787 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Related Party Transaction [Line Items] | ||
Related Party Transaction, Rate | 10% | |
[custom:RelatedPartyAdvances-0] | $ 3,690 | $ 131,887 |
Interest Expense | 80,638 | 66,788 |
Notes Payable, Current | 2,400,000 | |
Notes Payable | 119,114 | 314,704 |
Repayments of Debt | 47,500 | 2,500 |
Interest Expense, Debt | 4,934 | 1,725 |
C E Oand C F O Advances [Member] | ||
Related Party Transaction [Line Items] | ||
Notes Payable, Current | 3,490 | 200 |
Notes Payable | $ 3,690 | 131,887 |
Long-Term Debt, Description | unsecured, non-interest bearing and due on demand | |
C E Oand C F O Advanced For Operating Expenses [Member] | ||
Related Party Transaction [Line Items] | ||
Debt Instrument, Face Amount | $ 120,000 | 40,500 |
Debt Instrument, Interest Rate, Stated Percentage | 10% | |
Related Party Notes [Member] | ||
Related Party Transaction [Line Items] | ||
Notes Payable | $ 110,500 | 38,000 |
Chief Financial Officer [Member] | ||
Related Party Transaction [Line Items] | ||
Notes and Loans Payable | 131,687 | |
[custom:RelatedPartyAdvances-0] | 52,545 | |
Affiliates [Member] | ||
Related Party Transaction [Line Items] | ||
Interest Expense | $ 17,167 | $ 13,171 |
INTANGIBLE ASSETS AND INTELLE_2
INTANGIBLE ASSETS AND INTELLECTUAL PROPERTY (Details Narrative) | 1 Months Ended |
Nov. 15, 2021 shares | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 150,000,000 |
Business Combination, Contingent Consideration Arrangements, Description | and up to $10,000,000 in contingent consideration to be paid at the rate of 15% of all gross revenues received from sales or investment money into the Company, payable on the 15th of the following month, for a period of 60 months. |
Future Minimum Principal Paymen
Future Minimum Principal Payments On The Notes Payable (Details) - USD ($) | Mar. 31, 2026 | Mar. 31, 2025 |
Debt Disclosure [Abstract] | ||
Principal | $ 119,114 | $ 475,050 |
NOTES PAYABLE TO SHAREHOLDER (D
NOTES PAYABLE TO SHAREHOLDER (Details Narrative) - USD ($) | 12 Months Ended | |||||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2020 | Mar. 31, 2019 | |
Short-Term Debt [Line Items] | ||||||
Accounts Payable, Interest-Bearing | $ 58,504 | $ 51,892 | ||||
Promissory Notes 2019 [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Debt Instrument, Face Amount | $ 70,000 | |||||
Debt Instrument, Repurchase Date | Feb. 19, 2023 | |||||
Debt Instrument, Repurchase Amount | $ 100,800 | |||||
Promissory Notes 2020 [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Debt Instrument, Face Amount | $ 214,091 | |||||
Debt Instrument, Repurchase Amount | $ 386,495 | |||||
Debt Instrument, Description | issued eight (8) additional promissory notes | |||||
Promissory Notes 2021 [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Debt Instrument, Face Amount | $ 66,660 | |||||
Debt Instrument, Repurchase Amount | $ 77,283 | |||||
Debt Instrument, Description | issued an additional 23 promissory notes | |||||
Promissory Notes 2022 [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Debt Instrument, Face Amount | $ 73,251 | |||||
Debt Instrument, Repurchase Amount | $ 82,078 | |||||
Debt Instrument, Description | issued an additional nine (9) promissory notes | |||||
Promissory Notes 2023 [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Debt Instrument, Face Amount | $ 37,840 | |||||
Debt Instrument, Description | issued an additional four (4) notes | |||||
Promissory Notes 2024 [Member] | ||||||
Short-Term Debt [Line Items] | ||||||
Debt Instrument, Face Amount | $ 2,826 | |||||
Debt Instrument, Description | issued an additional one (1) promissory note | |||||
Debt Instrument, Interest Rate, Stated Percentage | 10% | |||||
Debt Instrument, Maturity Date, Description | due from six to 24 months after the date of issue |
Schedule Of Future Minimum Oper
Schedule Of Future Minimum Operating Lease Payments (Details) | Mar. 31, 2024 USD ($) |
Office Lease [Member] | |
2025 | $ 19,800 |
2026 | 19,800 |
2027 | 19,800 |
2028 | 19,800 |
2029 | 1,650 |
Total lease liability | 80,850 |
Less imputed interest | (14,143) |
Total lease liability | 66,707 |
Plant Facility Lease [Member] | |
2025 | 172,800 |
2026 | 216,000 |
2027 | 216,000 |
2028 | 216,000 |
2029 | 54,000 |
Total lease liability | 874,800 |
Less imputed interest | (165,538) |
Total lease liability | 709,262 |
Equipment Lease [Member] | |
2025 | 10,000 |
2026 | 10,000 |
2027 | 10,000 |
2028 | 10,000 |
2029 | |
Total lease liability | 40,000 |
Less imputed interest | (5,907) |
Total lease liability | 34,093 |
Total Lease Liability [Member] | |
2025 | 202,600 |
2026 | 245,800 |
2027 | 245,800 |
2028 | 245,800 |
2029 | 55,650 |
Total lease liability | 995,650 |
Less imputed interest | (185,588) |
Total lease liability | $ 810,062 |
OPERATING LEASES (Details Narra
OPERATING LEASES (Details Narrative) - USD ($) | 12 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Jun. 30, 2023 | |
Lessee, Lease, Description [Line Items] | |||
Prepaid Expense, Current | $ 2,540 | ||
Operating Lease, Expense | $ 18,150 | 0 | |
Lessee, Operating Lease, Description | On June 10, 2023, the Company entered into a plant facility lease agreement with a related party commencing June 9, 2023 which expires on June 30, 2028. Under this agreement, the monthly rental payments are $18,000 throughout the term of the lease excepting the month of June 2023 the rent is $7,920. To commence with production, the plant needs to prepare for FDA inspection which will include inspection of the facility, equipment, and the Company’s procedures. We expect to launch production during the Company’s second quarter of our fiscal year ending March 31, 2025, and will notify the FDA to come into the plant for the inspection at that time. The Company is able to start production while the plant waits for the FDA Inspection. Until the certification is complete, and the Company is in production, the monthly rent is reduced by forty (40%) percent to $10,800. Under this agreement, the Company is also leasing the equipment in the plant facility through five (5) annual rent payments of $10,000, which are due on the 15th day of each June from June 2023 to June 2027. | ||
Office Lease [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Operating Lease, Cost | $ 18,150 | 0 | |
Office Lease [Member] | Monthly Rental Payments [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Operating Leases, Future Minimum Payments Due | 1,650 | ||
Office Lease [Member] | Security Deposit [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Prepaid Expense, Current | 800 | ||
Plant Facility [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Capital Lease Obligations, Current | $ 7,920 | ||
Plant Facility [Member] | Monthly Rental Payments [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Operating Leases, Future Minimum Payments Due | 18,000 | ||
Plant Lease [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Operating Lease, Cost | 161,462 | 0 | |
Equipment Lease [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Operating Lease, Cost | $ 7,377 | $ 0 |
STOCKHOLDERS_ DEFICIT (Details
STOCKHOLDERS’ DEFICIT (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Common Stock, Shares Authorized | 675,000,000 | 675,000,000 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Stock Issued During Period, Shares, Issued for Services | 720,000 | |
Share-Based Payment Arrangement, Noncash Expense | $ 211,698 | |
Class of Warrant or Right, Outstanding | 2,608,250 | |
Stock Issued During Period, Shares, New Issues | 393,250 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period | 2,578,214 | |
Stock Issuance 1 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Common Stock, Par or Stated Value Per Share | $ 0.001 | |
Stock Issued During Period, Shares, New Issues | 343,250 | |
Stock Issued During Period, Value, New Issues | $ 343,250 | |
Temporary Equity, Contract Terms | Five warrants were issued for each share purchased, for a total of 1,716,250 warrants. The warrants are exercisable at twenty ($0.20) cents and expire from April 2025 through September 2025. | |
Stock Issuance 2 [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Common Stock, Par or Stated Value Per Share | $ 0.001 | |
Stock Issued During Period, Shares, New Issues | 50,000 | |
Stock Issued During Period, Value, New Issues | $ 50,000 | |
Temporary Equity, Contract Terms | One warrant was issued for each share purchased for a total of 50,000 warrants. The warrants are exercisable at one dollar ($1.00) and expire January 19, 2026. | |
Board Members And Consultants [Member] | Services Rendered [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Stock Issued During Period, Shares, Issued for Services | 720,000 | 0 |
Share-Based Payment Arrangement, Noncash Expense | $ 129,600 | $ 0 |
Class of Warrant or Right, Outstanding | 842,000 | 0 |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Intrinsic Value | $ 85,132 | $ 0 |
[custom:StockBasedCompensationUnrecognizedCompensationCost-0] | $ 82,098 | $ 0 |
Board Members And Consultants [Member] | Services Rendered [Member] | Warrants [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Exercise Price | $ 0.33 |
Reconciliation Of The Income Ta
Reconciliation Of The Income Tax Provision (Details) | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | ||
Federal tax benefit at statutory rate | 21% | 21% |
Permanent differences | (1.30%) | 0% |
Accounts payable and accrued liabilities | (0.10%) | 7.10% |
Other | (15.50%) | (6.80%) |
Change in valuation allowance | (4.10%) | (21.30%) |
Total provision | 0% | 0% |
Deferred Income Tax Assets And
Deferred Income Tax Assets And Liabilities (Details) - USD ($) | Mar. 31, 2024 | Mar. 31, 2023 |
Income Tax Disclosure [Abstract] | ||
Other | $ 581,500 | $ 14,300 |
Net operating loss carryforwards | 464,100 | 345,800 |
Valuation allowance | (1,045,500) | (360,100) |
Net deferred tax asset |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Line Items] | ||
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 685,400 | $ 29,200 |
Operating Loss Carryforwards, Valuation Allowance | $ 2,200,000 | |
Minimum [Member] | ||
Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Line Items] | ||
[custom:OperatingLossCarryforwardsExpirationDateYear] | 2024 | |
Maximum [Member] | ||
Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Line Items] | ||
[custom:OperatingLossCarryforwardsExpirationDateYear] | 2039 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | 12 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Nov. 15, 2022 | |
Assets Sold under Agreements to Repurchase [Line Items] | |||
Asset Acquisition, Contingent Consideration, Liability | $ 10,000,000 | ||
General and Administrative Expense | $ 1,065,825 | $ 96,171 | |
Chief Executive Officer And Chief Financial Officer [Member] | |||
Assets Sold under Agreements to Repurchase [Line Items] | |||
General and Administrative Expense | $ 43,500 | $ 0 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member] - USD ($) | 1 Months Ended | |
Apr. 30, 2024 | Apr. 01, 2024 | |
Reissued Notes 1 [Member] | ||
Subsequent Event [Line Items] | ||
Debt Instrument, Repurchase Amount | $ 94,672 | |
Debt Instrument, Face Amount | 89,235 | |
Debt Instrument, Increase, Accrued Interest | $ 5,437 | |
Reissued Notes 2 [Member] | ||
Subsequent Event [Line Items] | ||
Debt Instrument, Repurchase Amount | 37,000 | |
Debt Instrument, Face Amount | $ 34,000 | |
Debt Instrument, Increase, Accrued Interest | $ 3,000 | |
Reissued Notes [Member] | ||
Subsequent Event [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 10% | |
Debt Instrument, Maturity Date Range, Start | Oct. 11, 2024 | |
Debt Instrument, Maturity Date Range, End | Dec. 05, 2024 | |
Reissued Notes 3 [Member] | ||
Subsequent Event [Line Items] | ||
Debt Instrument, Repurchase Amount | $ 100,366 | |
Debt Instrument, Face Amount | $ 95,500 | |
Debt Instrument, Increase, Accrued Interest | $ 4,866 | |
Debt Instrument, Interest Rate, Stated Percentage | 10% | |
Debt Instrument, Maturity Date Range, Start | Nov. 27, 2024 | |
Debt Instrument, Maturity Date Range, End | Dec. 11, 2024 |