Related Party Transactions Disclosure | NOTE 5 - RELATED PARTY TRANSACTIONS Gergely Toth During the year ended March 31, 2016 and 2015 the Company incurred approximately $2,700 and $3,700 of fees associated with work Gergely Toth did as CEO of the Company. The costs represent out of pocket expenditures that have not been reimbursed. The costs are included in general and administrative expense. Toth and Associates LTD On April 1, 2015, the Company entered into a consulting agreement with Toth and Associates, LTD for Dr. Toth to act as the Companys CEO. The agreement calls for a standard monthly fee of approximately $12,000 plus any additional uncontracted hours at the same rate, and bonuses as follows (A) upon raising of capital on behalf of, or as part of the Company, an amount equal to 1.5% of the capital raised, (B) increasing the performance of the Company as measured by valuation in either an agreed valuation in the context of an investment or, in the case of a public company, market capitalization reaching $30.0 million, a fixed bonus of $50,000, payable wholly or in mutually agreed tranches over a 6 month period subsequent to the valuation event and (C) on the issuance of new stock for the purposes of a capital raise of an amount over $5.0 million, common stock equal to 1% of the Companys post-investment issued share capital. The Company incurred consulting fees and bonuses of approximately $200,000 for the twelve months ended March 31, 2016. As of March 31, 2016, Toth and Associates LTD was owed approximately $62,000, comprising $12,000 fees and $50,000 bonus, the directors having satisfied the valuation milestone detailed as (B) above. The $62,000 is included in Accounts payable. Capro LTD On April 1, 2015, the Company entered a consulting agreement with Capro, LTD for Dr. Thomas Sawyer to act as the Companys COO. The agreement calls for a standard monthly fee of approximately $10,000 plus any additional uncontracted hours at the same rate, and bonuses as follows (A) upon raising of capital on behalf of, or as part of the Company, an amount equal to 1.5% of the capital raised, (B) increasing the performance of the Company as measured by valuation in either an agreed valuation in the context of an investment or, in the case of a public company, market capitalization reaching $30.0 million, a fixed bonus of $50,000, payable wholly or in mutually agreed tranches over a 6 month period subsequent to the valuation event and (C) on the issuance of new stock for the purposes of a capital raise of an amount over $5.0 million, common stock equal to 1% of the Companys post-investment issued share capital. The Company incurred consulting fees and bonuses of approximately $170,000 for the twelve months ended March 31, 2016. As of March 31, 2016, Capro LTD was owed approximately $60,000, comprising $10,000 fees and $50,000 bonus, the directors having satisfied the valuation milestone detailed as (B) above. The $60,000 is included in Accounts payable. Eden Professional LTD On April 1, 2015, the Company entered a consulting agreement with Eden Professional LTD for Mr. Simon Peace to act as the Companies CFO. The agreement calls for a standard monthly fee of approximately $6,000 plus any additional uncontracted hours at the same rate, and bonuses as follows (A) upon raising of capital on behalf of, or as part of the Company, an amount equal to 1.5% of the capital raised, (B) increasing the performance of the Company as measured by valuation in either an agreed valuation in the context of an investment or, in the case of a public company, market capitalization reaching $30.0 million, a fixed bonus of $50,000, payable wholly or in mutually agreed tranches over a 6 month period subsequent to the valuation event and (C) on the issuance of new stock for the purposes of a capital raise of an amount over $5.0 million, common stock equal to 1% of the Companys post-investment issued share capital. The Company incurred consulting fees and bonuses of approximately $130,000 for the twelve months ended March 31, 2016. In addition to the amount set out in Note 6 below, as of March 31, 2016, Eden Professional LTD was owed approximately $56,000, comprising $6,000 fees and $50,000 bonus, the directors having satisfied the valuation milestone detailed as (B) above. The $56,000 is included in Accounts payable. Prior to the merger of the Company and the shell company, both companies entered into related party transactions with Capro LTD, an entity that is wholly owned by our Chief Operating Officer. Interest-free loans were made from the Company to Capro totalling approximately $36,800. Capro LTD also made similar interest free loans to the shell company totalling $36,800 on the same dates and in the same amounts as it received from the Company. During this time Capro acted as agent of the shell company, paying the shell companys expenses as necessary. By the date of the merger all funds were exhausted and there remained only Capros obligation of $36,800 to the Company, and the shell companys obligation of $36,800 to Capro. At the time of the reverse merger, these loans were cancelled out, and as a result are no longer outstanding. The proceeds from the loans were utilized in connection with the reverse merger and were primarily associated with legal fees. |