flooidCX (FLCX) 10-Q 14 Jan 21 2021 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Nov. 30, 2020	Jan. 14, 2020
Cover [Abstract]
Entity Registrant Name	flooidCX Corp.
Entity Central Index Key	0001609988
Document Type	10-Q
Amendment Flag	false
Current Fiscal Year End Date	--02-28
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	true
Entity Current Reporting Status	Yes
Document Period End Date	Nov. 30, 2020
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2021
Entity Ex Transition Period	false
Entity Common Stock Shares Outstanding		167,928,919
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Nov. 30, 2020	Feb. 29, 2020
ASSETS
Cash	$ 4,943	$ 32,025
Accounts receivable	3,750	16,875
Prepaid expenses and deposits	14,665	18,312
Total Current Assets	23,358	67,212
Property and equipment (Note 3)	16,309	18,423
Operating lease right-of-use asset (Note 4)	4,479	39,138
Total Assets	44,146	124,773
Current Liabilities
Accounts payable and accrued liabilities	212,423	167,383
Operating lease liability (Note 4)	4,479	39,138
Loans payable (Note 5)	2,968,013	2,550,646
Due to related party (Note 6)	863,410	725,547
Total Current Liabilities	4,048,325	3,482,714
Loans payable (Note 5)	30,852	0
Total Liabilities	4,079,177	3,482,714
Commitment (Note 9)	0	0
Subsequent Event (Note 11)	0	0
Stockholders' Deficit
Preferred stock, 20,000,000 shares authorized, $0.001 par value 1,000,000 shares issued and outstanding	1,000	1,000
Common stock, 300,000,000 shares authorized, $0.001 par value 167,928,919 and 163,133,318 shares issued and outstanding respectively	167,929	163,133
Common stock issuable	964	310
Additional paid-in capital	51,457,707	50,881,981
Accumulated other comprehensive income	155,717	285,988
Deficit	(55,818,348)	(54,690,353)
Total Stockholders' Deficit	(4,035,031)	(3,357,941)
Total Liabilities and Stockholders' Deficit	$ 44,146	$ 124,773

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Nov. 30, 2020	Feb. 29, 2020
Stockholders' Deficit
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, shares par value	$ 0.001	$ 0.001
Preferred stock, shares issued	1,000,000	1,000,000
Preferred stock, shares outstanding	1,000,000	1,000,000
Common stock, shares authorized	300,000,000	300,000,000
Common stock, shares par value	$ 0.001	$ 0.001
Common stock, shares issued	167,892,919	163,133,318
Common stock, shares outstanding	167,928,919	163,133,318

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Nov. 30, 2020	Nov. 30, 2019	Nov. 30, 2020	Nov. 30, 2019
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)
Revenue	$ 12,409	$ 0	$ 66,909	$ 0
Expenses
General and administrative (Note 6)	24,954	342,650	335,322	730,209
Research and development (Note 6)	185,678	316,078	779,404	1,485,435
Total expenses	210,632	658,728	1,114,726	2,215,644
Loss before other expense	(198,223)	(658,728)	(1,047,817)	(2,215,644)
Other expenses
Financing costs	(29,484)	0	(58,662)	0
Loss on settlement of debt	(21,516)	(49,000)	(21,516)	(49,000)
Net loss for the period	(249,223)	(707,728)	(1,127,995)	(2,264,644)
Other comprehensive loss
Foreign currency translation loss	(18,956)	(3,100)	(130,271)	(5,088)
Comprehensive loss for the period	$ (268,179)	$ (710,828)	$ (1,258,266)	$ (2,269,732)
Net loss per share, basic and diluted	$ 0	$ (0.01)	$ (0.01)	$ (0.02)
Weighted average number of shares outstanding	166,769,780	140,213,208	164,746,459	137,685,136

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Stockholders Deficit (Unaudited) - USD ($)	Total	Preferred Stock	Common Stock	Common Stock Issuable	Additional Paid-in Capital	Accumulated other comprehensive Income	Deficit
Balance, shares at Feb. 28, 2019		1,000,000	136,353,318
Balance, amount at Feb. 28, 2019	$ (3,232,026)	$ 1,000	$ 136,353	$ 10,000	$ 48,250,116	$ 255,023	$ (51,884,518)
Fair value of stock options granted	868,879	0	0	0	868,879	0	0
Foreign exchange translation gain	56,671	0	0	0	0	56,671	0
Net loss for the period	(1,086,256)	$ 0	$ 0	0	0	0	(1,086,256)
Balance, shares at May. 31, 2019		1,000,000	136,353,318
Balance, amount at May. 31, 2019	(3,392,732)	$ 1,000	$ 136,353	10,000	49,118,995	311,694	(52,970,774)
Balance, shares at Feb. 28, 2019		1,000,000	136,353,318
Balance, amount at Feb. 28, 2019	(3,232,026)	$ 1,000	$ 136,353	10,000	48,250,116	255,023	(51,884,518)
Net loss for the period	(2,264,644)
Balance, shares at Nov. 30, 2019		1,000,000	147,103,318
Balance, amount at Nov. 30, 2019	(3,456,793)	$ 1,000	$ 147,103	10,000	50,284,331	249,935	(54,149,162)
Balance, shares at Feb. 28, 2019		1,000,000	136,353,318
Balance, amount at Feb. 28, 2019	(3,232,026)	$ 1,000	$ 136,353	10,000	48,250,116	255,023	(51,884,518)
Balance, shares at Feb. 29, 2020		1,000,000	163,133,318
Balance, amount at Feb. 29, 2020	(3,357,941)	$ 1,000	$ 163,133	310	50,881,981	285,988	(54,690,353)
Balance, shares at May. 31, 2019		1,000,000	136,353,318
Balance, amount at May. 31, 2019	(3,392,732)	$ 1,000	$ 136,353	10,000	49,118,995	311,694	(52,970,774)
Fair value of stock options granted	255,482	0	0	0	255,482	0	0
Net loss for the period	(470,660)	$ 0	$ 0	0	0	0	(470,660)
Shares issued for cash, shares			250,000
Shares issued for cash, amount	50,000	$ 0	$ 250	0	49,750	0	0
Foreign exchange translation loss	(58,659)	$ 0	$ 0	0	0	(58,659)	0
Balance, shares at Aug. 31, 2019		1,000,000	136,603,318
Balance, amount at Aug. 31, 2019	(3,616,569)	$ 1,000	$ 136,603	10,000	49,424,227	253,035	(53,441,434)
Fair value of stock options granted	249,104	0	0	0	249,104	0	0
Net loss for the period	(707,728)	$ 0	$ 0	0	0	0	(707,728)
Shares issued for cash, shares			4,500,000
Shares issued for cash, amount	225,000	$ 0	$ 4,500	0	220,500	0	0
Foreign exchange translation loss	(3,100)	$ 0	$ 0	0	0	(3,100)	0
Fair value of shares issued pursuant to settlement of loans payable, shares			3,500,000
Fair value of shares issued pursuant to settlement of loans payable, amount	224,000	$ 0	$ 3,500	0	220,500	0	0
Fair value of shares issued for services, shares			2,500,000
Fair value of shares issued for services, amount	172,500	$ 0	$ 2,500	0	170,000	0	0
Balance, shares at Nov. 30, 2019		1,000,000	147,103,318
Balance, amount at Nov. 30, 2019	(3,456,793)	$ 1,000	$ 147,103	10,000	50,284,331	249,935	(54,149,162)
Balance, shares at Feb. 29, 2020		1,000,000	163,133,318
Balance, amount at Feb. 29, 2020	(3,357,941)	$ 1,000	$ 163,133	310	50,881,981	285,988	(54,690,353)
Fair value of stock options granted	276,192	0	0	0	276,192	0	0
Foreign exchange translation gain	85,043	0	0	0	0	85,043	0
Net loss for the period	(492,660)						(492,660)
Fair value of shares to be issued for services	9,067	$ 0	$ 0	504	8,563	0	0
Balance, shares at May. 31, 2020		1,000,000	163,133,318
Balance, amount at May. 31, 2020	(3,480,299)	$ 1,000	$ 163,133	814	51,166,736	371,031	(55,183,013)
Balance, shares at Feb. 29, 2020		1,000,000	163,133,318
Balance, amount at Feb. 29, 2020	(3,357,941)	$ 1,000	$ 163,133	310	50,881,981	285,988	(54,690,353)
Net loss for the period	(1,127,995)
Balance, shares at Nov. 30, 2020		1,000,000	167,928,919
Balance, amount at Nov. 30, 2020	(4,035,031)	$ 1,000	$ 167,929	964	51,457,707	155,717	(55,818,348)
Balance, shares at May. 31, 2020		1,000,000	163,133,318
Balance, amount at May. 31, 2020	(3,480,299)	$ 1,000	$ 163,133	814	51,166,736	371,031	(55,183,013)
Fair value of stock options granted	118,115	0	0	0	118,115	0	0
Net loss for the period	(386,112)	0	0	0	0	0	(386,112)
Foreign exchange translation loss	(196,358)	$ 0	$ 0	0	0	(196,358)	0
Fair value of shares issued for services, shares			1,313,971
Fair value of shares issued for services, amount	24,500	$ 0	$ 1,314	(814)	24,000	0	0
Fair value of shares to be issued for services	9,584	$ 0	$ 0	482	9,102	0	0
Balance, shares at Aug. 31, 2020		1,000,000	164,447,289
Balance, amount at Aug. 31, 2020	(3,910,570)	$ 1,000	$ 164,447	482	51,317,953	174,673	(55,569,125)
Fair value of stock options granted	83,077	0	0	0	83,077	0	0
Net loss for the period	(249,223)	0	0	0	0	0	(249,223)
Foreign exchange translation loss	(18,956)	$ 0	$ 0	0	0	(18,956)	0
Fair value of shares issued for services, shares			481,630
Fair value of shares issued for services, amount	0	$ 0	$ 482	(482)	0	0	0
Fair value of shares issued for services	9,641	$ 0	$ 0	964	8,677	0	0
Fair value of shares issued as financing cost, shares			1,500,000
Fair value of shares issued as financing cost, amount	25,500	$ 0	$ 1,500	0	24,000	0	0
Fair value of shares issued to settle debt, shares			1,500,000
Fair value of shares issued to settle debt, amount	25,500	$ 0	$ 1,500	0	24,000	0	0
Balance, shares at Nov. 30, 2020		1,000,000	167,928,919
Balance, amount at Nov. 30, 2020	$ (4,035,031)	$ 1,000	$ 167,929	$ 964	$ 51,457,707	$ 155,717	$ (55,818,348)

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Nov. 30, 2020	Nov. 30, 2019
Operating Activities
Net loss for the period	$ (1,127,995)	$ (2,264,644)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	4,077	5,945
Financing costs	58,662	0
Loss on settlement of debt	21,516	49,000
Shares issued/issuable for services	23,614	172,500
Stock-based compensation	477,384	1,373,465
Changes in operating assets and liabilities:
Accounts receivable	13,125	0
Prepaid expenses and deposits	3,647	9,069
Accounts payable and accrued liabilities	49,024	7,568
Deferred revenue	0	15,000
Due to related party	137,863	105,934
Net Cash Used in Operating Activities	(343,067)	(526,163)
Investing Activities
Purchase of property and equipment	(1,420)	(1,450)
Net Cash Used in Investing Activities	(1,420)	(1,450)
Financing Activities
Proceeds from loans payable	370,339	364,907
Repayment of loans payable	(28,090)	0
Proceeds from issuance of common stock	0	275,000
Net Cash Provided by Financing Activities	342,249	639,907
Effect of Foreign Exchange Rate Changes on Cash	(24,844)	(27,102)
Change in Cash	(27,082)	85,192
Cash, Beginning of Period	32,025	5,517
Cash, End of Period	4,943	90,709
Non-cash Investing and Financing Activities:
Shares issued to settle loans payable	0	224,000
Shares issued to settle accrued interest payable	25,500	0
Supplemental Disclosures:
Interest paid	0	0
Income taxes paid	$ 0	$ 0

Nature of Operations and Contin

Nature of Operations and Continuance of Business	9 Months Ended
	Nov. 30, 2020
Nature of Operations and Continuance of Business
Note 1 - Nature of Operations and Continuance of Business	flooidCX Corp. (formerly Gripevine, Inc. and Baixo Relocation Services, Inc.) (the “Company”) was incorporated in the state of Nevada on January 7, 2014. The Company is in the business of developing and building an online resolution platform. On May 17, 2019, the Company and Resolution 1, Inc. (“R1”) and the shareholders of R1 who collectively own 100% of R1 entered into and consummated transactions pursuant to a Share Exchange Agreement (the “Agreement”), whereby the Company agreed to issue to the R1 shareholders an aggregate of 10,000,000 shares of its common stock in exchange for 100% of the equity interests of R1 held by the R1 shareholders. As a result of the Agreement, R1 became a wholly owned subsidiary of the Company. As a result of the Agreement, the acquisition transaction was accounted for as a common control transaction in accordance with the Financial Accounting Standards Board (“FASB”) (Accounting Standard Codification (“ASC”) 805-50, Business Combinations – Common control transactions). The Company evaluated the guidance contained in ASC 805-50 with respect to the combinations among entities or businesses under common control and concluded that since the majority shareholders of the Company and R1 are the same, this was a common control transaction and did not result in a change in control at the ultimate parent or the controlling shareholder level. Consequently, common control transactions are not accounted for at fair value. Rather, common control transactions are generally accounted for at the carrying amount of the net assets or equity interests transferred. Any differences between the proceeds received or transferred and the carrying amounts of the net assets are considered equity transactions that would be eliminated in consolidation, and no gain or loss would be recognized in the consolidated financial statements of the ultimate parent. As a result, the financial position and the results of operations of the Company and R1 were consolidated together as if they were operating as one entity from the beginning. On March 11, 2020, the World Health Organization declared COVID-19 a global pandemic. This contagious disease outbreak and any related adverse public health developments, has adversely affected workforces, economies, and financial markets globally, leading to an economic downturn. The impact on the Company has not been significant, but management continues to monitor the situation. These condensed consolidated financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, creditors, and related parties, and the ability of the Company to obtain necessary equity financing to continue operations, and ultimately the attainment of profitable operations. As at November 30, 2020, the Company has a working capital deficit of $4,024,967, has an outstanding loan payable that is in default and has an accumulated deficit of $55,818,348 since inception. Furthermore, during the nine months ended November 30, 2020, the Company used $343,067 in operating activities. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These condensed consolidated financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Significant Accounting Policies

Significant Accounting Policies	9 Months Ended
	Nov. 30, 2020
Significant Accounting Policies
Note 2 - Significant Accounting Policies	(a) Basis of Presentation These condensed consolidated financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in U.S. dollars. These condensed consolidated financial statements include the accounts of the Company and the following entities: MBE Holdings Inc. Wholly-owned subsidiary Resolution 1, Inc. Wholly-owned subsidiary All inter-company balances and transactions have been eliminated. (b) Interim Financial Statements The accompanying condensed consolidated financial statements of the Company should be read in conjunction with the consolidated financial statements and accompanying notes filed with the U.S. Securities and Exchange Commission in the Company’s Annual Report on Form 10-K for the fiscal year ended February 29, 2020. In the opinion of management, the accompanying condensed consolidated financial statements reflect all adjustments of a recurring nature considered necessary to present fairly the Company’s financial position and the results of its operations and its cash flows for the periods shown. The preparation of these condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported. Actual results could differ materially from those estimates. The results of operations and cash flows for the periods shown are not necessarily indicative of the results to be expected for the full year. (c) Recent Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments, which changes the impairment model for most financial assets. This update is intended to improve financial reporting by requiring timelier recording of credit losses on loans and other financial instruments held by financial institutions and other organizations. The underlying premise of the update is that financial assets measured at amortized cost should be presented at the net amount expected to be collected, through an allowance for credit losses that is deducted from the amortized cost basis. The allowance for credit losses should reflect management’s current estimate of credit losses that are expected to occur over the remaining life of a financial asset. The income statement will be affected for the measurement of credit losses for newly recognized financial assets, as well as the expected increases or decreases of expected credit losses that have taken place during the period. The new standard is effective for fiscal years and interim periods within those years beginning after December 15, 2022. The Company has implemented all new accounting pronouncements that are in effect and that may impact its consolidated financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

Property and Equipment

Property and Equipment	9 Months Ended
	Nov. 30, 2020
Property and Equipment
Note 3 - Property and Equipment	November 30, 2020 $ February 29, 2020 $ Computer equipment 39,658 37,786 Furniture and equipment 38,924 36,651 Total 78,582 74,437 Less: accumulated depreciation (62,273 ) (56,014 ) Net carrying value 16,309 18,423

Leases

Leases	9 Months Ended
	Nov. 30, 2020
Leases
Note 4 - Leases	On September 1, 2019, the Company entered into an agreement to extend its premises lease term expiry date from December 31, 2019 to December 31, 2020. The modification did not grant an additional right of use to the Company. Effective September 1, 2019, the Company reassessed the classification of the lease and measured the lease liability and ROU asset on the basis of the 16-month remaining lease term and its incremental borrowing rate of 27.5%. Nine months ended November 30, 2020 Nine months ended November 30, 2019 Components of lease expense were as follows: Operating lease cost 23,054 – Supplemental cash flow information related to leases was as follows: Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases 23,054 – November 30, 2020 $ February 29, 2020 $ Supplemental balance sheet information related to leases was as follows: Operating leases Operating lease right-of-use assets 4,479 39,138 Operating lease liabilities 4,479 39,138 Maturities of lease liabilities are as follows: Year Ending February 28, Operating Leases 2021 4,582 44,773 Total lease payments 4,582 44,773 Less: imputed interest (103 ) (5,635 ) Total 4,479 39,138

Loans Payable

Loans Payable	9 Months Ended
	Nov. 30, 2020
Loans Payable
Note 5 - Loans Payable	(a) As at November 30, 2020, the Company owed $2,187,676 (February 29, 2020 – $2,112,229) which is non-interest bearing, unsecured, and due on demand. (b) As at November 30, 2020, the Company owed $471,817 (February 29, 2020 - $438,417) which is non-interest bearing, unsecured, and due on demand. (c) As at November 30, 2020, the Company owed $115,695 (February 29, 2020 - $nil) under a loan agreement dated June 17, 2020 which is unsecured, bears interest at 5% per annum, and has a 2% penalty fee for non-repayment on the due date which was July 31, 2020. The penalty fee is calculated at time of repayment and is based on the principal amount outstanding and any accrued interest thereon. As consideration for making the loan, the Company issued 500,000 shares of common stock with a fair value of $24,500 and granted 250,000 stock options with a fair value of $4,678 exercisable at $0.20 per share expiring on June 17, 2023. On October 5, 2020, 2020, the Company issued 1,500,000 shares of common stock with a fair value of $25,500 as payment for $3,984 interest and penalties due on this loan and extension of the maturity date of the loan to November 25, 2020, resulting in a loss on settlement of debt of $21,516. Refer to Note 7. (d) As at November 30, 2020, the Company owed $192,825 (February 29, 2020 - $nil) under a loan agreement dated October 5, 2020. The loan was due on November 25, 2020 and secured by 50,000,000 shares of common stock of the Company owned by the President of the Company. The Company issued 1,500,000 shares of common stock in lieu of any interest and late payment penalties. Refer to Note 7(c). (e) As at November 30, 2020, the Company owed $30,852 (February 29, 2020 – $nil) for a government backed loan to assist businesses during the COVID-19 pandemic. The loan is unsecured and non-interest bearing for the initial term until December 31, 2022 and thereafter at 5% interest per annum for the extended term which ends on December 31, 2025. The loan is repayable at any time without penalty and if 75% is repaid on or within the initial term, the remaining balance will be forgiven.

Related Party Transactions

Related Party Transactions	9 Months Ended
	Nov. 30, 2020
Related Party Transactions
Note 6 - Related Party Transactions	(a) As at November 30, 2020, the Company owed $863,410 (February 29, 2020 – $725,547) to the President of the Company which is unsecured, non-interest bearing, and due on demand. (b) During the nine months ended November 30, 2020, the Company incurred $133,056 (2019 – $135,522) in research and development fees to the President of the Company. (c) As at November 30, 2020, the Company owed $23,670 (February 29, 2020 – $nil) to the Chief Operating Officer (“COO”) of the Company which is included in accounts payable and accrued liabilities. The balance owing is unsecured, non-interest bearing, and due on demand. (d) During the nine months ended November 30, 2020, the Company incurred $30,069 (2019 – $28,272) in research and development fees to the Chief Operating Officer (“COO”) of the Company. (e) During the nine months ended November 30, 2020, the Company incurred $16,927 (2019 - $6,400) in general and administrative fees to the office manager who is also the spouse of the President of the Company. (f) During the nine months ended November 30, 2020, the Company recognized stock-based compensation of $379,521 (2019 - $975,108) in research and development expenses to the President, COO, and directors of the Company. The Company also recognized stock-based compensation of $93,163 (2019 - $261,652) in general and administrative expenses to the spouse of the President of the Company.

Common Stock

Common Stock	9 Months Ended
	Nov. 30, 2020
Common Stock
Note 7 - Common Stock	(a) On November 30, 2020, the Company authorized the issuance of 964,135 shares of common stock with a fair value of $9,641 to the COO of the Company for past services. The fair value of common stock was determined based on the end of day trading price of the Company on the date of authorization. As at November 30, 2020, these shares remain to be issued. (b) On October 5, 2020, the Company issued 1,500,000 shares of common stock with a fair value of $25,500 to a third party to settle accrued interest and late penalties owing for the loan payable described in Note 5(c). The fair value of common stock was determined based on the end of day trading price of the Company on the date of authorization. (c) On October 5, 2020, the Company issued 1,500,000 shares of common stock with a fair value of $25,500 in lieu of any interest and late payment penalties for the loan payable described in Note 5(d). The fair value of common stock was determined based on the end of day trading price of the Company on the date of authorization. (d) On August 31, 2020, the Company issued 481,630 shares of common stock with a fair value of $9,584 to the COO of the Company for past services. The fair value of common stock was determined based on the end of day trading price of the Company on the date of authorization. (e) On June 17, 2020, the Company issued 500,000 shares of common stock with a fair value of $24,500 to a third party under the terms of a loan agreement with the third party. The fair value of common stock was determined based on the end of day trading price of the Company on the date of issuance. Refer to Note 5(c). (f) On May 31, 2020, the Company issued 503,696 shares of common stock with a fair value of $9,067 to the COO of the Company for past services. The fair value of common stock was determined based on the end of day trading price of the Company on the date of authorization. (g) On February 29, 2020, the Company authorized the issuance of 310,275 shares of common stock with a fair value of $9,308 to the COO of the Company for past services. The fair value of common stock was determined based on the end of day trading price of the Company on the date of authorization. The shares were issued on March 1, 2020.

Stock Options

Stock Options	9 Months Ended
	Nov. 30, 2020
Stock Options
Note 8 - Stock Options	The following table summarizes the continuity of stock options: Number of options Weighted average exercise price $ Aggregate intrinsic value $ Balance, February 29, 2020 18,256,500 0.20 – Granted 4,750,000 0.20 Expired (420,000 ) 0.20 Balance, November 30, 2020 22,586,500 0.20 – Additional information regarding stock options outstanding as at November 30, 2020 is as follows: Outstanding Exercisable Range of exercise prices $ Number of options Weighted average remaining contractual life (years) Weighted average exercise price $ Number of options Weighted average exercise price $ 0.20 22,586,500 4.4 0.20 19,336,500 0.20 The fair value of stock options granted was estimated using the Black-Scholes option pricing model assuming no expected dividends or forfeitures and the following weighted average assumptions: Nine months ended November 30, 2020 Nine months ended November 30, 2019 Risk-free interest rate 0.27 % 2.12 % Expected life (in years) 4.9 5 Expected volatility 284 % 245 % The fair value of stock options recognized during the nine months ended November 30, 2020 was $477,384 (2019 - $1,373,465), which was recorded as additional paid-in capital and charged to operations. The weighted average fair value of stock options granted during the nine months ended November 30, 2020 was $0.20 (2019 – $0.20) per option.

Commitments

Commitments	9 Months Ended
	Nov. 30, 2020
Commitments
Note 9 - Commitments	On October 7, 2019, the Company entered into an agreement with a company who is to provide general financial advisory and investment banking services to the Company. The Company is to pay this company $5,000 per month for a period of six months. In addition, The Company is to issue 2,500,000 shares of common of stock upon execution of the agreement (issued) and 2,500,000 shares of common stock upon an uplisting of the Company’s common stock to a national exchange. For any financing, the Company will pay this company a commission of 8% of financing raised, a cash fee for unallocated expenses of 1% of the amount of financing raised, and issue agent’s warrants equal to 8% of the number of shares of common stock underlying the securities issued in the financing. On November 20, 2020, the Company entered into a settlement and release agreement with the consultant. All outstanding fees owing to the consultant have been waived and the consultant is to return 2,000,000 shares of common stock.

Revenue

Revenue	9 Months Ended
	Nov. 30, 2020
Revenue
Note 10 - Revenue	During the nine months ended November 30, 2020, the Company recognized revenue from website consulting and maintenance services transferred over time.

Subsequents Events

Subsequents Events	9 Months Ended
	Nov. 30, 2020
Subsequents Events
Note 11 - Subsequents Events	On December 1, 2020, the Company entered into a loan agreement with a third party for Cdn$30,000. The loan bears interest at 5% per annum and a six-month maturity. In case of non re-payment by maturity date, interest will be 12% per annum on any unpaid principal and accrued interest. On December 24, 2020, the Company received additional financing of $120,000 from another third party.

Significant Accounting Polici_2

Significant Accounting Policies (Policies)	9 Months Ended
	Nov. 30, 2020
Significant Accounting Policies
Basis of Presentation	These condensed consolidated financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in U.S. dollars. These condensed consolidated financial statements include the accounts of the Company and the following entities: MBE Holdings Inc. Wholly-owned subsidiary Resolution 1, Inc. Wholly-owned subsidiary All inter-company balances and transactions have been eliminated.
Interim Financial Statements	The accompanying condensed consolidated financial statements of the Company should be read in conjunction with the consolidated financial statements and accompanying notes filed with the U.S. Securities and Exchange Commission in the Company’s Annual Report on Form 10-K for the fiscal year ended February 29, 2020. In the opinion of management, the accompanying condensed consolidated financial statements reflect all adjustments of a recurring nature considered necessary to present fairly the Company’s financial position and the results of its operations and its cash flows for the periods shown. The preparation of these condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the amounts reported. Actual results could differ materially from those estimates. The results of operations and cash flows for the periods shown are not necessarily indicative of the results to be expected for the full year.
Recent Accounting Pronouncements	In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments, which changes the impairment model for most financial assets. This update is intended to improve financial reporting by requiring timelier recording of credit losses on loans and other financial instruments held by financial institutions and other organizations. The underlying premise of the update is that financial assets measured at amortized cost should be presented at the net amount expected to be collected, through an allowance for credit losses that is deducted from the amortized cost basis. The allowance for credit losses should reflect management’s current estimate of credit losses that are expected to occur over the remaining life of a financial asset. The income statement will be affected for the measurement of credit losses for newly recognized financial assets, as well as the expected increases or decreases of expected credit losses that have taken place during the period. The new standard is effective for fiscal years and interim periods within those years beginning after December 15, 2022. The Company has implemented all new accounting pronouncements that are in effect and that may impact its consolidated financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

Property and Equipment (Tables)

Property and Equipment (Tables)	9 Months Ended
	Nov. 30, 2020
Property and Equipment
Schedule Of Property and Equipment	November 30, 2020 $ February 29, 2020 $ Computer equipment 39,658 37,786 Furniture and equipment 38,924 36,651 Total 78,582 74,437 Less: accumulated depreciation (62,273 ) (56,014 ) Net carrying value 16,309 18,423

Leases (Tables)

Leases (Tables)	9 Months Ended
	Nov. 30, 2020
Leases
Schedule of lease expense	Nine months ended November 30, 2020 Nine months ended November 30, 2019 Components of lease expense were as follows: Operating lease cost 23,054 – Supplemental cash flow information related to leases was as follows: Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases 23,054 –
Schedule of balance sheet related leases	November 30, 2020 $ February 29, 2020 $ Supplemental balance sheet information related to leases was as follows: Operating leases Operating lease right-of-use assets 4,479 39,138 Operating lease liabilities 4,479 39,138
Schedule of maturities of lease liabilities	Year Ending February 28, Operating Leases 2021 4,582 44,773 Total lease payments 4,582 44,773 Less: imputed interest (103 ) (5,635 ) Total 4,479 39,138

Stock Options (Tables)

Stock Options (Tables)	9 Months Ended
	Nov. 30, 2020
Stock Options
Schedule of continuity of stock options	Number of options Weighted average exercise price $ Aggregate intrinsic value $ Balance, February 29, 2020 18,256,500 0.20 – Granted 4,750,000 0.20 Expired (420,000 ) 0.20 Balance, November 30, 2020 22,586,500 0.20 –
Schedule of stock options outstanding	Outstanding Exercisable Range of exercise prices $ Number of options Weighted average remaining contractual life (years) Weighted average exercise price $ Number of options Weighted average exercise price $ 0.20 22,586,500 4.4 0.20 19,336,500 0.20
Schedule of fair value of stock options	Nine months ended November 30, 2020 Nine months ended November 30, 2019 Risk-free interest rate 0.27 % 2.12 % Expected life (in years) 4.9 5 Expected volatility 284 % 245 %

Nature of Operations and Cont_2

Nature of Operations and Continuance of Business (Details Narrative) - USD ($)	9 Months Ended
	Nov. 30, 2020	Nov. 30, 2019	Feb. 29, 2020	May 17, 2019
Accumulated Deficit	$ (55,818,348)		$ (54,690,353)
Working capital deficit	(4,024,967)
Net Cash Used In Operating Activities	$ (343,067)	$ (526,163)
R1 [Member]
Entity interest				100.00%
Aggregate exchange common stock shares				10,000,000

Property and Equipment (Details

Property and Equipment (Details) - USD ($)	Nov. 30, 2020	Feb. 29, 2020
Property and Equipment, Total	$ 78,582	$ 74,437
Less: Accumulated depreciation	(62,273)	(56,014)
Net carrying value	16,309	18,423
Computer Equipment [Member]
Property and Equipment, Total	39,658	37,786
Furniture And Equipment [Member]
Property and Equipment, Total	$ 38,924	$ 36,651

Leases (Details)

Leases (Details) - USD ($)	9 Months Ended
	Nov. 30, 2020	Nov. 30, 2019
Leases
Operating lease cost	$ 23,054	$ 0
Operating cash flows from operating leases	$ 23,054	$ 0

Leases (Details 1)

Leases (Details 1) - USD ($)	Nov. 30, 2020	Feb. 29, 2020
Leases
Operating lease right-of-use assets	$ 4,479	$ 39,138
Operating lease liabilities	4,479	39,138
Maturities of lease liabilities are as follows:
2021	4,582	44,773
Total lease payments	4,582	44,773
Less imputed interest	(103)	(5,635)
Total	$ 4,479	$ 39,138

Leases (Details Narrative)

Leases (Details Narrative) - September 1, 2019 [Member]	9 Months Ended
	Nov. 30, 2020
Lease term remaining	16 months
Incremental borrowing rate	27.50%

Loans Payable (Details Narrativ

Loans Payable (Details Narrative) - USD ($)	Oct. 05, 2020	Nov. 30, 2020	Nov. 30, 2019	Aug. 31, 2019	Nov. 30, 2020	Nov. 30, 2019	Feb. 29, 2020
Issuance of common stock	1,500,000
Fair value of common stock	$ 25,500	$ 25,500
Interest and penalties	$ 3,984
Extension of the maturity date of the loan	Nov. 25, 2020
Loss on settlement of debt	$ 21,516	(21,516)	$ (49,000)		$ (21,516)	$ (49,000)
Amount due		2,968,013			$ 2,968,013		$ 2,550,646
Fair value of issuance of common stock			$ 225,000	$ 50,000
Loans Payable Three [Member]
Issuance of common stock					500,000
Extension of the maturity date of the loan					Jul. 31, 2020
Amount due		$ 115,695			$ 115,695		0
Interest rate					5.00%
Penalty rate, percentage					2.00%
Stock option granted					250,000
Fair value of stock options					$ 4,678
Fair value of issuance of common stock					$ 24,500
Price per share		$ 0.20			$ 0.20
Loans Payable [Member]
Amount due		$ 2,187,676			$ 2,187,676		2,112,229
Loans Payable One [Member]
Fair value of common stock	$ 25,500
Amount due		471,817			471,817		438,417
Loans Payable Two [Member]
Amount due		30,852			$ 30,852		0
Loan unsecured and non-interest bearing initial term description					The loan is unsecured and non-interest bearing for the initial term until December 31, 2022 and thereafter at 5% interest per annum for the extended term which ends on December 31, 2025. The loan is repayable at any time without penalty and if 75% is repaid on or within the initial term, the remaining balance will be forgiven.
President [Member]
Issuance of common stock					1,500,000
Secured shares of common stock					50,000,000
Loan Agreement [Member] | October 5, 2020 [Member]
Amount due		$ 192,825			$ 192,825		$ 0

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Nov. 30, 2020	Nov. 30, 2019	Nov. 30, 2020	Nov. 30, 2019	Feb. 29, 2020
Due to related parties	$ 863,410		$ 863,410		$ 725,547
Stock-based compensation			477,384	$ 1,373,465
Research and development fees	185,678	$ 316,078	779,404	1,485,435
Spouse Of President [Member]
Stock-based compensation			93,163	261,652
Chief Operating Officer [Member]
Research and development fees			30,069	28,272
Manager [Member]
Administrative fees			16,927	6,400
COO [Member]
Due accounts payable and accrued liabilities	$ 23,670		23,670		$ 0
President, COO, and directors [Member]
Stock-based compensation			379,521	975,108
President [Member]
Research and development fees			$ 133,056	$ 135,522

Common Stock (Details Narrative

Common Stock (Details Narrative) - USD ($)	Oct. 05, 2020	Aug. 31, 2020	Jun. 17, 2020	May 31, 2020	Nov. 30, 2020	Nov. 30, 2020	Feb. 29, 2020	Nov. 20, 2020
Common stock, shares issued					167,892,919	167,892,919	163,133,318	2,000,000
Fair value of common stock	$ 25,500				$ 25,500
Chief Executive Officer [Member]
Common stock, shares issued				503,696
Fair value of common stock	25,500	$ 9,584		$ 9,067		$ 9,641	$ 9,308
Shares authorized to issue		481,630			964,135	964,135	310,275
Third Party [Member]
Common stock, shares issued			500,000
Fair value of common stock	$ 25,500		$ 24,500
Shares authorized to issue	1,500,000
Loans Payable One [Member]
Common stock, shares issued	1,500,000
Fair value of common stock	$ 25,500

Stock Options (Details)

Stock Options (Details)	9 Months Ended
	Nov. 30, 2020$ / sharesshares
Number Of Options
Beginning balance | shares	18,256,500
Granted | shares	4,750,000
Expired | shares	(420,000)
Ending balance | shares	22,586,500
Weighted average exercise price
Beginning balance, Weighted average exercise price	$ 0.20
Granted	0.20
Expired	0.20
Ending balance, Weighted average exercise price	0.20
Aggregate intrinsic value
Aggregate intrinsic value, Beginning balance	0
Granted	0
Expired	0
Aggregate intrinsic value, Ending balance	$ 0

Stock Options (Details 1)

Stock Options (Details 1) - $ / shares	9 Months Ended
	Nov. 30, 2020	Feb. 29, 2020
Stock Options
Range of exercise prices	$ 0.20
Stock options Outstanding
Number of options	22,586,500	18,256,500
Weighted average remaining contractual life (years)	4 years 4 months 24 days
Weighted average exercise price	$ 0.20
Exercisable
Number of options	19,336,500
Weighted average exercise prices	$ 0.20

Stock Options (Details 2)

Stock Options (Details 2)	9 Months Ended
	Nov. 30, 2020	Nov. 30, 2019
Stock Options (Details 2)
Risk-free interest rate	0.27%	2.12%
Expected life (in years)	4 years 10 months 24 days	5 years
Expected volatility	284.00%	245.00%

Stock Options (Details Narrativ

Stock Options (Details Narrative) - USD ($)	9 Months Ended
	Nov. 30, 2020	Nov. 30, 2019
Stock Options (Details Narrative)
Fair value of stock options granted	$ 477,384	$ 1,373,465
Weighted average exercise price	$ 0.20	$ 0.20

Commitments (Details Narrative)

Commitments (Details Narrative) - USD ($)	Oct. 07, 2019	Nov. 30, 2020	Nov. 20, 2020	Feb. 29, 2020
Common stock shares issued		167,892,919	2,000,000	163,133,318
Private Placement [Member] | Financial Advisory Agreement [Member]
Investment banking services provided (monthly)	$ 5,000
Common stock issued upon execution	2,500,000
Common stock issued upon uplisting	2,500,000
Commission	8.00%
Fees	1.00%
Private placement description	the Company entered into an agreement with a company who is to provide general financial advisory and investment banking services to the Company. The Company is to pay this company $5,000 per month for a period of six months. In addition, The Company is to issue 2,500,000 shares of common of stock upon execution of the agreement (issued) and 2,500,000 shares of common stock upon an uplisting of the Company’s common stock to a national exchange. For any financing, the Company will pay this company a commission of 8% of financing raised, a cash fee for unallocated expenses of 1% of the amount of financing raised, and issue agent’s warrants equal to 8% of the number of shares of common stock underlying the securities issued in the financing.

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - Third Party [Member] - Subsequent Event [Member]	1 Months Ended
	Dec. 24, 2020USD ($)	Dec. 01, 2020CAD ($)
Additional Loan from related party	$ 120,000
Loan Agreement [Member]
Debt amont under loan afreement		$ 30,000
Interest rate on unpaid principal and accrued interest		12.00%
Interest rate		5.00%