Cover
Cover - shares | 9 Months Ended | |
Nov. 30, 2023 | Dec. 15, 2023 | |
Cover [Abstract] | ||
Entity Registrant Name | MINERVA GOLD INC. | |
Entity Central Index Key | 0001854816 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --02-28 | |
Entity Small Business | true | |
Entity Shell Company | true | |
Entity Emerging Growth Company | true | |
Entity Current Reporting Status | Yes | |
Document Period End Date | Nov. 30, 2023 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2024 | |
Entity Ex Transition Period | false | |
Entity Common Stock Shares Outstanding | 6,570,000 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 333-255172 | |
Entity Incorporation State Country Code | NV | |
Entity Tax Identification Number | 98-1588963 | |
Entity Address Address Line 1 | 12/1 Kunayev str | |
Entity Address Address Line 2 | IA 17 | |
Entity Address City Or Town | Nur-Sultan | |
Entity Address Country | KZ | |
Entity Address Postal Zip Code | 010000 | |
City Area Code | 725 | |
Local Phone Number | 225-1800 | |
Entity Interactive Data Current | Yes |
BALANCE SHEETS
BALANCE SHEETS - USD ($) | Nov. 30, 2023 | Feb. 28, 2023 |
Current Assets | ||
Cash & cash equivalents | $ 0 | $ 14,800 |
Total current assets | 0 | 14,800 |
Other non-current assets | 115 | 287 |
Total non-current assets | 115 | 287 |
TOTAL ASSETS | 115 | 15,087 |
Accounts payable | 300 | 200 |
Loans from related parties | 13,946 | 12,879 |
Total current liabilities | 13,946 | 13,079 |
Total Liabilities | 14,246 | 13,079 |
Common stock, $0.001 par value, 75,000,000 shares authorized;6,570,000 shares issued and outstanding | 6,570 | 6,570 |
Additional Paid-In-Capital | 29,830 | 29,830 |
Accumulated Deficit | (50,531) | (34,392) |
Total Stockholders' equity (deficit) | (14,131) | 2,008 |
Total Liabilities and Stockholders' Equity (Deficit) | $ 115 | $ 15,087 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - $ / shares | Nov. 30, 2023 | Feb. 28, 2023 |
Stockholders' Deficit | ||
Common stock, shares par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares issued | 6,570,000 | 6,570,000 |
Common stock, shares outstanding | 6,570,000 | 6,570,000 |
STATEMENTS OF OPERATIONS (UNAUD
STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Nov. 30, 2023 | Nov. 30, 2022 | Nov. 30, 2023 | Nov. 30, 2022 | |
STATEMENTS OF OPERATIONS (UNAUDITED) | ||||
Revenue | $ 0 | $ 0 | $ 0 | $ 0 |
OPERATING EXPENSES | ||||
General and administrative expenses | 992 | 2,808 | 16,140 | 13,989 |
Total Operation expenses | (992) | (2,808) | (16,140) | (13,989) |
Income (Loss) before provision for income taxes | (992) | (2,808) | (16,140) | (13,989) |
Provision for income taxes | 0 | 0 | 0 | 0 |
Net income (loss) | $ (992) | $ (2,808) | $ (16,140) | $ (13,989) |
Income (loss) per common share: | ||||
Basic and Diluted | $ 0 | $ 0 | $ 0 | $ 0 |
Weighted Average Number of Common Shares Outstanding: | ||||
Basic and Diluted | 6,570,000 | 6,570,000 | 6,570,000 | 6,570,000 |
STATEMENT OF STOCKHOLDERS EQUIT
STATEMENT OF STOCKHOLDERS EQUITY (DEFICIT) (UNAUDITED) - USD ($) | Total | Number of Common Shares | Additional Paid-In-Capital | Retained Earnings (Accumulated Deficit) |
Balance, shares at Feb. 28, 2022 | 6,570,000 | |||
Balance, amount at Feb. 28, 2022 | $ 19,677 | $ 6,570 | $ 29,830 | $ (16,723) |
Net loss | (8,344) | $ 0 | 0 | (8,344) |
Balance, shares at May. 31, 2022 | 6,570,000 | |||
Balance, amount at May. 31, 2022 | 11,333 | $ 6,570 | 29,830 | (25,067) |
Balance, shares at Feb. 28, 2022 | 6,570,000 | |||
Balance, amount at Feb. 28, 2022 | 19,677 | $ 6,570 | 29,830 | (16,723) |
Net loss | (13,989) | |||
Balance, shares at Nov. 30, 2022 | 6,570,000 | |||
Balance, amount at Nov. 30, 2022 | 5,688 | $ 6,570 | 29,830 | (30,712) |
Balance, shares at May. 31, 2022 | 6,570,000 | |||
Balance, amount at May. 31, 2022 | 11,333 | $ 6,570 | 29,830 | (25,067) |
Net loss | (2,837) | $ 0 | 0 | (2,837) |
Balance, shares at Aug. 31, 2022 | 6,570,000 | |||
Balance, amount at Aug. 31, 2022 | 8,496 | $ 6,570 | 29,830 | (27,904) |
Net loss | (2,808) | $ 0 | 0 | (2,808) |
Balance, shares at Nov. 30, 2022 | 6,570,000 | |||
Balance, amount at Nov. 30, 2022 | 5,688 | $ 6,570 | 29,830 | (30,712) |
Balance, shares at Feb. 28, 2023 | 6,570,000 | |||
Balance, amount at Feb. 28, 2023 | 2,008 | $ 6,570 | 29,830 | (34,392) |
Net loss | (11,593) | $ 0 | 0 | (11,593) |
Balance, shares at May. 31, 2023 | 6,570,000 | |||
Balance, amount at May. 31, 2023 | (9,585) | $ 6,570 | 29,830 | (45,985) |
Balance, shares at Feb. 28, 2023 | 6,570,000 | |||
Balance, amount at Feb. 28, 2023 | 2,008 | $ 6,570 | 29,830 | (34,392) |
Net loss | (16,140) | |||
Balance, shares at Nov. 30, 2023 | 6,570,000 | |||
Balance, amount at Nov. 30, 2023 | (14,131) | $ 6,570 | 29,830 | (50,531) |
Balance, shares at May. 31, 2023 | 6,570,000 | |||
Balance, amount at May. 31, 2023 | (9,585) | $ 6,570 | 29,830 | (45,985) |
Net loss | (3,555) | $ 0 | 0 | (3,555) |
Balance, shares at Aug. 31, 2023 | 6,570,000 | |||
Balance, amount at Aug. 31, 2023 | (13,140) | $ 6,570 | 29,830 | (49,540) |
Net loss | (992) | $ 0 | 0 | (992) |
Balance, shares at Nov. 30, 2023 | 6,570,000 | |||
Balance, amount at Nov. 30, 2023 | $ (14,131) | $ 6,570 | $ 29,830 | $ (50,531) |
STATEMENTS OF CASH FLOWS (UNAUD
STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) | 9 Months Ended | |
Nov. 30, 2023 | Nov. 30, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (16,140) | $ (13,989) |
Changes in operating assets and liabilities: | ||
Accounts payable | 100 | 0 |
Depreciation expense | 173 | 173 |
Net cash used by Operating activities | (15,867) | (13,816) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from sale of common stock | 0 | 0 |
Proceeds of loan from shareholder | 1,067 | 2,756 |
Net cash provided by Financing activities | 1,067 | 2,756 |
Increase (decrease) in cash and equivalents | (14,800) | (11,060) |
Cash and equivalents at beginning of the period | 14,800 | 28,132 |
Cash and equivalents at end of the period | 0 | 17,072 |
Cash paid for: | ||
Interest | 0 | 0 |
Taxes | $ 0 | $ 0 |
ORGANIZATION AND BUSINESS
ORGANIZATION AND BUSINESS | 9 Months Ended |
Nov. 30, 2023 | |
ORGANIZATION AND BUSINESS | |
ORGANIZATION AND BUSINESS | NOTE 1 - ORGANIZATION AND BUSINESS MINERVA GOLD INC. (the “Company”) is a corporation established under the corporation laws in the State of Nevada on February 24, 2021 with an authorized capital of 75,000,000 common shares with a par value of $0.001. The Company's fiscal year-end is February 28. Minerva Gold Inc. is a junior mineral exploration company engaged in the identification, acquisition and exploration of precious metals in Kazakhstan. |
GOING CONCERN
GOING CONCERN | 9 Months Ended |
Nov. 30, 2023 | |
GOING CONCERN | |
GOING CONCERN | NOTE 2 - GOING CONCERN The Company’s financial statements as of November 30, 2023 have been prepared using generally accepted accounting principles in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The Company has accumulated loss from inception (February 24, 2021) to November 30, 2023 of $50,531. These factors among others raise substantial doubt about the ability of the company to continue as a going concern for a reasonable period of time. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its minimal operating expenses and seeking third party equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans. These financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Nov. 30, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America. Cash and Cash Equivalents For purposes of the statement of cash flows, the Company considers all highly liquid instruments purchased with an original maturity of nine months or less to be cash equivalents. As of November 30, 2023, the company has $0 in the escrow account. Stock-Based Compensation As of November 30, 2023, the Company has not issued any stock-based payments to its employees. Stock-based compensation is accounted for at fair value in accordance with ASC 718, when applicable. To date, the Company has not adopted a stock option plan and has not granted any stock options. New Accounting Pronouncements There were various accounting standards and interpretations issued recently, none of which are expected to a have a material impact on our financial position, operations or cash flows. Use of Estimates and Assumptions The preparation of financial statements in conformity with 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 financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates. Due to the limited level of operations, the Company has not had to make material assumptions or estimates other than the assumption that the Company is a going concern. Fair Value of Financial Instruments ASC 825, “Disclosures about Fair Value of Financial Instruments”, requires disclosure of fair value information about financial instruments. ASC 820, “Fair Value Measurements” defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of November 30, 2023. The respective carrying values of certain on-balance-sheet financial instruments approximate their fair values. These financial instruments include cash, accounts payable and related party loan payable. Fair values were assumed to approximate carrying values for these financial instruments since they are short term in nature and their carrying amounts approximate fair value. Income Taxes Income taxes are provided in accordance with ASC No. 740, Accounting for Income Taxes. A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry forwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion of all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. Earnings per Share ASC No. 260, “Earnings Per Share”, specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock. The Company has adopted the provisions of ASC No. 260. Basic net loss per share amounts is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted earnings per share are the same as basic earnings per share due to the lack of dilutive items in the Company. Depreciation Policy The assets are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. The cost comprises purchase price, borrowing costs, if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use. Subsequent expenditure related to an item of the assets is added to its book value only if it increases the future benefits from the existing asset beyond its previously assessed standard of performance. All other expenses on existing fixed assets, including day-to-day repairs and maintenance expenditure and cost of replacing parts, are charged to the Statement of Profit and Loss for the period during which such expenses are incurred. Gains or losses arising from de-recognition of fixed assets are measured as the difference between the net disposal proceeds and the carrying amount of the assets derecognized. Company purchased computer equipment on May 24, 2021 for $690. The Company depreciates its property using straight-line depreciation over the estimated useful life of 3 years. Company charged $115 as depreciation expense for the nine-month period ended November 30, 2023. |
CAPITAL STOCK
CAPITAL STOCK | 9 Months Ended |
Nov. 30, 2023 | |
CAPITAL STOCK | |
CAPITAL STOCK | NOTE 4 - CAPITAL STOCK The Company has 75,000,000 shares of common stock authorized with a par value of $0.001 per share. As of November 30, 2023, the Company had 6,570,000 shares issued and outstanding for total proceeds of $36,400. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Nov. 30, 2023 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | NOTE 5 - RELATED PARTY TRANSACTIONS In support of the Company’s efforts and cash requirements, it may rely on advances from related parties until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. There is no formal written commitment for continued support by officers, directors, or shareholders. Amounts represent advances or amounts paid in satisfaction of liabilities. The advances are considered temporary in nature and have not been formalized by a promissory note. Since February 24, 2021 (Inception) through November 30, 2023, the Company’s sole officer and director loaned the Company $13,946 to pay for incorporation costs and general and administrative expenses. As of November 30, 2023, the amount outstanding was $13,946. The loan is non-interest bearing, due upon demand and unsecured. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Nov. 30, 2023 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | NOTE 6 - COMMITMENTS AND CONTINGENCIES On March 29, 2023, Minerva Gold Inc. signed a Mineral Property Option Agreement with Tuzashuu Ken Limited Liability Company that holds the License No.5862 MP for the exploration of the Arsy deposit. According to this Agreement, in order to keep the Option, the Company is obligated to make aggregate cash payments of $500,000 within 6 months of execution of the SPA, fund exploration and development work on the Property in 2024 totalling at least $300,000 and transfer to the Optioner not less than 30% (Thirty percent) of the Company’s shares by the end of the Option Period. As of the date of this Quarterly Report, the Company does not have any material commitments other that discussed in the Mineral Property Option Agreement. As of November 30, 2023, the Company is not aware of any contingent liabilities, legal disputes, and other obligations that could impact the company's financial position and that should be reflected in the financial statements. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Nov. 30, 2023 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 7 - SUBSEQUENT EVENT The Company has evaluated subsequent events from November 30, 2023 to December 15, 2023 (date the financial statements were issued) and has determined that there are no items to disclose. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Nov. 30, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Presentation | The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America. |
Cash and Cash Equivalents | For purposes of the statement of cash flows, the Company considers all highly liquid instruments purchased with an original maturity of nine months or less to be cash equivalents. As of November 30, 2023, the company has $0 in the escrow account. |
Stock-Based Compensation | As of November 30, 2023, the Company has not issued any stock-based payments to its employees. Stock-based compensation is accounted for at fair value in accordance with ASC 718, when applicable. To date, the Company has not adopted a stock option plan and has not granted any stock options. |
New Accounting Pronouncements | There were various accounting standards and interpretations issued recently, none of which are expected to a have a material impact on our financial position, operations or cash flows. |
Use of Estimates and Assumptions | The preparation of financial statements in conformity with 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 financial statements and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates. Due to the limited level of operations, the Company has not had to make material assumptions or estimates other than the assumption that the Company is a going concern. |
Fair Value of Financial Instruments | ASC 825, “Disclosures about Fair Value of Financial Instruments”, requires disclosure of fair value information about financial instruments. ASC 820, “Fair Value Measurements” defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of November 30, 2023. The respective carrying values of certain on-balance-sheet financial instruments approximate their fair values. These financial instruments include cash, accounts payable and related party loan payable. Fair values were assumed to approximate carrying values for these financial instruments since they are short term in nature and their carrying amounts approximate fair value. |
Income Taxes | Income taxes are provided in accordance with ASC No. 740, Accounting for Income Taxes. A deferred tax asset or liability is recorded for all temporary differences between financial and tax reporting and net operating loss carry forwards. Deferred tax expense (benefit) results from the net change during the year of deferred tax assets and liabilities. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion of all of the deferred tax assets will be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. |
Earnings per Share | ASC No. 260, “Earnings Per Share”, specifies the computation, presentation and disclosure requirements for earnings (loss) per share for entities with publicly held common stock. The Company has adopted the provisions of ASC No. 260. Basic net loss per share amounts is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted earnings per share are the same as basic earnings per share due to the lack of dilutive items in the Company. |
Depreciation Policy | The assets are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. The cost comprises purchase price, borrowing costs, if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use. Subsequent expenditure related to an item of the assets is added to its book value only if it increases the future benefits from the existing asset beyond its previously assessed standard of performance. All other expenses on existing fixed assets, including day-to-day repairs and maintenance expenditure and cost of replacing parts, are charged to the Statement of Profit and Loss for the period during which such expenses are incurred. Gains or losses arising from de-recognition of fixed assets are measured as the difference between the net disposal proceeds and the carrying amount of the assets derecognized. Company purchased computer equipment on May 24, 2021 for $690. The Company depreciates its property using straight-line depreciation over the estimated useful life of 3 years. Company charged $115 as depreciation expense for the nine-month period ended November 30, 2023. |
ORGANIZATION AND BUSINESS (Deta
ORGANIZATION AND BUSINESS (Details Narrative) - $ / shares | Nov. 30, 2023 | Feb. 28, 2023 |
ORGANIZATION AND BUSINESS | ||
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares par value | $ 0.001 | $ 0.001 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | Nov. 30, 2023 | Feb. 28, 2023 |
GOING CONCERN | ||
Accumulated deficit | $ (50,531) | $ (34,392) |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 1 Months Ended | 9 Months Ended | |||
May 24, 2021 | Nov. 30, 2023 | Feb. 28, 2023 | Nov. 30, 2022 | Feb. 28, 2022 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||||
Depreciation expense | $ 115 | ||||
Cash and cash equivalents | $ 0 | $ 14,800 | $ 17,072 | $ 28,132 | |
Estimated useful life | 3 years | ||||
Computer equipment | $ 690 |
CAPITAL STOCK (Details Narrativ
CAPITAL STOCK (Details Narrative) - USD ($) | 9 Months Ended | |
Nov. 30, 2023 | Feb. 28, 2023 | |
CAPITAL STOCK | ||
Common stock, shares par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares issued | 6,570,000 | 6,570,000 |
Total proceeds from common stock | $ 36,400 | |
Common stock, shares outstanding | 6,570,000 | 6,570,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) | Nov. 30, 2023 USD ($) |
RELATED PARTY TRANSACTIONS | |
Loans from related parties | $ 13,946 |
Outstanding amount | $ 13,946 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) | 1 Months Ended |
Mar. 29, 2023 | |
COMMITMENTS AND CONTINGENCIES | |
Description of option agreement | the Company is obligated to make aggregate cash payments of $500,000 within 6 months of execution of the SPA, fund exploration and development work on the Property in 2024 totalling at least $300,000 and transfer to the Optioner not less than 30% |