Convertible Notes Payable | Note 7. Convertible Notes Payable Convertible notes payable consists of the following as of October 31, 2015 and January 31, 2015: October 31, 2015 January 31, 2015 Convertible note, dated July 31, 2013, bearing interest at 10% per annum, maturing on July 31, 2015 and convertible into shares of common stock at $0.05 per share 6,317 Convertible note, dated October 31, 2013, bearing interest at 10% per annum, maturing on October 31, 2015 and convertible into shares of common stock at $0.05 per share Convertible note, dated April 30, 2014, bearing interest at 10% per annum, maturing on April 30, 2016 and convertible into shares of common stock at $0.05 per share 77,076 Convertible note, dated October 31, 2014, bearing interest at 10% per annum, maturing on October 31, 2016 and convertible into shares of common stock at $0.05 per share 223,506 Convertible note, dated January 31, 2015, bearing interest at 10% per annum, maturing on January 31, 2017 and convertible into shares of common stock at $0.02 per share 97,040 Convertible note, dated April 30, 2015, bearing interest at 10% per annum, maturing on April 30, 2017 and convertible into shares of common stock at $0.02 per share 73,654 Convertible note, dated July 31, 2015, bearing interest at 10% per annum, maturing on July 31, 2017 and convertible into shares of common stock at $0.01 per share. 73,940 Convertible note, dated October 31, 2015, bearing interest at 10% per annum, maturing on October 31, 2018 and convertible into shares of common stock at $0.50 per share. 260,089 Total convertible notes payable $ 407,683 $ 403,939 Less: current portion of convertible notes payable (6,317 ) Less: discount on noncurrent convertible notes payable (401,001 ) (351,646 ) Convertible notes payable, net of discount $ 6,682 $ 45,976 Advances Refinanced into Convertible Promissory Notes During the nine months ended October 31, 2015, we have signed Convertible Promissory Notes that refinance non-interest bearing advances into convertible notes payable. The Convertible Promissory Notes bear interest at 10% per annum and are payable at maturity along with accrued interest. The Convertible Promissory Notes and unpaid accrued interest are convertible into common stock at the option of the holder. Date Issued Maturity Date Interest Rate Conversion Rate Amount of Note April 30, 2015 April 30, 2017 10% $ 0.02 $ 73,654 July 31, 2015 July 31, 2017 10% $ 0.01 73,940 October 31, 2015 October 31, 2018 10% $ 0.50 260,089 Total $ 407,683 We evaluated the application of ASC 470-50-40/55, Debtors Accounting for a Modification or Exchange of Debt Instrument We evaluated the terms of the new note in accordance with ASC Topic No. 815 - 40, Derivatives and Hedging - Contracts in Entitys Own Stock Conversions to Common Stock During nine months ended October 31, 2015, the holders of our convertible promissory notes converted $421,374 of principal and accrued interest into 253,185 shares of our common stock. See Note 8. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement which provided for conversion. | Note 6. Convertibles Notes Payable Convertible Notes Payable consists of the following as of January 31, 2015 and January 31, 2014: January 31, January 31, Convertible note payable, dated February 28, 2013, bearing interest at 10 February 28, 2015 0.01 $ $ 67,229 Convertible note payable, dated July 31, 2013, bearing interest at 10 July 31, 2015 0.05 6,317 338,815 Convertible note payable, dated October 31, 2013, bearing interest at 10 October 31, 2015 0.05 475,888 Convertible note payable, dated April 30, 2014, bearing interest at 10 April 30, 2016 0.05 77,076 Convertible note payable, dated October 31, 2014, bearing interest at 10 October 31, 2016 0.05 223,506 Convertible note payable, dated January 31, 2015, bearing interest at 10 January 31, 2017 0.03 97,040 Total convertible notes payable $ 403,939 $ $ Less: current portion of convertible notes payable (6,317 ) Less: discount on noncurrent convertible notes payable (351,646 ) (704,046 ) Convertible notes payable, net of discount $ 45,976 $ 177,886 Advances Refinanced into Convertible Promissory Notes During the year ended January 31, 2015, the Company signed Convertible Promissory Notes that refinance non-interest bearing advances into convertible notes payable. The Convertible Promissory Notes bear interest at 10% per annum and are payable along with accrued interest. The Convertible Promissory Note and unpaid accrued interest are convertible into common stock at the option of the holder. Date Issued Maturity Date Interest Conversion Amount Beneficial April 30, 2014 April 30, 2016 10 $ 0.05 $ 395,662 $ 395,662 October 31, 2014 October 31, 2016 10 0.05 223,506 223,506 January 31, 2015 January 31, 2017 10% 0.03 97,040 97,040 Total $ 716,208 $ 716,208 During the year ended January 31, 2014, the Company signed Convertible Promissory Notes that refinance non-interest bearing advances into convertible notes payable. The Convertible Promissory Notes bear interest at 10% per annum and are payable along with accrued interest on the maturity date. The Convertible Promissory Note and unpaid accrued interest are convertible into common stock at the option of the Date Issued Maturity Date Interest Conversion Amount February 28, 2013 February 28, 2015 10% $ 0.01 $ 104,650 July 31, 2013 July 31, 2015 10% $ 0.05 $ 338,815 October 31, 2013 October 31, 2015 10% $ 0.05 $ 475,888 The Company evaluated the application of ASC 470-50-40/55, Debtor's Accounting The Company evaluated the terms of the new note in accordance with ASC Topic No. 815 - 40, Derivatives and Hedging - Contracts in Entity's Own Stock Conversions to Common Stock during the year ended January 31, 2015 During the year ended January 31, 2015, the holders of the Convertible Note Payable dated February 28, 2013 elected to convert principal and accrued interest in the amounts show below into share of common stock at a rate of $0.01 per share. On the conversion date, the unamortized discount related to the principal amount converted was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement that provided for conversion. Date Amount Converted Number of Shares Issued Unamortized Discount February 7, 2014 $ 6,000 600,000 $ 3,061 February 11, 2014 7,000 700,000 3,533 March 3, 2014 9,000 900,000 4,069 March 18, 2014 8,000 800,000 3,796 March 25, 2014 8,000 800,000 3,380 April 15, 2014 8,000 800,000 3,208 April 15, 2014 8,000 800,000 2,341 May 7, 2014 8,000 800,000 1,964 May 14, 2014 6,329 632,946 Total $ 68,329 6,832,946 $ 25,352 During the year ended January 31, 2015, the holders of the Convertible Note Payable dated July 31, 2013 elected to convert principal and accrued interest in the amounts show below into share of common stock at a rate of $0.05 per share. On the conversion date, the unamortized discount related to the principal amount converted was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement that provided for conversion. Date Amount Converted Number of Shares Issued Unamortized Discount May 7, 2014 $ 5,000 100,000 $ May 21, 2014 20,000 400,000 June 12, 2014 50,000 1,000,000 25,899 June 17, 2014 20,000 400,000 10,960 July 7, 2014 50,000 1,000,000 25,476 July 11, 2014 50,000 1,000,000 25,724 July 24, 2014 50,000 1,000,000 23,828 August 4, 2014 60,000 1,200,000 26,356 August 5, 2014 60,000 1,200,000 26,096 Total $ 365,000 7,300,000 $ 164,339 During the year ended January 31, 2015, the holders of the Convertible Note Payable dated October 31, 2013 elected to convert principal and accrued interest in the amounts show below into share of common stock at a rate of $0.05 per share. On the conversion date, the unamortized discount related to the principal amount converted was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement that provided for conversion. Date Amount Converted Number of Shares Issued Unamortized Discount August 8, 2014 $ 65,000 1,300,000 $ 17,445 August 22, 2014 65,000 1,300,000 37,633 September 24, 2014 70,000 1,400,000 35,837 October 2, 2014 70,000 1,400,000 36,195 October 10, 2014 25,000 500,000 12,259 October 22, 2014 70,000 1,400,000 32,301 November 6, 2014 85,000 1,700,000 34,010 December 15, 2014 71,080 1,421,593 2,928 Total $ 521,080 10,421,593 $ 208,608 During the year ended January 31, 2015, the holders of the Convertible Note Payable dated April 30, 2014 elected to convert principal and accrued interest in the amounts show below into share of common stock at a rate of $0.05 per share. On the conversion date, the unamortized discount related to the principal amount converted was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement that provided for conversion. Date Amount Converted Number of Shares Issued Unamortized Discount November 26, 2014 $ 90,000 1,800,000 $ 47,920 December 3, 2014 50,000 1,000,000 34,618 January 5, 2015 100,000 2,000,000 62,110 January 15, 2015 105,000 2,100,000 63,472 Total $ 345,000 6,900,000 $ 208,120 Conversions to Common Stock during the year ended January 31, 2014 During the year ended January 31, 2014, the holders of the Convertible Note Payable dated February 1, 2012 elected to convert principal and accrued interest in the amounts shown below into shares of common stock at a rate of $0.01 per share. On the conversion date, the unamortized discount related to the principal amount was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement. Date Amount Converted Number of Shares Unamortized Discount February 6, 2013 $ 4,900 490,000 $ 3,920 March 12, 2013 4,900 490,000 3,803 March 20, 2013 5,900 590,000 4,503 April 15, 2013 6,500 650,000 4,821 May 3, 2013 3,250 325,000 2,281 May 17, 2013 3,700 370,000 2,580 May 22, 2013 3,700 370,000 2,494 June 13, 2013 3,700 370,000 2,407 June 14, 2013 4,000 400,000 2,489 June 24, 2013 4,000 400,000 2,477 August 1, 2013 4,000 400,000 1,312 August 13, 2013 4,520 452,000 Total $ 53,070 5,307,000 $ 33,088 During the year ended January 31, 2014, the holder of the Convertible Not Payable dated February 28, 2013 elected to convert principal and accrued interest in the amounts shown below into shares of common stock at a rate of $0.01 per share. On the conversion date, the unamortized discount related to the principal amount was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement. Date Amount Converted Number of Shares Unamortized Discount August 13, 2013 $ 3,480 348,000 $ September 17, 2013 4,000 400,000 October 1, 2013 4,000 400,000 1,300 October 25, 2013 5,000 500,000 3,193 November 8, 2013 4,000 400,000 2,435 December 4, 2013 5,000 500,000 2,697 January 7, 2014 10,000 1,000,000 5,340 January 24, 2014 5,000 500,000 2,710 January 27, 2014 6,000 600,000 3,186 |