Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Mar. 31, 2017 | May 30, 2017 | Sep. 30, 2016 | |
Document and Entity Information: | |||
Entity Registrant Name | Nemaura Medical Inc. | ||
Document Type | 10-K | ||
Document Period End Date | Mar. 31, 2017 | ||
Amendment Flag | false | ||
Entity Central Index Key | 1,602,078 | ||
Current Fiscal Year End Date | --03-31 | ||
Entity Common Stock, Shares Outstanding | 205,000,000 | ||
Entity Public Float | $ 128,566,635 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Mar. 31, 2017 | Mar. 31, 2016 |
Assets, Current | ||
Cash | $ 911,359 | $ 9,403,965 |
Fixed rate cash account | 1,867,950 | 0 |
Prepaid expenses and other receivables | 51,086 | 148,274 |
Total Current Assets | 2,830,395 | 9,552,239 |
Other Assets | ||
Property and equipment, net | 9,161 | 7,649 |
Intangible assets, net of accumulated amortization | 203,800 | 172,895 |
Total Other Assets | 212,961 | 180,544 |
Long Term Assets: | ||
Fixed rate cash account | 4,358,550 | 0 |
Assets | 7,401,906 | 9,732,783 |
Liabilities, Current | ||
Accounts Payable | 77,530 | 73,015 |
Liabilities due to related party | 687,609 | 494,145 |
Other Liabilities and accrued expenses | 87,232 | 90,853 |
Total current liabilities | 852,371 | 658,013 |
Liabilities, Noncurrent | ||
Deferred Revenue | 1,183,035 | 1,396,005 |
Liabilities, Noncurrent | 1,183,035 | 1,396,005 |
Total liabilities | 2,035,406 | 2,054,018 |
Stockholders' equity: | ||
Common stock, $0.001 par value, 420,000,000 shares authorized and 205,000,000 shares issued and outstanding (205,000,000 at March 31, 2015) | 205,000 | 205,000 |
Additional paid in capital | 12,919,672 | 12,919,672 |
Accumulated deficit | (7,152,633) | (5,601,367) |
Accumulated other comprehensive income/(loss) | (605,539) | 155,460 |
Total stockholders' equity | 5,366,500 | 7,678,765 |
Total liabilities and stockholders' equity | $ 7,401,906 | $ 9,732,783 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2017 | Mar. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Common Stock, Par Value | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 420,000,000 | 420,000,000 |
Common Stock, Shares Issued | 205,000,000 | 205,000,000 |
Common Stock, Shares Outstanding | 205,000,000 | 205,000,000 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS) - USD ($) | 12 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | ||
Revenues | ||||
Total revenues | $ 0 | $ 0 | $ 0 | |
Operating expenses | ||||
Research and development | 1,034,605 | 1,028,224 | 824,503 | |
General and administrative | 516,661 | 511,413 | 495,337 | |
Total operating expenses | 1,551,266 | 1,539,637 | 1,319,840 | |
(Loss) from operations | (1,551,266) | (1,539,637) | (1,319,840) | |
Net loss | (1,551,266) | (1,539,637) | (1,319,840) | |
Other comprehensive income/ (loss) | ||||
Foreign Currency Transaction Adjustment | (760,999) | 135,813 | 28,529 | |
Comprehensive loss | $ (2,312,265) | $ (1,403,824) | $ (1,291,311) | |
Loss per share | ||||
Basic and diluted | [1] | |||
Weighted Average Number of Shares Outstanding | 205,000,000 | 201,726,027 | 200,000,000 | |
[1] | less than $0.01 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY/(DEFICIT) - USD ($) | Share capital | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income / Loss | Total |
Beginning Balance, Amount at Mar. 31, 2014 | $ 200,000 | $ 2,924,672 | $ (2,741,890) | $ (8,882) | $ 373,900 |
Net loss | 0 | 0 | (1,319,840) | 0 | (1,319,840) |
Other comprehensive income - foreign currency translation gain (loss) | 0 | 0 | 0 | 28,529 | 28,529 |
Ending Balance, Amount at Mar. 31, 2015 | 200,000 | 2,924,672 | (4,061,730) | 19,647 | (917,411) |
Common stock issued for cash | 5,000 | 9,995,000 | 0 | 0 | 10,000,000 |
Net loss | 0 | 0 | (1,539,637) | 0 | (1,539,637) |
Other comprehensive income - foreign currency translation gain (loss) | 0 | 0 | 0 | 135,813 | 135,813 |
Ending Balance, Amount at Mar. 31, 2016 | 205,000 | 12,919,672 | (5,601,367) | 155,460 | 7,678,765 |
Net loss | 0 | 0 | (1,551,266) | 0 | (1,551,266) |
Other comprehensive income - foreign currency translation gain (loss) | 0 | 0 | 0 | (760,999) | (760,999) |
Ending Balance, Amount at Mar. 31, 2017 | $ 205,000 | $ 12,919,672 | $ (7,152,633) | $ (605,539) | $ 5,366,500 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Cash Flows from Operating Activities: | |||
Net loss | $ (1,551,266) | $ (1,539,637) | $ (1,319,840) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and Amortization | 20,433 | 17,404 | 7,556 |
Changes in assets and liabilities: | |||
Prepaid expenses and other receivables | 85,367 | 224,392 | (407,805) |
Prepayment to related party for clinical trials | 0 | 249,459 | 0 |
Accounts payable | 2,522 | (31,279) | 117,226 |
Liability due to related party | 270,975 | 0 | 0 |
Accrued expenses | (20,859) | (129,704) | 170,000 |
Net cash used in operating activities | (1,192,828) | (1,209,365) | (1,432,863) |
Cash Flows from Investing Activities: | |||
Decrease in restricted cash | 0 | 0 | 85,462 |
Purchase of intangible assets | (73,070) | (78,197) | (76,745) |
Purchase of property and equipment | (6,519) | (9,367) | (15,457) |
Fixed rate savings account | (6,226,500) | 0 | 0 |
Net cash used in investing Activities | (6,306,089) | (87,564) | (6,740) |
Cash Flows from Financing Activities: | |||
Net proceeds from issuance of common stock | 0 | 10,000,000 | 0 |
Net advances from related party | 0 | 299,434 | 0 |
Net cash provided by financing activities | 0 | 10,299,434 | 0 |
Net (decrease)/increase in cash | (7,498,917) | 9,002,505 | (1,439,603) |
Effect of exchange rate changes on cash | (993,689) | 46,711 | (78,789) |
Cash and cash equivalents, beginning of period | 9,403,965 | 354,749 | 1,873,141 |
Cash at end of period | $ 911,359 | $ 9,403,965 | $ 354,749 |
ORGANIZATION, PRINCIPAL ACTIVIT
ORGANIZATION, PRINCIPAL ACTIVITIES AND MANAGEMENT'S PLANS | 12 Months Ended |
Mar. 31, 2017 | |
Disclosure Text Block [Abstract] | |
ORGANIZATION, PRINCIPAL ACTIVITIES AND MANAGEMENT'S PLANS | Nemaura Medical Inc. ("Nemaura" or the "Company"), through its operating subsidiaries, performs medical device research of a continuous glucose monitoring system ("CGM"), named sugarBEAT. The sugarBEAT device is a non-invasive, wireless device for use by persons with Type I and Type II diabetes, and may also be used to screen pre-diabetic patients. The sugarBEAT device extracts analytes, such as glucose, to the surface of the skin in a non-invasive manner where it is measured using unique sensors and interpreted using a unique algorithm. Nemaura is a Nevada holding company organized in 2013. Nemaura owns one hundred percent (100%) of Region Green Limited, a British Virgin Islands corporation formed ("RGL") on December 12, 2013. Region Green Limited owns one hundred percent (100%) of the stock in Dermal Diagnostic (Holdings) Limited, an England and Wales corporation ("DDHL") formed on December 11, 2013, which in turn owns one hundred percent (100%) of Dermal Diagnostics Limited, an England and Wales corporation formed on January 20, 2009 ("DDL"), and one hundred percent (100%) of Trial Clinic Limited, an England and Wales corporation formed on January 12, 2011 ("TCL"). DDL is a diagnostic medical device company headquartered in Loughborough, Leicestershire, England, and is engaged in the discovery, development and commercialization of diagnostic medical devices. The Company's initial focus has been on the development of the sugarBEAT device, which consists of a disposable patch containing a sensor, and a non-disposable miniature electronic watch with a re-chargeable power source, which is designed to enable trending or tracking of blood glucose levels. Except for a US cash account (approximately $48,000 at March 31, 2017), all of the Company’s operations and assets are located in England. The following diagram illustrates Nemaura's corporate and shareholder structure as of March 31, 2017: Nemaura Medical Inc. Nevada Corporation Region Green Limited British Virgin Islands Corporation Dermal Diagnostics (Holdings) Limited England and Wales Corporation Dermal Diagnostics Limited England and Wales Corporation Trial Clinic Limited England and Wales Corporation The Company has a limited operating history, recurring losses from operations and an accumulated deficit as of March 31, 2017. The Company expects to continue to incur losses from operations at least until clinical trials are completed later this year and the product becomes available to be marketed. The Company estimates that the costs associated with the execution of its fiscal year 2018 business plan will remain consistent with its expenses incurred in 2017. Management has evaluated its ability to continue as a going concern for the next twelve months from the issuance of these March 31, 2017 consolidated financial statements, and considered the expected expenses to be incurred along with its available cash, and has determined that there is not substantial doubt as to its ability to continue as a going concern for at least one year subsequent to the date of issuance of these financial statements. The Company has approximately $900,000 of readily available cash on hand at March 31, 2017 and approximately $1.9 million available June 2017. In addition, the Company has approximately $4.4 million of cash in a fixed rate deposit account which comes due in July 2018. Management's strategic plans include the following: - continuing to advance commercialization of the Company's principal product, in the UK, European and other international markets; - pursuing additional capital raising opportunities; and - continuing to explore and execute prospective partnering or distribution opportunities. |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 12 Months Ended |
Mar. 31, 2017 | |
Disclosure Text Block [Abstract] | |
Basis of Presentation | (a) Basis of presentation The accompanying consolidated financial statements include the accounts of the Company and the Company's subsidiaries, DDL, TCL, DDHL and RGL. The consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America, and all significant intercompany balances and transactions have been eliminated on consolidation. The functional currency for the majority of the Company's operations is the Great Britain Pound Sterling ("GBP"), and the reporting currency is the US Dollar. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Mar. 31, 2017 | |
Disclosure Text Block [Abstract] | |
Summary of Significant Accounting Policies | (a) Cash and cash equivalents The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. Cash and cash equivalents consist primarily of cash deposits maintained in the United Kingdom. From time to time, the Company's cash account balances exceed amounts covered by the Financial Services Compensation Scheme. The Company has never suffered a loss due to such excess balances. (b) Fixed rate cash accounts: From time to time the Company invests funds in fixed rate cash savings accounts. These accounts, at the time of the initial investment, provide a higher interest rate than other bank accounts, and also require the Company to maintain the funds in the accounts for a period of time, $1,868,000 through June 2017 and $4,359,000 through December 2018. Early withdrawal may generally be made for liquidity needs. (c) Fair value of financial instruments The Company's financial instruments primarily consist of cash, fixed rate cash accounts, and accounts payable. As of the year-end dates, the estimated fair values of non-related party financial instruments were not materially different from their carrying values as presented, due to their short maturities. The fair value of amounts payable to related parties are not practicable to estimate due to the related party nature of the underlying transactions. (d) Property and equipment Property and equipment is stated at cost and depreciated using the straight-line method over the estimated useful lives of the assets, generally four years for fixtures and fittings. (e) Intangible assets Intangible assets consist of licenses and patents associated with the sugarBEAT device and are amortized on a straight-line basis, generally over their legal lives of up to 20 years. (f) Revenue Recognition Revenue is recognized when the four basic criteria of revenue recognition are met: (1) a contractual agreement exists; (2) transfer of rights has been completed; (3) the fee is fixed or determinable; and (4) collectability is reasonably assured. The Company may enter into product development and other agreements and with collaborative partners. The terms of the agreements may include non-refundable signing and licensing fees, milestone payments and royalties on any product sales derived from collaborations. The Company recognizes up front license payments as revenue upon delivery of the license only if the license has stand alone value to the customer. However, where further performance criteria must be met, revenue is deferred and recognized on a straight line basis over the period the Company is expected to complete its performance obligations. Royalty revenue will be recognized upon the sale of the related products provided the Company has no remaining performance obligations under the agreement. (g) Research and development expenses The Company charges research and development expenses to operations as incurred. Research and development expenses primarily consist of salaries and related expenses for personnel and outside contractor and consulting services. Other research and development expenses include the costs of materials and supplies used in research and development, prototype manufacturing, clinical studies, related information technology and an allocation of facilities costs. (h) Income taxes Income taxes are accounted for under the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and operating loss carry forwards. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided to reduce the carrying amount of deferred income tax assets if it is considered more likely than not that some portion, or all, of the deferred income tax assets will not be realized. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company has elected to classify interest and penalties related to unrecognized tax benefits as part of income tax expense in the consolidated statements of comprehensive loss. The Company does not have any accrued interest or penalties associated with any unrecognized tax benefits, nor was any interest expense related to unrecognized tax benefits recognized for the years ended March 31, 2017, 2016 and 2015. (i) Earnings per share Basic earnings per share is computed by dividing income available to common stockholders by the weighted-average number of common shares outstanding during the period. There were no potentially dilutive securities as of March 31, 2017 and 2016. For the years ended March 31, 2017 and 2016, warrants to purchase 10 million shares of common stock were anti-dilutive and were excluded from the calculation of diluted loss per share. (j) Use of estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States 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 year. Actual results may differ from those estimates. (k) Foreign currency translation The functional currency of the Company is the Great Britain Pound Sterling ("GBP"). The reporting currency is the United States dollar (US$). Stockholders' equity is translated into United States dollars from GBP at historical exchange rates. Assets and liabilities are translated at the exchange rates as of balance sheet date. Income and expenditures are translated at the average exchange rates prevailing during the reporting period. The translation rates are as follows for each year end to March 31: 2017 2016 Year end GBP : US$ exchange rate 1:1.2453 1:1.4318 Average period/yearly GBP : US$ exchange rate 1:1.3146 1:1.5224 Adjustments resulting from translating the financial statements into the United States dollar are recorded as a separate component of accumulated other comprehensive income (loss) in stockholders' equity. (l) Recent accounting pronouncements The Company continually assesses any new accounting pronouncements to determine their applicability. When it is determined that a new accounting pronouncement affects the Company's financial reporting, the Company undertakes a study to determine the consequences of the change to its consolidated financial statements and assures that there are proper controls in place to ascertain that the Company's consolidated financial statements properly reflect the change. In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Updates ("ASU") No. 2014-09, Revenue from Contracts with Customers. ASU 2014-09 has been modified multiple times since its initial release. This ASU outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. ASU 2014-09, as amended, becomes effective for annual reporting periods beginning after December 15, 2017. Early adoption is permitted. The Company is currently evaluating the impact that this standard will have on its financial statements and related disclosures, which are expected to be insignificant until the Company begins to generate revenue. The standard permits the use of either the retrospective or cumulative effect transition method. The Company has not yet selected a transition method. In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. ASU 2014-15 describes how an entity's management should assess, considering both quantitative and qualitative factors, whether there are conditions and events that raise substantial doubt about an entity's ability to continue as a going concern within one year after the date that the financial statements are issued, which represents a change from the existing literature that requires consideration about an entity's ability to continue as a going concern within one year after the balance sheet date. The Company adopted this standard during the fourth quarter of the year ended March 31, 2017. The implementation of this standard did not have a material impact on its consolidated financial statements but did result in additional disclosures. In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory. ASU 2015-11 requires that inventory within the scope of the guidance be measured at the lower of cost and net realizable value. Inventory measured using last-in, first-out (LIFO) and retail inventory method (RIM) are excluded from this new guidance. This ASU replaces the concept of market with the single measurement of net realizable value and is intended to create efficiencies for preparers and more closely align U.S. GAAP with IFRS. This ASU is effective for public business entities in fiscal years and interim periods within those years, beginning after December 15, 2016. Prospective application is required and early adoption is permitted as of the beginning of an interim or annual reporting period. This ASU will not have a material effect on the Company's consolidated financial statements and related disclosures. In November 2015, the FASB issued ASU. No. 2015-17, Balance Sheet Classification of Deferred Taxes. ASU No. 2015-17 simplifies the presentation of deferred taxes on the balance sheet by requiring classification of all deferred tax items as noncurrent including valuation allowances by jurisdiction. The ASU is effective for public entities for annual and interim periods beginning after December 15, 2016, and interim periods within those annual reporting periods. The Company adopted this standard during the fourth quarter of the year ended March 31, 2017, and it did not have any impact to the Company's financial statements. In March 2016, the FASB issued ASU No. 2016-02, Leases. The main difference between the provisions of ASU No. 2016-02 and previous U.S. GAAP is the recognition of right-of-use assets and lease liabilities by lessees for those leases classified as operating leases under previous U.S. GAAP. ASU No. 2016- 02 retains a distinction between finance leases and operating leases, and the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed from previous U.S. GAAP. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize right-of-use assets and lease liabilities. The accounting applied by a lessor is largely unchanged from that applied under previous U.S. GAAP. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. This ASU is effective for public business entities in fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company has not yet determined the effect of the standard on its ongoing reporting. In March 2016, the FASB issued ASU No. 2016-04, Liabilities-Extinguishment of Liabilities: Recognition of Breakage for Certain Prepaid Stored Value Products. ASU No. 2016-04 contains specific guidance for the derecognition of prepaid stored-value product liabilities within the scope of this ASU. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company does not expect this ASU to have a material effect on its consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU. No. 2016-06, Derivatives and Hedging: Contingent Put and Call Options in Debt Instruments. ASU No. 2016-06 clarifies the requirements for assessing whether contingent call (put) options that can accelerate the payment of principal on debt instruments are clearly and closely related to their debt hosts. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2016. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company does not expect the adoption of this ASU to have a material effect on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, Credit Losses, Measurement of Credit Losses on Financial Instruments. ASU No. 2016-13 significantly changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The standard will replace today's incurred loss approach with an expected loss model for instruments measured at amortized cost. Entities will apply the standard's provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2019. Early adoption is permitted for all entities for annual periods beginning after December 15, 2018, and interim periods therein. The Company has not yet determined the effect of this standard on its ongoing reporting. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments. ASU No. 2016-15 is intended to reduce diversity in how certain cash receipts and cash payments are presented in the statement of cash flows. The new guidance clarifies the classification of cash activity related to debt prepayment or debt extinguishment costs, settlement of zero-coupon debt instruments, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, proceeds from the settlement of corporate and bank-owned life insurance policies, distributions received from equity-method investments, and beneficial interests in securitization transactions. The guidance also describes a predominance principle pursuant to which cash flows with aspects of more than one class that cannot be separated should be classified based on the activity that is likely to be the predominant source or use of cash flow. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company is currently evaluating the impact this standard will have on its financial statements and related disclosures, but does not expect it to have a material effect on the Company's consolidated financial statements and related disclosures. In October 2016, the FASB issued ASU No. 2016-16, Income Taxes: Intra-Entity Transfers of Assets Other Than Inventory. ASU 2016-16 requires entities to account for the income tax effects of intercompany sales and transfers of assets other than inventory when the transfer occurs rather than current guidance which requires companies to defer the income tax effects of intercompany transfers of assets until the asset has been sold to an outside party or otherwise recognized. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company is currently evaluating the impact this standard will have on its financial statements and related disclosures. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows - Restricted Cash. ASU 2016-18 requires entities to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. When cash, cash equivalents, restricted cash and restricted cash equivalents are presented in more than one line item on the balance sheet, a reconciliation of the totals in the statement of cash flows to the related captions in the balance sheet is required. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company is currently evaluating the impact this standard will have on its financial statements and related disclosures. (m) Revisions to December 31, 2016 interim reporting In preparing the Company's March 31, 2017 consolidated financial statements, the Company determined that an error was made in the December 31, 2016 interim reporting relating to presentation of funds invested in fixed rate cash savings accounts. Under ASC 230 generally, only investments with original maturities of three months or less qualify as cash equivalents. In December 2016, the Company invested approximately $6.2 million in fixed rate cash savings accounts that mature in June 2017 and June 2018 (as described in Note 3 (b)). In the interim consolidated financial statements for December 31, 2016, the Company classified these amounts as cash on the balance sheet and on the statement of cash flows. The error resulted in overstatement of cash at December 31, 2016 by $6.2 million, understatement of fixed rate savings accounts at December 31, 2016 by $6.2 million, and a misstatement on the statement of cash flows for the nine months ended December 31, 2016 as the cash invested in fixed rate savings accounts of $6.2 million was not presented as an investing activity. There was no impact to net loss, liabilities or stockholders’ equity. Additionally, as the initial investment was made in December 2016, there was no impact to any earlier interim or year-end financial statements. As of and for the year ended March 31, 2017, the fixed rate savings accounts are presented correctly in the balance sheet and in the statement of cash flows. The Company assessed the materiality of this misstatement in the December 31, 2016 interim period financial statements in accordance with the SEC's Staff Accounting Bulletin (SAB) No. 99, Materiality, codified in ASC No. 250, Presentation of Financial Statements, and concluded that the misstatement was not material to the interim period, and, therefore, an amendment to the previously filed interim financial statement report was not required. The Company will adjust its previously filed financial statements for the impact on the third quarter 2016 information when it is presented in future filings containing such information. Reconciliation Between Amounts Previously Reported and Corrected Amounts The impact of each of the corrections on financial statement line items as of and for the nine months ended December 31, 2016 is presented below (unaudited): As originally reported ($) Adjustment ($) As corrected ($) Balance sheet: Cash 7,593,354 (6,200,000 ) 1,393,354 Fixed rate cash accounts, current - 1,860,000 1,860,000 Fixed rate cash accounts, long-term - 4,340,000 4,340,000 Statement of cash flows: Cash flows from investing activities: Fixed rate savings accounts - (6,200,000 ) (6,200,000 ) (n) Risks and Uncertainties The Company is in the development stage of one primary product that it expects to introduce to the UK market after completion of clinical trials and CE mark approval (European Union approval of the product). The Company has entered into sales and marketing agreements for the product, but has not yet entered into manufacturing agreements. These matters raise uncertainties as regulatory acceptance of the Company’s primary product development efforts and if acceptance is attained, the cost structure to produce the product. |
LICENSING AGREEMENT
LICENSING AGREEMENT | 12 Months Ended |
Mar. 31, 2017 | |
Disclosure Text Block [Abstract] | |
Licensing Agreement | In March 2014, the Company entered into an Exclusive Marketing Rights Agreement with an unrelated third party, that granted to the third party the exclusive right to market and promote the sugarBEAT device and related patches under its own brand in the United Kingdom and the Republic of Ireland, the Channel Islands and the Isle of Man. The Company received a non-refundable, up front cash payment of GBP 1,000,000 (approximately $1.245 million and $1.432 million as of March 31, 2017 and March 31, 2016 respectively) which is wholly non-refundable, upon signing the agreement. As the Company has continuing performance obligations under the agreement, the up front fees received from this agreement have been deferred and will be recorded as income over the term of the commercial licensing agreement beginning from the date of clinical evaluation approval. As the Company expects commercialization of the sugarBEAT device to occur in the year ending March 31, 2018, approximately $62,000 of the deferred revenue has been classified as a current liability. In April 2014, a Letter of Intent was signed with the third party which specified a 10 year term and in November 2015, a Licence, Supply and Distribution agreement with an initial 5 year term was executed. The Company grants the exclusive right to market and promote its product in the United Kingdom, and purchase the product at specified prices. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | As of March 31, 2017, and March 31, 2016 property and equipment is summarized as follows. March 31, 2017 ($) March 31, 2016 ($) Fixtures and fittings 16,163 11,496 Less accumulated depreciation (7,002 ) (3,847 ) 9,161 7,649 |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 12 Months Ended |
Mar. 31, 2017 | |
Disclosure Text Block [Abstract] | |
Intangible Assets | As of March 31, 2017 and March 31, 2016 intangible assets are summarized as follows: March 31, 2017 ($) March 31, 2016 ($) Patents and licenses 244,457 201,629 Less accumulated amortization (40,657 ) (28,731 ) 203,800 172,895 Estimated amortization expense is approximately $15,000 for each of the next five years. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Mar. 31, 2017 | |
Disclosure Text Block [Abstract] | |
Related Party Transactions | Nemaura Pharma Limited (Pharma) and NDM Technologies Limited (NDM) are entities controlled by the Company's majority shareholder, DFH Chowdhury. In accordance with the United States Securities and Exchange Commission (SEC) Staff Accounting Bulletin 55, these financial statements are intended to reflect all costs associated with the operations of DDL and TCL. Pharma has invoiced DDL and TCL for research and development services. In addition, certain operating expenses of DDL and TCL were incurred and paid by Pharma and NDM which have been invoiced to the Company. Certain costs incurred by Pharma and NDM are directly attributable to DDL and TCL and such costs were billed to the Company. Prior to the year ended March 31, 2016, other costs were shared between the organizations. In situations where the costs were shared, expense has been allocated between Pharma and NDM and DDL and TCL using a fixed percentage allocation and were billed to the Company. Management believes the allocation methodologies used are reasonable. DDL and TCL advanced Pharma certain amounts to cover a portion of the costs. Following is a summary of activity between the Company and Pharma and NDM for the years ended March 31, 2017, 2016 and 2015. These amounts are unsecured, interest free, and payable on demand. Year Ended March 31, 2017 ($) Year Ended March 31, 2016 ($) Year Ended March 31, 2015 ($) Balance due (to)/from Pharma and NDM at beginning of period (494,145 ) 192,484 - Amounts advanced to Pharma - 58,197 567,633 Amounts received from Pharma (2,480 ) (228,361 ) (7,692 ) Reduction in prepayments to Pharma for clinical trials (1) - (247,596 ) (257,441 ) Amounts invoiced by Pharma to DDL and TCL (1) (577,481 ) (331,714 ) (107,058 ) Amounts invoiced by DDL to Pharma 15,305 16,307 - Amounts repaid by DDL to Pharma 249,060 - - Amounts paid by DDL on behalf of Pharma 42,403 - - Sale of fixed and intangible assets to Pharma and NDM - 17,775 - Foreign exchange differences 79,729 28,763 (2,988 ) Net balance due (to)/from Pharma and NDM at end of the period (687,609 ) (494,145 ) 192,484 (1) These amounts are included primarily in research and development expenses charged to the Company by Pharma and NDM were $577,481, $579,310 and $364,499 for the years 2017, 2016 and 2015 respectively. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | The Company and its subsidiaries file separate income tax returns. The United States of America The Company is incorporated in the State of Nevada in the U.S., and is subject to U.S. federal corporate income tax at progressive rates ranging from 15% to 35%. The state of Nevada does not impose any state corporate income tax. British Virgin Islands RGL is incorporated in the British Virgin Islands ("BVI"). Under the current laws of the BVI, RGL is not subject to tax on income or capital gains. In addition, upon payments of dividends by RGL, no BVI withholding tax is imposed. During the years ended March 31, 2017, 2016 and 2015, there was no income or expenses in the BVI. UK DDL, TCL and DDHL are all incorporated in the United Kingdom (UK) and the applicable UK statutory income tax rate for these companies is 20%. For the years ended March 31, 2017, 2016 and 2015 loss before income tax expense (benefit) arose in the UK and U.S. Year ended March 31, 2017 2016 2015 $ $ $ Loss before income taxes arising in UK (1,251,870 ) (1,300,468 ) (979,014 ) Loss before income taxes arising in United States (299,396 ) (239,169 ) (340,826 ) Total loss before income tax (1,551,266 ) (1,539,637 ) (1,319,840 ) Reconciliation of our effective tax rate to income (loss) to the statutory U.S federal tax rate is as follows: Year ended March 31, 2017 2016 2015 $ $ $ Loss before income taxes (1,551,266 ) (1,539,637 ) (1,319,840 ) Expected tax benefit (527,000 ) (34 %) (523,000 ) (34 %) (449,000 ) (34 %) Foreign tax differential 217,000 14 % 216,000 14 % 133,000 10 % Enhanced research and development (198,000 ) (13 %) (177,000 ) (11 %) (148,000 ) (11 %) Change in valuation allowance 455,000 29 % 484,000 31 % 458,000 35 % Actual income tax benefit - - - - - - The tax effects of the temporary differences that give rise to significant portions of deferred income tax assets are presented below: As of March 31, 2017 2016 $ $ Net operating tax loss carried forwards 1,818,000 1,363,000 Valuation allowance (1,818,000 ) (1,363,000 ) Net deferred tax assets - - For each of the years ended March 31, 2017, 2016 and 2015, the Company did not have unrecognized tax benefits, and therefore no interest or penalties related to unrecognized tax benefits were accrued. Management does not expect that the amount of unrecognized tax benefits will change significantly within the next twelve months. The Company mainly files income tax returns in the United States and the UK. The Company is subject to U.S. federal income tax examination by tax authorities for tax years beginning in 2014. The UK tax returns for the Company's UK subsidiaries are open to examination by the UK tax authorities for the tax years beginning in April 1, 2011. As of March 31, 2017, the Company has net operating losses (NOLs) of approximately $0.9 million in the US and $5.8 million in the UK. These UK NOLs may be carried forward indefinitely. The US NOLs will expire through 2036. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Mar. 31, 2017 | |
Note 9 - Stockholders Equity | |
STOCKHOLDERS' EQUITY | In November 2015, the Company issued 5 million shares of common stock and warrants to purchase 10 million shares of common stock for total proceeds of $10 million. The warrants are exercisable at $0.50 per share through to the fifth anniversary of the listing of the Company on a national exchange |
QUARTERLY FINANCIAL INFORMATION
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | 12 Months Ended |
Mar. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | The following is a summary of consolidated quarterly financial information: Quarter Ended 2017 June 30 Sept. 30 Dec. 31 March 31 Total revenue $ - $ - $ - $ - Loss from operations $ (494,183 ) $ (322,482 ) $ (375,366 ) $ (359,235 ) Net loss $ (494,183 ) $ (322,482 ) $ (375,366 ) $ (359,235 ) Basic and diluted loss per share $ * $ * $ * $ * Weighted average number of shares outstanding 205,000,000 205,000,000 205,000,000 205,000,000 Quarter Ended 2016 June 30 Sept. 30 Dec. 31 March 31 Total revenue $ - $ - $ - $ - Loss from operations $ (402,826 ) $ (390,309 ) $ (328,784 ) $ (417,718 ) Net loss $ (402,826 ) $ (390,309 ) $ (328,784 ) $ (417,718 ) Basic and diluted loss per share $ * $ * $ * $ * Weighted average number of shares outstanding 200,000,000 200,000,000 201,902,174 201,726,027 * less than $0.01 |
Summary of Significant Accoun17
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Mar. 31, 2017 | |
Policy Text Block [Abstract] | |
Cash and cash equivalents | The Company considers all highly liquid investments purchased with original maturities of three months or less to be cash equivalents. Cash and cash equivalents consist primarily of cash deposits maintained in the United Kingdom. From time to time, the Companys cash account balances exceed amounts covered by the Financial Services Compensation Scheme. The Company has never suffered a loss due to such excess balances. |
Fixed rate cash accounts | From time to time the Company invests funds in fixed rate cash savings accounts. These accounts, at the time of the initial investment, provide a higher interest rate than other bank accounts, and also require the Company to maintain the funds in the accounts for a period of time, $1,868,000 through June 2017 and $4,359,000 through December 2018. Early withdrawal may generally be made for liquidity needs. |
Fair Value of Financial Instruments | The Companys financial instruments primarily consist of cash, fixed rate cash accounts, and accounts payable. As of the year-end dates, the estimated fair values of non-related party financial instruments were not materially different from their carrying values as presented, due to their short maturities. The fair value of amounts payable to related parties are not practicable to estimate due to the related party nature of the underlying transactions. |
Property and equipment | Property and equipment is stated at cost and depreciated using the straight-line method over the estimated useful lives of the assets, generally four years for fixtures and fittings. |
Intangible Assets | Intangible assets consist of licenses and patents associated with the sugarBEAT device and are amortized on a straight-line basis, generally over their legal lives of up to 20 years. |
Revenue Recognition | Revenue is recognized when the four basic criteria of revenue recognition are met: (1) a contractual agreement exists; (2) transfer of rights has been completed; (3) the fee is fixed or determinable; and (4) collectability is reasonably assured. The Company may enter into product development and other agreements and with collaborative partners. The terms of the agreements may include non-refundable signing and licensing fees, milestone payments and royalties on any product sales derived from collaborations. The Company recognizes up front license payments as revenue upon delivery of the license only if the license has stand alone value to the customer. However, where further performance criteria must be met, revenue is deferred and recognized on a straight line basis over the period the Company is expected to complete its performance obligations. Royalty revenue will be recognized upon the sale of the related products provided the Company has no remaining performance obligations under the agreement. |
Research and development expenses | The Company charges research and development expenses to operations as incurred. Research and development expenses primarily consist of salaries and related expenses for personnel and outside contractor and consulting services. Other research and development expenses include the costs of materials and supplies used in research and development, prototype manufacturing, clinical studies, related information technology and an allocation of facilities costs. |
Income Taxes | Income taxes are accounted for under the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and operating loss carry forwards. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred income tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is provided to reduce the carrying amount of deferred income tax assets if it is considered more likely than not that some portion, or all, of the deferred income tax assets will not be realized. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company has elected to classify interest and penalties related to unrecognized tax benefits as part of income tax expense in the consolidated statements of comprehensive loss. The Company does not have any accrued interest or penalties associated with any unrecognized tax benefits, nor was any interest expense related to unrecognized tax benefits recognized for the years ended March 31, 2017 and 2016. |
Earnings Per Share | The functional currency of the Company is the Great Britain Pound Sterling ("GBP"). The reporting currency is the United States dollar (US$). Stockholders' equity is translated into United States dollars from GBP at historical exchange rates. Assets and liabilities are translated at the exchange rates as of balance sheet date. Income and expenditures are translated at the average exchange rates prevailing during the reporting period. The translation rates are as follows for each year end to March 31: 2017 2016 Year end GBP : US$ exchange rate 1:1.2453 1:1.4318 Average period/yearly GBP : US$ exchange rate 1:1.3146 1:1.5224 Adjustments resulting from translating the financial statements into the United States dollar are recorded as a separate component of accumulated other comprehensive income in Stockholders' Equity/(Deficit). |
Use of Estimates | The preparation of financial statements in conformity with accounting principles generally accepted in the United States 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 year. Actual results may differ from those estimates. |
Foreign Currency Translation | The functional currency of the Company is the Great Britain Pound Sterling (GBP). The reporting currency is the United States dollar (US$). Stockholders equity is translated into United States dollars from GBP at historical exchange rates. Assets and liabilities are translated at the exchange rates as of balance sheet date. Income and expenditures are translated at the average exchange rates prevailing during the reporting period. The translation rates are as follows for each year end to March 31: 2016 2015 Year end GBP : US$ exchange rate 1:1.4318 1:1.5383 Average period/yearly GBP : US$ exchange rate 1:1.5224 1:1.5990 Adjustments resulting from translating the financial statements into the United States dollar are recorded as a separate component of accumulated other comprehensive income (loss) in stockholders equity. |
Recent Accounting Pronouncements | The Company continually assesses any new accounting pronouncements to determine their applicability. When it is determined that a new accounting pronouncement affects the Company's financial reporting, the Company undertakes a study to determine the consequences of the change to its consolidated financial statements and assures that there are proper controls in place to ascertain that the Company's consolidated financial statements properly reflect the change. In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Updates ("ASU") No. 2014-09, Revenue from Contracts with Customers. ASU 2014-09 has been modified multiple times since its initial release. This ASU outlines a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. ASU 2014-09, as amended, becomes effective for annual reporting periods beginning after December 15, 2017. Early adoption is permitted. The Company is currently evaluating the impact that this standard will have on its financial statements and related disclosures, which are expected to be insignificant until the Company begins to generate revenue. The standard permits the use of either the retrospective or cumulative effect transition method. The Company has not yet selected a transition method. In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. ASU 2014-15 describes how an entity's management should assess, considering both quantitative and qualitative factors, whether there are conditions and events that raise substantial doubt about an entity's ability to continue as a going concern within one year after the date that the financial statements are issued, which represents a change from the existing literature that requires consideration about an entity's ability to continue as a going concern within one year after the balance sheet date. The Company adopted this standard during the fourth quarter of the year ended March 31, 2017. The implementation of this standard did not have a material impact on its consolidated financial statements but did result in additional disclosures. In July 2015, the FASB issued ASU No. 2015-11, Simplifying the Measurement of Inventory. ASU 2015-11 requires that inventory within the scope of the guidance be measured at the lower of cost and net realizable value. Inventory measured using last-in, first-out (LIFO) and retail inventory method (RIM) are excluded from this new guidance. This ASU replaces the concept of market with the single measurement of net realizable value and is intended to create efficiencies for preparers and more closely align U.S. GAAP with IFRS. This ASU is effective for public business entities in fiscal years and interim periods within those years, beginning after December 15, 2016. Prospective application is required and early adoption is permitted as of the beginning of an interim or annual reporting period. This ASU will not have a material effect on the Company's consolidated financial statements and related disclosures. In November 2015, the FASB issued ASU. No. 2015-17, Balance Sheet Classification of Deferred Taxes. ASU No. 2015-17 simplifies the presentation of deferred taxes on the balance sheet by requiring classification of all deferred tax items as noncurrent including valuation allowances by jurisdiction. The ASU is effective for public entities for annual and interim periods beginning after December 15, 2016, and interim periods within those annual reporting periods. The Company adopted this standard during the fourth quarter of the year ended March 31, 2017, and it did not have any impact to the Company's financial statements. In March 2016, the FASB issued ASU No. 2016-02, Leases. The main difference between the provisions of ASU No. 2016-02 and previous U.S. GAAP is the recognition of right-of-use assets and lease liabilities by lessees for those leases classified as operating leases under previous U.S. GAAP. ASU No. 2016- 02 retains a distinction between finance leases and operating leases, and the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed from previous U.S. GAAP. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize right-of-use assets and lease liabilities. The accounting applied by a lessor is largely unchanged from that applied under previous U.S. GAAP. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. This ASU is effective for public business entities in fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company has not yet determined the effect of the standard on its ongoing reporting. In March 2016, the FASB issued ASU No. 2016-04, Liabilities-Extinguishment of Liabilities: Recognition of Breakage for Certain Prepaid Stored Value Products. ASU No. 2016-04 contains specific guidance for the derecognition of prepaid stored-value product liabilities within the scope of this ASU. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company does not expect this ASU to have a material effect on its consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU. No. 2016-06, Derivatives and Hedging: Contingent Put and Call Options in Debt Instruments. ASU No. 2016-06 clarifies the requirements for assessing whether contingent call (put) options that can accelerate the payment of principal on debt instruments are clearly and closely related to their debt hosts. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2016. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company does not expect the adoption of this ASU to have a material effect on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, Credit Losses, Measurement of Credit Losses on Financial Instruments. ASU No. 2016-13 significantly changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The standard will replace today's incurred loss approach with an expected loss model for instruments measured at amortized cost. Entities will apply the standard's provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2019. Early adoption is permitted for all entities for annual periods beginning after December 15, 2018, and interim periods therein. The Company has not yet determined the effect of this standard on its ongoing reporting. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments. ASU No. 2016-15 is intended to reduce diversity in how certain cash receipts and cash payments are presented in the statement of cash flows. The new guidance clarifies the classification of cash activity related to debt prepayment or debt extinguishment costs, settlement of zero-coupon debt instruments, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, proceeds from the settlement of corporate and bank-owned life insurance policies, distributions received from equity-method investments, and beneficial interests in securitization transactions. The guidance also describes a predominance principle pursuant to which cash flows with aspects of more than one class that cannot be separated should be classified based on the activity that is likely to be the predominant source or use of cash flow. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company is currently evaluating the impact this standard will have on its financial statements and related disclosures, but does not expect it to have a material effect on the Company's consolidated financial statements and related disclosures. In October 2016, the FASB issued ASU No. 2016-16, Income Taxes: Intra-Entity Transfers of Assets Other Than Inventory. ASU 2016-16 requires entities to account for the income tax effects of intercompany sales and transfers of assets other than inventory when the transfer occurs rather than current guidance which requires companies to defer the income tax effects of intercompany transfers of assets until the asset has been sold to an outside party or otherwise recognized. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company is currently evaluating the impact this standard will have on its financial statements and related disclosures. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows - Restricted Cash. ASU 2016-18 requires entities to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. When cash, cash equivalents, restricted cash and restricted cash equivalents are presented in more than one line item on the balance sheet, a reconciliation of the totals in the statement of cash flows to the related captions in the balance sheet is required. This ASU is effective for public entities for annual and interim periods beginning after December 15, 2017. Early adoption is permitted as of the beginning of any interim or annual reporting period. The Company is currently evaluating the impact this standard will have on its financial statements and related disclosures. |
Revisions to December 31, 2016 interim reporting | In preparing the Company's March 31, 2017 consolidated financial statements, the Company determined that an error was made in the December 31, 2016 interim reporting relating to presentation of funds invested in fixed rate cash savings accounts. Under ASC 230 generally, only investments with original maturities of three months or less qualify as cash equivalents. In December 2016, the Company invested approximately $6.2 million in fixed rate cash savings accounts that mature in June 2017 and June 2018 (as described in Note 3 (b)). In the interim consolidated financial statements for December 31, 2016, the Company classified these amounts as cash on the balance sheet and on the statement of cash flows. The error resulted in overstatement of cash at December 31, 2016 by $6.2 million, understatement of fixed rate savings accounts at December 31, 2016 by $6.2 million, and a misstatement on the statement of cash flows for the nine months ended December 31, 2016 as the cash invested in fixed rate savings accounts of $6.2 million was not presented as an investing activity. There was no impact to net loss, liabilities or stockholders’ equity. Additionally, as the initial investment was made in December 2016, there was no impact to any earlier interim or year-end financial statements. As of and for the year ended March 31, 2017, the fixed rate savings accounts are presented correctly in the balance sheet and in the statement of cash flows. The Company assessed the materiality of this misstatement in the December 31, 2016 interim period financial statements in accordance with the SEC's Staff Accounting Bulletin (SAB) No. 99, Materiality, codified in ASC No. 250, Presentation of Financial Statements, and concluded that the misstatement was not material to the interim period, and, therefore, an amendment to the previously filed interim financial statement report was not required. The Company will adjust its previously filed financial statements for the impact on the third quarter 2016 information when it is presented in future filings containing such information. Reconciliation Between Amounts Previously Reported and Corrected Amounts The impact of each of the corrections on financial statement line items as of and for the nine months ended December 31, 2016 is presented below (unaudited): As originally reported ($) Adjustment ($) As corrected ($) Balance sheet: Cash 7,593,354 (6,200,000 ) 1,393,354 Fixed rate cash accounts, current - 1,860,000 1,860,000 Fixed rate cash accounts, long-term - 4,340,000 4,340,000 Statement of cash flows: Cash flows from investing activities: Fixed rate savings accounts - (6,200,000 ) (6,200,000 ) |
Risks and Uncertainties | The Company is in the development stage of one primary product that it expects to introduce to the UK market after completion of clinical trials and CE mark approval (European Union approval of the product). The Company has entered into sales and marketing agreements for the product, but has not yet entered into manufacturing agreements. These matters raise uncertainties as regulatory acceptance of the Company’s primary product development efforts and if acceptance is attained, the cost structure to produce the product. |
SUMMARY OF SIGNIFICANT ACCOUN18
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Summary Of Significant Accounting Policies Tables | |
Translation Rates | Nine months ended December 31, 2016 (unaudited) Three months ended December 31, 2016 (unaudited) Nine months ended December 31, 2015 (unaudited) Twelve months ended Period end GBP : US$ exchange rate 1.240 1.240 1.521 1.432 Average period/yearly GBP : US$ exchange rate 1.340 1.255 1.530 1.522 |
Impact of corrections on financial statement line items | As originally reported ($) Adjustment ($) As corrected ($) Balance sheet: Cash 7,593,354 (6,200,000 ) 1,393,354 Fixed rate cash accounts, current - 1,860,000 1,860,000 Fixed rate cash accounts, long-term - 4,340,000 4,340,000 Statement of cash flows: Cash flows from investing activities: Fixed rate savings accounts - (6,200,000 ) (6,200,000 ) |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | March 31, 2017 ($) March 31, 2016 ($) Fixtures and fittings 16,163 11,496 Less accumulated depreciation (7,002 ) (3,847 ) 9,161 7,649 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Table Text Block Supplement [Abstract] | |
Schedule of Finite-Lived Intangible Assets | March 31, 2017 ($) March 31, 2016 ($) Patents and licenses 244,457 201,629 Less accumulated amortization (40,657 ) (28,731 ) 203,800 172,895 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Table Text Block Supplement [Abstract] | |
Schedule of Related Party Transactions | Year Ended March 31, 2017 ($) Year Ended March 31, 2016 ($) Year Ended March 31, 2015 ($) Balance due (to)/from Pharma and NDM at beginning of period (494,145 ) 192,484 - Amounts advanced to Pharma - 58,197 567,633 Amounts received from Pharma (2,480 ) (228,361 ) (7,692 ) Reduction in prepayments to Pharma for clinical trials (1) - (247,596 ) (257,441 ) Amounts invoiced by Pharma to DDL and TCL (1) (577,481 ) (331,714 ) (107,058 ) Amounts invoiced by DDL to Pharma 15,305 16,307 - Amounts repaid by DDL to Pharma 249,060 - - Amounts paid by DDL on behalf of Pharma 42,403 - - Sale of fixed and intangible assets to Pharma and NDM - 17,775 - Foreign exchange differences 79,729 28,763 (2,988 ) Net balance due (to)/from Pharma and NDM at end of the period (687,609 ) (494,145 ) 192,484 (1) These amounts are included primarily in research and development expenses charged to the Company by Pharma and NDM and were $577,481, $579,310 and $364,499 for the years 2017, 2016 and 2015 respectively. |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of loss before Income Tax, Domestic and Foreign | Year ended March 31, 2017 2016 2015 $ $ $ Loss before income taxes arising in UK (1,251,870 ) (1,300,468 ) (979,014 ) Loss before income taxes arising in United States (299,396 ) (239,169 ) (340,826 ) Total loss before income tax (1,551,266 ) (1,539,637 ) (1,319,840 ) |
Reconciliation of effective tax rate | Year ended March 31, 2017 2016 2015 $ $ $ Loss before income taxes (1,551,266 ) (1,539,637 ) (1,319,840 ) Expected tax benefit (527,000 ) (34 %) (523,000 ) (34 %) (449,000 ) (34 %) Foreign tax differential 217,000 14 % 216,000 14 % 133,000 10 % Enhanced research and development (198,000 ) (13 %) (177,000 ) (11 %) (148,000 ) (11 %) Change in valuation allowance 455,000 29 % 484,000 31 % 458,000 35 % Actual income tax benefit - - - - - - |
Schedule of deferred income tax assets | As of March 31, 2017 2016 $ $ Net operating tax loss carried forwards 1,818,000 1,363,000 Valuation allowance (1,818,000 ) (1,363,000 ) Net deferred tax assets - - |
QUARTERLY FINANCIAL INFORMATI23
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Tables) | 12 Months Ended |
Mar. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summary of consolidated quarterly financial information | The following is a summary of consolidated quarterly financial information: Quarter Ended 2017 June 30 Sept. 30 Dec. 31 March 31 Total revenue $ - $ - $ - $ - Loss from operations $ (494,183 ) $ (322,482 ) $ (375,366 ) $ (359,235 ) Net loss $ (494,183 ) $ (322,482 ) $ (375,366 ) $ (359,235 ) Basic and diluted loss per share $ * $ * $ * $ * Weighted average number of shares outstanding 205,000,000 205,000,000 205,000,000 205,000,000 Quarter Ended 2016 June 30 Sept. 30 Dec. 31 March 31 Total revenue $ - $ - $ - $ - Loss from operations $ (402,826 ) $ (390,309 ) $ (328,784 ) $ (417,718 ) Net loss $ (402,826 ) $ (390,309 ) $ (328,784 ) $ (417,718 ) Basic and diluted loss per share $ * $ * $ * $ * Weighted average number of shares outstanding 200,000,000 200,000,000 201,902,174 201,726,027 * less than $0.01 |
ORGANIZATION, PRINCIPAL ACTIV24
ORGANIZATION, PRINCIPAL ACTIVITIES AND MANAGEMENT'S PLANS (Details Narrative) - USD ($) | Jul. 31, 2018 | Jun. 22, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2016 |
Disclosure Text Block [Abstract] | |||||
Cash available on hand | $ 1,900,000 | $ 900,000 | |||
Fixed rate cash account | $ 4,400,000 | $ 4,358,550 | $ 0 | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUN25
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 12 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Period End GBP/USD Exchange Rate [Membe] | ||
Exchange rate | 1.2453 | 1.4318 |
Period Average GBP/USD Exchange Rate [Membe] | ||
Exchange rate | 1.3146 | 1.5224 |
SUMMARY OF SIGNIFICANT ACCOUN26
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) - USD ($) | 9 Months Ended | 12 Months Ended | ||||
Dec. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | Jul. 31, 2018 | Mar. 31, 2014 | |
Cash | $ 7,593,354 | $ 911,359 | $ 9,403,965 | $ 354,749 | $ 1,873,141 | |
Fixed rate cash accounts, current | 0 | 1,867,950 | 0 | |||
Fixed rate cash accounts, long-term | 0 | 4,358,550 | 0 | $ 4,400,000 | ||
Cash flows from investing activities: | ||||||
Fixed rate savings accounts | 6,200,000 | $ 6,226,500 | $ 0 | $ 0 | ||
Adjustment | ||||||
Cash | (6,200,000) | |||||
Fixed rate cash accounts, current | 1,860,000 | |||||
Fixed rate cash accounts, long-term | 4,340,000 | |||||
Cash flows from investing activities: | ||||||
Fixed rate savings accounts | (6,200,000) | |||||
As corrected | ||||||
Cash | 1,393,354 | |||||
Fixed rate cash accounts, current | 1,860,000 | |||||
Fixed rate cash accounts, long-term | 4,340,000 | |||||
Cash flows from investing activities: | ||||||
Fixed rate savings accounts | $ (6,200,000) |
SUMMARY OF SIGNIFICANT ACCOUN27
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 1 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Disclosure Text Block [Abstract] | ||||||||
Fixed rate cash accounts | $ 1,868,000 | $ 4,359,000 | ||||||
Anti-dilutive common stock | 10,000,000 | 10,000,000 | ||||||
Fixed rate cash savings accounts | $ 6,200,000 | $ 6,200,000 | ||||||
Overstatement of cash | $ 6,200,000 | |||||||
Understatement of cash | 6,200,000 | |||||||
Fixed rate savings accounts | $ 6,200,000 | $ 6,226,500 | $ 0 | $ 0 |
LICENSING AGREEMENT (Details Na
LICENSING AGREEMENT (Details Narrative) - USD ($) | Mar. 31, 2017 | Mar. 31, 2016 |
Licensing Agreement Details Narrative | ||
Non-refundable, upfront cash payment | $ 1,245,000 | $ 1,432,000 |
Deferred revenue | $ 62,000 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | Mar. 31, 2017 | Mar. 31, 2016 |
Note 5 - Property And Equipment Details | ||
Fixtures and fittings | $ 16,163 | $ 11,496 |
Less accumulated depreciation | (7,002) | (3,847) |
Property and equipment, net | $ 9,161 | $ 7,649 |
INTANGIBLE ASSETS (Details)
INTANGIBLE ASSETS (Details) - USD ($) | Mar. 31, 2017 | Mar. 31, 2016 |
Note 6 - Intangible Assets Details | ||
Patents and licenses | $ 244,457 | $ 201,629 |
Less accumulated amortization | (40,657) | (28,731) |
Intangible assets | $ 203,800 | $ 172,895 |
INTANGIBLE ASSETS (Details Narr
INTANGIBLE ASSETS (Details Narrative) | Mar. 31, 2017USD ($) |
Note 6 - Intangible Assets Details Narrative | |
Estimated amortization expense | $ 15,000 |
Estimated amortization expense, year two | 15,000 |
Estimated amortization expense, year three | 15,000 |
Estimated amortization expense, year four | 15,000 |
Estimated amortization expense, year five | $ 15,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) | 12 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | ||
Note 7 - Related Party Transactions Details | ||||
Balance due (to)/from Pharma and NDM at beginning of period | $ (494,145) | $ 192,484 | $ 0 | |
Amounts advanced to Pharma | 0 | 58,197 | 567,633 | |
Amounts received from Pharma | (2,480) | (228,361) | (7,692) | |
Reduction in prepayments to Pharma for clinical trials | [1] | 0 | (247,596) | (257,441) |
Amount invoiced by Pharma to DDL and TCL | [1] | (577,481) | (331,714) | (107,058) |
Amounts invoiced by DDL to Pharma | 15,305 | 16,307 | 0 | |
Amounts repaid by DDL to Pharma | 249,060 | 0 | 0 | |
Amounts paid by DDL on behalf of Pharma | 42,403 | 0 | 0 | |
Sale of fixed and intangible assts to Pharma and NDM | 0 | 17,775 | 0 | |
Foreign exchange differences | 79,729 | 28,763 | (2,988) | |
Net balance due (to)/from Pharma and NDM at end of the period | $ (687,609) | $ (494,145) | $ 192,484 | |
[1] | These amounts are included primarily in research and development expenses charged to the Company by Pharma and NDM and were $577,481, $579,310 and $364,499 for the years 2017, 2016 and 2015 respectively. |
RELATED PARTY TRANSACTIONS (D33
RELATED PARTY TRANSACTIONS (Details) (Parenthetical) - USD ($) | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Research and development | $ 1,034,605 | $ 1,028,224 | $ 824,503 |
Related Company [Member] | |||
Research and development | $ 577,481 | $ 579,310 | $ 364,499 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||||||||||
Loss before income taxes arising in UK | $ (1,251,870) | $ (1,300,468) | $ (979,014) | ||||||||
Loss before income taxes arising in United States | (299,396) | (239,169) | (340,826) | ||||||||
Total loss before income tax | $ (359,235) | $ (375,366) | $ (322,482) | $ (494,183) | $ (417,718) | $ (328,784) | $ (390,309) | $ (402,826) | $ (1,551,266) | $ (1,539,637) | $ (1,319,840) |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) | 12 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | |
Note 8 - Income Taxes Details 1 | |||
Loss before income taxes | $ (1,551,266) | $ (1,539,637) | $ (1,319,840) |
Expected tax benefit | (527,000) | (523,000) | (449,000) |
Foreign tax differential | 217,000 | 216,000 | 133,000 |
Enhanced research and development | (198,000) | (177,000) | (148,000) |
Change in valuation allowance | 455,000 | 484,000 | 458,000 |
Actual income tax benefit | $ 0 | $ 0 | $ 0 |
Expected tax benefit | (34.00%) | (34.00%) | (34.00%) |
Foreign tax differential | 14.00% | 14.00% | 10.00% |
Enhanced research and development | (13.00%) | (11.00%) | (11.00%) |
Change in valuation allowance | 29.00% | 31.00% | 35.00% |
Actual income tax benefit | 0.00% | 0.00% | 0.00% |
INCOME TAXES (Details 2)
INCOME TAXES (Details 2) - USD ($) | Mar. 31, 2017 | Mar. 31, 2016 |
Note 8 - Income Taxes Details 2 | ||
Net operating tax loss carried forwards | $ 1,818,000 | $ 1,363,000 |
Valuation allowance | (1,818,000) | (1,363,000) |
Net deferred tax assets | $ 0 | $ 0 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) | Mar. 31, 2017USD ($) |
Us | |
Net operating losses | $ 900,000 |
Uk | |
Net operating losses | $ 5,800,000 |
QUARTERLY FINANCIAL INFORMATI38
QUARTERLY FINANCIAL INFORMATION (UNAUDITED) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||||||
Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2015 | ||
Quarterly Financial Information Disclosure [Abstract] | ||||||||||||
Total revenue | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | |
Loss from operations | (359,235) | (375,366) | (322,482) | (494,183) | (417,718) | (328,784) | (390,309) | (402,826) | (1,551,266) | (1,539,637) | (1,319,840) | |
Net loss | $ (359,235) | $ (375,366) | $ (322,482) | $ (494,183) | $ (417,718) | $ (328,784) | $ (390,309) | $ (402,826) | $ (1,551,266) | $ (1,539,637) | $ (1,319,840) | |
Basic and diluted loss per share | [1] | |||||||||||
Weighted average number of shares outstanding | 205,000,000 | 205,000,000 | 205,000,000 | 205,000,000 | 201,726,027 | 201,902,174 | 200,000,000 | 200,000,000 | 205,000,000 | 201,726,027 | 200,000,000 | |
[1] | less than $0.01 |