Sirrus 10-Q 16 Jan 18 2018 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Nov. 30, 2017	Jan. 15, 2018
Document And Entity Information
Entity Registrant Name	SIRRUS CORP.
Entity Central Index Key	1,622,767
Document Type	10-Q
Document Period End Date	Nov. 30, 2017
Amendment Flag	false
Current Fiscal Year End Date	--08-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	No
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		730,533,560
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,018

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Nov. 30, 2017	Aug. 31, 2017
Current Assets
Cash and cash equivalents	$ 25,737	$ 1,684
Total Current Assets	25,737	1,684
TOTAL ASSETS	25,737	1,684
Current Liabilities
Accounts payable and accrued liabilities	316,928	237,728
Accrued interest	7,237	4,823
Due to related parties	236,890	181,750
Short-term notes payable	88,000	86,910
Convertible notes payable, net of unamortized debt discount of $81,815	12,435	4,027
Derivative liabilities	127,809	58,614
Total Current Liabilities	789,299	573,852
STOCKHOLDERS' DEFICIT
Preferred stock, par value $0.00001 per share, 100,000,000 shares authorized, no shares issued and outstanding
Common stock, par value $0.00001 per share, 8,000,000,000 shares authorized, 1,430,533,560 shares issued and outstanding	14,305	14,305
Additional paid-in capital	60,304	60,304
Accumulated deficit	(838,171)	(646,777)
Total stockholders’ deficit	(763,562)	(572,168)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$ 25,737	$ 1,684

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($)	Nov. 30, 2017	Aug. 31, 2017
Current Liabilities
Convertible note payable	$ 81,815
STOCKHOLDERS' DEFICIT
Preferred stock par value (in dollars per share)	$ 0.00001	$ 0.00001
Preferred stock, shares authorized	100,000,000	100,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock par value (in dollars per share)	$ 0.00001	$ 0.00001
Common stock, shares authorized	8,000,000,000	8,000,000,000
Common stock, shares issued	1,430,533,560	1,430,533,560
Common stock, shares outstanding	1,430,533,560	1,430,533,560

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Nov. 30, 2017	Nov. 30, 2016
OPERATING EXPENSES
General and administrative	$ 11,627	$ 10,052
Management fees	66,000
Professional fees	98,750	11,398
OPERATING LOSS	(176,377)	(21,450)
Other income (expenses)
Interest expense	(10,822)
Fair value of derivative liability in excess of debt	(313,993)
Change in fair value of derivative liability	309,798
Total other income (expenses)	(15,017)
NET LOSS	$ (191,394)	$ (21,450)
Loss per Common Share - Basic and Diluted	$ 0	$ 0
Weighted Average Common Shares Outstanding - Basic and Diluted	1,430,533,560	1,430,533,560

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Nov. 30, 2017	Nov. 30, 2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (191,394)	$ (21,450)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization of debt discount	8,408
Change in fair value of derivative liabilities	(309,798)
Fair value of derivative liabilities in excess of debt	313,993
Changes in operating assets and liabilities:
Accounts payable and accrued liabilities	79,200	632
Accrued interest	2,414	273
Due to related parties	55,140
Net cash used in operating activities	(42,037)	(20,545)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of short term notes payable	13,140	28,000
Proceeds from issuance of convertible notes payable	65,000
Repayments of short term notes payable	(12,050)
Net cash provided by financing activities	66,090	28,000
Net increase in cash and cash equivalents	24,053	7,455
Cash and cash equivalents - beginning of period	1,684	139
Cash and cash equivalents - end of period	25,737	7,594
Supplemental Cash Flow Disclosures
Cash paid for interest
Cash paid for income taxes
Non-cash financing transactions
Debt forgiven by previous related party		17,319
Derivative from conversion feature	65,000
Original issue discount and deferred financing cost	$ 3,000

NATURE OF BUSINESS AND CONTINUA

NATURE OF BUSINESS AND CONTINUANCE OF OPERATIONS	3 Months Ended
	Nov. 30, 2017
Notes to Financial Statements
NOTE 1 - NATURE OF BUSINESS AND CONTINUANCE OF OPERATIONS	Sirrus Corp. (the “Company”) was formed on May 7, 2014 in Nevada. The Company was originally engaged in the business of designing, marketing and distributing electronic cigarettes (“e-cigarette”) in East Africa. As of October 14, 2016, a change of control of the Company occurred, the Company now focuses on cyber security. The Company has incurred a net loss of $191,394 during the three months ended November 30, 2017 and has an accumulated deficit of $838,171 as of November 30, 2017. Management intends to raise additional operating funds through equity and/or debt offerings. However, there can be no assurance management will be successful in its endeavors. There are no assurances that the Company will be able to either (1) achieve a level of revenues adequate to generate sufficient cash flow from operations; or (2) obtain additional financing through either private placement, public offerings and/or bank financing necessary to support its working capital requirements. To the extent that funds generated from operations and any private placements, public offerings and/or bank financing are insufficient, the Company will have to raise additional working capital. No assurance can be given that additional financing will be available, or if available, will be on terms acceptable to the Company. If adequate working capital is not available to the Company, it may be required to curtail or cease its operations. Due to uncertainties related to these matters, there exists a substantial doubt about the ability of the Company to continue as a going concern. The accompanying financial statements do not include any adjustments related to the recoverability or classification of asset-carrying amounts or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Nov. 30, 2017
Notes to Financial Statements
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Basis of Presentation The accompanying unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three months ended November 30, 2017 are not necessarily indicative of the results that may be expected for the year ending August 31, 2018. Notes to the unaudited interim financial statements that would substantially duplicate the disclosures contained in the audited financial statements for fiscal year 2017 have been omitted. This report should be read in conjunction with the audited financial statements and the footnotes thereto for the fiscal year ended August 31, 2017 included in the Company’s Form 10-K as filed with the Securities and Exchange Commission on December 15, 2017. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Sirrus Security, Inc. a Georgia corporation. All significant intercompany transactions and balances have been eliminated in consolidation. Use of Estimates The preparation of financial statements in accordance 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 disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include assumptions about the valuation and recognition of derivative liability, valuation allowance for deferred tax assets. Cash and Cash Equivalents The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents. Basic Income (Loss) Per Share Basic income (loss) per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There are no such common stock equivalents outstanding as at November 30, 2017 and August 31, 2017. Fair Value of Financial Instruments The Company measures and discloses the estimated fair value of financial assets and liabilities using the fair value hierarchy prescribed by US generally accepted accounting principles. The fair value is measured based on a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: (Level 1) observable inputs such as quoted prices in active markets; (Level 2) inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and (Level 3) unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The Company’s financial instruments consist primarily of cash, accounts payable and accrued expenses, loans payable, convertible notes and derivative liabilities. The carrying amounts of such financial instruments approximate their respective estimated fair value due to the short-term maturities and approximate market interest rates of these instruments. The Black-Scholes option valuation model was used to estimate the fair value of a convertible promissory note issued to an investor. The model includes subjective input assumptions that can materially affect the fair value estimates. The expected volatility is estimated based on the most recent historical stock price of the Company. There were no transfers into or out of “Level 3” during the three months ended November 30, 2017 and year ended August 31, 2017. The following table summarizes fair value measurements by level at November 30, 2017 and August 31, 2017 measured at fair value on a recurring basis: November 30, 2017 Level 1 Level 2 Level 3 Total Assets None $ - $ - $ - $ - Liabilities Derivative liabilities $ - $ - $ 127,809 $ 127,809 August 31, 2017 Level 1 Level 2 Level 3 Total Assets None $ - $ - $ - $ - Liabilities Derivative liabilities $ - $ - $ 58,614 $ 58,614 Embedded Conversion Features The Company evaluates embedded conversion features within convertible debt under ASC 815, Derivatives and Hedging, to determine whether the embedded conversion feature(s) should be bifurcated from the host instrument and accounted for as a derivative at fair value with changes in fair value recorded in income (loss). If the conversion feature does not require derivative treatment under ASC 815, the instrument is evaluated under ASC 470-20, Debt with Conversion and Other Options, for consideration of any beneficial conversion feature. Derivative Financial Instruments The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including convertible debentures, stock purchase warrants and stock options, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported as charges or credits to income (loss). For option-based simple derivative financial instruments, the Company uses the Black-Scholes option-pricing model to value the derivative instruments at inception and subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period. Subsequent Events The Company has evaluated all transactions from November 30, 2017 to the date that these financials were issued for disclosure consideration. Recently Issued Accounting Pronouncements In May 2014, the FASB issued guidance that requires companies to recognize revenue to depict the transfer of goods or services to customers in amounts that reflect the consideration to which the company expects to be entitled in exchange for those goods or services. It also requires enhanced disclosures about revenue, provides guidance for transactions that were not previously addressed comprehensively, and improves guidance for multiple-element arrangements. The guidance applies to any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards. In July 2015, the FASB delayed the effective date of this guidance by one year. The guidance is now effective for public companies for annual periods beginning after December 15, 2017, as well as interim periods within those annual periods using either the full retrospective approach or modified retrospective approach. The Company is currently evaluating the impacts of the new guidance on its financial statements. In February 2016, Topic 842, Leases was issued to replace the leases requirements in Topic 840, Leases. The main difference between previous GAAP and Topic 842 is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP. A lessee should recognize in the balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. 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 lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. The accounting applied by a lessor is largely unchanged from that applied under previous GAAP. Topic 842 will be effective for annual reporting periods beginning after December 15, 2018, including interim periods within those annual periods and is to be retrospectively applied. Earlier application is permitted. The Company is currently evaluating this guidance and the impact it will have on its financial statements. In November 2016, the Financial Accounting Standards Board (FASB) clarified the presentation and disclosure requirements of restricted cash. The amended standard requires entities to include restricted cash and restricted cash equivalents with cash and cash equivalents when reconciling beginning-of-period and end-of-period total cash. The amendments apply to all entities with restricted cash or restricted cash equivalents and are required to present a statement of cash flows. The amendments are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The amendments are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company is currently evaluating this guidance and the impact it will have on its financial statements. In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, to reduce complexity in the accounting for employee share-based payment transactions. One of the simplifications relates to forfeitures of awards. Under current GAAP, an entity estimates the number of awards for which the requisite service period is expected to be rendered and base the accruals of compensation cost on the estimated number of awards that will vest. This ASU permits an entity to make an entity-wide accounting policy election either to estimate the number of forfeitures expected to occur or to account for forfeitures in compensation cost when they occur. This ASU is effective for annual periods beginning after December 15, 2016, including interim periods within those annual periods. Earlier application is permitted. The Company has adopted the standard and does not expect this standard to have a material impact on its financial statements and disclosures.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Nov. 30, 2017
Notes to Financial Statements
NOTE 3 - RELATED PARTY TRANSACTIONS	During the three months ended November 30, 2017 and 2016, the Company incurred management consulting expenses with two related parties for $66,000 and $0, respectively. As of November 30, 2017, the amount owed to these related parties was $236,890. There is no formal agreement between the parties. The Company incurs the expenses on a month-by-month basis dependent on services required as needed. Amounts paid to the parties during the three months ended November 30, 2017 and 2016 were $10,860 and $0, respectively. The consulting expenses were related to contract Chief Technical Officer and Chief Executive Officer duties. No other compensation was paid to officers of the Company.

PROMISSORY NOTES

PROMISSORY NOTES	3 Months Ended
	Nov. 30, 2017
Notes to Financial Statements
NOTE 4 - PROMISSORY NOTES	As of November 30, 2017 and August 31, 2017, promissory notes consist of the following: November 30, August 31, 2017 2017 Promissory Note - originated in October 2016 $ 25,000 $ 25,000 Promissory Note - originated in November 2016 3,000 3,000 Promissory Note - originated in December 2016 - 3,810 Promissory Note - originated in January 2017 50,000 50,000 Promissory Note - originated in May 2017 - 100 Promissory Note - originated in June 2017 5,000 5,000 Promissory Note - originated in September 2017 2,000 - Promissory Note - originated in October 2017 3,000 - Less: current portion of notes payable (88,000 ) (86,910 ) Long-term notes payable $ - $ - On October 14, 2016, the Company entered into a promissory note agreement for $25,000. The promissory note bears interest at 8%, and matured one year after issuance. As of November 30, 2017, an amount of $2,258 of interest was accrued. The note is unsecured, and currently in default. On November 7, 2016, the Company entered into a promissory note agreement for $3,000. The promissory note bears interest at 8%, and matured one year after issuance. As of November 30, 2017, an amount of $255 of interest was accrued. The note is unsecured, and currently in default. On December 9, 2016, the Company entered into a promissory note agreement for $3,810. The promissory note was non-interest bearing and matured in June 2017. On November 22, 2017, the loan was fully repaid. On January 18, 2017, the Company entered into a promissory note agreement for $50,000. The promissory note bears interest at 8%, and matures one year after issuance. As of November 30, 2017, an amount of $3,463 of interest was accrued. On May 31, 2017, the Company entered into a promissory note agreement for $1,100. The promissory note is non-interest bearing and matured in June 2017. In August 2017, a $1,000 loan repayment was made. On November 22, 2017, the loan was fully repaid. On June 8, 2017, the Company entered into a promissory note agreement for $5,000. The promissory note is non-interest bearing and matured in July 2017. The note is currently in default. On September 12, 2017, the Company entered into a promissory note agreement for $2,000. The promissory note bears interest at 7%, and matures in October 2017. As of November 30, 2017, an amount of $30 of interest was accrued. The note is currently in default. On October 17, 2017, the Company entered into a promissory note agreement for $3,000. The promissory note bears interest at 7%, and matures in November 2017. As of November 30, 2017, an amount of $25 of interest was accrued. The note is currently in default. On November 8, 2017, the Company entered into a promissory note agreement for $3,300. The promissory note is non-interest bearing with a maturity in December 2017. On November 22, 2017, the loan was fully repaid. On November 17, 2017, the Company entered into a promissory note agreement for $4,840. The promissory note is non-interest bearing with a maturity in December 2017. On November 22, 2017, the loan was fully repaid.

CONVERTIBLE NOTES PAYABLE

CONVERTIBLE NOTES PAYABLE	3 Months Ended
	Nov. 30, 2017
Notes to Financial Statements
NOTE 5 - CONVERTIBLE NOTES PAYABLE	Convertible notes payable consisted of the following at November 30, 2017 and August 31, 2017: November 30 August 31 2017 2017 Convertible Note - July 2017 $ 26,250 $ 26,250 Convertible Note - November 2017 68,000 - 94,250 26,250 Less debt discount and debt issuance cost (81,815 ) (22,223 ) 12,435 4,027 Less current portion of convertible notes payable (12,435 ) (4,027 ) Long-term convertible notes payable $ - $ - The Company recognized amortization expense related to the debt discount and deferred financing fees of $8,408 and $0 for the three months ended November 30, 2017 and 2016, respectively, which is included in interest expense in the statements of operations. 10% Convertible Note – July 2017 On July 6, 2017, the Company issued a 10% Convertible Note in the principal amount of $26,250 for cash proceeds of $25,000 with $1,250 of financing costs. The 10% Convertible Note bears interest at the rate of 10% per annum and matures July 6, 2018. The holder is entitled to convert any portion of the outstanding and unpaid conversion amount into fully paid and non-assessable shares of common stock, upon the issuance date of the note. The conversion price is 50% of the lowest trading price of the common stock for the 20 trading days immediately prior to the applicable conversion date. 8% Convertible Note – November 2017 On November 20, 2017, the Company entered into a Securities Purchase Agreement with Adar Bays, a Florida limited liability company, providing for the purchase of seven (7) convertible notes in the aggregate principal amount of $230,000, with the first note being in the amount of $68,000 and the remaining six notes being in the amount of $27,000 each as Back-End Notes. Each note bears interest at the rate of 8% per annum and matures on November 20, 2018. The first note of $68,000 has been received by the Company on November 20, 2017, with cash received of $65,000, and $3,000 recorded as financing costs. The cash related to the remaining notes have not yet been received. Each Back-End Note shall be paid for by an offsetting $27,000 promissory note issued to the Company by Adar on November 20, 2017, provided that prior to the conversion of each Back-End Note, Adar must have paid off an Adar Promissory Note in cash. The first Adar Promissory Note matures on January 20, 2018 with each additional note maturing one month thereafter until June 20, 2018, unless the Company does not meet the “current public information” requirement pursuant to Rule 144, in which case both Adar Back-End Notes and the Adar Promissory Notes may both be called. The Adar Promissory Notes are secured by the first note. The above mentioned notes, at any time after 180 days, be converted all at a rate of 50% of the lowest closing bid price of the common stock as reported on the OTCQB, which the Company’s shares are traded, or any exchange upon which the common stock may be traded in the future, for the lower of (i) 20 prior trading days immediately preceding the issuance date of the Note or (ii) the 20 prior trading days including the day upon which a Notice of Conversion is received by the Company or its transfer agent.

DERIVATIVE LIABILITIES

DERIVATIVE LIABILITIES	3 Months Ended
	Nov. 30, 2017
Notes to Financial Statements
NOTE 6 - DERIVATIVE LIABILITIES	The embedded conversion options of the Company’s convertible debentures described in Note 5 contain conversion features that are accounted for as derivative liabilities. The fair value of these liabilities will be re-measured at the end of every reporting period and the change in fair value will be reported in the statement of operations as a gain or loss on derivative financial instruments. The Company uses Level 3 inputs for its valuation methodology for the derivative liabilities and embedded conversion option liabilities as their fair values were determined by using the Black-Scholes option pricing model based on various assumptions. The model incorporates the price of a share of the Company’s common stock (as quoted on NASDAQ), volatility, risk free rate, dividend rate and estimated life. Significant changes in any of these inputs in isolation would result in a significant change in the fair value measurement. As required, these are classified based on the lowest level of input that is significant to the fair value measurement. The following table shows the assumptions used in the calculations: Three Months Ended Three Months Ended November 30, 2017 November 30, 2016 Expected term 1 year - Expected average volatility 280% - 492% - Expected dividend yield - - Risk-free interest rate 1.44% - 1.62% - The following table summarizes the derivative liabilities included in the balance sheet at November 30, 2017 and August 31, 2017: Fair Value Measurements Using Significant Observable Inputs (Level 3) Balance - August 31, 2016 $ - Addition of new derivative liabilities upon issuance of convertible notes as debt discounts 25,000 Fair value of derivative liability in excess of debt 31,266 Loss on change in fair value of the derivative liabilities 2,348 Balance - August 31, 2017 $ 58,614 Addition of new derivative liabilities upon issuance of convertible notes as debt discounts 65,000 Fair value of derivative liability in excess of debt 313,993 Gain on change in fair value of the derivative liabilities (309,798 ) Balance – November 30, 2017 $ 127,809

CAPITAL STOCK

CAPITAL STOCK	3 Months Ended
	Nov. 30, 2017
Notes to Financial Statements
NOTE 7 - CAPITAL STOCK	Preferred Stock The Company is authorized to issue an aggregate of 100,000,000 shares of preferred stock with a par value of $0.00001 per share. As at November 30, 2017 and August 31, 2017, no preferred shares had been issued. Common Stock On November 22, 2017, the Company executed a written consent to approve the increase of the Company’s total authorized common shares from 200,000,000 shares to 8,000,000,000 shares with par value of $0.00001 per share and the execution of a forward split at the rate of forty shares for every one share then issued and outstanding. The outstanding shares have been restated retroactively to reflect the forward split for all periods presented. As at November 30, 2017 and August 31, 2017, the Company had 1,430,533,560 shares of common stock issued and outstanding.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Nov. 30, 2017
Notes to Financial Statements
NOTE 8 - SUBSEQUENT EVENTS	Subsequent to November 30, 2017 and through the date that these financials were issued, the Company had the following subsequent events: On December 7, 2017, the Board of Directors of the Company authorized 100,000,000 shares of a Series A Non-Convertible Preferred Stock and 100,000,000 shares of a Series B Convertible Preferred Stock. On December 7, 2017, the Company entered into a Share Exchange Agreement (the “ Exchange Agreement Linux On December 9, 2017, the Company entered into a promissory note agreement with IPOS-A LLC for $3,810. The promissory note is non-interest bearing and matures in January 2018. On December 12, 2017, the Company entered into a Management Services Agreement with the President, CEO, Secretary and Treasurer of the Company. In consideration for her services, the Company has agreed to pay $180,000 per year, accruing in increments of $15,000 per month. The Company also agreed to determine a commission structure and a restricted stock grant within 90 days of the agreement, and shall continue to pay or reimburse the President for a health insurance plan. The term of the Management Services Agreement is for one year, commencing on the date of the agreement, and is automatically renewable for successive one year terms unless mutually agreed to in writing. On December 12, 2017, the Company entered into a Management Services Agreement with the Chief Technology Officer of the Company. In consideration for his services, the Company has agreed to pay $120,000 per year, accruing in increments of $10,000 per month. The Company also agreed to determine a commission structure and a restricted stock grant within 90 days of the agreement, and shall continue to pay or reimburse the CTO for a health insurance plan. The term of the Management Services Agreement is for one year, commencing on the date of the agreement, and is automatically renewable for successive one year terms unless mutually agreed to in writing.

SUMMARY OF SIGNIFICANT ACCOUN14

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Nov. 30, 2017
Summary Of Significant Accounting Policies Policies
Basis of Presentation	The accompanying unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three months ended November 30, 2017 are not necessarily indicative of the results that may be expected for the year ending August 31, 2018. Notes to the unaudited interim financial statements that would substantially duplicate the disclosures contained in the audited financial statements for fiscal year 2017 have been omitted. This report should be read in conjunction with the audited financial statements and the footnotes thereto for the fiscal year ended August 31, 2017 included in the Company’s Form 10-K as filed with the Securities and Exchange Commission on December 15, 2017.
Principles of Consolidation	The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Sirrus Security, Inc. a Georgia corporation. All significant intercompany transactions and balances have been eliminated in consolidation.
Use of Estimates	The preparation of financial statements in accordance 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 disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include assumptions about the valuation and recognition of derivative liability, valuation allowance for deferred tax assets.
Cash and Cash Equivalents	The Company considers all highly liquid instruments with a maturity of three months or less at the time of issuance to be cash equivalents.
Basic Income (Loss) Per Share	Basic income (loss) per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There are no such common stock equivalents outstanding as at November 30, 2017 and August 31, 2017.
Fair Value of Financial Instruments	The Company measures and discloses the estimated fair value of financial assets and liabilities using the fair value hierarchy prescribed by US generally accepted accounting principles. The fair value is measured based on a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: (Level 1) observable inputs such as quoted prices in active markets; (Level 2) inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and (Level 3) unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The Company’s financial instruments consist primarily of cash, accounts payable and accrued expenses, loans payable, convertible notes and derivative liabilities. The carrying amounts of such financial instruments approximate their respective estimated fair value due to the short-term maturities and approximate market interest rates of these instruments. The Black-Scholes option valuation model was used to estimate the fair value of a convertible promissory note issued to an investor. The model includes subjective input assumptions that can materially affect the fair value estimates. The expected volatility is estimated based on the most recent historical stock price of the Company. There were no transfers into or out of “Level 3” during the three months ended November 30, 2017 and year ended August 31, 2017. The following table summarizes fair value measurements by level at November 30, 2017 and August 31, 2017 measured at fair value on a recurring basis: November 30, 2017 Level 1 Level 2 Level 3 Total Assets None $ - $ - $ - $ - Liabilities Derivative liabilities $ - $ - $ 127,809 $ 127,809 August 31, 2017 Level 1 Level 2 Level 3 Total Assets None $ - $ - $ - $ - Liabilities Derivative liabilities $ - $ - $ 58,614 $ 58,614
Embedded Conversion Features	The Company evaluates embedded conversion features within convertible debt under ASC 815, Derivatives and Hedging, to determine whether the embedded conversion feature(s) should be bifurcated from the host instrument and accounted for as a derivative at fair value with changes in fair value recorded in income (loss). If the conversion feature does not require derivative treatment under ASC 815, the instrument is evaluated under ASC 470-20, Debt with Conversion and Other Options, for consideration of any beneficial conversion feature.
Derivative Financial Instruments	The Company does not use derivative instruments to hedge exposures to cash flow, market, or foreign currency risks. The Company evaluates all of its financial instruments, including convertible debentures, stock purchase warrants and stock options, to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported as charges or credits to income (loss). For option-based simple derivative financial instruments, the Company uses the Black-Scholes option-pricing model to value the derivative instruments at inception and subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re-assessed at the end of each reporting period.
Subsequent Events	The Company has evaluated all transactions from November 30, 2017 to the date that these financials were issued for disclosure consideration.
Recently Issued Accounting Pronouncements	In May 2014, the FASB issued guidance that requires companies to recognize revenue to depict the transfer of goods or services to customers in amounts that reflect the consideration to which the company expects to be entitled in exchange for those goods or services. It also requires enhanced disclosures about revenue, provides guidance for transactions that were not previously addressed comprehensively, and improves guidance for multiple-element arrangements. The guidance applies to any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards. In July 2015, the FASB delayed the effective date of this guidance by one year. The guidance is now effective for public companies for annual periods beginning after December 15, 2017, as well as interim periods within those annual periods using either the full retrospective approach or modified retrospective approach. The Company is currently evaluating the impacts of the new guidance on its financial statements. In February 2016, Topic 842, Leases was issued to replace the leases requirements in Topic 840, Leases. The main difference between previous GAAP and Topic 842 is the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP. A lessee should recognize in the balance sheet a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. 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 lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. The accounting applied by a lessor is largely unchanged from that applied under previous GAAP. Topic 842 will be effective for annual reporting periods beginning after December 15, 2018, including interim periods within those annual periods and is to be retrospectively applied. Earlier application is permitted. The Company is currently evaluating this guidance and the impact it will have on its financial statements. In November 2016, the Financial Accounting Standards Board (FASB) clarified the presentation and disclosure requirements of restricted cash. The amended standard requires entities to include restricted cash and restricted cash equivalents with cash and cash equivalents when reconciling beginning-of-period and end-of-period total cash. The amendments apply to all entities with restricted cash or restricted cash equivalents and are required to present a statement of cash flows. The amendments are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The amendments are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company is currently evaluating this guidance and the impact it will have on its financial statements. In March 2016, the FASB issued ASU 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, to reduce complexity in the accounting for employee share-based payment transactions. One of the simplifications relates to forfeitures of awards. Under current GAAP, an entity estimates the number of awards for which the requisite service period is expected to be rendered and base the accruals of compensation cost on the estimated number of awards that will vest. This ASU permits an entity to make an entity-wide accounting policy election either to estimate the number of forfeitures expected to occur or to account for forfeitures in compensation cost when they occur. This ASU is effective for annual periods beginning after December 15, 2016, including interim periods within those annual periods. Earlier application is permitted. The Company has adopted the standard and does not expect this standard to have a material impact on its financial statements and disclosures.

SUMMARY OF SIGNIFICANT ACCOUN15

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	3 Months Ended
	Nov. 30, 2017
Summary Of Significant Accounting Policies Tables
Schedule of fair value measurements by level on recurring basis	The following table summarizes fair value measurements by level at November 30, 2017 and August 31, 2017 measured at fair value on a recurring basis: November 30, 2017 Level 1 Level 2 Level 3 Total Assets None $ - $ - $ - $ - Liabilities Derivative liabilities $ - $ - $ 127,809 $ 127,809 August 31, 2017 Level 1 Level 2 Level 3 Total Assets None $ - $ - $ - $ - Liabilities Derivative liabilities $ - $ - $ 58,614 $ 58,614

PROMISSORY NOTES (Tables)

PROMISSORY NOTES (Tables)	3 Months Ended
	Nov. 30, 2017
Promissory Notes Tables
Schedule of promissory notes	As of November 30, 2017 and August 31, 2017, promissory notes consist of the following: November 30, August 31, 2017 2017 Promissory Note - originated in October 2016 $ 25,000 $ 25,000 Promissory Note - originated in November 2016 3,000 3,000 Promissory Note - originated in December 2016 - 3,810 Promissory Note - originated in January 2017 50,000 50,000 Promissory Note - originated in May 2017 - 100 Promissory Note - originated in June 2017 5,000 5,000 Promissory Note - originated in September 2017 2,000 - Promissory Note - originated in October 2017 3,000 - Less: current portion of notes payable (88,000 ) (86,910 ) Long-term notes payable $ - $ -

CONVERTIBLE NOTES PAYABLE (Tabl

CONVERTIBLE NOTES PAYABLE (Tables)	3 Months Ended
	Nov. 30, 2017
Convertible Notes Payable Tables
Schedule of convertible notes payable	Convertible notes payable consisted of the following at November 30, 2017 and August 31, 2017: November 30 August 31 2017 2017 Convertible Note - July 2017 $ 26,250 $ 26,250 Convertible Note - November 2017 68,000 - 94,250 26,250 Less debt discount and debt issuance cost (81,815 ) (22,223 ) 12,435 4,027 Less current portion of convertible notes payable (12,435 ) (4,027 ) Long-term convertible notes payable $ - $ -

DERIVATIVE LIABILITIES (Tables)

DERIVATIVE LIABILITIES (Tables)	3 Months Ended
	Nov. 30, 2017
Derivative Liabilities Tables
Schedule of assumptions used in the calculations	Three Months Ended Three Months Ended November 30, 2017 November 30, 2016 Expected term 1 year - Expected average volatility 280% - 492% - Expected dividend yield - - Risk-free interest rate 1.44% - 1.62% -
Schedule of derivative liabilities	The following table summarizes the derivative liabilities included in the balance sheet at November 30, 2017 and August 31, 2017: Fair Value Measurements Using Significant Observable Inputs (Level 3) Balance - August 31, 2016 $ - Addition of new derivative liabilities upon issuance of convertible notes as debt discounts 25,000 Fair value of derivative liability in excess of debt 31,266 Loss on change in fair value of the derivative liabilities 2,348 Balance - August 31, 2017 $ 58,614 Addition of new derivative liabilities upon issuance of convertible notes as debt discounts 65,000 Fair value of derivative liability in excess of debt 313,993 Gain on change in fair value of the derivative liabilities (309,798 ) Balance – November 30, 2017 $ 127,809

NATURE OF BUSINESS AND CONTIN19

NATURE OF BUSINESS AND CONTINUANCE OF OPERATIONS (Details Narrative) - USD ($)	3 Months Ended
	Nov. 30, 2017	Nov. 30, 2016	Aug. 31, 2017
Nature Of Business And Continuance Of Operations Details Narrative
State of incorporation	Nevada
Entity incorporation date	May 7, 2014
Net loss	$ (191,394)	$ (21,450)
Accumulated deficit	$ (838,171)		$ (646,777)

SUMMARY OF SIGNIFICANT ACCOUN20

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - Fair Value, Measurements, Recurring [Member] - USD ($)	Nov. 30, 2017	Aug. 31, 2017
Assets
None
Liabilities
Derivative liabilities	127,809	58,614
Fair Value, Inputs, Level 1 [Member]
Assets
None
Liabilities
Derivative liabilities
Fair Value, Inputs, Level 2 [Member]
Assets
None
Liabilities
Derivative liabilities
Fair Value, Inputs, Level 3 [Member]
Assets
None
Liabilities
Derivative liabilities	$ 127,809	$ 58,614

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative)	3 Months Ended
	Nov. 30, 2017USD ($)Integer	Nov. 30, 2016USD ($)	Aug. 31, 2017USD ($)
Related Party Transactions Details Narrative
Number of related parties | Integer	2
Related parties expenses	$ 66,000	$ 0
Due to related parties	236,890		$ 181,750
Amount paid to related parties	$ 10,860	$ 0

PROMISSORY NOTES (Details)

PROMISSORY NOTES (Details) - USD ($)	Nov. 30, 2017	Aug. 31, 2017
Debt Instrument [Line Items]
Less: current portion of notes payable	$ (88,000)	$ (86,910)
Long-term notes payable
Promissory Note October Two Thousand Sixteen [Member]
Debt Instrument [Line Items]
Subtotal	25,000	25,000
Promissory Note November Two Thousand Sixteen [Member]
Debt Instrument [Line Items]
Subtotal	3,000	3,000
Promissory Note December Two Thousand Sixteen [Member]
Debt Instrument [Line Items]
Subtotal		3,810
Promissory Note January Two Thousand Seventeen [Member]
Debt Instrument [Line Items]
Subtotal	50,000	50,000
Promissory Note May Two Thousand Seventeen [Member]
Debt Instrument [Line Items]
Subtotal		100
Promissory Note June Two Thousand Seventeen [Member]
Debt Instrument [Line Items]
Subtotal	5,000	5,000
Promissory Note September Two Thousand Seventeen [Member]
Debt Instrument [Line Items]
Subtotal	2,000
Promissory Note October Two Thousand Seventeen [Member]
Debt Instrument [Line Items]
Subtotal	$ 3,000

PROMISSORY NOTES (Details Narra

PROMISSORY NOTES (Details Narrative) - USD ($)

Nov. 08, 2017

Sep. 12, 2017

Jul. 06, 2017

Jun. 08, 2017

Dec. 09, 2016

Nov. 07, 2016

Oct. 14, 2016

Nov. 17, 2017

Oct. 17, 2017

Aug. 31, 2017

May 31, 2017

Jan. 18, 2017

Nov. 30, 2017

Maturity date

Jul. 6, 2018

Accrued interest

$ 4,823

$ 7,237

Convertible Notes Payable [Member]

Promissory note amount

$ 25,000

Interest rate

8.00%

Maturity period

1 year

Accrued interest

2,258

Convertible Notes Payable One [Member]

Promissory note amount

$ 3,000

Interest rate

8.00%

Maturity period

1 year

Accrued interest

255

Convertible Notes Payable Two [Member]

Promissory note amount

$ 3,810

Maturity date

Jun. 30, 2017

Convertible Notes Payable Three [Member]

Promissory note amount

$ 50,000

Interest rate

8.00%

Maturity period

1 year

Accrued interest

3,463

Convertible Notes Payable Four [Member]

Promissory note amount

$ 1,100

Maturity date

Jun. 30, 2017

Loan repayment

$ 1,000

Convertible Notes Payable Five [Member]

Promissory note amount

$ 5,000

Maturity date

Jul. 31, 2017

Convertible Notes Payable Six [Member]

Promissory note amount

$ 2,000

Interest rate

7.00%

Maturity date

Oct. 31, 2017

Accrued interest

30

Convertible Notes Payable Seven [Member]

Promissory note amount

$ 3,000

Interest rate

7.00%

Maturity date

Nov. 30, 2017

Accrued interest

$ 25

Convertible Notes Payable Eight [Member]

Promissory note amount

$ 3,300

Maturity date

Dec. 31, 2017

Convertible Notes Payable Nine [Member]

Promissory note amount

$ 4,840

Maturity date

Dec. 31, 2017

CONVERTIBLE NOTES PAYABLE (Deta

CONVERTIBLE NOTES PAYABLE (Details) - USD ($)	Nov. 30, 2017	Aug. 31, 2017
Convertible Notes Payable Details
Convertible Note - July 2017	$ 26,250	$ 26,250
Convertible Note - November 2017	68,000
Convertible Note	94,250	26,250
Less debt discount and debt issuance cost	(81,815)	(22,223)
Debt discount	12,435	4,027
Less current portion of convertible notes payable	(12,435)	(4,027)
Long-term convertible notes payable

CONVERTIBLE NOTES PAYABLE (De25

CONVERTIBLE NOTES PAYABLE (Details Narrative)	Jul. 06, 2017USD ($)Integer	Nov. 20, 2017USD ($)Integer	Nov. 20, 2017USD ($)	Nov. 30, 2017USD ($)	Nov. 30, 2016USD ($)
Amortization expense related to the debt discount				$ 8,408
Aggregate principal amount	$ 26,250
Proceeds from issuance of convertible note	25,000			65,000
Original issue discount and deferred financing cost	$ 1,250			$ 3,000
Interest rate	10.00%
Maturity date	Jul. 6, 2018
Threshold trading days | Integer	20
Percentage of principal amount redeemed	50.00%
Notes conversion rate after 180 days			50.00%
Adar Bays [Member] | Securities Purchase Agreement [Member] | Convertible Notes Payable [Member]
Aggregate principal amount		$ 230,000	$ 230,000
Interest rate		8.00%	8.00%
Maturity date		Nov. 20, 2018
Number of convertible promissory notes | Integer		7
Adar Bays [Member] | Securities Purchase Agreement [Member] | Convertible Notes Payable [Member] | First Note [Member]
Aggregate principal amount		$ 68,000	$ 68,000
Maturity date		Jan. 20, 2018
Number of convertible promissory notes | Integer		1
Adar Bays [Member] | Securities Purchase Agreement [Member] | Convertible Notes Payable [Member] | Six Note [Member]
Aggregate principal amount		$ 27,000	$ 27,000
Adar Bays [Member] | Securities Purchase Agreement [Member] | Convertible Notes Payable [Member] | Back End Note [Member]
Maturity date		Jun. 20, 2018
Number of convertible promissory notes | Integer		6

DERIVATIVE LIABILITIES (Details

DERIVATIVE LIABILITIES (Details)	3 Months Ended
	Nov. 30, 2017	Nov. 30, 2016
Expected term	1 year
Expected dividend yield
Minimum [Member]
Expected average volatility	280.00%
Risk-free interest rate	1.44%
Maximum [Member]
Expected average volatility	492.00%
Risk-free interest rate	1.62%

DERIVATIVE LIABILITIES (Detai27

DERIVATIVE LIABILITIES (Details 1) - USD ($)	3 Months Ended		12 Months Ended
	Nov. 30, 2017	Nov. 30, 2016	Aug. 31, 2017
Balance of derivative liability	$ 58,614
Fair value of derivative liability in excess of debt	(313,993)
Gain/Loss on change in fair value of the derivative liabilities	309,798
Balance of derivative liability	127,809		$ 58,614
Fair Value Inputs Level 3 [Member]
Balance of derivative liability	58,614
Addition of new derivative liabilities upon issuance of convertible notes as debt discounts	65,000		25,000
Fair value of derivative liability in excess of debt	313,993		31,266
Gain/Loss on change in fair value of the derivative liabilities	(309,798)		2,348
Balance of derivative liability	$ 127,809		$ 58,614

CAPITAL STOCK (Details Narrativ

CAPITAL STOCK (Details Narrative) - $ / shares	Nov. 30, 2017	Nov. 22, 2017	Aug. 31, 2017
Capital Stock Details Narrative
Preferred stock, shares authorized	100,000,000		100,000,000
Preferred stock par value (in dollars per share)	$ 0.00001		$ 0.00001
Preferred stock, shares issued	0		0
Common stock, shares authorized	8,000,000,000	200,000,000	8,000,000,000
Common stock par value (in dollars per share)	$ 0.00001	$ 0.00001	$ 0.00001
Common stock, shares issued	1,430,533,560		1,430,533,560
Common stock, shares outstanding	1,430,533,560		1,430,533,560

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - USD ($)	Dec. 12, 2017	Dec. 09, 2017	Dec. 07, 2017	Jul. 06, 2017	Nov. 30, 2017	Nov. 22, 2017	Aug. 31, 2017	Oct. 14, 2016
Maturity date				Jul. 6, 2018
Common stock par value (in dollars per share)					$ 0.00001	$ 0.00001	$ 0.00001
Preferred Stock, shares authorized					100,000,000		100,000,000
Common stock, shares authorized					8,000,000,000	200,000,000	8,000,000,000
Convertible Notes Payable [Member]
Promissory note amount								$ 25,000
Convertible Notes Payable [Member] | Subsequent Event [Member]
Maturity date		Jan. 31, 2018
Promissory note amount		$ 3,810
Share Exchange Agreement [Member] | Linux Labs Technologies, Inc [Member] | Common Stock [Member] | Subsequent Event [Member]
Value of common shares issued to Linux			$ 980,000
Number of common shares issued to Linux			700,000,000
Price per share of common stock issued			$ 0.0014
President, CEO, Secretary and Treasurer [Member] | Management Services Agreement [Member] | Subsequent Event [Member]
Consideration for services per year	$ 180,000
Increments in consideration for services per month	15,000
CTO [Member] | Management Services Agreement [Member] | Subsequent Event [Member]
Consideration for services per year	120,000
Increments in consideration for services per month	$ 10,000
Preferred Non-Convertible Stock [Member] | Series B Preferred Stock [Member] | Share Exchange Agreement [Member] | Linux Labs Technologies, Inc [Member] | Subsequent Event [Member]
Number of shares converted under share exchange agreement			2,000,000
Preferred Non-Convertible Stock [Member] | Series B Preferred Stock [Member] | Share Exchange Agreement [Member] | Linux Labs Technologies, Inc [Member] | Common Stock [Member] | Subsequent Event [Member]
Number of shares converted under share exchange agreement			200,000,000
Preferred Non-Convertible Stock [Member] | Series B Preferred Stock [Member] | Board Of Directors [Member] | Subsequent Event [Member]
Preferred Stock, shares authorized			100,000,000
Preferred Non-Convertible Stock [Member] | Series A Preferred Stock [Member] | Share Exchange Agreement [Member] | Linux Labs Technologies, Inc [Member] | Subsequent Event [Member]
Number of shares converted under share exchange agreement			100,000
Preferred Non-Convertible Stock [Member] | Series A Preferred Stock [Member] | Share Exchange Agreement [Member] | Linux Labs Technologies, Inc [Member] | Common Stock [Member] | Subsequent Event [Member]
Number of shares issued under share exchange agreement			500,000,000
Preferred Non-Convertible Stock [Member] | Series A Preferred Stock [Member] | Board Of Directors [Member] | Subsequent Event [Member]
Preferred Stock, shares authorized			100,000,000