Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
May 31, 2018 | Oct. 19, 2018 | Nov. 30, 2017 | |
Document And Entity Information | |||
Entity Registrant Name | UpperSolution.com | ||
Entity Central Index Key | 1,584,480 | ||
Document Type | 10-K | ||
Document Period End Date | May 31, 2018 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --05-31 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | No | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Common Stock, Shares Outstanding | 14,000,000 | ||
Entity Public Float | $ 3,750,000 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,019 | ||
Entity Emerging Growth Company | true | ||
Entity Small Business | true | ||
Entity Shell Company | false | ||
Entity Ex Transition Period | false |
BALANCE SHEETS
BALANCE SHEETS - USD ($) | May 31, 2018 | May 31, 2017 |
Current Assets | ||
Accounts receivable | $ 3,396 | |
Total Current Assets | 3,396 | |
Total Assets | 3,396 | |
Current Liabilities | ||
Accounts payable and accrued liabilities | 6,510 | 9,206 |
Due to related parties | 43,629 | 2,007 |
Total Current Liabilities | 50,139 | 11,213 |
Total Liabilities | 50,139 | 11,213 |
STOCKHOLDERS' DEFICIT | ||
Common Stock: $0.001 par value, 75,000,000 shares authorized, 14,100,000 and 14,000,000 shares issued and outstanding as of May 31, 2018 and 2017, respectively | 14,100 | 14,000 |
Additional paid-in capital | 57,513 | 41,400 |
Accumulated deficit | (118,356) | (66,613) |
Total Stockholders' Deficit | (46,743) | (11,213) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 3,396 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - $ / shares | May 31, 2018 | May 31, 2017 |
STOCKHOLDERS' DEFICIT | ||
Common stock, par value per share | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares issued | 14,100,000 | 14,000,000 |
Common stock, shares outstanding | 14,100,000 | 14,000,000 |
STATEMENTS OF OPERATIONS
STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
May 31, 2018 | May 31, 2017 | |
Statements Of Operations | ||
Revenues | $ 6,759 | |
Cost of Goods Sold | 3,363 | |
Gross Profit | 3,396 | |
Operating Expenses | ||
General and administration | 1,009 | 5,091 |
Professional | 19,130 | 10,500 |
Impairment | 35,000 | |
Total operating expenses | 55,139 | 15,591 |
Net loss from operations | (51,743) | (15,591) |
Net loss before taxes | (51,743) | (15,591) |
Provision for income taxes | ||
Net loss | $ (51,743) | $ (15,591) |
Net Loss Per Common Share - Basic and Diluted | $ 0 | $ 0 |
Weighted Average Common Shares Outstanding | 14,038,904 | 14,000,000 |
STATEMENT OF STOCKHOLDERS' EQUI
STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) | Common stock | Additional paid-in capital | Accumulated Deficit | Total |
Beginning balance, Shares at May. 31, 2016 | 14,000,000 | |||
Beginning balance, Amount at May. 31, 2016 | $ 14,000 | $ 41,400 | $ (51,022) | $ 4,378 |
Net loss | (15,591) | (15,591) | ||
Ending balance, Shares at May. 31, 2017 | 14,000,000 | |||
Ending balance, Amount at May. 31, 2017 | $ 14,000 | 41,400 | (66,613) | (11,213) |
Beginning balance, Amount at May. 31, 2017 | 14,000 | 41,400 | (66,613) | (11,213) |
Forgiveness of loans with previous related party | 16,213 | 16,213 | ||
Common shares issued for acquisition, Shares | 100,000 | |||
Common shares issued for acquisition, Amount | $ 100 | (100) | ||
Net loss | (51,743) | (51,743) | ||
Ending balance, Shares at May. 31, 2018 | 14,100,000 | |||
Ending balance, Amount at May. 31, 2018 | $ 14,100 | $ 57,513 | $ (118,356) | $ (46,743) |
STATEMENTS OF CASH FLOWS
STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | 61 Months Ended | |
May 31, 2018 | May 31, 2017 | May 31, 2018 | |
Cash Flows from Operating Activities: | |||
Net loss | $ (51,743) | $ (15,591) | $ (118,356) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Impairment loss | 35,000 | ||
Changes in operating assets and liabilities: | |||
Accounts receivable | (3,396) | ||
Accounts payable and accrued liabilities | 5,510 | 656 | |
Prepaid expenses | 1,135 | ||
Net Cash Used in Operating Activities | (14,629) | (13,800) | |
Cash Flows from Investing Activities: | |||
Acquisition of intangible assets | (35,000) | ||
Net Cash Used in Investing Activities | (35,000) | ||
Cash Flows from Financing Activities: | |||
Due to shareholder | 49,629 | ||
Net Cash Provided By Financing Activities | 49,629 | ||
Net Increase (decrease) in Cash and Cash Equivalents | (13,800) | ||
Cash and Cash Equivalents, beginning of period | 13,800 | ||
Cash and Cash Equivalents, end of period | |||
Supplemental Disclosure Information: | |||
Cash paid for interest | |||
Cash paid for taxes | |||
Non-Cash Disclosure: | |||
Forgiveness of debt by previous related party to contributed capital | 16,213 | ||
Issuance of common shares for acquisition | $ 100 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
May 31, 2018 | |
Notes to Financial Statements | |
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | A summary of significant accounting policies of UpperSolution.com (the Company) is presented to assist in understanding the Company’s financial statements. The accounting policies presented in these footnotes conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the accompanying financial statements. These financial statements and notes are representations of the Company’s management who are responsible for their integrity and objectivity. Basis of Presentation The Financial Statements and related disclosures have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Financial Statements have been prepared using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States (“GAAP”) and presented in US dollars. The fiscal year end is May 31. Organization, Nature of Business and Trade Name UpperSolution.com (the Company) was incorporated in the State of Nevada on April 20, 2013 with the principal business objective of creating an independent and unbiased mobile app that enables consumers to find the best cellular rate plan for their need and getting real-time notifications when a new cellular plan is available. The Company’s activities are subject to significant risks and uncertainties including failing to secure additional funding to operationalize the Company’s apps before another company develops similar apps. On January 10, 2018, the Company, Analog Nest Technologies, Inc., and the shareholders of Analog Nest Technologies, Inc. closed a transaction pursuant to that certain Share Exchange Agreement (the "Share Exchange Agreement"), whereby the Company acquired 100% of the outstanding shares of common stock of Analog Nest (the "Analog Nest Stock") from the Analog Nest Shareholders. In exchange for the Analog Nest Stock the Company issued 100,000 shares of its common stock. The Company’s Director and Chief Executive Officer held all of the shares of Analog Nest Technologies, Inc. at the time of the transaction. Analog Nest was incorporated in the State is a mobile application company focused on utility/entertainment apps for Google’s Android and Apple’s iOS platforms. Use of Estimates The preparation of financial statements in accounting principles generally accepted in the United States of America 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. A change in managements’ estimates or assumptions could have a material impact on UpperSolution.com’s financial condition and results of operations during the period in which such changes occurred. Actual results could differ from those estimates. UpperSolution.com’s financial statements reflect all adjustments that management believes are necessary for the fair presentation of their financial condition and results of operations for the periods presented. Income Taxes The Company recognizes the tax effects of transactions in the year in which such transactions enter into the determination of net income, regardless of when reported for tax purposes. Basic and Diluted Net Loss Per Share Net loss per share is calculated in accordance with Codification topic 260, “Earnings Per Share” for the periods presented. Basic net loss per share is computed using the weighted average number of common shares outstanding. Diluted loss per share has not been presented because there are no dilutive items. Diluted net loss per share is based on the assumption that all dilutive stock options, warrants, and convertible debt are converted or exercised by applying the treasury stock method. Under this method, options and warrants are assumed exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Options, warrants and/or convertible debt will have a dilutive effect, during periods of net profit, only when the average market price of the common stock during the period exceeds the exercise or conversion price of the items. The Company has not issued any options or warrants or similar securities since inception. Recently Issued Accounting Pronouncements Per the Company’s review of the recent accounting pronouncements issued by the FASB (including its EITF), the AICPA, and the SEC, the Company notes no pronouncements that have a material impact on the Company’s financial statements. Revenue Recognition The Company recognizes revenue from the sale of products and services in accordance with ASC 605,"Revenue Recognition." The Company recognizes revenue from services only when all of the following criteria have been met: i) Persuasive evidence for an agreement exists; ii) Service has been provided; iii) The fee is fixed or determinable; and, iv) Collection is reasonably assured. The Company’s mobile application sales are derived from advertising revenues, and in-app purchases. Revenue related to multi-media downloads is fully recognized when the above criteria are met. The revenue is recognized on a net basis. Accounts Receivable The Company records accounts receivable in accordance with ASC 310, “Receivables.” Receivables consist of mobile application sales that have been made, but cash has not yet been received from a third party. The terms of receivables are typically 30 days after sale. As of May 31, 2018 and 2017, amounts of $3,396 and $0 were recorded as accounts receivable. Goodwill and Intangible Assets We account for goodwill in accordance with ASC 350 ”Intangibles-Goodwill and Other” During the period ended May 31, 2018, we determined that the carrying value of the intangible assets exceeded its fair value at the measurement date, requiring step two in the impairment test process. The fair value of the intangible assets was determined primarily using an income approach based on the present value of discounted cash flows. We determined the implied fair value of the intangible assets was substantially below the carrying value of goodwill. Accordingly, we recognized an impairment loss of $35,000, which resulted in intangible assets value of $0 as of May 31, 2018. Fair Value of Financial Instruments The Company applies fair value accounting for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are required to be recorded at fair value, the Company considers the principal or most advantageous market in which the Company would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as risks inherent in valuation techniques, transfer restrictions and credit risk. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. In accordance with the fair value accounting requirements, companies may choose to measure eligible financial instruments and certain other items at fair value. The Company has not elected the fair value option for any eligible financial instruments. As of May 31, 2018, and 2017, the carrying value of accounts payable and loans that are required to be measured at fair value, approximated fair value due to the short-term nature and maturity of these instruments. |
GOING CONCERN
GOING CONCERN | 12 Months Ended |
May 31, 2018 | |
Notes to Financial Statements | |
NOTE 2 - GOING CONCERN | The Company's financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company does not have significant cash or other current assets, nor does it have an established source of revenues sufficient to cover its operating costs and to allow it to continue as a going concern. Under the going concern assumption, an entity is ordinarily viewed as continuing in business for the foreseeable future with neither the intention nor the necessity of liquidation, ceasing trading, or seeking protection from creditors pursuant to laws or regulations. Accordingly, assets and liabilities are recorded on the basis that the entity will be able to realize its assets and discharge its liabilities in the normal course of business. The Company has incurred net losses since inception on April 20, 2013 through May 31, 2018 totaling $118,356 and has negative working capital at May 31, 2018. The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plan described in the Business paragraph and eventually attain profitable operations. The accompanying financial statements do not include any adjustments that may be necessary if the Company is unable to continue as a going concern. During the next year, the Company’s foreseeable cash requirements will relate to continual development of the operations of its business, maintaining its good standing and making the requisite filings with the Securities and Exchange Commission, and the payment of expenses associated with research and development. The Company may experience a cash shortfall and be required to raise additional capital. Historically, it has mostly relied upon funds from the sale of shares of stock and from acquiring loans to finance its operations and growth. Management may raise additional capital through future public or private offerings of the Company’s stock or through loans from private investors, although there can be no assurance that it will be able to obtain such financing. The Company’s failure to do so could have a material and adverse effect upon it and its shareholders. In the past year, the Company funded operations by using cash proceeds received through related party proceeds. For the coming year, the Company plans to continue to fund the Company through related party issuances, debt and securities sales and issuances until the company generates enough revenues through the operations as stated above. |
COMMON STOCK
COMMON STOCK | 12 Months Ended |
May 31, 2018 | |
Notes to Financial Statements | |
NOTE 3 - COMMON STOCK | The Company has authorized seventy-five million (75,000,000) shares of common stock with a par value of $0.001. On October 18, 2017, the former majority shareholders of the Company agreed to sell 11,500,000 common shares to a company controlled by the current Director and Chief Executive officer of the Company. On January 10, 2018, the Company issued 100,000 common shares for the acquisition of intangible assets of $35,000. The 100,000 common shares were issued to a related party. As of May 31, 2018 and 2017, 14,100,000 and 14,000,000 shares of common stock were issued and outstanding, respectively. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
May 31, 2018 | |
Notes to Financial Statements | |
NOTE 4 - RELATED PARTY TRANSACTIONS | On July 2, 2017, the Company received loans from a former shareholder of $4,000. The loans were unsecured, non-interest bearing and due on demand. On October 20, 2017, there was a change in control of the Company. As a result, amounts of $6,007 that were previously recorded as due to related parties, have been recorded as additional paid in capital as the amounts were forgiven upon the change in control of the Company. In addition, $8,206 of accounts payable was settled by the previous ownership group and recorded as additional paid in capital, per the terms of the purchase agreement. On January 10, 2018, the shareholders provided $35,000 to the Company for the acquisition of intangible assets. During the year ended May 31, 2018, the Company received loans from a shareholder of $10,629 to pay the operating expenses and $2,000 was forgiven and recorded as additional paid in capital. The loans were unsecured, non-interest bearing and due on demand. The balance due to the shareholders was $43,629 and $2,007 as of May 31, 2018 and 2017. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
May 31, 2018 | |
Notes to Financial Statements | |
NOTE 5 - COMMITMENTS AND CONTINGENCIES | From time to time the Company may become a party to litigation matters involving claims against the Company. Management believes that it is adequately insured for its operations and there are no current matters that would have a material effect on the Company's financial position or results of operations. For the period ending May 31, 2018, no litigation matters were noted. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
May 31, 2018 | |
Notes to Financial Statements | |
NOTE 6 - INCOME TAXES | Due to the Company’s net loss from inception on April 20, 2013 to May 31, 2017 there was no provision for income taxes recorded. As a result of the Company’s losses to date, there exists doubt as to the ultimate realization of the deferred tax assets. Accordingly, a valuation allowance equal to the total deferred tax assets has been recorded at May 31, 2018. The components of net deferred tax assets are as follows: Income tax provision at the federal statutory rate 21 % Effect on operating losses (21 %) - On December 22, 2017, the United States enacted the Tax Cuts and Jobs Act (the “Act”) resulting in significant modifications to existing law. The Company has completed the accounting for the effects of the Act during the year ended May 31, 2018. The Company’s financial statements for the year ended May 31, 2018 reflect certain effects of the Act which includes a reduction in the corporate tax rate from 35% to 21% as well as other changes. Changes in the net deferred tax assets consist of the following: May 31, 2018 May 31, 2017 Net operating loss carry forward $ 27,031 $ 23,515 Effect of change in the statutory rate (10,812 ) Valuation allowance (16,219 ) (23,515 ) Net deferred tax asset $ - $ - A reconciliation of income taxes computed at the statutory rate is as follows: May 31, 2018 May 31, 2017 Income tax (expense) benefit at statutory rate $ 3,516 $ 3,274 Change in valuation allowance (3,516 ) (3,274 ) Income tax expense $ - $ - The Company did not identify any material uncertain tax positions. The Company did not recognize any interest or penalties for unrecognized tax benefits. |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 12 Months Ended |
May 31, 2018 | |
Notes to Financial Statements | |
NOTE 7 - SUBSEQUENT EVENT | The Company evaluated all events or transactions that occurred after May 31, 2018 through the date of this filing. The Company determined that it does not have any other subsequent event requiring recording or disclosure in the financial statements for the period ended May 31, 2018. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
May 31, 2018 | |
Summary Of Significant Accounting Policies | |
Basis of Presentation | The Financial Statements and related disclosures have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The Financial Statements have been prepared using the accrual basis of accounting in accordance with accounting principles generally accepted in the United States (“GAAP”) and presented in US dollars. The fiscal year end is May 31. |
Organization, Nature of Business and Trade Name | UpperSolution.com (the Company) was incorporated in the State of Nevada on April 20, 2013 with the principal business objective of creating an independent and unbiased mobile app that enables consumers to find the best cellular rate plan for their need and getting real-time notifications when a new cellular plan is available. The Company’s activities are subject to significant risks and uncertainties including failing to secure additional funding to operationalize the Company’s apps before another company develops similar apps. On January 10, 2018, the Company, Analog Nest Technologies, Inc., and the shareholders of Analog Nest Technologies, Inc. closed a transaction pursuant to that certain Share Exchange Agreement (the "Share Exchange Agreement"), whereby the Company acquired 100% of the outstanding shares of common stock of Analog Nest (the "Analog Nest Stock") from the Analog Nest Shareholders. In exchange for the Analog Nest Stock the Company issued 100,000 shares of its common stock. The Company’s Director and Chief Executive Officer held all of the shares of Analog Nest Technologies, Inc. at the time of the transaction. Analog Nest was incorporated in the State is a mobile application company focused on utility/entertainment apps for Google’s Android and Apple’s iOS platforms. |
Use of Estimates | The preparation of financial statements in accounting principles generally accepted in the United States of America 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. A change in managements’ estimates or assumptions could have a material impact on UpperSolution.com’s financial condition and results of operations during the period in which such changes occurred. Actual results could differ from those estimates. UpperSolution.com’s financial statements reflect all adjustments that management believes are necessary for the fair presentation of their financial condition and results of operations for the periods presented. |
Income Taxes | The Company recognizes the tax effects of transactions in the year in which such transactions enter into the determination of net income, regardless of when reported for tax purposes. |
Basic and Diluted Net Loss Per Share | Net loss per share is calculated in accordance with Codification topic 260, “Earnings Per Share” for the periods presented. Basic net loss per share is computed using the weighted average number of common shares outstanding. Diluted loss per share has not been presented because there are no dilutive items. Diluted net loss per share is based on the assumption that all dilutive stock options, warrants, and convertible debt are converted or exercised by applying the treasury stock method. Under this method, options and warrants are assumed exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Options, warrants and/or convertible debt will have a dilutive effect, during periods of net profit, only when the average market price of the common stock during the period exceeds the exercise or conversion price of the items. The Company has not issued any options or warrants or similar securities since inception. |
Recently Issued Accounting Pronouncements | Per the Company’s review of the recent accounting pronouncements issued by the FASB (including its EITF), the AICPA, and the SEC, the Company notes no pronouncements that have a material impact on the Company’s financial statements. |
Revenue Recognition | The Company recognizes revenue from the sale of products and services in accordance with ASC 605,"Revenue Recognition." The Company recognizes revenue from services only when all of the following criteria have been met: i) Persuasive evidence for an agreement exists; ii) Service has been provided; iii) The fee is fixed or determinable; and, iv) Collection is reasonably assured. The Company’s mobile application sales are derived from advertising revenues, and in-app purchases. Revenue related to multi-media downloads is fully recognized when the above criteria are met. The revenue is recognized on a net basis. |
Accounts Receivable | The Company records accounts receivable in accordance with ASC 310, “Receivables.” Receivables consist of mobile application sales that have been made, but cash has not yet been received from a third party. The terms of receivables are typically 30 days after sale. As of May 31, 2018 and 2017, amounts of $3,396 and $0 were recorded as accounts receivable. |
Goodwill and Intangible Assets | We account for goodwill in accordance with ASC 350 ”Intangibles-Goodwill and Other” During the period ended May 31, 2018, we determined that the carrying value of the intangible assets exceeded its fair value at the measurement date, requiring step two in the impairment test process. The fair value of the intangible assets was determined primarily using an income approach based on the present value of discounted cash flows. We determined the implied fair value of the intangible assets was substantially below the carrying value of goodwill. Accordingly, we recognized an impairment loss of $35,000, which resulted in intangible assets value of $0 as of May 31, 2018. |
Fair Value of Financial Instruments | The Company applies fair value accounting for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are required to be recorded at fair value, the Company considers the principal or most advantageous market in which the Company would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as risks inherent in valuation techniques, transfer restrictions and credit risk. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Inputs that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. In accordance with the fair value accounting requirements, companies may choose to measure eligible financial instruments and certain other items at fair value. The Company has not elected the fair value option for any eligible financial instruments. As of May 31, 2018, and 2017, the carrying value of accounts payable and loans that are required to be measured at fair value, approximated fair value due to the short-term nature and maturity of these instruments. |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
May 31, 2018 | |
Income Taxes Tables Abstract | |
Schedule of Effective Income Tax Rate Reconciliation | Income tax provision at the federal statutory rate 21 % Effect on operating losses (21 %) - |
Schedule of Net Deferred Tax Assets | May 31, 2018 May 31, 2017 Net operating loss carry forward $ 27,031 $ 23,515 Effect of change in the statutory rate (10,812 ) Valuation allowance (16,219 ) (23,515 ) Net deferred tax asset $ - $ - |
Schedule of Reconciliation of Income Tax Expense | May 31, 2018 May 31, 2017 Income tax (expense) benefit at statutory rate $ 3,516 $ 3,274 Change in valuation allowance (3,516 ) (3,274 ) Income tax expense $ - $ - |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | Jan. 10, 2018 | May 31, 2018 | May 31, 2017 |
State Country Name | State of Nevada | ||
Date of Incorporation | Apr. 20, 2013 | ||
Accounts receivable | $ 3,396 | ||
Impairment loss | 35,000 | ||
Intangible assets | $ 0 | ||
Analog Nest Technologies, Inc. [Member] | |||
Acquired shares of common stock percentage | 100.00% | ||
Exchange shares of common stock | 100,000 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 12 Months Ended | 61 Months Ended | |
May 31, 2018 | May 31, 2017 | May 31, 2018 | |
Going Concern | |||
Net loss | $ (51,743) | $ (15,591) | $ (118,356) |
COMMON STOCK (Details Narrative
COMMON STOCK (Details Narrative) - USD ($) | Jan. 10, 2018 | Oct. 18, 2017 | May 31, 2018 | May 31, 2017 |
Related Party Transaction [Line Items] | ||||
Common stock, par value per share | $ 0.001 | $ 0.001 | ||
Common stock, shares authorized | 75,000,000 | 75,000,000 | ||
Common stock, shares issued | 14,100,000 | 14,000,000 | ||
Common stock, shares outstanding | 14,100,000 | 14,000,000 | ||
Acquisition of intangible assets exchange of shares | $ (35,000) | |||
Common stock | ||||
Related Party Transaction [Line Items] | ||||
Exchange shares of common stock | 100,000 | |||
Acquisition of intangible assets exchange of shares | $ 35,000 | |||
Related Party [Member] | Common stock | ||||
Related Party Transaction [Line Items] | ||||
Shares issued during the period, shares | 100,000 | |||
Majority Shareholder [Member] | ||||
Related Party Transaction [Line Items] | ||||
Sale of common stock in private transaction | 11,500,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | Jan. 10, 2018 | Jul. 02, 2017 | May 31, 2018 | May 31, 2017 | Oct. 20, 2017 |
Related Party Transaction [Line Items] | |||||
Proceeds from shareholder | $ 49,629 | ||||
Due to related parties | 43,629 | 2,007 | $ 6,007 | ||
Accounts payable | $ 8,206 | ||||
Acquisition of intangible assets | (35,000) | ||||
Loan received from shareholder to pay operating expenses | 10,629 | ||||
Forgiveness of debt | $ 2,000 | ||||
Common stock | |||||
Related Party Transaction [Line Items] | |||||
Acquisition of intangible assets | $ 35,000 | ||||
Shareholder [Member] | Loans [Member] | |||||
Related Party Transaction [Line Items] | |||||
Proceeds from shareholder | $ 4,000 | ||||
Debt instrument description | The loans are unsecured, non-interest bearing and due on demand.</p>" id="sjs-C15"><p style="font: 10pt Times New Roman, Times, Serif; margin: 0">The loans are unsecured, non-interest bearing and due on demand.</p> |
INCOME TAXES (Details)
INCOME TAXES (Details) | 12 Months Ended |
May 31, 2018 | |
Income Taxes Details Abstract | |
Income tax provision at the federal statutory rate | 21.00% |
Effect on operating losses | (21.00%) |
Total | 0.00% |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) | 12 Months Ended | |
May 31, 2018 | May 31, 2017 | |
Income Taxes Details 1Abstract | ||
Net operating loss carry forward | $ 27,031 | $ 23,515 |
Effect of change in the statutory rate | (10,812) | |
Valuation allowance | (16,219) | (23,515) |
Net deferred tax asset |
INCOME TAXES (Details 2)
INCOME TAXES (Details 2) - USD ($) | 12 Months Ended | |
May 31, 2018 | May 31, 2017 | |
Income Taxes Details 3Abstract | ||
Income tax (expense) benefit at statutory rate | $ 3,516 | $ 3,274 |
Change in valuation allowance | (3,516) | (3,274) |
Income tax expense |