Cover
Cover - shares | 9 Months Ended | |
Nov. 30, 2022 | Jan. 20, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Nov. 30, 2022 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2023 | |
Current Fiscal Year End Date | --02-28 | |
Entity Registrant Name | UPAY, Inc. | |
Entity Central Index Key | 0001677897 | |
Entity Tax Identification Number | 37-1793622 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 3010 LBJ Freeway, | |
Entity Address, Address Line Two | 12th Floor | |
Entity Address, City or Town | Dallas | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 75234 | |
City Area Code | (972) | |
Local Phone Number | 888-6052 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 17,156,878 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) | Nov. 30, 2022 | Feb. 28, 2022 |
Current Assets | ||
Cash and Cash Equivalents | $ 561,765 | $ 1,156,005 |
Accounts Receivable, Net of Allowance | 65,989 | 92,633 |
Prepaid Expenses and Other Current Assets | 3,704 | 3,408 |
Total Current Assets | 631,458 | 1,252,046 |
Equity Method Investment (Note 3) | 24,685 | |
Property and Equipment, Net (Note 4) | 27,284 | 57,529 |
Right-of-use Assets, Net (Note 5) | 40,922 | 66,145 |
Deposit (Note 12) | 47,129 | 51,784 |
Total Assets | 746,793 | 1,452,189 |
Current Liabilities | ||
Accounts Payable and Accrued Liabilities | 652,724 | 1,283,800 |
Due to Related Parties (Note 6) | 40,818 | 53,151 |
Taxes Payable | 2,763 | |
Current Portion of Notes Payable – Related Party (Note 6) | 211,000 | 130,000 |
Current Portion of Notes Payable (Note 7) | 50,500 | |
Current Portion of Lease Liabilities (Note 8) | 21,332 | 26,426 |
Total Current Liabilities | 976,374 | 1,496,140 |
Non-Current Liabilities | ||
Lease Liabilities (Note 8) | 21,079 | 42,201 |
Notes Payable – Related Party (Note 6) | 41,000 | |
Notes Payable (Note 7) | 77,800 | 128,300 |
Total Liabilities | 1,075,253 | 1,707,641 |
Stockholders Deficit | ||
Preferred Stock, $0.001 par value, 10,000,000 shares authorized; no shares issued and outstanding | ||
Common Stock, $0.001 par value, 100,000,000 shares authorized; 17,156,878 shares and 17,256,878 shares issued and outstanding, respectively. | 17,157 | 17,257 |
Common Stock Issuable | 20,000 | |
Additional Paid-in Capital | 508,642 | 518,440 |
Accumulated Deficit | (824,684) | (751,511) |
Accumulated Other Comprehensive Loss | (49,575) | (39,638) |
Total Stockholders Deficit | (328,460) | (255,452) |
Total Liabilities and Stockholders Deficit | $ 746,793 | $ 1,452,189 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Nov. 30, 2022 | Feb. 28, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Common Stock, Shares, Issued | 17,156,878 | 17,256,878 |
Common Stock, Shares, Outstanding | 17,156,878 | 17,256,878 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2022 | Nov. 30, 2021 | Nov. 30, 2022 | Nov. 30, 2021 | |
Income Statement [Abstract] | ||||
Revenue | $ 325,345 | $ 388,118 | $ 1,021,969 | $ 1,081,624 |
Cost of Revenue | (146,037) | (132,856) | (417,188) | (370,724) |
Gross Profit | 179,308 | 255,262 | 604,781 | 710,900 |
Expenses | ||||
Amortization of right-of-use assets (Note 5) | 2,176 | 2,298 | 7,162 | 7,766 |
Depreciation (Note 4) | 11,327 | 11,304 | 33,802 | 33,842 |
General and administrative | 157,420 | 237,447 | 613,985 | 981,695 |
Total Expenses | 170,923 | 251,049 | 654,949 | 1,023,303 |
Income (Loss) Before Other Income (Expenses) and Income Taxes | 8,385 | 4,213 | (50,168) | (312,403) |
Other Income (Expenses) | ||||
Interest income | 600 | 260 | 1,277 | 607 |
Interest expense | (8,169) | (4,225) | (24,576) | (10,580) |
Gain on settlement of lease (Note 8) | 277 | 277 | ||
Gain on disposal of equipment | (1) | 17 | ||
Gain on equity method investment (Note 3) | 16,572 | 7,995 | ||
Income (Loss) Before Income Taxes | 1,092 | 16,820 | (73,173) | (314,381) |
Provision for income taxes | ||||
Net Income (Loss) | 1,092 | 16,820 | (73,173) | (314,381) |
Other Comprehensive Income (Loss) | ||||
Foreign currency translation adjustments | 1,578 | (16,191) | (9,937) | (17,089) |
Comprehensive Income (Loss) | $ 2,670 | $ 629 | $ (83,110) | $ (331,470) |
Net Income (Loss) Per Share – Basic | $ 0 | $ 0 | $ 0 | $ (0.01) |
Net Income (Loss) Per Share – Diluted | $ 0 | $ 0 | $ 0 | $ (0.01) |
Weighted-average Common Shares Outstanding – Basic and Diluted | 17,156,878 | 24,281,878 | 17,157,605 | 24,112,598 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity (Deficit) and Accumulated Other Comprehensive Loss (Unaudited) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Common Stock Issuable [Member] | Stock Subscription Receivable [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total |
Balance – February 28, 2022 at Feb. 28, 2021 | $ 23,270 | $ 398,227 | $ 51,977 | $ (382,660) | $ (23,734) | $ 67,080 | |
Beginning Balance, Shares at Feb. 28, 2021 | 23,269,878 | ||||||
Issuance of common stock for cash | $ 12 | 4,188 | (4,200) | ||||
Issuance of common stock for cash, Shares | 12,000 | ||||||
Issuance of common stock for cash and services | $ 1,000 | 349,000 | (47,777) | 302,223 | |||
Issuance of common stock for cash and services, Shares | 1,000,000 | ||||||
Net loss | (314,381) | (314,381) | |||||
Foreign currency translation adjustments | (17,089) | (17,089) | |||||
Cancellation of common stock | |||||||
Common stock issuable for services | 302,223 | ||||||
Settlement of related party note payable | |||||||
Balance – November 30, 2022 at Nov. 30, 2021 | $ 24,282 | 751,415 | (697,041) | (40,823) | 37,833 | ||
Ending Balance, Shares at Nov. 30, 2021 | 24,281,878 | ||||||
Balance – February 28, 2022 at Feb. 28, 2022 | $ 17,257 | 518,440 | (751,511) | (39,638) | (255,452) | ||
Beginning Balance, Shares at Feb. 28, 2022 | 17,256,878 | ||||||
Acquisition of Miway Finance Inc. | (21,545) | (21,545) | |||||
Net loss | (73,173) | (73,173) | |||||
Foreign currency translation adjustments | (9,937) | (9,937) | |||||
Cancellation of common stock | $ (100) | (100) | |||||
Cancellation of common stock, Shares | (100,000) | ||||||
Common stock issuable for services | 20,000 | 20,000 | |||||
Settlement of related party note payable | 11,747 | 11,747 | |||||
Balance – November 30, 2022 at Nov. 30, 2022 | $ 17,157 | $ 508,642 | $ 20,000 | $ (824,684) | $ (49,575) | $ (328,460) | |
Ending Balance, Shares at Nov. 30, 2022 | 17,156,878 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Nov. 30, 2022 | Nov. 30, 2021 | |
Cash Flows from Operating Activities | ||
Net Loss | $ (73,173) | $ (314,381) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Amortization of right-of-use assets | 7,162 | 7,766 |
Common stock issuable for services | 20,000 | 302,223 |
Depreciation | 33,802 | 33,842 |
Gain on disposal of equipment | (17) | |
Gain on equity method investment | (7,995) | |
Gain on settlement of lease | (277) | |
Interest expense on lease liability | 1,065 | 2,120 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 14,264 | 44,347 |
Prepaid expenses and other current assets | (622) | (63,237) |
Accounts payable and accrued liabilities | (545,492) | 184,072 |
Accounts payable – related party | 3,014 | 1,170 |
Net Cash (Used in) Provided by Operating Activities | (540,274) | 189,927 |
Cash Flows from Investing Activities | ||
Proceeds on disposal of property and equipment | 821 | |
Purchase of property and equipment | (5,074) | (3,383) |
Net Cash Used in Investing Activities | (4,253) | (3,383) |
Cash Flows from Financing Activities | ||
Proceeds from shareholder promissory note | 47,093 | |
Proceeds from promissory notes | 40,000 | 51,500 |
Repayment of lease liabilities | (8,823) | (9,925) |
Net Cash Provided by Financing Activities | 31,177 | 88,668 |
Effect of Exchange Rate Changes on Cash | (80,890) | (16,822) |
Change in Cash and Cash Equivalents | (594,240) | 258,390 |
Cash and Cash Equivalents - Beginning of Period | 1,156,005 | 307,949 |
Cash and Cash Equivalents - End of Period | 561,765 | 566,339 |
Supplemental Disclosures of Cash Flow Information: | ||
Interest paid | 8,269 | |
Income taxes paid | ||
Non-cash investing and financing activities: | ||
Return and cancellation of common stock | 100 | |
Settlement of related party note payable | $ 11,747 |
Nature of Operations and Contin
Nature of Operations and Continuance of Business | 9 Months Ended |
Nov. 30, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Continuance of Business | 1. Nature of Operations and Continuance of Business UPAY, Inc. (the Company) was incorporated in the State of Nevada on July 8, 2015. By a Share Exchange Agreement dated November 4, 2015, the Company agreed to acquire all of the issued and outstanding shares of Rent Pay (Pty) Ltd (Rent Pay), in exchange for 200,000 shares of the Companys common stock. The acquisition is a capital transaction in substance and therefore has been accounted for as a recapitalization. Rent Pay was incorporated in South Africa on February 1, 2012. Because Rent Pay is deemed to be the acquirer for accounting purposes, the consolidated financial statements are presented as a continuation of Rent Pay and include the results of operations of Rent Pay since incorporation on February 1, 2012, and the results of operations of the Company since the date of acquisition on November 4, 2015. On March 2, 2022, the Company acquired a controlling interest in Miway Finance Inc. (Miway), which was determined to be a transaction between entities under common control (Note 3). Rent Pay operates principally in South Africa and engages in software development and licensing and provides services to the credit provider industry. The recent outbreak of the novel coronavirus COVID-19, which was declared a pandemic by the World Health Organization on March 11, 2020, has led to adverse impacts on the U.S. and global economies, disruptions of financial markets, and created uncertainty regarding potential impacts to the Companys supply chain, operations, and customer demand. The COVID-19 pandemic has impacted and could further impact the Companys operations and the operations of the Companys suppliers and vendors as a result of quarantines, facility closures, and travel and logistics restrictions. The extent to which the COVID-19 pandemic impacts the Companys business, results of operations and financial condition will depend on future developments, which are highly uncertain and cannot be predicted, including, but not limited to the duration, spread, severity, and impact of the COVID-19 pandemic, the effects of the COVID-19 pandemic on the Companys customers, suppliers, and vendors and the remedial actions and stimulus measures adopted by local and federal governments, and to what extent normal economic and operating conditions can resume. The management team is closely following the progression of COVID-19 and its potential impact on the Company. Even after the COVID-19 pandemic has subsided, the Company may experience adverse impacts to its business as a result of any economic recession or depression that has occurred or may occur in the future. Therefore, the Company cannot reasonably estimate the impact at this time our business, liquidity, capital resources and financial results. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Nov. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies a) Basis of Presentation These 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. The Companys fiscal year end is February 28. The consolidated financial statements include the accounts of the Company and its subsidiary Rent Pay. All significant intercompany transactions and accounts have been eliminated in consolidation. b) Interim Financial Statements The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (US GAAP) and the rules of the Securities and Exchange Commission (SEC), and should be read in conjunction with the audited financial statements and notes thereto. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year end February 28, 2022, have been omitted. c) Use of Estimates The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to useful life and recoverability of long-lived assets, and deferred income tax asset valuations. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Companys estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. d) Cash and Cash Equivalents Cash includes cash on hand and cash held with banks. The Company considers all highly liquid instruments with maturity of three months or less at the time of issuance to be cash equivalents. e) Accounts Receivable Trade accounts receivable are recorded at net invoice value and such receivables are non-interest bearing. Receivables are considered past due based on the contractual payment terms. Receivables are reviewed and specific amounts are reserved if collectability is no longer reasonably assured. As at November 30, 2022, the Company has recognized an allowance for doubtful accounts of $ 4,798 1,768 f) Property and Equipment Property and equipment are stated at cost, less accumulated depreciation, and any impairment in value. Depreciation is computed using the straight-line method over the following estimated lives of the assets: Schedule of Use Life of Assets Computer equipment 3 years Computer software 5 years Office equipment 5 years Vehicles 5 years Furniture and fixtures 6 years The Company periodically performs impairment testing on its long-lived assets either annually or whenever events or changes in circumstances indicate that the carrying amount may not be recoverable in accordance with ASC 360. All property and equipment assets were deemed recoverable at November 30, 2022, and February 28, 2022. g) Right-of-use Assets Right-of-use assets are stated at cost, less accumulated amortization and any impairment in value. Amortization is computed using the straight-line method over the following estimated lives of the assets: Schedule of Estimated Life of Assets Right-of-use building Term of lease Right-of-use vehicles 5 years The Company periodically performs impairment testing on its long-lived assets either annually or whenever events or changes in circumstances indicate that the carrying amount may not be recoverable in accordance with ASC 360. All right-of-use assets were deemed recoverable at November 30, 2022, and February 28, 2022. h) Value of Financial Instruments The Company measures and discloses the estimated fair value of financial assets and liabilities using the fair value hierarchy in accordance with ASC 820, Fair Value Measurements and Disclosures The three-level hierarchy is defined as follows: Level 1 – quoted prices for identical instruments in active markets. Level 2 – quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model derived valuations in which significant inputs and significant value drivers are observable in active markets. Level 3 – fair value measurements derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Financial instruments consist principally of cash and cash equivalents, accounts receivable, equity method investment, accounts payable, due to related parties, taxes payable and notes payable. There were no transfers into or out of Level 3 during the nine months ended November 30, 2022, or 2021. The recorded values of all financial instruments approximate their current fair values because of their nature and respective relatively short maturity dates or durations. Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial statement. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates. i) Foreign Currency Translation Management has adopted ASC 830, Foreign Currency Translation Matters j) Leases Effective March 1, 2019, the Company adopted FASB ASC Topic 842, Leases k) Revenue Recognition The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers The Company derives revenue through licensing its software and by collecting various transaction fees from third party debit orders. The Company has several revenue streams and they are recognized as below: Branch Setup Fees This is a once off, non-refundable cost that the company charges when a customer is onboarded. Revenue is recognized immediately and is collected in the same month. This results in no accounts receivable at the end of the month as revenue is recognized and collected immediately. Data Migration Fees This only applies to a customer applying to migrate client data from a previous system to our system. We invoice for this service as soon as data is successfully transferred, imported and verified by our customer. Revenue is recognized upon invoicing and payment is collected within two days due to debit order mandates signed by the customer as part of the agreement. This results in no outstanding accounts receivable as of the end of each month. Monthly Rental Fees Our software is made available on a web-based software platform and is offered as software as a service. Our agreement is an evergreen agreement (auto-renewed) and if not terminated by a customer, remains intact. Termination may occur by either party at any point with 30 days notice. The monthly software rental fee is payable every month per branch. Monthly software rental fees are payable in the beginning of each month. The monthly rental fees are invoiced during the first few days of a month and is recognized over the period of the month. Payments are collected via debit order a few days later, prior to the end of that month, due to debit order mandate signed by the customer. This results in no accounts receivable as invoicing and payment happens within the same month. Development Service Fee We have some clients that we do custom software development for, on some versions of our software. Here we adopt a scrum methodology with 2-week development sprints. We agree on a price per hour for development with these clients, typically through email communication. We send an invoice for the work completed and usually get paid within the same month. On this revenue stream we do not run a debit order, but clients need to pay invoices before we continue with the next development increment. Payments are due and revenue is recognized upon invoicing. At times collecting payment can take up to 30 days. Unpaid invoices, if any, are recorded to accounts receivable at the end of each month, but invoicing and payment usually happen within the same month. Transactional Fees We offer an integrated debit order facility built into our software. When our clients (lenders) create loans with consumers, the consumer contracts directly with us on a separate agreement. We then act as a third-party payment provider, to facilitate the repayment of loans from the consumer to the lender by debit order. We are registered as a third-party payment provider and all payments collected on this stream are settled by the bank directly into our bank account. We only charge a fee on successful debit order collections and retain that fee when we distribute funds collected on behalf of consumers. The transaction fees charged for these transactions are called CTC and they are displayed on the signed agreement that the consumer signs with us. The CTC fees are paid by the consumer, in addition to the loan installment collected. The loan installment and CTC are collected as one amount, but the CTC is retained by us upon distribution of funds to lenders. Revenue is recognized as each new order is processed and the transaction fee is charged. Our software system counts and accounts for each individual transaction and its amount and this is generated on a report on our Acpas software. We use this report to confirm the revenue recognition in our billing system. If there are any CTC that has yet to be collected at an end of a period, it is recorded as accounts receivable. Credit Protection Insurance Commission Some insurance companies offer insurance products on loans that cover the consumer for the full repayment of their debt to the lender, in case of unforeseen events. There is an insurance product from one of our suppliers (an insurance company) that we make available for the insurance company on our software program. In return for making this product available the insurance company would pay us monthly commission on premiums they received. This is a product offered by the insurance company directly to the consumer and we only make it available on our software platform. If this option is selected when a loan is created, an additional fee is added to the loan repayment amount. The software system calculates the insurance premiums and all premiums for a given month are paid by lenders to the insurance company, or lenders use our payment service and instruct us to manage the payments on their behalf. After receiving the premiums and supporting reports, the insurance company will then calculate and verify the premiums paid and premium claw back to this point and work out the commission payable based on the premiums received. Upon collection of the premiums, the insurance company will complete their final calculations and the insurance company will then pay all commissions earned by us and the lenders. We distribute the commission amounts due to the lenders within two days of receiving such payments from the insurance company. Revenue is recognized upon collection of the premiums from the consumers. Credit Bureau transactions Some credit bureaus like XDS or VeriCred, offer consumer screening products, that we make available on our software platform as integration. Lenders can sign up for these service and access credit information of consumers that they would like to screen, directly from our software platform. In return for making these products available on a seamless integration, we charge a fee on the products. The Company enters into an agreement with the credit bureau and lender to the agreed fees. The agreement with the credit bureau determines the commission fee paid or the markup to be charged on transactions by the company, as reseller. If there are any credit bureau fees that has yet to be collected at an end of a period, it is recorded as accounts receivable. Payroll Transactions Some of our client (lenders) have arrangements with employers where these employers deduct loan installments payable to the lender from the payroll of that employer, on behalf of the lender. The deduction is made from employees that have taken loans from the lender. We provide these payroll lenders with adequate reporting in our software, that can be used to help identify the amounts to be deducted from each individual consumer, with unique identifiers, which is sent to the employers. We also assist lenders to capture payments received from employers on our software in bulk, where requested. We charge a payroll transaction fee to the lender, for each successful payment made in a month on the system. The fee is charged as a combined amount for the payments received on payroll for that month. The payroll transaction fees are set out and agreed to with the lender on the signed agreement they have with us. Our software system counts and accounts for each individual payment receipted, and this is generated on a payment report on our ACPAS software. We use this report for revenue recognition in our billing system. Revenue is recorded as a lump sum based on this report at the end of each month. If there are any payroll transaction fees, that still needs to be recognized at an end of a period, it is recorded as accounts receivable. l) Stock-based Compensation The Company records stock-based compensation in accordance with ASC 718, Compensation – Stock Compensation Equity Based Payments to Non-Employees m) Comprehensive Income (Loss) ASC 220, Comprehensive Income, n) Earnings (Loss) Per Share The Company computes earnings (loss) per share (EPS) in accordance with ASC 260, Earnings per Share o) Going Concern The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. As of November 30, 2022, the Company does not have revenues sufficient to execute its business plan. The Company intends to fund operations through equity financing arrangements. There is no assurance that this will be successful. These factors, among others, raise substantial doubt about the Companys ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. p) Recent Accounting Pronouncements 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. |
Acquisition of Miway Finance In
Acquisition of Miway Finance Inc. | 9 Months Ended |
Nov. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisition of Miway Finance Inc. | 3. Acquisition of Miway Finance Inc. On June 10, 2020, the Company purchased 20,000,000 Miway Finance Inc. 48.66% Pursuant to the Share Purchase and Separation Agreement described in Note 11, the Company received 3,700,000 shares of common stock of MiWay Finance, Inc. from the former CEO on March 2, 2022, increasing the Companys ownership interest to 57.66% Assets acquired and liabilities assumed are reported at their historical carrying amounts and any difference between the proceeds transferred is recognized in additional paid-in capital. These consolidated financial statements include the accounts of Miway since the date of acquisition and the historical accounts of the Company since inception. The assets and liabilities of Miway acquired are as follows: Schedule of Assets Acquired and Liabilities Assumed March 2, Due from related party 3,700 Accounts payable (560 ) Net assets assumed 3,140 At the time of acquisition, the Company had paid a total of $ 24,685 Effective May 31, 2022, the Companys ownership interest in Miway decreased to 48.32% Pursuant to ASC 250-10 and ASC 805-50, the transaction resulted in a change in the reporting entity and was recognized retrospectively for all periods during which the entities were under common control. For common-control transactions that result in a change in the reporting entity and for which both receiving entity and the transferring entity were not under common control during the entire reporting period, it is necessary to determine which entity is the predecessor. The predecessor is the reporting entity deemed to be the receiving entity for accounting purposes in a common-control transaction. The predecessor is not always the entity that legally receives the net assets or equity interests transferred. Comparative financial information shall only be adjusted for periods during which the entities were under common control. Since common control between the Company and Miway did not occur until the current period, the comparative information does not need to be combined. Accordingly, for periods in which the combining entities were not under common control, the comparative financial statements presented are those of the entity that is determined to be the predecessor up to the date at which the entities became under common control. The Company was determined to be the predecessor entity and, therefore, was deemed to be the receiving entity for accounting purposes. Since the entities were consolidated immediately prior to the change of control, there was no impact from the common control transaction. |
Property and Equipment, Net
Property and Equipment, Net | 9 Months Ended |
Nov. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 4. Property and Equipment, Net Property and equipment, net, consists of the following: Schedule of Property and Equipment Cost Accumulated November 30, February 28, Computer equipment $ 11,929 $ (7,922 ) $ 4,007 $ 4,138 Computer software 206,000 (188,255 ) 17,745 48,645 Furniture and fixtures 9,540 (7,735 ) 1,805 3,167 Motor vehicle 2,789 (235 ) 2,554 — Office equipment 4,666 (3,493 ) 1,173 1,579 Total $ 234,924 $ (207,640 ) $ 27,284 $ 57,529 During the nine months ended November 30, 2022, the Company recorded depreciation expense of $ 33,802 33,842 2,194 2,880 |
Right-Of-Use Assets, Net
Right-Of-Use Assets, Net | 9 Months Ended |
Nov. 30, 2022 | |
Right-of-use Assets Net | |
Right-Of-Use Assets, Net | 5. Right-Of-Use Assets, Net Right-of-use assets, net, consist of the following: Schedule of Right-of-Use Assets, Net Cost Accumulated November 30, February 28, Right-of-use building (operating lease) $ 59,723 $ (23,108 ) $ 36,615 $ 51,501 Right-of-use vehicles (finance lease) 25,034 (20,727 ) 6,392 14,644 Total $ 84,757 $ (43,835 ) $ 40,922 $ 66,145 During the nine months ended November 30, 2022, the Company recorded rent expense of $ 12,890 13,551 7,162 7,766 277 |
Due to Related Parties
Due to Related Parties | 9 Months Ended |
Nov. 30, 2022 | |
Related Party Transactions [Abstract] | |
Due to Related Parties | 6. Due to Related Parties a) On March 24, 2021, the Company entered into a promissory note with the Chief Executive Officer (CEO) of the Company for $ 10,000 10% March 24, 2022 10,000 10,000 1,688 934 b) On September 7, 2021, the Company entered into a promissory note with the former CEO of the Company for $ 10,000 10% March 7, 2022 482 nil 477 c) As at November 30, 2022, the Company owed $ nil 1,170 d) On September 7, 2021, the Company entered into a promissory note with the CEO of the Company for $ 10,000 10% March 7, 2022 10,000 10,000 1,230 477 e) On February 11, 2022, the Company entered into a promissory note with the CEO of the Company for $ 20,000 10% February 11, 2023 20,000 20,000 1,600 93 f) As at November 30, 2022, the Company was owed $3,700 (February 28, 2022 – $nil) from the CEO of the Company, which is unsecured, non-interest bearing, due on demand and is included in due to related parties. g) On April 14, 2021, the Company entered into a promissory note with a company controlled by a Director of the Company for $ 26,000 10% October 13, 2023 26,000 26,000 4,238 2,279 h) On February 11, 2022, the Company entered into a promissory note with a company controlled by a Director of the Company for $ 130,000 10% February 11, 2023 130,000 130,000 10,400 605 i) During the year ended February 28, 2022, a third-party lender purchased from a company controlled by a Director of the Company a promissory note in the amount of $15,000, which is unsecured, bears interest of 10% per annum and had an original maturity date of October 13, 2021. The maturity date was amended to October 13, 2023 during the year ended February 28, 2022. As at November 30, 2022, the outstanding principal is $15,000 (February 28, 2022 – $15,000) and the Company has recognized accrued interest of $2,445 (February 28, 2022 – $1,315), which is included in accounts payable and accrued liabilities. j) On May 2, 2022, the Company entered into a promissory note with a company controlled by a Director of the Company for $ 25,000 10% March 2, 2023 25,000 nil 1,452 k) On September 9, 2022, the Company entered into a promissory note with a company controlled by a Director of the Company for $ 15,000 10% September 9, 2023 15,000 nil 337 l) During the nine months ended November 30, 2022, the Company incurred salary expenses of $ nil 89,326 m) During the nine months ended November 30, 2022, the Company incurred salary expenses of $ 89,672 91,377 n) During the nine months ended November 30, 2022, the Company incurred directors fees of $ 37,000 10,000 |
Notes Payable
Notes Payable | 9 Months Ended |
Nov. 30, 2022 | |
Debt Disclosure [Abstract] | |
Notes Payable | 7. Notes Payable a) On May 20, 2020, the Company entered into a promissory note with a third-party lender for $ 25,000 10% May 20, 2023 6,329 4,445 b) On May 27, 2020, the Company entered into a promissory note with the U.S. Small Business Administration for $ 77,800 3.75% 6,550 4,352 c) On October 22, 2021, the Company entered into a promissory note with a third-party lender for $ 25,500 10% October 13, 2023 2,822 901 |
Lease Liabilities
Lease Liabilities | 9 Months Ended |
Nov. 30, 2022 | |
Leases [Abstract] | |
Lease Liabilities | 8. Lease Liabilities The Company commenced the leasing of two motor vehicles on May 23, 2018, and October 10, 2018, for a term of five years 405 575 On November 14, 2022, the Company settled one of the motor vehicle finance leases for a settlement fee of $2,880 (R47,351) resulting in a gain on settlement of $ 277 On February 1, 2021, the company entered a two-year lease with a renewal option for office space in South Africa. The term of the renewal agreement is for an additional two years and commences on January 1, 2023. Rental payments are due at the beginning of each month and increase at an annual rate of 7%. The base rental rate is $ 1,339 1,432 1,532 1,640 The following is a schedule by years of future minimum lease payments under the remaining finance leases together with the present value of the net minimum lease payments as of November 30, 2022: Schedule of Future Minimum Lease Payment Years ending February 28: Building Vehicle Total 2023 $ 4,257 $ 1,671 $ 5,928 2024 17,911 4,457 22,368 2025 17,465 — 17,465 Net minimum lease payments 39,633 6,128 45,761 Less: amount representing interest payments (3,018 ) (332 ) (3,350 ) Present value of net minimum lease payments 36,615 5,796 42,411 Less: current portion (15,536 ) (5,796 ) (21,332 ) Long-term portion $ 21,079 $ — $ 21,079 |
Common Stock
Common Stock | 9 Months Ended |
Nov. 30, 2022 | |
Equity [Abstract] | |
Common Stock | 9. Common Stock On March 2, 2022, the Company repurchased and cancelled 100,000 |
Concentrations
Concentrations | 9 Months Ended |
Nov. 30, 2022 | |
Risks and Uncertainties [Abstract] | |
Concentrations | 10. Concentrations The Companys revenues were concentrated among four customers for the nine months ended November 30, 2022, and three customers for the nine months ended November 30, 2021 Schedules of Concentration of Risk, by Risk Factor Customer Nine Months 1 22% 2 16% 3 11% 4 11% Customer Nine Months 1 33% 2 15% 3 11% The Companys receivables were concentrated among three customers as at November 30, 2022, and February 28, 2022: Customer November 30, 1 36% 2 13% 3 12% Customer February 28, 1 22% 2 15% 3 15% 4 10% |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Nov. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 11. Commitments and Contingencies On February 3, 2022 (the Effective Date), the former CEO of the Company and the Company entered into a Share Purchase and Separation Agreement with the following terms: (a) former CEO sells the Company 7,125,000 shares of common stock of the Company and 3,700,000 shares of common stock of MiWay Finance, Inc., for $240,000, payable with a $150,000 cash payment within 10 days of the Effective Date (closing date); and (b) $10,000 per month for 9 consecutive months commencing April 1, 2022; (c) the Company will pay the former CEO current salary through February 2022; (d) former CEO shall retain ownership of 2,000,000 shares of the Companys common stock subject to a lockup/leak out whereby the former CEO is prohibited from selling any of the 2,000,000 Shares for a period of 18 months and thereafter, shall be permitted to sell no more than 5,000 shares per month. In addition, the former CEO agreed to forgive the $10,000 promissory note and accrued interest entered on September 7, 2021 (Note 6(b)) with the Company, as well as $1,170 in expenses incurred on behalf of the Company (Note 6(c)). As of February 28, 2022, the Company received 7,025,000 of the 7,125,000 shares of common stock of the Company. The transaction closed on March 2, 2022, and the Company received the remaining 100,000 shares of common stock of the Company and 3,700,000 shares of common stock of Miway Finance Inc. On September 1, 2022, the Company entered into an agreement with a new director for a term of 12 months. In consideration for the services to be provided, the Company agreed to pay the director 100,000 restricted shares of common stock that will vest bi-monthly over the 12 months. In addition, the Company agreed to reimburse the director for all reasonable business expenses incurred during the term in accordance with the Companys expense reimbursement guidelines. As at November 30, 2022, the Company recognized shares issuable of $20,000. On October 8, 2022, the Company signed an addendum to add temporary office space to their current lease of 92 Jean Avenue. The base rental rate is $365 (R6,000) per month and is due at the beginning of each month. The rental term commences on November 1, 2022 and expires on January 31, 2023. Management has evaluated commitments and contingencies and is unaware of any legal matters or other contingencies requiring disclosure through period-end. |
Deposit
Deposit | 9 Months Ended |
Nov. 30, 2022 | |
Deposit | |
Deposit | 12. Deposit On October 15, 2021, the Company paid a $ 51,462 |
Subsequent Event
Subsequent Event | 9 Months Ended |
Nov. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Event | 13. Subsequent Event Management has evaluated subsequent events through the date that these financial statements were issued, and none were identified. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Nov. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | a) Basis of Presentation These 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. The Companys fiscal year end is February 28. The consolidated financial statements include the accounts of the Company and its subsidiary Rent Pay. All significant intercompany transactions and accounts have been eliminated in consolidation. |
Interim Financial Statements | b) Interim Financial Statements The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (US GAAP) and the rules of the Securities and Exchange Commission (SEC), and should be read in conjunction with the audited financial statements and notes thereto. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year end February 28, 2022, have been omitted. |
Use of Estimates | c) Use of Estimates The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company regularly evaluates estimates and assumptions related to useful life and recoverability of long-lived assets, and deferred income tax asset valuations. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Companys estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. |
Cash and Cash Equivalents | d) Cash and Cash Equivalents Cash includes cash on hand and cash held with banks. The Company considers all highly liquid instruments with maturity of three months or less at the time of issuance to be cash equivalents. |
Accounts Receivable | e) Accounts Receivable Trade accounts receivable are recorded at net invoice value and such receivables are non-interest bearing. Receivables are considered past due based on the contractual payment terms. Receivables are reviewed and specific amounts are reserved if collectability is no longer reasonably assured. As at November 30, 2022, the Company has recognized an allowance for doubtful accounts of $ 4,798 1,768 |
Property and Equipment | f) Property and Equipment Property and equipment are stated at cost, less accumulated depreciation, and any impairment in value. Depreciation is computed using the straight-line method over the following estimated lives of the assets: Schedule of Use Life of Assets Computer equipment 3 years Computer software 5 years Office equipment 5 years Vehicles 5 years Furniture and fixtures 6 years The Company periodically performs impairment testing on its long-lived assets either annually or whenever events or changes in circumstances indicate that the carrying amount may not be recoverable in accordance with ASC 360. All property and equipment assets were deemed recoverable at November 30, 2022, and February 28, 2022. |
Right-of-use Assets | g) Right-of-use Assets Right-of-use assets are stated at cost, less accumulated amortization and any impairment in value. Amortization is computed using the straight-line method over the following estimated lives of the assets: Schedule of Estimated Life of Assets Right-of-use building Term of lease Right-of-use vehicles 5 years The Company periodically performs impairment testing on its long-lived assets either annually or whenever events or changes in circumstances indicate that the carrying amount may not be recoverable in accordance with ASC 360. All right-of-use assets were deemed recoverable at November 30, 2022, and February 28, 2022. |
Value of Financial Instruments | h) Value of Financial Instruments The Company measures and discloses the estimated fair value of financial assets and liabilities using the fair value hierarchy in accordance with ASC 820, Fair Value Measurements and Disclosures The three-level hierarchy is defined as follows: Level 1 – quoted prices for identical instruments in active markets. Level 2 – quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model derived valuations in which significant inputs and significant value drivers are observable in active markets. Level 3 – fair value measurements derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. Financial instruments consist principally of cash and cash equivalents, accounts receivable, equity method investment, accounts payable, due to related parties, taxes payable and notes payable. There were no transfers into or out of Level 3 during the nine months ended November 30, 2022, or 2021. The recorded values of all financial instruments approximate their current fair values because of their nature and respective relatively short maturity dates or durations. Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial statement. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates. |
Foreign Currency Translation | i) Foreign Currency Translation Management has adopted ASC 830, Foreign Currency Translation Matters |
Leases | j) Leases Effective March 1, 2019, the Company adopted FASB ASC Topic 842, Leases |
Revenue Recognition | k) Revenue Recognition The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers The Company derives revenue through licensing its software and by collecting various transaction fees from third party debit orders. The Company has several revenue streams and they are recognized as below: Branch Setup Fees This is a once off, non-refundable cost that the company charges when a customer is onboarded. Revenue is recognized immediately and is collected in the same month. This results in no accounts receivable at the end of the month as revenue is recognized and collected immediately. Data Migration Fees This only applies to a customer applying to migrate client data from a previous system to our system. We invoice for this service as soon as data is successfully transferred, imported and verified by our customer. Revenue is recognized upon invoicing and payment is collected within two days due to debit order mandates signed by the customer as part of the agreement. This results in no outstanding accounts receivable as of the end of each month. Monthly Rental Fees Our software is made available on a web-based software platform and is offered as software as a service. Our agreement is an evergreen agreement (auto-renewed) and if not terminated by a customer, remains intact. Termination may occur by either party at any point with 30 days notice. The monthly software rental fee is payable every month per branch. Monthly software rental fees are payable in the beginning of each month. The monthly rental fees are invoiced during the first few days of a month and is recognized over the period of the month. Payments are collected via debit order a few days later, prior to the end of that month, due to debit order mandate signed by the customer. This results in no accounts receivable as invoicing and payment happens within the same month. Development Service Fee We have some clients that we do custom software development for, on some versions of our software. Here we adopt a scrum methodology with 2-week development sprints. We agree on a price per hour for development with these clients, typically through email communication. We send an invoice for the work completed and usually get paid within the same month. On this revenue stream we do not run a debit order, but clients need to pay invoices before we continue with the next development increment. Payments are due and revenue is recognized upon invoicing. At times collecting payment can take up to 30 days. Unpaid invoices, if any, are recorded to accounts receivable at the end of each month, but invoicing and payment usually happen within the same month. Transactional Fees We offer an integrated debit order facility built into our software. When our clients (lenders) create loans with consumers, the consumer contracts directly with us on a separate agreement. We then act as a third-party payment provider, to facilitate the repayment of loans from the consumer to the lender by debit order. We are registered as a third-party payment provider and all payments collected on this stream are settled by the bank directly into our bank account. We only charge a fee on successful debit order collections and retain that fee when we distribute funds collected on behalf of consumers. The transaction fees charged for these transactions are called CTC and they are displayed on the signed agreement that the consumer signs with us. The CTC fees are paid by the consumer, in addition to the loan installment collected. The loan installment and CTC are collected as one amount, but the CTC is retained by us upon distribution of funds to lenders. Revenue is recognized as each new order is processed and the transaction fee is charged. Our software system counts and accounts for each individual transaction and its amount and this is generated on a report on our Acpas software. We use this report to confirm the revenue recognition in our billing system. If there are any CTC that has yet to be collected at an end of a period, it is recorded as accounts receivable. Credit Protection Insurance Commission Some insurance companies offer insurance products on loans that cover the consumer for the full repayment of their debt to the lender, in case of unforeseen events. There is an insurance product from one of our suppliers (an insurance company) that we make available for the insurance company on our software program. In return for making this product available the insurance company would pay us monthly commission on premiums they received. This is a product offered by the insurance company directly to the consumer and we only make it available on our software platform. If this option is selected when a loan is created, an additional fee is added to the loan repayment amount. The software system calculates the insurance premiums and all premiums for a given month are paid by lenders to the insurance company, or lenders use our payment service and instruct us to manage the payments on their behalf. After receiving the premiums and supporting reports, the insurance company will then calculate and verify the premiums paid and premium claw back to this point and work out the commission payable based on the premiums received. Upon collection of the premiums, the insurance company will complete their final calculations and the insurance company will then pay all commissions earned by us and the lenders. We distribute the commission amounts due to the lenders within two days of receiving such payments from the insurance company. Revenue is recognized upon collection of the premiums from the consumers. Credit Bureau transactions Some credit bureaus like XDS or VeriCred, offer consumer screening products, that we make available on our software platform as integration. Lenders can sign up for these service and access credit information of consumers that they would like to screen, directly from our software platform. In return for making these products available on a seamless integration, we charge a fee on the products. The Company enters into an agreement with the credit bureau and lender to the agreed fees. The agreement with the credit bureau determines the commission fee paid or the markup to be charged on transactions by the company, as reseller. If there are any credit bureau fees that has yet to be collected at an end of a period, it is recorded as accounts receivable. Payroll Transactions Some of our client (lenders) have arrangements with employers where these employers deduct loan installments payable to the lender from the payroll of that employer, on behalf of the lender. The deduction is made from employees that have taken loans from the lender. We provide these payroll lenders with adequate reporting in our software, that can be used to help identify the amounts to be deducted from each individual consumer, with unique identifiers, which is sent to the employers. We also assist lenders to capture payments received from employers on our software in bulk, where requested. We charge a payroll transaction fee to the lender, for each successful payment made in a month on the system. The fee is charged as a combined amount for the payments received on payroll for that month. The payroll transaction fees are set out and agreed to with the lender on the signed agreement they have with us. Our software system counts and accounts for each individual payment receipted, and this is generated on a payment report on our ACPAS software. We use this report for revenue recognition in our billing system. Revenue is recorded as a lump sum based on this report at the end of each month. If there are any payroll transaction fees, that still needs to be recognized at an end of a period, it is recorded as accounts receivable. |
Stock-based Compensation | l) Stock-based Compensation The Company records stock-based compensation in accordance with ASC 718, Compensation – Stock Compensation Equity Based Payments to Non-Employees |
Comprehensive Income (Loss) | m) Comprehensive Income (Loss) ASC 220, Comprehensive Income, |
Earnings (Loss) Per Share | n) Earnings (Loss) Per Share The Company computes earnings (loss) per share (EPS) in accordance with ASC 260, Earnings per Share |
Going Concern | o) Going Concern The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. As of November 30, 2022, the Company does not have revenues sufficient to execute its business plan. The Company intends to fund operations through equity financing arrangements. There is no assurance that this will be successful. These factors, among others, raise substantial doubt about the Companys ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
Recent Accounting Pronouncements | p) Recent Accounting Pronouncements 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. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Nov. 30, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Use Life of Assets | Schedule of Use Life of Assets |
Summary of Significant Accounting Policies | Computer equipment 3 years Computer software 5 years Office equipment 5 years Vehicles 5 years Furniture and fixtures 6 years |
Schedule of Estimated Life of Assets | Schedule of Estimated Life of Assets |
Summary of Significant Accounting Policies (Details 2) | Right-of-use building Term of lease Right-of-use vehicles 5 years |
Acquisition of Miway Finance _2
Acquisition of Miway Finance Inc. (Tables) | 9 Months Ended |
Nov. 30, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Assets Acquired and Liabilities Assumed | These consolidated financial statements include the accounts of Miway since the date of acquisition and the historical accounts of the Company since inception. The assets and liabilities of Miway acquired are as follows: Schedule of Assets Acquired and Liabilities Assumed |
Acquisition of Miway Finance Inc. | March 2, Due from related party 3,700 Accounts payable (560 ) Net assets assumed 3,140 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 9 Months Ended |
Nov. 30, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment, net, consists of the following: Schedule of Property and Equipment |
Property and Equipment, Net | Cost Accumulated November 30, February 28, Computer equipment $ 11,929 $ (7,922 ) $ 4,007 $ 4,138 Computer software 206,000 (188,255 ) 17,745 48,645 Furniture and fixtures 9,540 (7,735 ) 1,805 3,167 Motor vehicle 2,789 (235 ) 2,554 — Office equipment 4,666 (3,493 ) 1,173 1,579 Total $ 234,924 $ (207,640 ) $ 27,284 $ 57,529 |
Right-Of-Use Assets, Net (Table
Right-Of-Use Assets, Net (Tables) | 9 Months Ended |
Nov. 30, 2022 | |
Right-of-use Assets Net | |
Schedule of Right-of-Use Assets, Net | Right-of-use assets, net, consist of the following: Schedule of Right-of-Use Assets, Net |
Right-Of-Use Assets, Net | Cost Accumulated November 30, February 28, Right-of-use building (operating lease) $ 59,723 $ (23,108 ) $ 36,615 $ 51,501 Right-of-use vehicles (finance lease) 25,034 (20,727 ) 6,392 14,644 Total $ 84,757 $ (43,835 ) $ 40,922 $ 66,145 |
Lease Liabilities (Tables)
Lease Liabilities (Tables) | 9 Months Ended |
Nov. 30, 2022 | |
Leases [Abstract] | |
Schedule of Future Minimum Lease Payment | The following is a schedule by years of future minimum lease payments under the remaining finance leases together with the present value of the net minimum lease payments as of November 30, 2022: Schedule of Future Minimum Lease Payment |
Lease Liabilities | Years ending February 28: Building Vehicle Total 2023 $ 4,257 $ 1,671 $ 5,928 2024 17,911 4,457 22,368 2025 17,465 — 17,465 Net minimum lease payments 39,633 6,128 45,761 Less: amount representing interest payments (3,018 ) (332 ) (3,350 ) Present value of net minimum lease payments 36,615 5,796 42,411 Less: current portion (15,536 ) (5,796 ) (21,332 ) Long-term portion $ 21,079 $ — $ 21,079 |
Concentrations (Tables)
Concentrations (Tables) | 9 Months Ended |
Nov. 30, 2022 | |
Risks and Uncertainties [Abstract] | |
Schedules of Concentration of Risk, by Risk Factor | The Companys revenues were concentrated among four customers for the nine months ended November 30, 2022, and three customers for the nine months ended November 30, 2021 Schedules of Concentration of Risk, by Risk Factor Customer Nine Months 1 22% 2 16% 3 11% 4 11% Customer Nine Months 1 33% 2 15% 3 11% The Companys receivables were concentrated among three customers as at November 30, 2022, and February 28, 2022: Customer November 30, 1 36% 2 13% 3 12% Customer February 28, 1 22% 2 15% 3 15% 4 10% |
[custom:DisclosureConcentrationsDetailsAbstract] | Customer Nine Months 1 22% 2 16% 3 11% 4 11% Customer Nine Months 1 33% 2 15% 3 11% The Companys receivables were concentrated among three customers as at November 30, 2022, and February 28, 2022: Customer November 30, 1 36% 2 13% 3 12% Customer February 28, 1 22% 2 15% 3 15% 4 10% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) | 9 Months Ended |
Nov. 30, 2022 | |
Technology Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Furniture and fixtures | 3 years |
Software and Software Development Costs [Member] | |
Property, Plant and Equipment [Line Items] | |
Furniture and fixtures | 5 years |
Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Furniture and fixtures | 5 years |
Vehicles [Member] | |
Property, Plant and Equipment [Line Items] | |
Furniture and fixtures | 5 years |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Furniture and fixtures | 6 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details 2) | 9 Months Ended |
Nov. 30, 2022 | |
Vehicles [Member] | |
Property, Plant and Equipment [Line Items] | |
Right-of-use vehicles | 5 years |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | Nov. 30, 2022 | Feb. 28, 2022 |
Accounting Policies [Abstract] | ||
Allowance for Doubtful Accounts, Premiums and Other Receivables | $ 4,798 | $ 1,768 |
Acquisition of Miway Finance _3
Acquisition of Miway Finance Inc. (Details) - Miway Finance Inc. | Mar. 02, 2022 USD ($) |
Defined Benefit Plan Disclosure [Line Items] | |
Due from related party | $ 3,700 |
Accounts payable | (560) |
Net assets assumed | $ 3,140 |
Acquisition of Miway Finance _4
Acquisition of Miway Finance Inc. (Details Narrative) - Miway Finance Inc. - USD ($) | Nov. 30, 2022 | Mar. 02, 2022 | Jun. 10, 2020 |
Defined Benefit Plan Disclosure [Line Items] | |||
Subsidiary or Equity Method Investee, Cumulative Number of Shares Issued for All Transactions | 20,000,000 | ||
Subsidiary or Equity Method Investee, Cumulative Percentage Ownership after All Transactions | 48.32% | 57.66% | 48.66% |
Business Combination, Consideration Transferred | $ 24,685 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) | Nov. 30, 2022 USD ($) |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Gross, Ending Balance | $ 234,924 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | (207,640) |
Property, Plant and Equipment, Net | 27,284 |
Property, Plant and Equipment, Net | 57,529 |
Computer Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Gross, Ending Balance | 11,929 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | (7,922) |
Property, Plant and Equipment, Net | 4,007 |
Property, Plant and Equipment, Net | 4,138 |
Software and Software Development Costs [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Gross, Ending Balance | 206,000 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | (188,255) |
Property, Plant and Equipment, Net | 17,745 |
Property, Plant and Equipment, Net | 48,645 |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Gross, Ending Balance | 9,540 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | (7,735) |
Property, Plant and Equipment, Net | 1,805 |
Property, Plant and Equipment, Net | 3,167 |
Vehicles [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Gross, Ending Balance | 2,789 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | (235) |
Property, Plant and Equipment, Net | 2,554 |
Property, Plant and Equipment, Net | |
Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Gross, Ending Balance | 4,666 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | (3,493) |
Property, Plant and Equipment, Net | 1,173 |
Property, Plant and Equipment, Net | $ 1,579 |
Property and Equipment, Net (_2
Property and Equipment, Net (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2022 | Nov. 30, 2021 | Nov. 30, 2022 | Nov. 30, 2021 | |
Property, Plant and Equipment [Line Items] | ||||
Depreciation | $ 11,327 | $ 11,304 | $ 33,802 | $ 33,842 |
Payments to Acquire Property, Plant, and Equipment | 5,074 | $ 3,383 | ||
Computer Equipment [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Payments to Acquire Property, Plant, and Equipment | 2,194 | |||
Vehicles [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Payments to Acquire Property, Plant, and Equipment | $ 2,880 |
Right-Of-Use Assets, Net (Detai
Right-Of-Use Assets, Net (Details) - USD ($) | 9 Months Ended | |
Nov. 30, 2022 | Feb. 28, 2022 | |
Lease, Cost | $ 84,757 | |
Accumulated Depreciation | (43,835) | |
Right-of-use Assets, Net | 40,922 | $ 66,145 |
Share Exchange Agreement [Member] | ||
Operating Lease, Cost | 59,723 | |
Right-of-use building, Accumulated Amortization | (23,108) | |
Operating Lease, Right-of-Use Asset | 36,615 | 51,501 |
Vehicle Lease [Member] | ||
Finance Lease, Right-of-Use Asset, before Accumulated Amortization | 25,034 | |
Finance Lease, Right-of-Use Asset, Accumulated Amortization | (20,727) | |
Finance Lease, Right-of-Use Asset, after Accumulated Amortization | $ 6,392 | $ 14,644 |
Right-Of-Use Assets, Net (Det_2
Right-Of-Use Assets, Net (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 21 Months Ended | ||
Nov. 30, 2022 | Nov. 30, 2021 | Nov. 30, 2022 | Nov. 30, 2021 | Nov. 30, 2022 | |
Right-of-use Assets Net | |||||
Rent Expense | $ 12,890 | $ 13,551 | |||
Operating Lease, Right-of-Use Asset, Amortization Expense | 7,162 | $ 7,766 | |||
Gain (Loss) on Termination of Lease | $ 277 | $ 277 |
Due to Related Parties (Details
Due to Related Parties (Details Narrative) - USD ($) | 9 Months Ended | ||||||||||
Sep. 09, 2022 | May 02, 2022 | Feb. 11, 2022 | Sep. 07, 2021 | Apr. 14, 2021 | Mar. 24, 2021 | Nov. 30, 2022 | Nov. 30, 2021 | Mar. 02, 2022 | Feb. 28, 2022 | Feb. 11, 2021 | |
Related Party Transaction [Line Items] | |||||||||||
Due to Related Parties, Current | $ 40,818 | $ 53,151 | |||||||||
Former Chief Executive Officer [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Due to Related Parties | 477 | ||||||||||
Salary and Wage, Officer, Excluding Cost of Good and Service Sold | $ 89,326 | ||||||||||
Chief Executive Officer [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Salary and Wage, Officer, Excluding Cost of Good and Service Sold | 89,672 | 91,377 | |||||||||
Director [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Salary and Wage, Officer, Excluding Cost of Good and Service Sold | 37,000 | $ 10,000 | |||||||||
Chief Executive Officer [Member] | Convertible Notes Payable [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Notes Payable | $ 10,000 | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10% | ||||||||||
Debt Instrument, Maturity Date | Mar. 24, 2022 | ||||||||||
Due to Related Parties, Current | 10,000 | 10,000 | |||||||||
Due to Related Parties | 1,688 | 934 | |||||||||
Chief Executive Officer [Member] | Convertible Notes Payable 1 [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Notes Payable | $ 10,000 | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10% | ||||||||||
Debt Instrument, Maturity Date | Mar. 07, 2022 | ||||||||||
Due to Related Parties, Current | 10,000 | 10,000 | |||||||||
Due to Related Parties | 1,230 | 477 | |||||||||
Chief Executive Officer [Member] | Convertible Notes Payable 2 [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Notes Payable | $ 20,000 | ||||||||||
Due to Related Parties, Current | 20,000 | 20,000 | |||||||||
Due to Related Parties | 1,600 | 93 | |||||||||
Former Chief Executive Officer [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Due to Related Parties | 1,170 | ||||||||||
Former Chief Executive Officer [Member] | Convertible Notes Payable [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Notes Payable | $ 10,000 | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10% | ||||||||||
Debt Instrument, Maturity Date | Mar. 07, 2022 | ||||||||||
Due to Related Parties | $ 482 | ||||||||||
Director [Member] | Convertible Notes Payable 1 [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Notes Payable | $ 26,000 | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10% | ||||||||||
Debt Instrument, Maturity Date | Oct. 13, 2023 | ||||||||||
Due to Related Parties, Current | 26,000 | 26,000 | |||||||||
Due to Related Parties | 4,238 | 2,279 | |||||||||
Director [Member] | Convertible Notes Payable 2 [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Notes Payable | $ 130,000 | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10% | ||||||||||
Debt Instrument, Maturity Date | Feb. 11, 2023 | ||||||||||
Due to Related Parties, Current | 130,000 | 130,000 | |||||||||
Due to Related Parties | 10,400 | $ 605 | |||||||||
Director [Member] | Convertible Notes Payable 3 [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Notes Payable | $ 25,000 | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10% | ||||||||||
Debt Instrument, Maturity Date | Mar. 02, 2023 | ||||||||||
Due to Related Parties, Current | 25,000 | ||||||||||
Due to Related Parties | 1,452 | ||||||||||
Director [Member] | Convertible Notes Payable 4 [Member] | |||||||||||
Related Party Transaction [Line Items] | |||||||||||
Notes Payable | $ 15,000 | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10% | ||||||||||
Debt Instrument, Maturity Date | Sep. 09, 2023 | ||||||||||
Due to Related Parties, Current | 15,000 | ||||||||||
Due to Related Parties | $ 337 |
Notes Payable (Details Narrativ
Notes Payable (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |||
Oct. 22, 2021 | May 20, 2020 | Nov. 30, 2022 | Feb. 28, 2022 | May 27, 2020 | |
Debt Instrument [Line Items] | |||||
Accounts Payable, Current | $ 652,724 | $ 1,283,800 | |||
Third Party Lender [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt Instrument, Maturity Date | May 20, 2023 | ||||
Accounts Payable, Current | 6,329 | 4,445 | |||
Third Party Lender 2 [Member] | |||||
Debt Instrument [Line Items] | |||||
Notes Payable | $ 25,500 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 10% | ||||
Debt Instrument, Maturity Date | Oct. 13, 2023 | ||||
Accounts Payable, Current | 2,822 | 901 | |||
Third Party Lender [Member] | |||||
Debt Instrument [Line Items] | |||||
Notes Payable | $ 25,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 10% | ||||
U S Small Business Administration [Member] | |||||
Debt Instrument [Line Items] | |||||
Notes Payable | $ 77,800 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 3.75% | ||||
Debt Instrument, Increase, Accrued Interest | $ 6,550 | $ 4,352 |
Lease Liabilities (Details)
Lease Liabilities (Details) - USD ($) | Nov. 30, 2022 | Feb. 28, 2022 |
2023 | $ 5,928 | |
2024 | 22,368 | |
2025 | 17,465 | |
Net minimum lease payments | 45,761 | |
Less: amount representing interest payments | (3,350) | |
Present value of net minimum lease payments | 42,411 | |
Less: current portion | (21,332) | $ (26,426) |
Long-term portion | 21,079 | $ 42,201 |
Share Exchange Agreement [Member] | ||
2023 | 4,257 | |
2024 | 17,911 | |
2025 | 17,465 | |
Net minimum lease payments | 39,633 | |
Less: amount representing interest payments | (3,018) | |
Present value of net minimum lease payments | 36,615 | |
Less: current portion | (15,536) | |
Long-term portion | 21,079 | |
Vehicle Lease [Member] | ||
2023 | 1,671 | |
2024 | 4,457 | |
2025 | ||
Net minimum lease payments | 6,128 | |
Less: amount representing interest payments | (332) | |
Present value of net minimum lease payments | 5,796 | |
Less: current portion | (5,796) | |
Long-term portion |
Lease Liabilities (Details Narr
Lease Liabilities (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||
Feb. 28, 2024 | Feb. 28, 2023 | Feb. 28, 2022 | Feb. 28, 2021 | Nov. 30, 2022 | Nov. 30, 2021 | Nov. 30, 2022 | Nov. 30, 2021 | Oct. 10, 2018 | |
Lessee, Lease, Description [Line Items] | |||||||||
Gain (Loss) on Termination of Lease | $ 277 | $ 277 | |||||||
Operating Lease, Lease Income, Lease Payments | $ 1,640 | $ 1,532 | $ 1,432 | $ 1,339 | |||||
Vehicles 2 [Member] | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Lessee, Finance Lease, Term of Contract | 5 years | ||||||||
Finance Lease, Liability | 575 | ||||||||
Vehicles 1 [Member] | |||||||||
Lessee, Lease, Description [Line Items] | |||||||||
Lessee, Finance Lease, Term of Contract | 5 years | ||||||||
Finance Lease, Liability | $ 405 |
Common Stock (Details Narrative
Common Stock (Details Narrative) - shares | 9 Months Ended | |
Mar. 02, 2022 | Nov. 30, 2022 | |
Common Stock [Member] | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Stock Repurchased and Retired During Period, Shares | 100,000 | 100,000 |
Concentrations (Details)
Concentrations (Details) | 9 Months Ended | 12 Months Ended | |
Nov. 30, 2022 | Nov. 30, 2021 | Feb. 28, 2022 | |
Revenue Benchmark [Member] | Customer One [Member] | |||
Concentration Risk [Line Items] | |||
4 | 22% | 33% | |
Revenue Benchmark [Member] | Customer Two [Member] | |||
Concentration Risk [Line Items] | |||
4 | 16% | 15% | |
Revenue Benchmark [Member] | Customer Three [Member] | |||
Concentration Risk [Line Items] | |||
4 | 11% | 11% | |
Revenue Benchmark [Member] | Customer Four [Member] | |||
Concentration Risk [Line Items] | |||
4 | 11% | ||
Accounts Receivable [Member] | Customer One [Member] | |||
Concentration Risk [Line Items] | |||
4 | 36% | 22% | |
Accounts Receivable [Member] | Customer Two [Member] | |||
Concentration Risk [Line Items] | |||
4 | 13% | 15% | |
Accounts Receivable [Member] | Customer Three [Member] | |||
Concentration Risk [Line Items] | |||
4 | 12% | 15% | |
Accounts Receivable [Member] | Customer Four [Member] | |||
Concentration Risk [Line Items] | |||
4 | 10% |
Deposit (Details Narrative)
Deposit (Details Narrative) - USD ($) | Nov. 30, 2022 | Feb. 28, 2022 | Oct. 15, 2021 |
Deposit | |||
Deposits Assets, Noncurrent | $ 47,129 | $ 51,784 | $ 51,462 |