Indigenous Roots (IRCC) 10-Q 13 Apr 18 2018 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Feb. 28, 2018	Apr. 11, 2018
Document and Entity Information:
Entity Registrant Name	Indigenous Roots Corp.
Entity Central Index Key	1,373,690
Document Type	10-Q
Document Period End Date	Feb. 28, 2018
Amendment Flag	false
Current Fiscal Year End Date	--08-31
Entity Filer Category	Smaller Reporting Company
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Entity Current Reporting Status	Yes
Entity Common Stock, Shares Outstanding		8,537,618
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2,018

INTERIM CONDENSED BALANCE SHEET

INTERIM CONDENSED BALANCE SHEETS - USD ($)	Feb. 28, 2018	Aug. 31, 2017
Current Assets
Cash	$ 206	$ 2,145
Total Assets	206	2,145
Current Liabilities
Accounts payable and accrued liabilities	15,232	18,256
Due to related parties (Note 5)	52,484	159,772
Convertible loan payable - related party (Note 3)	1,659,165	1,610,816
Total Liabilities	1,726,881	1,788,844
STOCKHOLDERS' DEFICIT
Common stock 200,000,000 authorized shares, par value $0.001 8,237,618 and 7,612,618 shares issued and outstanding as at February 28, 2018 and August 31, 2017 respectively (Note 4)	8,238	7,613
Additional paid-in-capital (Note 4)	4,430,261	3,552,370
Shares to be issued		513,116
Deficit	(6,165,174)	(5,859,798)
Total Stockholders' Deficit	(1,726,675)	(1,786,699)
Total Liabilities and Stockholders' Deficit	$ 206	$ 2,145

INTERIM CONDENSED BALANCE SHEE3

INTERIM CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares	Feb. 28, 2018	Aug. 31, 2017
STOCKHOLDERS' DEFICIT
Common Stock, par value	$ 0.001	$ 0.001
Common Stock, shares authorized	200,000,000	200,000,000
Common Stock, shares issued	8,237,618	7,612,618
Common Stock, shares outstanding	8,237,618	7,612,618

CONDENSED STATEMENT OF OPERATIO

CONDENSED STATEMENT OF OPERATIONS (UNAUDITED) - USD ($)	3 Months Ended		6 Months Ended
	Feb. 28, 2018	Feb. 28, 2017	Feb. 28, 2018	Feb. 28, 2017
Operating expenses
General and administrative expenses	$ 28,044	$ 30,415	$ 242,338	$ 61,840
Legal and audit fees	12,740		19,290
Loss before other items	40,784	30,415	261,628	61,840
Other (income) expenses
Gain on reversal of debt		(37,612)		(37,612)
Foreign exchange	(3,186)	(113)	(4,601)	52
Interest expense	23,906		48,349
Net and comprehensive income (loss)	$ (61,504)	$ 7,310	$ (305,376)	$ (24,280)
BASIC AND DILUTED LOSS PER COMMON SHARE	$ (0.01)	$ 0	$ 0.04	$ 0
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC AND DILUTED	8,147,618	7,612,618	7,926,292	7,612,618

CONDENSED STATEMENT OF CASH FLO

CONDENSED STATEMENT OF CASH FLOWS (UNAUDITED) - USD ($)	6 Months Ended
	Feb. 28, 2018	Feb. 28, 2017
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (305,376)	$ (24,280)
Non-cash items:
Gain on reversal of debt		(37,612)
Interest expense	48,349
Shares issued for services	210,000
Accrued consulting fees		30,000
Accrued management fees		30,000
Changes in operating assets and liabilities:
Accounts payable and accrued liabilities	(3,024)	(1,339)
Due to related party	18,112	(12,054)
NET CASH FLOWS USED IN OPERATING ACTIVITIES	(31,939)	(15,285)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds received for share subscriptions	30,000	15,225
NET CASH FLOWS PROVIDED BY FINANCING ACTIVITIES	30,000	15,225
Net change in Cash	(1,939)	(60)
CASH, BEGINNING OF THE PERIOD	2,145	866
CASH, ENDING OF THE PERIOD	$ 206	$ 806

STATEMENT OF STOCKHOLDERS' DEFI

STATEMENT OF STOCKHOLDERS' DEFICIT - 6 months ended Feb. 28, 2018 - USD ($)	Common Stock	Additional Paid in Capital	Shares to be Issued	Accumulated Deficit	Total
Beginning Balance, Shares at Aug. 31, 2017	7,612,618
Beginning Balance, Amount at Aug. 31, 2017	$ 7,613	$ 3,552,370	$ 513,116	$ (5,859,798)	$ (1,786,699)
Shares issued for cash (Note 4), Shares	300,000
Shares issued for cash (Note 4), Amount	$ 300	29,700			30,000
Shares issued for services (Note 5), Shares	200,000
Shares issued for services (Note 5), Amount	$ 200	209,800			210,000
Shares issued for prior period (Note 4), Shares	125,000
Shares issued for prior period (Note 4), Amount	$ 125	476,066	(476,191)
Debt forgiven (Note 5)		125,400			125,400
Reversal of shares to be issued		36,925	(36,925)
Net loss for the period				(305,376)	(305,376)
Ending Balance, Shares at Feb. 28, 2018	8,237,618
Ending Balance, Amount at Feb. 28, 2018	$ 8,238	$ 4,430,261		$ (6,165,174)	$ (1,726,675)

ORGANIZATION AND NATURE OF BUSI

ORGANIZATION AND NATURE OF BUSINESS	6 Months Ended
	Feb. 28, 2018
Notes to Financial Statements
Note 1 - ORGANIZATION AND NATURE OF BUSINESS	Indigenous Roots Corp., a Nevada corporation, (the “Company”) was incorporated in the State of Nevada on July 20, 2006. On January 8, 2018, the Company filed an amendment to change its name from American Paramount Gold Corp. The Company was formed to engage in the acquisition, exploration and development of natural resource properties. Basis of presentation The unaudited interim financial statements included herein have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. They do not include all information and notes required by generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there has been no material change in the information disclosed in the notes to the financial statements included in the Annual Report on Form 10-K of the Company for the year ended August 31, 2017. In the opinion of management, all adjustments (including normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the six months ended February 28, 2018, are not necessarily indicative of the results that may be expected for the year ended August 31, 2018. For further information, these unaudited interim financial statements and the related notes should be read in conjunction with the Company’s audited financial statements for the year ended August 31, 2017, included in the Company’s report on Form 10-K. Going concern The accompanying unaudited interim financial statements have been prepared assuming the Company will continue as a going concern. Continuation as a going concern is dependent upon the ability of the Company to obtain the necessary financing to meet obligations and pay its liabilities arising from normal business operations when they come due and ultimately upon its ability to achieve profitable operations. The outcome of these matters cannot be predicted with any certainty at this time and raise substantial doubt that the Company will be able to continue as a going concern. These financial statements do not include any adjustments to the amounts and classification of assets and liabilities that may be necessary should the Company be unable to continue as a going concern. Management intends to obtain additional funding by borrowing funds from its directors and officers, issuing promissory notes and/or a private placement of common stock.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Feb. 28, 2018
Notes to Financial Statements
Note 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Basis of presentation The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”) and are presented in US dollars. Accounting estimates The preparation of these financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis from making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. Fair Value Measurements The book value of cash, accounts payable, due to related parties and convertible loan payable approximate their fair values due to the short term maturity of those instruments. . The fair value hierarchy under GAAP is based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following: Level 1- quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2 -observable inputs other than Level I, quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, and model-derived prices whose inputs are observable or whose significant value drivers are observable; and Level 3 -assets and liabilities whose significant value drivers are unobservable by little or no market activity and that are significant to the fair value of the assets or liabilities. Certain assets and liabilities are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances (for example, when there is evidence of impairment). There were no assets or liabilities measured at fair value on a nonrecurring basis during the period ended February 28, 2018.

CONVERTIBLE LOAN - RELATED PART

CONVERTIBLE LOAN - RELATED PARTY	6 Months Ended
	Feb. 28, 2018
Notes to Financial Statements
Note 3 - CONVERTIBLE LOAN - RELATED PARTY	On April 22, 2010, and as amended December 17, 2010, the Company entered into an agreement with Monaco Capital Inc., a significant shareholder, for a principal amount of up to $5,000,000. The loan is unsecured and bears interest at the rate of 10% per annum calculated on the principal balance. The Company may at any time during the term of the loan prepay any sum up to the full amount of the loan and accrued interest then outstanding at any time for the sum plus an additional 10% of such amount. The loan (including accrued interest) is convertible into securities of the Company at a conversion price calculated as the mean volume weighted average price for the Company’s common stock during the ten (10) trading day period ending on the latest complete trading day prior to the conversion date. At any time after the advancement date, if the Company has not paid the loan and accrued interest in full, the Lender may, by providing written notice to the Company, exercise its rights of conversion in respect of either a portion of the total outstanding amount of the loan as of that date into shares of the Company. The amounts advanced plus accrued interest are due one year following the date advanced. As at February 28, 2018, the Company owed $1,659,165 (August 31, 2017 - $1,610,816) under this loan which includes accrued interest as at February 28, 2018 of $678,752 (August 31, 2017 - $630,403). The loan is in default and due on demand.

STOCKHOLDERS' DEFICIT

STOCKHOLDERS' DEFICIT	6 Months Ended
	Feb. 28, 2018
Notes to Financial Statements
Note 4 - STOCKHOLDERS' DEFICIT	During the six months ended February 28, 2018, the Company issued 300,000 common shares for proceeds of $30,000. During the six months ended February 28, 2018, the Company issued 200,000 common shares with a fair value of $210,000 to an officer and director for services. During the six months ended February 28, 2018 the Company issued 125,000 common shares for proceeds received by the Company in 2012.

RELATED PARTIES TRANSACTIONS

RELATED PARTIES TRANSACTIONS	6 Months Ended
	Feb. 28, 2018
Notes to Financial Statements
Note 5 - RELATED PARTIES TRANSACTIONS	During the six months ended February 28, 2018, the Company issued 200,000 common shares to an officer and director for services at a fair value of $210,000. During the six months ended February 28, 2018 two related parties forgave $125,400 of debt owed by the Company. As at February 28, 2018, the Company owed $52,484 (2017 - $159,772) to the CEO and Director of the Company for cash proceeds provided to the Company.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	6 Months Ended
	Feb. 28, 2018
Notes to Financial Statements
Note 6 - SUBSEQUENT EVENTS	On November 27, 2017, the Company entered into a non-binding letter of intent with Indigenous Roots Corp., a Company in the cannabis industry, where the Company and its stakeholders agreed to enter into negotiations towards an agreement to acquire 100% of the issued and outstanding shares and interest of Indigenous Roots Corp. On January 8, 2018, in anticipation of the entering into of a definitive agreement and intended change of business, a majority of the stockholders approved a change of name to Indigenous Roots Corp. As at the date of the financial statements, there was no definitive agreement entered into by the two parties.

SUMMARY OF SIGNIFICANT ACCOUN13

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Feb. 28, 2018
Summary Of Significant Accounting Policies Policies
Basis of presentation	The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”) and are presented in US dollars.
Accounting estimates	The preparation of these financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis from making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.
Fair Value Measurements	The book value of cash, accounts payable, due to related parties and convertible loan payable approximate their fair values due to the short term maturity of those instruments. . The fair value hierarchy under GAAP is based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following: Level 1- quoted prices (unadjusted) in active markets for identical assets or liabilities; Level 2 -observable inputs other than Level I, quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, and model-derived prices whose inputs are observable or whose significant value drivers are observable; and Level 3 -assets and liabilities whose significant value drivers are unobservable by little or no market activity and that are significant to the fair value of the assets or liabilities. Certain assets and liabilities are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances (for example, when there is evidence of impairment). There were no assets or liabilities measured at fair value on a nonrecurring basis during the period ended February 28, 2018.

ORGANIZATION AND NATURE OF BU14

ORGANIZATION AND NATURE OF BUSINESS (Details Narratvie)	6 Months Ended
	Feb. 28, 2018
Organization And Nature Of Business Details Narratvie
State Country Name	Nevada
Date of Incorporation	Jul. 20, 2006

CONVERTIBLE LOAN - RELATED PA15

CONVERTIBLE LOAN - RELATED PARTY (Details Narrative) - USD ($)	1 Months Ended
	Dec. 17, 2010	Feb. 28, 2018	Aug. 31, 2017
Accrued interest		$ 678,752	$ 630,403
Convertible loans payable - related party		$ 1,659,165	$ 1,610,816
Monaco Capital Inc [Member]
Principal Amount	$ 5,000,000
Interest rate	10.00%
Loan Prepayment description	The Company may at any time during the term of the loan prepay any sum up to the full amount of the loan and accrued interest then outstanding at any time for the sum plus an additional 10% of such amount.

STOCKHOLDERS' DEFICIT (Details

STOCKHOLDERS' DEFICIT (Details Narrative) - USD ($)	6 Months Ended
	Feb. 28, 2018	Feb. 28, 2017
Shares issued for cash, Amount	$ 30,000
Shares issued for services, Amount	$ 210,000
Common Stock
Shares issued for cash, Shares	300,000
Shares issued for cash, Amount	$ 300
Shares issued for services, Shares	200,000
Shares issued for services, Amount	$ 200
Shares issued for prior period, Shares	125,000
Officer and director[Member]
Shares issued for services, Shares	200,000
Shares issued for services, Amount	$ 210,000

RELATED PARTIES TRANSACTIONS (D

RELATED PARTIES TRANSACTIONS (Details Narrative) - USD ($)	6 Months Ended
	Feb. 28, 2018	Feb. 28, 2017	Aug. 31, 2017
Cash proceeds due to related parties	$ 52,484		$ 159,772
Shares issued for services, Amount	210,000
Debt forgiven	$ 125,400
Officer and director[Member]
Shares issued for services, Shares	200,000
Shares issued for services, Amount	$ 210,000
CEO [Member]
Cash proceeds due to related parties	52,484		$ 159,772
Two related parties [Member]
Debt forgiven	$ 125,400

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative)	Nov. 27, 2017
Subsequent Event [Member] | Letter of intent [Member]
Business acquisition, acquire equity issued and outstanding shares	100.00%