STWC (STWC) 10-K 6 Jul 16 2016 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Jan. 31, 2016	Jul. 31, 2015
Document and Entity Information:
Entity Registrant Name	Strainwise, Inc.
Document Type	10-K
Document Period End Date	Jan. 31, 2016
Trading Symbol	stwc
Amendment Flag	false
Entity Central Index Key	1,400,683
Current Fiscal Year End Date	--01-31
Entity Common Stock, Shares Outstanding		27,147,217
Entity Public Float		$ 0
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	FY

CONDENSED BALANCE SHEETS

CONDENSED BALANCE SHEETS - USD ($)		Jan. 31, 2016		Jan. 31, 2015
Current assets:
Cash		$ 151,311		$ 674,495
Due from Regulated Entities (Affiliates)		0	[1]	0	[2]
Prepaid expenses and other assets (current)				9,512
Total current assets		151,311		684,007
Tenant improvements and office equipment		639,553	[3]	1,647,710	[4]
Commercial operating property		637,333	[5]	654,359	[6]
Prepaid expenses and other assets		150,000		346,187
Equity method investment in unconsolidated subsidiary		11,659
Trademark		9,485	[7]	10,217	[8]
Total assets		1,599,341
Current liabilities:
Accounts payable and accrued expenses		340,605		156,414
Accrued interest payable		138,458
Convertible notes payable (current)	[9]	2,073,883		0
Settlement and equipment advance payable		150,100
Current portion of tenant allowance note and mortgage payable		211,273		338,489
Total current liabilities		2,914,319		494,903
Note payable for tenant allowances				1,099,690
Mortgage payable		145,737		356,830
Convertible notes payable				550,000
Deferred rent and discount on mortgage payable		965,319		416,573
Total liabilities		4,025,375		2,917,996
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' EQUITY (DEFICIT)
Additional Paid in Capital		3,152,658		2,509,325
Retained (deficit)		(5,578,692)		(2,084,841)
Total stockholder's equity (deficit)		(2,426,034)		424,484
Total liabilities and stockholders' equity (deficit)		$ 1,599,341		$ 3,342,480
[1]	Net of collection allowance reserve of $3,222,535.
[2]	Net of collection allowance reserve of $2,375,533.
[3]	Net of accumulated amortization and depreciation of $77,308.
[4]	Net of accumulated amortization and depreciation of $96,574.
[5]	Net of accumulated amortization of $22,667 .
[6]	Net of accumulated amortization of $5,641.
[7]	Net of accumulated amortization of $1,525.
[8]	Net of accumulated amortization of $793.
[9]	Net of discount of $336,117.

Statement of Financial Position

Statement of Financial Position - Parenthetical - $ / shares	Jan. 31, 2016	Jan. 31, 2015
Statement of Financial Position
Common Stock, Par Value	$ 0	$ 0
Common Stock, Shares Authorized	100,000,000	100,000,000
Common Stock, Shares Issued	27,140,550	27,140,550
Common Stock, Shares Outstanding	27,140,550	27,140,550

CONDENSED STATEMENTS OF OPERATI

CONDENSED STATEMENTS OF OPERATIONS - USD ($)	12 Months Ended
	Jan. 31, 2016	Jan. 31, 2015
Revenue
Rental income from the Regulated Entities (Affiliates)	$ 4,260,917	$ 3,396,409
Consulting services	37,000	35,500
Total revenues	4,297,917	3,431,909
Operating costs and expenses
Reserve for amounts due from Regulated Entities (Affiliates)	928,002	2,375,533
Rents and other occupancy	3,944,757	2,643,070
Compensation	594,796	539,496
Professional, legal and consulting	381,844	62,706
Stock-based compensation	(6,667)	198,333
Depreciation and amortization	227,560	173,972
General and administrative	74,507	13,033
Total operating costs and expenses	6,144,799	6,006,143
Loss from continuing operations	(1,846,882)	(2,574,234)
Other costs and expenses
Interest expense	(1,088,338)	(232,544)
Loss on cancellation of lease and related tenant improvement loan	(62,503)
Loss on settlement and cancellation of leases	(100,100)
Loss on equity investment in unconsolidated subsidiary	(13,341)
Loss on early extinguishment of debt		(93,000)
Financing costs		(18,376)
Loss from continuing operations, before provision for taxes on income	(3,111,164)	(2,918,154)
Loss from continuing operations, net of tax	(3,111,164)	(2,918,154)
Loss from discontinued operations, net of tax	(382,687)	903,530
Net Loss	$ (3,493,851)	$ (2,014,624)
Basic earnings and fully diluted loss per common share - Continuing operations	$ (0.11)	$ (0.12)
Basic earnings and fully diluted loss per common share - Discontinued operations	$ (0.01)	$ 0.04
Basic and fully diluted weighted average number of shares outstanding	27,140,550	3,615,913

CONDENSED STATEMENT OF CASH FLO

CONDENSED STATEMENT OF CASH FLOWS - USD ($)		12 Months Ended
		Jan. 31, 2016	Jan. 31, 2015
Cash flows from operating activities:
Net Loss		$ (3,493,851)	$ (2,014,624)
Adjustments to reconcile net loss to net cash used in operating activities:
Increase in amounts due from Regulated Entities (Affiliates)		(1,329,703)	(2,325,330)
Increase in collection reserve for amounts due from Regulated Entities (Affiliates)		847,002	2,375,533
Decrease (Increase) in prepaid expenses and other assets		112,388	(334,750)
Depreciation and Amortization		226,828	173,242
Increase in accounts payable		184,190	156,416
Increase in accrued interest payable		138,458
Increase in settlement and equipment advice payable		100,100
Stock-based compensation		(6,667)	198,333
Increase in deferred rent and discount on notes payable		1,044,224	413,300
Loss on cancellation of lease and tenant improvement note		62,503
Loss on equity investment in unconsolidated subsidiary		13,341
Decrease in trademark		732	732
Net cash flow used in operating activities		(2,100,455)	(1,457,555)
Cash flows from investing activities:
Investment in tenant improvements and office equipment			(1,875,759)
Investment in unconsolidated subsidiary		(25,000)
Investment in commercial operating building			(660,000)
Purchase of cultivation equipment		(45,000)
Share exchange in reverse merger transaction			(255,000)
Net cash flow used in investing activities		(70,000)	(2,790,759)
Cash flows from financing activities:
Proceeds from series of convertible notes payable		1,860,000	550,000
Cash consideration received upon cancellation of lease and tenant improvement loan		59,559
Payment on tenant allowances note and mortgage		(272,288)	(106,010)
Proceeds from common stock subscriptions			2,224,700
Proceeds from conversion to common stock of a portion of a convertible note			293,000
Proceeds from note payable for tenant allowances			1,301,019
Proceeds from mortgage			660,000
Proceeds from convertible note	[1]	0	850,000
Payments on convertible note			(850,000)
Net cash flows from financing activities		1,647,271	4,922,709
Net cash flows		(523,184)	674,395
Cash and equivalent, beginning of period		674,495	100
Cash and equivalent, end of period		151,311	674,495
Supplemental cash flow disclosures:
Cash paid for interest		$ 635,997	$ 232,544
[1]	Inclusive of discount of $45,000.

STATEMENT OF CHANGES IN STOCKHO

STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICT) For the Period from June 8, 2012 (date of inception) to January 31, 2015 - USD ($)	Total	Common Stock	Additional Capital In Excess of Par Value	Deficit Accumulated in Development Stage
Balance, Value at Jan. 31, 2014	$ (21,925)		$ 48,292	$ (70,217)
Balance, Shares at Jan. 31, 2014		20,430,000
Shares issued in private sale of common stock, Value	2,224,700		2,224,700
Shares issued in private sale of common stock, Shares		2,224,700
Shares issued upon conversion of a portion of a convertible note, Value	$ 293,000		293,000
Shares issued upon conversion of a portion of a convertible note, Shares	293,000	293,000
Shares issued in a share exchange in a reverse merger, Value	$ (255,000)		(255,000)
Shares issued in a share exchange in a reverse merger, Shares		4,001,184
Stock-Based compensation, Value	$ 198,333		198,333
Stock-Based compensation, Shares	198,333	198,333
Profit (loss)	$ (2,014,624)			(2,014,624)
Balance, Value at Jan. 31, 2015	$ 424,484		2,509,325	(2,084,841)
Balance, Shares at Jan. 31, 2015	27,140,550	27,147,217
Stock-Based compensation, Value	$ (6,667)		(6,667)
Stock-Based compensation, Shares		(6,667)
Beneficial conversion feature of the convertible notes	650,000		650,000
Profit (loss)	(3,493,851)			(3,493,851)
Balance, Value at Jan. 31, 2016	$ (2,426,034)		$ 3,152,658	$ (5,578,692)
Balance, Shares at Jan. 31, 2016	27,140,550	27,140,550

Note 1 - Organization and Summa

Note 1 - Organization and Summary of Significant Accounting Policies	12 Months Ended
	Jan. 31, 2016
Notes
Note 1 - Organization and Summary of Significant Accounting Policies:	Note 1 – Organization and summary of significant accounting policies: Following is a summary of our organization and significant accounting policies: Organization and nature of business – The Company was established to provide sophisticated Fulfillment Services to medical and retail stores, and cultivation facilities in the regulated cannabis industry throughout the United States. Such Fulfillment Services would only be provided to stores and facilities located in geographical areas where the governing state and local ordinances allow for the unfettered provisions of such services. The Fulfillment Services that we currently are able to provide are summarized, as follows: Opportunity Assessment: For a standard fee, we will complete an Opportunity Assessment for a client, which would include financial modeling, completed with our proprietary assessment software. Application Filing Assistance: Based upon our knowledge of the various rules and regulations of respective state and local jurisdictions, we will provide turn-key application preparation and submission services for a client, and/or provide consulting assistance to a client who is self-preparing their application. Branding, Marketing and Administrative Consulting Services: Customers may contract with us to use the Strainwise name, logo and affinity images in their retail store locations. A monthly fee will permit a branding customer to use the Strainwise brand at a specific location. In addition, we will assist operators in marketing and managing their businesses, setting up new retail locations and general business planning and execution at an hourly rate. This includes services to establish an efficient, predictable production process, as well as, nutrient recipes for consistent and appealing marijuana strains. Accounting and Financial Services: For a monthly fee, we will provide a customers with a fully implemented general ledger system, with an industry centric chart of accounts, which enables management to readily monitor and manage all facets of a marijuana medical dispensary and cultivation facility. We will provide bookkeeping, accounts payable processing, cash management, general ledger processing, financial statement preparation, state and municipal sales tax filings, and state and federal income tax compilation and filings. Compliance Services: The rules, regulations and state laws governing the production, distribution and retail sale of marijuana can be complex, and compliance may prove cumbersome. Thus, customers may contract with us to implement a compliance process, based upon the number and type of licenses and permits for their specific business. We will provide this service on both an hourly rate and stipulated monthly fee. Lending: We will provide loans to individuals and businesses in the cannabis industry. Lease of Cultivation Facilities and Equipment: We lease cultivation equipment and facilities on a turn-key basis to customers in the cannabis industry. We will also enter into a sale-lease-back agreement with customers for grow lights, tenant improvements and other cultivation equipment. We do NOT Basis of presentation - Share exchange - As part of the Share Exchange, Strainwise Colorado paid $134,700 of our liabilities and purchased 1,038,000 shares of our common stock for $120,300 from two of our shareholders. The 1,038,000 shares were returned to treasury and cancelled. We also agreed to sell our rights to a motion picture, together with all related domestic and international distribution agreements, and all pre-production and other rights to the film, to a former officer and director in consideration for the assumption by one of our shareholders of all of our liabilities (net of the $134,700 paid by Strainwise Colorado) which were outstanding immediately prior to the closing of the transaction. On September 12, 2014 we acquired the remaining outstanding shares of Strainwise Colorado in exchange for the issuance of 2,517,000 shares of our common stock. The resulting business combination has been accounted for as a reverse acquisition and recapitalization, using accounting principles applicable to reverse acquisitions whereby the financial statements are presented as a continuation of the Company. Under reverse acquisition accounting, Strainwise Colorado is treated as the accounting parent (acquirer) and we (parent) are treated as the accounting Subsidiary (acquiree). Use of estimates - Cash and cash equivalents - Prepaid expenses and other assets - The amount of prepaid expenses and other assets as of January 31, 2016 and 2015 is $150,000 and $355,699, respectively. Current prepaid expenses and other assets are comprised of the following: January 31, 2016 2015 Current Prepaid insurance $ - $ 9,512 Noncurrent Prepaid rent - 83,308 Security deposits 150,000 262,879 150,000 346,187 $ 150,000 $ 355,699 Fair value of financial instruments and derivative financial instruments The FASB Codification clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. It also requires disclosure about how fair value is determined for assets and liabilities and establishes a hierarchy for which these assets and liabilities must be grouped, based on significant levels of inputs as follows: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Quoted prices in active markets for similar assets and liabilities and inputs that are observable for the asset or liability. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The determination of where assets and liabilities fall within this hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Commercial Operating Property – Tenant improvements and office equipment - Tenant improvements and office equipment, net of accumulated amortization and depreciation are comprised of the following: January 31, 2016 2015 Tenant improvements: Grow lights for cultivation purposes $452,700 $ - Upgrades of HVAC systems - 659,586 Upgrades of electrical generators and power equipment - 468,589 Structural improvements 48,511 468,400 Fire suppression, alarms and surveillance systems - 59,258 Office equipment: Computer equipment 41,200 41,200 Office furniture and fixtures 24,450 22,251 Cultivation equipment 150,000 25,000 716,861 1,744,284 Accumulated amortization and depreciation (77,308) (96,574) $ 639,553 $1,647,710 Tenant improvements are amortized over the term of the lease, and office equipment is depreciated over its useful lives, which has been deemed by management to be three years. Amortization and depreciation expense related to tenant improvements and office equipment for the twelve months ended January 31, 2016 and 2015 was $227,560 and $173,972, respectively. Income taxes - Investment in Unconsolidated Entity The Company acquired a 50% interest in SentinelStrainwise, LLC ("SSL") in June 2015 for $25,000. We account for our investment SSL using the equity method based on the ownership interest. Accordingly, the investment was recorded at cost, and adjustments to the carrying amount of the investment to recognize our share of the earnings or losses of SSL are made in each reporting period. In accordance with Accounting Standard Codification 810-10, Consolidation-Overall Long-Lived Assets - Trademarks Gross Carrying Amount Accumulated Amortization Net Trademarks $ 11,010 $ 1,525 $ 9,485 Deferred Rent Revenue recognition – Thus, up until June 30, 2015, revenues from the Regulated Entities had been recognized based upon (i) a monthly fee of approximately $4,500 a month for branding, marketing and administrative services for each individual dispensary and retail store, plus $4,500 to $20,000 for such services provided to their cultivation facilities, (ii) a monthly fee of $3,000 for accounting and financial services, (iii) a monthly fee of $2,500 for compliance services, and (iv) the cost of nutrient supplies provided to the cultivation facilities at a premium to our bulk purchasing amounts. Since there was no additional milestone that needed to be met, other than actually buying and delivering the nutrients to the Regulated Entities, in accordance with ASC 605, the revenue was recognized in the month in which the nutrients were actually delivered to the Regulated Entities. Additionally, we Comprehensive Income (Loss) - Net income per share of common stock Earnings per Share

Note 2 - Going Concern

Note 2 - Going Concern	12 Months Ended
	Jan. 31, 2016
Notes
Note 2 - Going Concern:	Note 2 – Going concern: The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. Since inception, we have not achieved profitable operations, and have cumulative losses through January 31, 2016 of $5,578,692, net of a $3,222,535 collection reserve for amounts due from the Regulated Entities. Our losses to date raise substantial doubt about our ability to continue as a going concern. Our ability to continue as a going concern is dependent upon our achieving a sustainable level of profitability. The Company intends to continue financing its future development activities and its working capital needs largely from the private sale of our securities, with additional funding from other traditional financing sources, including convertible term notes, until such time that funds provided by operations are sufficient to fund working capital requirements. However, the financial statements of the Company do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

Note 3 - Related Party Transact

Note 3 - Related Party Transactions and Collection Reserve For Amounts Due From Regulated Entities	12 Months Ended
	Jan. 31, 2016
Notes
Note 3 - Related Party Transactions and Collection Reserve For Amounts Due From Regulated Entities:	Note 3 – Related Party Transactions and Collection Reserve for Amounts Due From Regulated Entities: Substantially all of our revenues to date have been derived from long term contracts with the Regulated Entities that are majority owned by our former Chief Executive Officer, who is also the husband of our majority owner and President. Note that all terms and contracts between the Company and the Regulated Entities are determined by related parties and these terms can change at any time. Related party revenue was $5,024,986 and $5,801,481, including $720,071 and $2,414,072 of revenues from discontinued operations, respectively, for the twelve months ended January 31, 2016 and 2015. Although the Regulated Entities have been able to pay us approximately $7,612,934 of the $10,835,469 billed to them from inception through January 31, 2016, there is no assurance that they will be able to generate enough positive cash flow to repay the full amount they presently owe to us. Thus, a reserve in the amount of $3,222,535 and $2,375,533 as of January 31, 2016 and 2015, respectively, has been recorded to recognize the uncertainty of collecting the full amount owed to us from the Regulated Entities. On June 30, 2015, Shawn Phillips made the decision, with concurrence of the management of the Company, to cancel all of the above referenced Master Service Agreements. Such cancellation was deem advisable by Mr. Phillips and management of the Company in light of the uncertainty of the right of the Company to supply such Fulfillment Services in the state of Colorado. Concurrent with the cancellation of the Master Service Agreements, the Company laid off substantially all of its employees. We made an investment in cultivation facilities that we sublease to the Regulated Entities. Through September 30, 2015, the Company leased to the Regulated Entities approximately 123,000 square feet of cultivation facilities. It was estimated that the cultivation facilities had the capacity to provide enough product to supply approximately 15 to 20 marijuana dispensaries. However, as a result of the Grounds for Denial described above, one of the cultivation facilities, the Nome facility, with approximately 38,000 square feet, fully built-out, was not granted a license to operate, and thus, was never occupied. Plus, because of the Grounds for Denial, the Regulated Entities have not been able to obtain licenses to operate any new dispensaries, in addition to the nine that the Regulated Entities presently operate. As a result, the cultivation facilities are operating at a loss, and are unable to pay the Company the amounts owed pursuant to their subleases with the Company. Although the marijuana dispensaries owned by the Regulated Entities are operating at a profit, the dispensaries are not able to currently pay all of the amounts billed to them by the Company, since the profits from the dispensaries are being used to fund the operating losses of the cultivation facilities. Therefore, in order to reduce costs, the Nome facility was closed on May 12, 2015, and the employees that had been hired by the Regulated Entities to operate the facility were terminated. On September 30, 2015, with the consent of the owner of the Nome property, the Company's lease for this property was terminated, and the associated tenant improvement loan was cancelled. We wrote off assets comprised of tenant improvements, security deposits and prepaid lease amounts in the aggregate of $1,792,910 and wrote off related balances comprised of a tenant improvement loan, deferred lease payments and accumulated amortization of leasehold improvements in the aggregate amount of $1,576,374. We received cash back from the lessor in the amount of $59,558, as the net return of certain deposits, after $94,475 was retained by the lessor as payment of the lease for the month in which the lease was cancelled. We recognized a loss on the cancellation of this lease in the amount of $62,503.

Note 4 - Operating Leases

Note 4 - Operating Leases	12 Months Ended
	Jan. 31, 2016
Notes
Note 4 - Operating Leases:	Note 4 – Operating Leases: The Company entered into a lease agreement with an affiliate for our corporate office needs. The lease is for a 31 month period, commenced in January 2014 for 6,176 square feet at an annual rate of $64,848 for the first twelve months, $67,936 for the subsequent 12 months, and $41,431 for the subsequent 7 months paid monthly, through October 31, 2016. This lease to the Company is on the same terms and conditions as is the direct lease between the affiliate and the independent lessor. Consequently, we believe that the lease terms to the Company are comparable to lease terms we would receive directly from third party lessors in our market, because the related party terms mirror the terms of the direct lease between the independent, third party lessor and the affiliated entity. We entered into a lease agreement on April 1, 2014 to lease from an independent third party a cultivation facility of approximately 65,000 square feet ("51 st st st st st st st We entered into a lease agreement on April 22, 2014 to lease from an independent third party a cultivation facility of approximately 38,000 square feet ("Nome Lease") for a term of seven years. We entered into a modification of the Nome lease on December 1, 2014, wherein the lease was modified to extend the lease term through April 30, 2025; and, the lease payments were modified to be $88,616 per month for the five months ending April 30 2015, and then are scheduled to be $90,207, $91,799, $93,390, $94,981, $73,578, $75,169, $76,761, 78,352, and then $79,943 per month for the final 12 months of the lease. As more fully described in Note 8 herein, the modification of the lease included the cancellation of the $750,000 note payable to the lessor for the financing of tenant improvements, and the extension of an additional $800,000 to be used by us for future tenant improvements. The amount of tenant improvement financing provided by the lessor is to be amortized over the extended term of the modified lease as a component of the monthly lease payments. Under the terms of the Nome Lease, we are obligated to reimburse the lessor for operating expenses applicable to the leased property, and we are obligated to pay a security deposit of $133,679 one half of which was due and paid upon the execution of the Nome Lease, the final half was due and payable 30 days after the commencement date. We are responsible to provide all of the tenant improvements that will enable the continuous cultivation of marijuana plants at this cultivation facility. We accounted for this lease as an operating lease rather than as a capital lease, because the lease does not transfer ownership to us at the end of the lease, there is no bargain purchase price for the cultivation facility as a component of the lease, the terms of the lease are less than 75% of the economic life of the cultivation facility, and the current present value of the minimum lease payments is less than 90% of the fair market value of the asset. The Regulated Entities were not been able to obtain sufficient licenses from the state of Colorado to allow for sufficient production levels for the facility to be economically viable. As a result, the Nome facility was closed on May 12, 2015 and the employees that had been hired by the Regulated Entities to operate the facility were terminated. On September 30, 2015, with the consent of the owner of the Nome property, the Company's lease for this property was terminated and the associated tenant improvement loan was cancelled. We wrote off assets comprised of tenant improvements, security deposits and prepaid lease amounts in the aggregate of $1,792,910 and wrote off related balances comprised of a tenant improvement loan, deferred lease payments and accumulated amortization of leasehold improvements in the aggregate amount of $1,576,374. We received cash back from the lessor in the amount of $59,598, as the net return of certain deposits, after $94,475 was retained by the lessor as payment of the lease for the month in which the lease was cancelled. We recognized a loss on the cancellation of this lease in the amount of $62,503. We entered into a lease agreement on September 11, 2014 to lease a cultivation facility of approximately 20,000 square feet ("Bryant St. Lease") for a term of ten years. During the first 12 months of the lease, lease payments are scheduled to be $23,984 for the first four months and 24,531 for the next eight months, and then are scheduled to be $24,647, $25,140, $31,221, $31,845, $32,483, $33,132, $33,794, $34,470, and $35,160 for the second through the tenth year of the lease, respectively. We are not required to provide any security deposits or first and last month's rental amounts. We have an option to purchase the building for $2,400,000 at any time during the first 36 months of the lease, provided that we deliver a purchase option notice to the Lessor prior to the end of the 33 rd Future minimum payments for these leases are: For the twelve Months Ending January 31, 2017 2018 2019 2020 2021 Thereafter $ 3,012,978, $ 3,105,001 $ 3,302,910 $ 3,376,633 $ 672,566 $ 1,608,878

Note 5 - Issuance of Shares

Note 5 - Issuance of Shares	12 Months Ended
	Jan. 31, 2016
Notes
Note 5 - Issuance of Shares:	Note 5 – Issuance of Shares: Through a private offering of our common stock at $1 per share, we collected $2,224,700 from subscribers, as of January 31, 2015, for 2,224,700 shares of our common stock. Coupled with the 293,000 common shares issued in connection with the conversion of the convertible note described in Note 7 herein, the issuance of 198,333 shares of common stock as stock based compensation to employees described in Note 8 herein, and the Share Exchange described in Note 1 herein, the total number of shares of common stock issued and outstanding at January 31, 2016 and 2015 was 27,141,217 shares, respectively.

Note 6 - Income Taxes

Note 6 - Income Taxes	12 Months Ended
	Jan. 31, 2016
Notes
Note 6 - Income Taxes:	Note 6 – Income Taxes: The Company uses the liability method of accounting for income taxes under which deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the accounting bases and the tax bases of the Company's assets and liabilities. The deferred tax assets and liabilities are computed using enacted tax rates in effect for the year in which the temporary differences are expected to reverse. The Company adopted the provisions of ASC 740, "Income Taxes" on 1, 2007. FASB ASC 740 provides detailed guidance for the financial statement recognition, measurement and disclosure of uncertain tax positions recognized in the financial statements. Tax positions must meet a "more-likely-than-not" recognition threshold at the effective date to be recognized upon the adoption of FASB ASC 740 and in subsequent periods. The components of the income tax provision are as follows: Year Ended January 31 2016 2015 Income tax expense (benefit): Current: Federal $ (1,316,263 ) $ (794,474 State (161,765 ) (96,812 ) Deferred income tax expense (benefit): 1,478,028 (891,286 ) Valuation allowance (1,478,028 ) 891,286 Provision $ - $ - We have a net operating loss carryforward for financial statement reporting purposes of $3,493,851 and $2,014,624 from the years ended January 31, 2016 and 2015, respectively.

Note 7 - Settlement and Equipme

Note 7 - Settlement and Equipment Advance Payable	12 Months Ended
	Jan. 31, 2016
Notes
Note 7 - Settlement and Equipment Advance Payable	Note 7 – Settlement and Equipment Advance Payable The Company leases its largest cultivation facility and had entered into a lease for an additional facility from the same, third party property owner. On June 10, 2014, the Company leased a cultivation facility containing approximately 113,000 square feet ("32nd Ave Lease") for a term of five years and nine months, commencing on July 1, 2014. In April, 2015 the Company terminated the lease due to the failure of the lessor to comply with the terms of the lease. The owner of the facility filed a claim against the Company, and, under the terms of a settlement of the claim, the Company agreed to pay the owner of the facility $100,100 in five (5) equal installments, beginning May 15, 2016. The amount of the settlement was recognized as a loss on the cancellation of the lease in the year ended January 31, 2016. Additionally, this same third party property owner through one of their related entities leases the 51 st st

Note 8 - Notes Payable

Note 8 - Notes Payable	12 Months Ended
	Jan. 31, 2016
Notes
Note 8 - Notes Payable:	Note 8 – Notes Payable: Notes payable consisted of the following: January 31 2016 January 31, 2015 Current Long Term Total Current Long Term Total Convertible notes $ 2,410,000 $ - $ 2,410,000 $ - $ 550,000 $ 550,000 Mortgage 211,273 145,737 357,010 170,955 356,830 527,785 Equipment Note 50,000 - 50,000 - - - Tenant Improvement - - - 167,534 1,099,690 1,267,244 $ 2,671,273 $ 145,737 $ 2,817,010 $ 338,489 $ 2,006,520 $ 2,345,029 On March 20, 2014, the Company issued a convertible note in the amount of $850,000 (the "Note") to an individual. This Note was subsequently amended, and the unpaid principal balance was converted into common stock, as more fully described below. The Note had an interest rate of 25%, payable monthly, and was scheduled to mature on September 21, 2014. The outstanding principal balance of the Note, plus any accrued but unpaid interest on the Note, was convertible at any time on or before the maturity date at $1 per common share. The Note was personally guaranteed by our majority shareholder and by an officer and director of the Company. On July 16, 2014, the terms of the Note were amended ("Amendment") wherein the holder of the Note elected to convert $200,000 of the principal of the Note into 293,000 of our common shares of stock at a price of $.6825 per share. As a component of the Amendment, we in turn elected to prepay the remaining principal balance of the Note, after the scheduled payment of the principal and accrued interest due the holder on 24, 2014, and to pay a prepayment penalty of $11,250. The difference of $93,000 in the premium of the per-share price of $0.6825 per share per the Amendment and the $1 per share per the Note, plus the amount of the prepayment penalty was charged to the loss on the early extinguishment of debt and interest expense, respectively. On January 31, 2015, the Company entered into three convertible notes totaling up to $2,500,000, of which $2,410,000 had been received by the Company at January 31, 2016. The convertible notes are being funded by the noteholders in varying amounts from approximately $50,000 to $550,000 per month. The convertible notes are unsecured, have an interest rate of 25%, with the interest payable monthly. The principal amount of the convertible notes are due on January 1, 2017. At any time prior to the due date of the convertible notes, the unpaid principal amount of the convertible note, plus any accrued but unpaid interest, may be converted into common stock of the Company at a per-share price of $1 per share. The convertible loans are personally guaranteed by Shawn Phillips, a former officer of the Company and affiliate, and Erin Phillips, the majority shareholder of the Company. For the fundings received through April 1, 2015, the conversion feature associated with the convertible notes provided for a rate of conversion that is below market value. This conversion feature is accounted for as a beneficial conversion feature. A beneficial conversion feature was recorded and classified as a debt discount on the balance sheet at the time of issuance of each convertible note with a corresponding credit to additional paid-in capital. The discounts are amortized over the term of the convertible notes using the straight line method, which approximates the effective interest method due to the short term nature of the convertible notes. The amortized value for each period is recorded as an offset against the debt discount on the balance sheet, classified as interest expense in the statement of operations and as accretion of debt discount within the statement of cash flows. During the year ended January 31, 2016, the Company recorded a beneficial conversion feature of $650,000 in connection with the issuance of the above convertible notes. During the year ended January 31, 2016, $313,883 of the discounts were amortized to interest expense. As of January 31, 2016, $336,117 discounts remained which will be expensed in fiscal 2017. As of January 31, 2016, the Company was in default under the terms of the convertible notes in that it had not paid the full amount of the monthly accrued interest as it became due. As a result, all principal, plus accrued and unpaid interest owing under the terms of the convertible notes, are classified as current liabilities as of January 31, 2016. Effective June 30, 2016, the Company entered into a debt modification agreement with the lenders. Pursuant to the agreement, the Company will pay the lenders $84,482 each month for ten months, with the first payment due on August 15, 2016. The $84,482 consists of past due interest of $32,482 plus current monthly interest of $52,000. Beginning June 15, 2017 only current monthly interest of $52,000 will be due the lenders. In addition to the above: the maturity date of the loans was extended to February 2018; any proceeds from any sale of the marijuana dispensaries and/or cultivation facilities owned by Shawn Phillips will be paid to the Company until the amount paid to the Company equals all principal and interest due the lenders; and the proceeds from any sale of the marijuana dispensaries and/or cultivation facilities received by the Company will be paid to the lenders until all principal and interest due the lenders has been paid. On July 26, 2014 the company entered into a mortgage payable for the purpose of purchasing a commercial operating property that contains a cultivation facility and retail store, which we lease to one of the Regulated Entities. The amount of the mortgage is $595,000, has a three year term, and has no stated rate of interest. In accordance with ASC 835-30, we imputed an interest rate for the mortgage payable of 21.36%. The mortgage is payable in varying amounts from $11,000 to $36,000 per month, which includes interest at a stated amount of $6,000 per month, with a balloon payment of $126,000 due in the thirty-sixth month of the term. We account for the mortgage on a straight line basis with an imputed monthly payment of principal and interests in the amount of $22,301 per month. The difference between the imputed monthly payment amount and actual payment amounts is recorded as an increase or decrease to deferred interest expense, at the time a monthly payment is made. The amount of principal and interest payments on the notes for the five year period ending January 31, 2021 are, as follows: January 31, 2017 2018 2019 2020 2021 Convertible notes - interest only $ 602,500 $ - $ - $ - $ - Convertible notes - principal 2,410,000 - - - - Mortgage – principal plus interest 232,000 242,000 - - - Settlement and Equipment advance 150,100 - $ 3,394,600 $ 242,000 $ - $ - $ -

Note 9 - Stock-Based Compensati

Note 9 - Stock-Based Compensation	12 Months Ended
	Jan. 31, 2016
Notes
Note 9 - Stock-Based Compensation:	Note 9 – Stock-Based Compensation: The Company issued 198,333 shares of common stock as compensation to employees during the year ended January 31, 2015, and recognized $198,333 of expense. The shares were fully vested upon issuance and were valued at $1.00 per share, the value on the grant date of January 31, 2015. Approximately $6,667 previously recognized as stock-based compensation was not distributed in the form of compensation, and thus, a reduction of additional paid in capital in the like amount of $6,667 recognized during the year ended January 31, 2016.

Note 10 - New Accounting Pronou

Note 10 - New Accounting Pronouncements	12 Months Ended
	Jan. 31, 2016
Notes
Note 10 - New Accounting Pronouncements:	Note 10 – New accounting Pronouncements: The Financial Accounting Standards Board ("FASB") periodically issues new accounting standards in a continuing effort to improve standards of financial accounting and reporting. The Company has reviewed the recently issued pronouncements and concluded that there are no new accounting standards are applicable to the Company. The Company elected to adopt ASU 2014-10, Development Stage Entities: Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation. The adoption of this ASU allows the Company to remove the inception to date information and all references to development stage. We do not expect the adoption of recently issued accounting pronouncements to have a significant impact on our results of operations, financial position or cash flow.

Note 11 - Investment in Unconso

Note 11 - Investment in Unconsolidated Subsidiary	12 Months Ended
	Jan. 31, 2016
Notes
Note 11 - Investment in Unconsolidated Subsidiary:	Note 11 – Investment in Unconsolidated Subsidiary: Effective June 12, 2015, we purchased a 50% interest in SentinelStainwise, LLC ("SSL"), which was recorded at our cost of $25,000 using the equity method of accounting. SSL is 50% owned by Sentinel, Inc. and the Company. It was formed for the purpose of providing consulting services to Native American entities that are considering participating in the marijuana industry. In accordance with Accounting Standard Codification 810-10, Consolidation – Overall Fair value of 50% interest $ 25,000 Recognition of operating loss of the current period (13,341 ) Fair value at January 31, 2016 $ 11,659 SSL recently began operations during the year ended 2016, and since there is little or no market data for SSL, our investment has been deemed a level 3 investment for valuation purposes. Thus, we used unobservable inputs to determine the fair market value of our investment in SS at January 31, 2016, and it is our belief that the fair market value of our investment in SSL is $11,659, which is the amount of our original investment, less operating losses incurred through January 31, 2016.

Note 12 - Contingencies

Note 12 - Contingencies	12 Months Ended
	Jan. 31, 2016
Notes
Note 12 - Contingencies:	Note 12 – Contingencies: In anticipation of fully implementing the Company's business plan, management of the Company met with representatives of the Colorado Marijuana Enforcement Division (the "MED") in August 2014 and presented the structure of the Company and its business plan for providing services to the Regulated Entities. Subsequent to the meeting, over 60 license applications for the cultivation and sale of marijuana were approved and licenses were granted to Shawn Phillips, while he was also serving as the Company's Chief Executive Officer, and while his wife, Erin Phillips, maintained her position an officer and the principal shareholder of the Company. Up until June 30, 2015, the Company provided Fulfillment Services to the Regulated Entities. Effective June 30, 2015, the owner of and license holder for all of the Regulated Entities made the decision, with the concurrence of the management of the Company, to cancel all of the above referenced Master Service Agreements. The termination of the Agreements was considered advisable since, in June 2015, the Colorado State Licensing Authority issued a Grounds for Denial to one of the Regulated Entities owned by Mr. Phillips. The Grounds for Denial was based upon the belief of the Colorado Marijuana Enforcement Division (the "MED") that the Company and persons other than Mr. Phillips have a direct or indirect ownership or financial interest in the cultivation facility and dispensary owned by Mr. Phillips and should have been included on the application. As a result of the denial of Mr. Phillips' application, all applications for the renewal of existing licenses owned by the Regulated Entities, have been placed in an "Administrative Continuation" status, pending the resolution of the license application. Administrative Continuation status enables a licensee to continue to operate, but the licensee operates without an actual current license. Mr. Phillips is working with the MED in order to resolve this situation. However, if a resolution of the denial of his application is not reached, Mr. Phillips has advised the Company that it is his intention to appeal the denial of his application. If Mr. Phillips is not able to reach a mutually acceptable resolution with respect to his application, or if he is not successful in appealing the denial, the allegations of the MED could possibly affect all of the licenses under which the Regulated Entities operate and possibly result in the cancellation of all of the licenses held by the Regulated Entities. Although the ultimate outcome of this matter cannot be determined at this time, a failure to reach an acceptable resolution might negatively impact the ability of the Company to continue operating as a going concern.

Note 13 - Discontinued Operatio

Note 13 - Discontinued Operations	12 Months Ended
	Jan. 31, 2016
Notes
Note 13 - Discontinued Operations	Note 13 – Discontinued Operations As more fully described in Note 12 – Contingencies above, we discontinued providing services under the Master Service agreements to the Regulated Entities on June 30, 2015. There were no components of major assets and liabilities associated with the discontinued operations at January 31, 2016 and 2015. The summarized discontinued operating results for the years ended January 31, 2016 and 2015, respectively, are, as follows: January 31, 2016 2015 Revenues $ 764,071 $ 2,414,072 Expenses (1,146,758 ) (1,510,542 ) $ (382,687 ) $ 903,530

Note 1 - Organization and Sum20

Note 1 - Organization and Summary of Significant Accounting Policies: Nature of Operations (Policies)	12 Months Ended
	Jan. 31, 2016
Policies
Nature of Operations	Organization and nature of business – The Company was established to provide sophisticated Fulfillment Services to medical and retail stores, and cultivation facilities in the regulated cannabis industry throughout the United States. Such Fulfillment Services would only be provided to stores and facilities located in geographical areas where the governing state and local ordinances allow for the unfettered provisions of such services. The Fulfillment Services that we currently are able to provide are summarized, as follows: Opportunity Assessment: For a standard fee, we will complete an Opportunity Assessment for a client, which would include financial modeling, completed with our proprietary assessment software. Application Filing Assistance: Based upon our knowledge of the various rules and regulations of respective state and local jurisdictions, we will provide turn-key application preparation and submission services for a client, and/or provide consulting assistance to a client who is self-preparing their application. Branding, Marketing and Administrative Consulting Services: Customers may contract with us to use the Strainwise name, logo and affinity images in their retail store locations. A monthly fee will permit a branding customer to use the Strainwise brand at a specific location. In addition, we will assist operators in marketing and managing their businesses, setting up new retail locations and general business planning and execution at an hourly rate. This includes services to establish an efficient, predictable production process, as well as, nutrient recipes for consistent and appealing marijuana strains. Accounting and Financial Services: For a monthly fee, we will provide a customers with a fully implemented general ledger system, with an industry centric chart of accounts, which enables management to readily monitor and manage all facets of a marijuana medical dispensary and cultivation facility. We will provide bookkeeping, accounts payable processing, cash management, general ledger processing, financial statement preparation, state and municipal sales tax filings, and state and federal income tax compilation and filings. Compliance Services: The rules, regulations and state laws governing the production, distribution and retail sale of marijuana can be complex, and compliance may prove cumbersome. Thus, customers may contract with us to implement a compliance process, based upon the number and type of licenses and permits for their specific business. We will provide this service on both an hourly rate and stipulated monthly fee. Lending: We will provide loans to individuals and businesses in the cannabis industry. Lease of Cultivation Facilities and Equipment: We lease cultivation equipment and facilities on a turn-key basis to customers in the cannabis industry. We will also enter into a sale-lease-back agreement with customers for grow lights, tenant improvements and other cultivation equipment. We do NOT

Note 1 - Organization and Sum21

Note 1 - Organization and Summary of Significant Accounting Policies: Basis of Accounting (Policies)	12 Months Ended
	Jan. 31, 2016
Policies
Basis of Accounting	Basis of presentation -

Note 1 - Organization and Sum22

Note 1 - Organization and Summary of Significant Accounting Policies: Consolidation, Policy (Policies)	12 Months Ended
	Jan. 31, 2016
Policies
Consolidation, Policy	Share exchange - As part of the Share Exchange, Strainwise Colorado paid $134,700 of our liabilities and purchased 1,038,000 shares of our common stock for $120,300 from two of our shareholders. The 1,038,000 shares were returned to treasury and cancelled. We also agreed to sell our rights to a motion picture, together with all related domestic and international distribution agreements, and all pre-production and other rights to the film, to a former officer and director in consideration for the assumption by one of our shareholders of all of our liabilities (net of the $134,700 paid by Strainwise Colorado) which were outstanding immediately prior to the closing of the transaction. On September 12, 2014 we acquired the remaining outstanding shares of Strainwise Colorado in exchange for the issuance of 2,517,000 shares of our common stock. The resulting business combination has been accounted for as a reverse acquisition and recapitalization, using accounting principles applicable to reverse acquisitions whereby the financial statements are presented as a continuation of the Company. Under reverse acquisition accounting, Strainwise Colorado is treated as the accounting parent (acquirer) and we (parent) are treated as the accounting Subsidiary (acquiree).

Note 1 - Organization and Sum23

Note 1 - Organization and Summary of Significant Accounting Policies: Use of Estimates, Policy (Policies)	12 Months Ended
	Jan. 31, 2016
Policies
Use of Estimates, Policy	Use of estimates -

Note 1 - Organization and Sum24

Note 1 - Organization and Summary of Significant Accounting Policies: Cash and Cash Equivalents, Policy (Policies)	12 Months Ended
	Jan. 31, 2016
Policies
Cash and Cash Equivalents, Policy	Cash and cash equivalents -

Note 1 - Organization and Sum25

Note 1 - Organization and Summary of Significant Accounting Policies: Precontract Costs, Policy (Policies)	12 Months Ended
	Jan. 31, 2016
Policies
Precontract Costs, Policy	Prepaid expenses and other assets - The amount of prepaid expenses and other assets as of January 31, 2016 and 2015 is $150,000 and $355,699, respectively. Current prepaid expenses and other assets are comprised of the following: January 31, 2016 2015 Current Prepaid insurance $ - $ 9,512 Noncurrent Prepaid rent - 83,308 Security deposits 150,000 262,879 150,000 346,187 $ 150,000 $ 355,699

Note 1 - Organization and Sum26

Note 1 - Organization and Summary of Significant Accounting Policies: Fair Value of Financial Instruments, Policy (Policies)	12 Months Ended
	Jan. 31, 2016
Policies
Fair Value of Financial Instruments, Policy	Fair value of financial instruments and derivative financial instruments The FASB Codification clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. It also requires disclosure about how fair value is determined for assets and liabilities and establishes a hierarchy for which these assets and liabilities must be grouped, based on significant levels of inputs as follows: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Quoted prices in active markets for similar assets and liabilities and inputs that are observable for the asset or liability. Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The determination of where assets and liabilities fall within this hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

Note 1 - Organization and Sum27

Note 1 - Organization and Summary of Significant Accounting Policies: Property, Plant and Equipment, Policy (Policies)	12 Months Ended
	Jan. 31, 2016
Policies
Property, Plant and Equipment, Policy	Commercial Operating Property – Tenant improvements and office equipment - Tenant improvements and office equipment, net of accumulated amortization and depreciation are comprised of the following: January 31, 2016 2015 Tenant improvements: Grow lights for cultivation purposes $452,700 $ - Upgrades of HVAC systems - 659,586 Upgrades of electrical generators and power equipment - 468,589 Structural improvements 48,511 468,400 Fire suppression, alarms and surveillance systems - 59,258 Office equipment: Computer equipment 41,200 41,200 Office furniture and fixtures 24,450 22,251 Cultivation equipment 150,000 25,000 716,861 1,744,284 Accumulated amortization and depreciation (77,308) (96,574) $ 639,553 $1,647,710 Tenant improvements are amortized over the term of the lease, and office equipment is depreciated over its useful lives, which has been deemed by management to be three years. Amortization and depreciation expense related to tenant improvements and office equipment for the twelve months ended January 31, 2016 and 2015 was $227,560 and $173,972, respectively.

Note 1 - Organization and Sum28

Note 1 - Organization and Summary of Significant Accounting Policies: Income Tax, Policy (Policies)	12 Months Ended
	Jan. 31, 2016
Policies
Income Tax, Policy	Income taxes -

Note 1 - Organization and Sum29

Note 1 - Organization and Summary of Significant Accounting Policies: Investment in Unconsolidated Entity (Policies)	12 Months Ended
	Jan. 31, 2016
Policies
Investment in Unconsolidated Entity	Investment in Unconsolidated Entity The Company acquired a 50% interest in SentinelStrainwise, LLC ("SSL") in June 2015 for $25,000. We account for our investment SSL using the equity method based on the ownership interest. Accordingly, the investment was recorded at cost, and adjustments to the carrying amount of the investment to recognize our share of the earnings or losses of SSL are made in each reporting period. In accordance with Accounting Standard Codification 810-10, Consolidation-Overall

Note 1 - Organization and Sum30

Note 1 - Organization and Summary of Significant Accounting Policies: Impairment or Disposal of Long-Lived Assets, Policy (Policies)	12 Months Ended
	Jan. 31, 2016
Policies
Impairment or Disposal of Long-Lived Assets, Policy	Long-Lived Assets -

Note 1 - Organization and Sum31

Note 1 - Organization and Summary of Significant Accounting Policies: Goodwill and Intangible Assets, Policy (Policies)	12 Months Ended
	Jan. 31, 2016
Policies
Goodwill and Intangible Assets, Policy	Trademarks Gross Carrying Amount Accumulated Amortization Net Trademarks $ 11,010 $ 1,525 $ 9,485

Note 1 - Organization and Sum32

Note 1 - Organization and Summary of Significant Accounting Policies: Deferred Rent (Policies)	12 Months Ended
	Jan. 31, 2016
Policies
Deferred Rent	Deferred Rent

Note 1 - Organization and Sum33

Note 1 - Organization and Summary of Significant Accounting Policies: Revenue Recognition, Policy (Policies)	12 Months Ended
	Jan. 31, 2016
Policies
Revenue Recognition, Policy	Revenue recognition – Thus, up until June 30, 2015, revenues from the Regulated Entities had been recognized based upon (i) a monthly fee of approximately $4,500 a month for branding, marketing and administrative services for each individual dispensary and retail store, plus $4,500 to $20,000 for such services provided to their cultivation facilities, (ii) a monthly fee of $3,000 for accounting and financial services, (iii) a monthly fee of $2,500 for compliance services, and (iv) the cost of nutrient supplies provided to the cultivation facilities at a premium to our bulk purchasing amounts. Since there was no additional milestone that needed to be met, other than actually buying and delivering the nutrients to the Regulated Entities, in accordance with ASC 605, the revenue was recognized in the month in which the nutrients were actually delivered to the Regulated Entities. Additionally, we

Note 1 - Organization and Sum34

Note 1 - Organization and Summary of Significant Accounting Policies: Comprehensive Income, Policy (Policies)	12 Months Ended
	Jan. 31, 2016
Policies
Comprehensive Income, Policy	Comprehensive Income (Loss) -

Note 1 - Organization and Sum35

Note 1 - Organization and Summary of Significant Accounting Policies: Earnings Per Share, Policy (Policies)	12 Months Ended
	Jan. 31, 2016
Policies
Earnings Per Share, Policy	Net income per share of common stock Earnings per Share

Note 1 - Organization and Sum36

Note 1 - Organization and Summary of Significant Accounting Policies: Precontract Costs, Policy: Schedule of Other Assets and Other Liabilities (Tables)	12 Months Ended
	Jan. 31, 2016
Tables/Schedules
Schedule of Other Assets and Other Liabilities	January 31, 2016 2015 Current Prepaid insurance $ - $ 9,512 Noncurrent Prepaid rent - 83,308 Security deposits 150,000 262,879 150,000 346,187 $ 150,000 $ 355,699

Note 1 - Organization and Sum37

Note 1 - Organization and Summary of Significant Accounting Policies: Property, Plant and Equipment, Policy: Property, Plant and Equipment (Tables)	12 Months Ended
	Jan. 31, 2016
Tables/Schedules
Property, Plant and Equipment	January 31, 2016 2015 Tenant improvements: Grow lights for cultivation purposes $452,700 $ - Upgrades of HVAC systems - 659,586 Upgrades of electrical generators and power equipment - 468,589 Structural improvements 48,511 468,400 Fire suppression, alarms and surveillance systems - 59,258 Office equipment: Computer equipment 41,200 41,200 Office furniture and fixtures 24,450 22,251 Cultivation equipment 150,000 25,000 716,861 1,744,284 Accumulated amortization and depreciation (77,308) (96,574) $ 639,553 $1,647,710

Note 1 - Organization and Sum38

Note 1 - Organization and Summary of Significant Accounting Policies: Goodwill and Intangible Assets, Policy: Finite-lived Intangible Assets Amortization Expense (Tables)	12 Months Ended
	Jan. 31, 2016
Tables/Schedules
Finite-lived Intangible Assets Amortization Expense	Gross Carrying Amount Accumulated Amortization Net Trademarks $ 11,010 $ 1,525 $ 9,485

Note 4 - Operating Leases_ Sche

Note 4 - Operating Leases: Schedule of Future Minimum Rental Payments for Operating Leases (Tables)	12 Months Ended
	Jan. 31, 2016
Tables/Schedules
Schedule of Future Minimum Rental Payments for Operating Leases	For the twelve Months Ending January 31, 2017 2018 2019 2020 2021 Thereafter $ 3,012,978, $ 3,105,001 $ 3,302,910 $ 3,376,633 $ 672,566 $ 1,608,878

Note 6 - Income Taxes_ Schedule

Note 6 - Income Taxes: Schedule of Components of Income Tax Expense (Benefit) (Tables)	12 Months Ended
	Jan. 31, 2016
Tables/Schedules
Schedule of Components of Income Tax Expense (Benefit)	Year Ended January 31 2016 2015 Income tax expense (benefit): Current: Federal $ (1,316,263 ) $ (794,474 State (161,765 ) (96,812 ) Deferred income tax expense (benefit): 1,478,028 (891,286 ) Valuation allowance (1,478,028 ) 891,286 Provision $ - $ -

Note 8 - Notes Payable_ Schedul

Note 8 - Notes Payable: Schedule of Debt (Tables)	12 Months Ended
	Jan. 31, 2016
Tables/Schedules
Schedule of Debt	January 31 2016 January 31, 2015 Current Long Term Total Current Long Term Total Convertible notes $ 2,410,000 $ - $ 2,410,000 $ - $ 550,000 $ 550,000 Mortgage 211,273 145,737 357,010 170,955 356,830 527,785 Equipment Note 50,000 - 50,000 - - - Tenant Improvement - - - 167,534 1,099,690 1,267,244 $ 2,671,273 $ 145,737 $ 2,817,010 $ 338,489 $ 2,006,520 $ 2,345,029

Note 8 - Notes Payable_ Convert

Note 8 - Notes Payable: Convertible Debt (Tables)	12 Months Ended
	Jan. 31, 2016
Tables/Schedules
Convertible Debt	January 31, 2017 2018 2019 2020 2021 Convertible notes - interest only $ 602,500 $ - $ - $ - $ - Convertible notes - principal 2,410,000 - - - - Mortgage – principal plus interest 232,000 242,000 - - - Settlement and Equipment advance 150,100 - $ 3,394,600 $ 242,000 $ - $ - $ -

Note 11 - Investment in Uncon43

Note 11 - Investment in Unconsolidated Subsidiary: Equity Method Investments (Tables)	12 Months Ended
	Jan. 31, 2016
Tables/Schedules
Equity Method Investments	Fair value of 50% interest $ 25,000 Recognition of operating loss of the current period (13,341 ) Fair value at January 31, 2016 $ 11,659

Note 13 - Discontinued Operat44

Note 13 - Discontinued Operations: Disposal Groups, Including Discontinued Operations (Tables)	12 Months Ended
	Jan. 31, 2016
Tables/Schedules
Disposal Groups, Including Discontinued Operations	January 31, 2016 2015 Revenues $ 764,071 $ 2,414,072 Expenses (1,146,758 ) (1,510,542 ) $ (382,687 ) $ 903,530

Note 1 - Organization and Sum45

Note 1 - Organization and Summary of Significant Accounting Policies: Precontract Costs, Policy (Details) - USD ($)	Jan. 31, 2016	Jan. 31, 2015
Details
Prepaid expenses and other assets	$ 150,000	$ 346,187

Note 1 - Organization and Sum46

Note 1 - Organization and Summary of Significant Accounting Policies: Property, Plant and Equipment, Policy (Details) - USD ($)	12 Months Ended
	Jan. 31, 2016	Jan. 31, 2015
Details
Cost of Services, Depreciation and Amortization	$ 227,560	$ 173,972

Note 1 - Organization and Sum47

Note 1 - Organization and Summary of Significant Accounting Policies: Goodwill and Intangible Assets, Policy (Details) - USD ($)	Jan. 31, 2016	Jan. 31, 2015
Details
Finite-Lived Intangible Assets, Accumulated Amortization	$ 1,525	$ 793

Note 2 - Going Concern (Details

Note 2 - Going Concern (Details) - USD ($)	Jan. 31, 2016	Jan. 31, 2015
Details
Retained (deficit)	$ 5,578,692	$ 2,084,841
Cash Reserve Deposit Required and Made	$ 3,222,535

Note 3 - Related Party Transa49

Note 3 - Related Party Transactions and Collection Reserve For Amounts Due From Regulated Entities (Details) - USD ($)	12 Months Ended
	Jan. 31, 2016	Jan. 31, 2015
Details
Related Party Transaction, Other Revenues from Transactions with Related Party	$ 5,024,986	$ 5,801,481
Disposal Group, Including Discontinued Operation, Revenue	$ 720,071	$ 2,414,072

Note 5 - Issuance of Shares (De

Note 5 - Issuance of Shares (Details)	12 Months Ended
	Jan. 31, 2015shares
Details
Shares issued upon conversion of a portion of a convertible note, Shares	293,000
Stock-Based compensation, Shares	198,333

Note 6 - Income Taxes (Details)

Note 6 - Income Taxes (Details) - USD ($)	Jan. 31, 2016	Jan. 31, 2015
Details
Operating Loss Carryforwards	$ 3,493,851	$ 2,014,624

Note 9 - Stock-Based Compensa52

Note 9 - Stock-Based Compensation (Details) - USD ($)	12 Months Ended
	Jan. 31, 2016	Jan. 31, 2015
Details
Stock-Based compensation, Value	$ (6,667)	$ 198,333
Stock-Based compensation, Value	$ 6,667	$ (198,333)