Cover
Cover - USD ($) | 12 Months Ended | ||
Feb. 28, 2023 | May 22, 2023 | Aug. 31, 2022 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Feb. 28, 2023 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2023 | ||
Current Fiscal Year End Date | --02-28 | ||
Entity File Number | 333-265368 | ||
Entity Registrant Name | MEDINOTEC, INC. | ||
Entity Central Index Key | 0001931055 | ||
Entity Tax Identification Number | 36-4990343 | ||
Entity Incorporation, State or Country Code | NV | ||
Entity Address, Address Line One | Northlands Deco Park | ||
Entity Address, Address Line Two | 10 New Market Street | ||
Entity Address, Address Line Three | Stand 299 Avant Garde Avenue | ||
Entity Address, City or Town | Johannesburg | ||
Entity Address, Country | ZA | ||
Entity Address, Postal Zip Code | 2169 | ||
City Area Code | +27 | ||
Local Phone Number | 330 2301 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
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 Public Float | $ 3,662,854 | ||
Entity Common Stock, Shares Outstanding | 11,733,750 | ||
Auditor Name | Mercurius & Associates LLP | ||
Auditor Firm ID | 3223 | ||
Auditor Location | New Delhi, India |
Consolidated Entities Balance S
Consolidated Entities Balance Sheet (Audited) - USD ($) | Feb. 28, 2023 | Feb. 28, 2022 |
Current Assets | ||
Cash | $ 2,827,457 | $ 131,577 |
Accounts receivable, net of allowances | 21,074 | 42,183 |
Inventory | 354,304 | 438,923 |
Other current assets | 166,643 | 109,019 |
Total Current Assets | 3,369,478 | 721,702 |
Loans and notes receivable | 605,130 | |
Property, plant and equipment, net of accumulated depreciation | 406,873 | 515,703 |
Deferred tax asset | 108,951 | 85,626 |
Total Assets | 4,490,432 | 1,323,031 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 71,311 | 209,019 |
Long Term Liabilities | ||
Loans payable | 1,863,066 | 1,583,997 |
Total Liabilities | 1,934,377 | 1,793,016 |
Equity | ||
Capital stock | 11,734 | 10,000 |
Capital stock additional paid in capital | 3,296,391 | |
Deficit (Retained Earnings) - ending | (836,637) | (483,902) |
Accumulated other comprehensive income/(loss) | 84,567 | 3,917 |
Total Equity | 2,556,055 | (469,985) |
Total Liabilities and Equity | $ 4,490,432 | $ 1,323,031 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Audited) - USD ($) | 10 Months Ended | 12 Months Ended |
Feb. 28, 2022 | Feb. 28, 2023 | |
Income Statement [Abstract] | ||
Revenue | $ 1,040,283 | $ 999,579 |
Cost of goods sold | 585,129 | (417,757) |
Gross profit | 455,154 | 581,822 |
Operating expenses | ||
Selling expenses | 16,744 | 53,818 |
Depreciation and amortization expense | 82,809 | 53,553 |
Interest and bank charges | 13,209 | 234,411 |
General and administrative expenses | 498,241 | 640,575 |
Research and development expenses | 34,767 | 64,866 |
Total operating expenses | 645,770 | 1,047,223 |
Income from operations | (190,616) | (465,401) |
Non operating income and expenses | ||
Interest income | 30 | 22,507 |
Other revenue/(expense) | 1,584 | 51,417 |
Total non operating income and expenses | 1,614 | 73,924 |
Loss before income taxes | (189,002) | (391,477) |
Income taxes | ||
Deferred income taxes | (65,003) | (38,742) |
Net loss | $ (123,999) | $ (352,735) |
Earnings per share: | $ 0.01 | $ (0.03) |
Foreign currency translation gain | $ 3,917 | $ 80,650 |
Accumulated comprehensive income | $ (120,082) | $ (272,085) |
Consolidated Entities Statement
Consolidated Entities Statement of Stockholders' Deficit (Audited) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Comprehensive Income [Member] | Retained Earnings [Member] | Total Not Including Common Control Reserve [Member] | Common Control Reserve [Member] | Total |
Beginning balance, value at Apr. 25, 2021 | $ 3,917 | $ (123,999) | $ (110,082) | $ (120,082) | |||
Shares, Issued at Apr. 25, 2021 | |||||||
Issuance of 10,000,000 no par value stock @ $0.001 per share | $ 10,000 | 10,000 | 10,000 | ||||
Stock Issued During Period, Shares, New Issues | 10,000,000 | ||||||
Stock issued - pursuant to acquisitions @ $2 per share | (359,903) | (359,903) | |||||
Stock Issued During Period, Shares, Acquisitions | |||||||
Net income (loss) for the period | (123,999) | ||||||
Raising fees capitalized | |||||||
Ending balance, value at Feb. 28, 2022 | $ 10,000 | 3,917 | (123,999) | (100,082) | (359,903) | (469,985) | |
Shares, Issued at Feb. 28, 2022 | 10,000,000 | ||||||
Stock issued - pursuant to acquisitions @ $2 per share | $ 11,734 | 3,465,766 | 3,467,500 | 3,467,500 | |||
Stock Issued During Period, Shares, Acquisitions | 1,733,750 | ||||||
Net income (loss) for the period | (352,735) | (352,735) | (352,735) | ||||
Net foreign currency translation adjustment | 80,650 | 80,650 | 80,650 | ||||
Raising fees capitalized | (169,375) | (169,375) | (169,375) | ||||
[custom:RaisingFeeCapitalizedShares] | |||||||
Ending balance, value at Feb. 28, 2023 | $ 11,734 | $ 3,296,391 | $ 84,567 | $ (476,734) | $ 2,925,958 | $ (359,903) | $ 2,556,055 |
Shares, Issued at Feb. 28, 2023 | 11,733,750 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows (Audited) - USD ($) | 10 Months Ended | 12 Months Ended |
Feb. 28, 2022 | Feb. 28, 2023 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) for the period | $ (123,999) | $ (352,735) |
Depreciation, depletion and amortization | 82,809 | 53,553 |
Foreign currency transaction gain (loss), unrealized | 2,895 | (80,643) |
Deferred income taxes and tax credits | (63,177) | (23,325) |
Capital raising fee paid in equity | (169,375) | |
Interest | 156,070 | |
Increase (decrease) in receivables | (109,460) | (21,019) |
Increase (decrease) in inventories | (14,113) | 84,619 |
Increase (decrease) in accounts payable and accrued expenses | 88,032 | (137,708) |
TOTAL CASH FLOWS FROM OPERATING ACTIVITIES | (137,013) | (490,549) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Payments to acquire property, plant, and equipment | (90,556) | 55,277 |
Proceeds from issuance of long-term debt | (585,000) | |
NET CASH USED BY INVESTING ACTIVITIES | (90,556) | (529,723) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of long-term debt | 267,149 | 279,069 |
Proceeds from issuance of common stock | 10,000 | 3,298,125 |
NET CASH USED BY FINANCING ACTIVITIES | 277,149 | 3,577,194 |
OTHER ACTIVITIES: | ||
Effect of exchange rate on cash and cash equivalents | 1,022 | 138,958 |
Net cash increase (decreases) in cash and cash equivalents | 50,602 | 2,695,880 |
Cash and cash equivalents at beginning of period | 80,975 | 131,577 |
Cash and cash equivalents at end of period | $ 131,577 | $ 2,827,457 |
1. Description of Business
1. Description of Business | 12 Months Ended |
Feb. 28, 2023 | |
Accounting Policies [Abstract] | |
1. Description of Business | 1. Description of Business Medinotec, Inc (the “Company” or “COMPANY”), was incorporated in Nevada on April 26, 2021 During March 2022 the Group acquired, through a subsidiary, Disa Medinotec Proprietary Limited. DISA Medinotec Proprietary Limited was incorporated in the Republic of South Africa in 2015. It was formerly known as DISA Vascular 2015 Proprietary Limited and changed its name to DISA Medinotec Proprietary Limited effective 19 October 2020. The Company produces high-quality medical devices through in-depth research and development. The products developed are sold via a network of distributors in many parts of the world and through a direct sales force in South Africa and the United States of America. The Company is located and headquartered in Johannesburg, South Africa. The Company’s revenues are derived primarily from operations in South Africa and Europe while growing its product offering to penetrate the United States of America in the near future. The Group’s consolidated financial statements have been prepared on a going-concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. |
2. Significant Accounting Polic
2. Significant Accounting Policies | 12 Months Ended |
Feb. 28, 2023 | |
Accounting Policies [Abstract] | |
2. Significant Accounting Policies | 2. Significant Accounting Policies a. Nature of business/basis of preparation i. GAAP of country The consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States, and conform in all material respects with International Accounting Standards with regards to the presentation of historical cost financial information. The event that caused the common control transaction, as described in the business combination note, occurred after the prior 2021 year had been reported on. Change in reporting entity ii. Transaction between entities- Common control On March 2, 2022, Medinotec Inc. through Medinotec Capital Proprietary Limited acquired 100 $11 $1,583,661 Due to the control of businesses being in principle 95% the same between the Group and the previous ultimate beneficial owner of DISA Medinotec Proprietary Limited the transaction would therefore be deemed a common control transaction To properly account for the transfer of the membership interests of DISA Medinotec Proprietary Limited, the Company reviewed the ownership structure of all of the entities involved in the contribution transaction, as contemplated in the Registration Statement, and concluded that in accordance with ASC 805-50-25-2, the contribution of such membership interests will qualify as a transfer of ownership between entities under common control. Transactions between entities under common control are accounted for in a manner similar to the pooling of-interest method. Thus, the financial statements of the commonly controlled entities would be consolidated, retrospectively, as if the transaction had occurred at the beginning of the period. However, ASC 805-50-45-5 states that prior years’ comparative information is only adjusted for periods during which the entities were under common control. In addition, ASC 805-50-45-2 requires that the “effects of intra-entity transactions on current assets, current liabilities, revenue, and cost of sales for periods presented and on retained earnings at the beginning of the periods presented shall be eliminated to the extent possible. DISA Medinotec Proprietary Limited was deemed to be under common control prior to March 2, 2022 share transfer date and therefore the acquisition was retrospectively applied from April 26, 2021, the formation date of registrant. If a transaction combines two or more entities under common control that historically have not been presented together, the resulting financial statements may be considered to be those of a different reporting entity. The change in reporting entity requires retrospective combination of the entities for all periods presented as if the combination had been in effect since inception of common control in accordance with ASC 250-10-45-21. Also, ASC 250-10-50-6 notes that when there has been a change in the reporting entity, the financial statements of the period of the change shall describe the nature of the change and the reason for it. In addition, the effect of the change on income from continuing operations, net income (or other appropriate captions of changes in the applicable net assets or performance indicator), other comprehensive income, and any related per-share amounts (if applicable shall be disclosed for all periods presented. a change in reporting entity does not have a material effect in the period of change but is reasonably certain to have a material effect in later periods, the nature of and reason for the change shall be disclosed whenever the financial statements of the period of change are presented. The effects of this change are as follows: Before restatement 2022 $ After restatement 2022 $ Increase in net profit/(loss) (161 ) (123,999) Increase in opening retained reserves (610 ) (359,903) Increase in other comprehensive income 449 3,917 b. Foreign currency translation i. Translation of foreign subsidiary The accounts of the foreign subsidiaries are translated into U.S. dollars. Assets and liabilities are translated at year-end exchange rates and income and expense accounts are translated at average exchange rates in effect during the year. Translation adjustments resulting from fluctuations in the exchange rates are recorded in accumulated other comprehensive income, a separate component of stockholders' equity. c. Cash and cash equivalents i. Highly liquid investments The group considers all highly liquid investments with a remaining maturity of three months or less at the time of purchase to be cash equivalents. These cash equivalents consist primarily of term deposits and certificates of deposit. Investments with maturities from greater than three months to one year are classified as short-term investments, while those with maturities in excess of one year are classified as long-term investments. Cash equivalents and short-term investments are stated at cost which approximates market value. d. Receivables i. Allowance based on a review and management evaluation The group provides an allowance for losses on trade receivables based on a review of the current status of existing receivables and management's evaluation of periodic aging of accounts. Accounts receivable are stated at net realizable value. The majority of customers are not extended credit and therefore time to maturity for receivables is short. On a periodic basis, management evaluates its accounts receivable and determines whether to provide an allowance or if any accounts should be written off based on a past history of write-offs, collections, and current credit conditions. A receivable is considered past due if the Company has not received payments based on agreed-upon terms. The Company generally does not require any security or collateral to support its receivables. No allowance for doubtful debt was recognized as at February 28, 2023 and February 28, 2022, respectively. e. Property, plant and equipment i. Depreciation rates Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is provided for using the straight-line method over the estimated useful lives as follows for the major classes of assets: Plant and machinery 10 years Laboratory equipment 5 years Furniture and fixtures 6 years Motor vehicles 5 years Computer equipment 3 years Office equipment 6 years Computer software 2 years f. Inventories i. Valuation, costing and obsolescence Inventories are stated at the lower of cost (Weighted Average) or net realizable value and consist of raw materials, work-in process and finished goods and include purchased materials, machine time, direct labor and manufacturing overhead. Management evaluates the need to record adjustments to write down inventory to the lower of cost or net realizable value on an annual basis. The Company’s policy is to assess the valuation of all inventories, including raw materials, work-in-process and finished goods and it writes down its inventory for estimated obsolescence based upon the age of inventory and assumptions about future demand and usage. g. Impairment of long lived assets The Company assesses long-lived assets for impairment in accordance with the provisions of Financial Accounting Standards Board ASC 360, Property, Plant and Equipment. Long-lived assets (asset group), such as property and equipment subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted future cash flows expected to result from the use and eventual disposition of the asset. The amount of impairment loss, if any, is measured as the difference between the carrying value of the asset and its estimated fair value. Fair value is determined through various valuation techniques, including discounted cash flow models, quoted market values, and third-party independent appraisals, as considered necessary. As of May 31, 2022 and February 28, 2021, no impairment charge has been recorded. h. Employee benefit plans The Company contributes 2.5% i. Income taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company records interest related to unrecognized tax benefits in interest expense and penalties in general and administrative expenses. j. Financial instruments i. Fair Value Measurements Fair value accounting is applied for all assets and liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually). Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Consolidated entities follow the established framework for measuring fair value and expands disclosures about fair value measurements (see Note 3). ii. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, trade accounts receivable and loans. The Company invests its excess cash in low-risk, highly liquid money market funds and certificates of deposit with a major financial institution. iii. Exposed to currency variations in subsidiary The primary operations and functional currency of a subsidiary's business is in South African Rand. Due to the emerging market nature of this currency the spread volatility of the currency low and high can be material during a year. The conversion of the currency from Rand to reporting currency US Dollar can cause significant up or downward trends that is recorded in reserves under the heading accumulated comprehensive income. The effect on the reserves for the year ended February 28, 2023 was $80,643. iv. Interest rate Risk Related party loan interest. Market interest rate risk may result in loss from fluctuations in the future cash flows or fair values of financial instruments. Interest rate risk is managed principally through monitoring interest rate gaps and basis risk and by having pre-approved limits for repricing bands. v. Numerous risks due to international activities The Consolidated entities are subject to numerous risks as a result of its international activities. The Consolidated entities are dependent, in large part, on the economies of the markets in which they have operations. Those markets and other markets in which the Consolidated entities may operate are in countries with economies in various stages of development, some of which are subject to rapid fluctuations in currency exchange rates, consumer prices, inflation, employment levels and gross domestic product. As a result, the Consolidated entities are exposed to market risk from these changes, and are subject to other economic and political risks, which could impact their results of operations and financial condition. k. Comprehensive income i. Comprehensive income Comprehensive income is defined as the change in equity from transactions and other events from non-owner sources and is comprised of of net income and other comprehensive income (OCI). OCI includes currency translation adjustments on the group's net investment in self-sustaining foreign operations and related hedging gains and losses, translation adjustments related to the translation from the Consolidated entities functional currency to its presentation currency, unrealized gains and losses on available-for-sale securities, hedging gains and losses on cash flow hedges and unrealized net actuarial gain or loss from pension and other postretirement benefit plans. l. Revenue recognition The consolidated entities generate their revenues from the sale of high-quality medical devices which are self-manufactured through in-depth research and development. The products developed are sold via a network of distributors in many parts of the world and through a direct sales force in South Africa. Revenues are recognized when control of the promised goods or services are transferred to a customer in an amount that reflects the consideration that the Company expects to receive in exchange for those products. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its arrangements: • identify the contract with a customer, • identify the performance obligations in the contract, • determine the transaction price, • allocate the transaction price to performance obligations in the contract, and • recognize revenue as the performance obligation is satisfied. Under ASC Topic 606, the Company estimates the transaction price, including variable consideration, at the commencement of the contract and recognizes revenue over the contract term, rather than when fees become fixed or determinable. Payment Terms Our payment terms generally are 30 days from statement. The time between a customer’s payment and the receipt of funds is not significant. Our contracts with customers do not result in significant obligations associated with returns, refunds or warranties. Our payment terms are generally fixed and do not include variable revenues. i. Accordance with industry practice Sales revenue is recognized in accordance with industry practice which is when all the risks and benefits of ownership of products have been transferred to customers under executed sales agreements. m. Cost of goods sold Cost of revenue consists primarily of raw material purchases, manufacturing costs and employee benefits paid to operational personnel associated with the production of our medical devices. n. Principles of consolidation i. Consolidated - all intercompany transactions eliminated The consolidated financial statements include the accounts of Medinotec Inc., Medinotec Capital Proprietary Limited Consolidated and the financial statements of DISA Medinotec Proprietary Limited, known as the Medinotec Group of Companies. All significant intercompany transactions have been eliminated. o. Use of estimates i. Actual results could differ The preparation of consolidated financial statements in accordance with accounting principles generally accepted in the United States of America 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. Actual results could differ from those estimates and may have impact on future periods. p. Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), and has since issued amendments thereto, related to the accounting for leases (collectively referred to as “ASC 842”). ASC 842 establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the consolidated balance sheet for all long-term leases. Leases will be classified as either financing or operating, with classification affecting the pattern of expense recognition and classification in the consolidated statement of operations. The Company adopted ASC 842 on April 26, 2021. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the consolidated financial statements, with certain practical expedients available. q. Recently issued accounting standards i. Financial Instruments--Credit Losses In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2016-13, “Financial Instruments--Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”. The new standard introduces an approach, based on expected losses, to estimate credit losses on certain types of financial instruments and modifies the impairment model for available-for-sale debt securities. The new approach to estimating credit losses (referred to as the current expected credit losses model) applies to most financial assets measured at amortized cost and certain other instruments, including trade and other receivables, loans, held-to-maturity debt securities, net investments in leases and off-balance-sheet credit exposures. With respect to available-for-sale (AFS) debt securities, the standard amends the current other-than-temporary impairment model. For such securities with unrealized losses, entities will still consider if a portion of any impairment is related only to credit losses and therefore recognized as a reduction in income. However, rather than also reflecting that credit loss amount as a permanent reduction in cost (amortized cost) basis of that AFS debt security, the standard requires that credit losses be reflected as an allowance. As a result, under certain circumstances, a recovery in value could result in previous allowances, or portions thereof, reversing back into income. This standard expands the disclosure requirements regarding credit losses, including the credit loss methodology and credit quality indicators. For the group, this standard is effective December 15, 2022, with early adoption permitted. Entities are required to apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. The Consolidated entities are currently assessing this standard’s impact on the Consolidated entities (consolidated) result of operations and financial condition. |
3. Fair Value Measurements
3. Fair Value Measurements | 12 Months Ended |
Feb. 28, 2023 | |
Fair Value Disclosures [Abstract] | |
3. Fair Value Measurements | 3. Fair Value Measurements The Consolidated entities report all financial assets and liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The authoritative guidance establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to measurements involving significant unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy are as follows: Level 1—Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2—Inputs are observable, unadjusted quoted prices in active markets for similar assets or liabilities, unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities. Level 3—Inputs are unobservable inputs for the asset or liability. The level in the fair value hierarchy within which a fair value measurement in its entirety falls is based on the lowest-level input that is significant to the fair value measurement in its entirety. At February 28, 2023 and February 28, 2022, all of the Company’s cash and cash equivalents, trade accounts receivable and trade accounts payable were short term in nature, and their carrying amounts approximate fair value. Our current and long-term debt arrangements are classified as level 2 financial instruments. |
4. Property, plant and equipmen
4. Property, plant and equipment | 12 Months Ended |
Feb. 28, 2023 | |
Property, Plant and Equipment [Abstract] | |
4. Property, plant and equipment | 4. Property, plant and equipment a. Accounts by period Property, plant and equipment consist of the following: Audited $ Audited Restated $ Leasehold improvement 19,134 22,824 Computer equipment 152,731 182,184 Computer software 58,551 69,842 Office equipment 7,273 8,676 Furniture and fixtures 103,578 122,418 Audited $ Audited Restated $ Motor vehicles 12,446 14,846 Small assets 14,146 16,874 Plant and machinery 1,104,182 1,256,690 Laboratory equipment 249,995 298,205 Total cost 1,722,036 1,992,559 Foreign currency adjustment 90,379 32,891 Total accumulated depreciation ( 1,405,542 ( 1,509,747 Total $ 406,873 $ 515,703 Depreciation and amortization of property, plant and equipment totaled approximately $53,553 The company has not acquired any property and equipment under capital leases. |
5. Inventories
5. Inventories | 12 Months Ended |
Feb. 28, 2023 | |
Inventory Disclosure [Abstract] | |
5. Inventories | 5. Inventories a. Accounts by period Inventory consists of the following: Audited 2023 $ Audited Restated 2022 $ Merchandise 381,390 438,923 Less provisions for obsolescence (27,086) — Total $ 354,304 $ 438,923 |
6. Loans Payable
6. Loans Payable | 12 Months Ended |
Feb. 28, 2023 | |
Debt Disclosure [Abstract] | |
6. Loans Payable | 6. Loans Payable a. Loans from related parties Other financial liabilities consists of a loan from a related party: Audited 2023 $ Audited Restated 2022 $ Minoan Medical Proprietary Limited 1,862,793 1,583,672 Minoan Capital Proprietary Limited 273 325 Total debt 1,863,066 1,583,997 Minoan Medical Proprietary Limited: This is an unsecured loan which is repayable over the next 3 years The loan carries interest at the prevailing prime lending rate of the time (2022: interest free) 10.75% The company has the option to early settlement in cash or shares. Minoan Capital Proprietary Limited: This is an unsecured, interest free loan with no fixed terms of repayment. Minoan Medical and Minoan Capital are related parties of the Group as the CEO Dr Gregory Vizirgianakis has common control. |
7. Accounts payable and accrued
7. Accounts payable and accrued expenses | 12 Months Ended |
Feb. 28, 2023 | |
Payables and Accruals [Abstract] | |
7. Accounts payable and accrued expenses | 7. Accounts payable and accrued expenses a. Accounts payable by period Accounts payable consist of the following: Audited 2023 $ Audited Restated 2022 $ Trade accounts payable 53,615 160,687 Accrued payroll, payroll taxes and vacation 6,995 8,714 Deferred rent — 183 Royalties payable 10,701 — 2023 $ 2022 $ Other payables — 39,435 Total $ 71,311 $ 209,019 |
8. Commitments
8. Commitments | 12 Months Ended |
Feb. 28, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
8. Commitments | 8. Commitments a. Leases and deferred rent The Company leases office and warehouse spaces under noncancelable operating lease agreements, which expire through 2023. The Company is required to pay property taxes, insurance, and normal maintenance costs for certain of these facilities and will be required to pay any increases over the base year of these expenses on the remainder of the Company’s facilities. Certain of the Company’s operating leases contain predetermined fixed escalations of minimum rentals during the lease term. For these leases, the Consolidated entities recognizes the related rental expense on a straight- line basis over the life of the lease from the date the Consolidated entities takes possession of the office and records the difference between amounts charged to operations and amounts paid as deferred rent. As of February 28, 2023 $0 Future minimum lease payments under noncancelable operating leases as of February 28, 2023, are as follows: Years ending February 28 Audited 2023 $ 2023 $ 41,075 Rental expense for operating leases for the period ended February 28, 2023 was $39,984 b. Litigation From time to time, the Group may become involved in various legal proceedings in the ordinary course of its business and may be subject to third-party infringement claims. In the normal course of business, the Consolidated entities my agree to indemnify third parties with whom it enters into contractual relationships, including customers, lessors, and parties to other transactions with the Consolidated entities, with respect to certain matters. The Consolidated entities has agreed, under certain conditions, to hold these third parties harmless against specified losses, such as those arising from a breach of representations or covenants, other third-party claims that the Group’s products when used for their intended purposes infringe the intellectual property rights of such other third parties, or other claims made against certain parties. It is not possible to determine the maximum potential amount of liability under these indemnification obligations due to the Consolidated entities limited history of prior indemnification claims and the unique facts and circumstances that are likely to be involved in each particular claim. From time to time, the Consolidated entities are subject to various claims that arise in the ordinary course of business. Management believes that any liability of the consolidated entities that may arise out of or with respect to these matters will not materially adversely affect the financial position, results of operations, or cash flows of the Consolidated entities. At reporting date there is no known material litigation or claims against the Group. |
9. Stockholders' equity
9. Stockholders' equity | 12 Months Ended |
Feb. 28, 2023 | |
Equity [Abstract] | |
9. Stockholders' equity | 9. Stockholders' equity a. Authorized and issued stock by period Authorized: As of February 28, 2023 the Company had 188,266,250 As of February 28, 2023, Medinotec Inc., the parent Company had 20,000,000 Issued and outstanding shares Audited 2023 Audited Restated 2022 Common shares 11,734 10,000 Additional paid in capital 3,296,391 — Total $ 3,308,125 $ 10,000 |
10. Income taxes
10. Income taxes | 12 Months Ended |
Feb. 28, 2023 | |
Income Tax Disclosure [Abstract] | |
10. Income taxes | 10. Income taxes a. Provision for income taxes The components of income tax expense are as follows: Audited Audited Restated for the period April 26, 2011 to February 28, 2023 2022 Continuing operations Current Deferred/future Foreign (38,742) (65,003) Total tax continuing operations (38,742) (65,003) Discontinued operations Current Total $ (38,742) $ (65,003) b. Deferred taxes/Future income tax assets and valuation allowance Significant components of the group's future tax assets are as follows: Audited 2023 $ Audited Restated For the period April 26, 2021 to February 28, 2022 $ Deferred rent — 51 Leave pay provision 3,102 895 Assessed losses 105,849 84,680 Total 108,951 85,626 Net deferred/future tax asset $ 108,951 $ 85,626 Deferred tax assets refer to assets that are attributable to differences between the consolidated financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets in essence represent future savings of taxes that would otherwise be paid in cash. The realization of the deferred tax assets is dependent upon the generation of sufficient future taxable income, including capital gains. If it is determined that the deferred tax assets cannot be realized, a valuation allowance must be established, with a corresponding charge to net income. |
11. Transactions with related p
11. Transactions with related parties | 12 Months Ended |
Feb. 28, 2023 | |
Related Party Transactions [Abstract] | |
11. Transactions with related parties | 11. Transactions with related parties Name Relationship with the Medinotec Group of Companies Related transactions with the Medinotec Group of Companies Related Directors with the Medinotec Group of Companies Related Owners with the Medinotec Group of Companies Minoan Medical Proprietary Limited Medical investment company controlled by Dr Gregory Vizirgianakis Related Party Loan and Sales Dr Gregory Vizirgianakis Pieter van Niekerk Dr Gregory Vizirgianakis is the ultimate beneficial owner Minoan Capital Proprietary Limited Property investment company controlled by Dr Gregory Vizirgianakis Related party loan Rental Expenses Dr Gregory Vizirgianakis is the ultimate beneficial owner DISA Vascular Distribution Proprietary Limited trading as DISA Lifesciences Distributor appointed by DISA Medinotec Proprietary Limited for Africa Sales Income Pieter van Niekerk – Serves as independent non-executive according to distribution agreement Pieter van Niekerk resigned as a non-executive director on October 14, 2022 and therefore the related party relationship ceased to exist on the same date. n/a external third party Medinotec Capital Proprietary Limited The African holding company of the Medinotec Group of Companies Related party loan payable to Minoan Capital Dr Gregory Vizirgianakis Pieter van Niekerk Medinotec Incorporated in Nevada is the 100% ultimate parent entity DISA Medinotec Proprietary Limited The African operating and manufacturing company Related party loan with Minoan medical Operational income and expenses with Minoan Medical Dr Gregory Vizirgianakis Pieter van Niekerk Medinotec Incorporated in Nevada is the 100% ultimate parent entity Medinotec Incorporated Nevada Ultimate parent of Medinotec Capital and DISA Medinotec All of the above for its related subsidiaries Dr Gregory Vizirgianakis Pieter van Niekerk Joseph P Dwyer Stavros Vizirgianakis This is the entity owned by the shareholders and primarily controlled by Dr Gregory Vizirgianakis and his Brother Stavros Vizirgianakis Medinotec Group of Companies The Consolidated group name of Medinotec Incorporated, Medinotec Capital Proprietary Limited and DISA Medinotec Proprietary Limited above for its related subsidiaries Dr Gregory Vizirgianakis Pieter van Niekerk Joseph P Dwyer Stavros Vizirgianakis This is the entity owned by the shareholders and primarily controlled by Dr Gregory Vizirgianakis and his Brother Stavros Vizirgianakis Pieter van Niekerk Chief financial officer of the Medinotec Group of Companies Transactions relating to mutual entities disclosed above Related directorships disclosed above Minority Shareholder in Medinotec Inc Gregory Vizirgianakis Chief Executive officer of the Minoan Group of Companies Brother of Stavros Vizirgianakis Transactions relating to mutual entities disclosed above Related directorships disclosed above Shareholder in Medinotec Inc and Kingstyle investments. Stavros Vizirgianakis Non-Executive director of the Medinotec Group of companies Brother of Gregory Vizirgianakis Transactions relating to mutual entities disclosed above No Related other Directorships in Medinotec Group of Companies n/a Joseph Dwyer Non-Executive director of the Medinotec Group of companies Transactions relating to mutual entities disclosed above No Related other Directorships in Medinotec Group of Companies n/a a. Rent DISA Medinotec Propriety Limited leases commercial buildings from Minoan Capital Proprietary Limited (“Minoan Capital”). Minoan Capital is owned 100% Set forth below is a table showing the Consolidated entities' rent paid and accounts payable for the year ended February 28, 2023 with Minoan Capital: Audited Audited Restated for the period April 26, 2021 to February 28, 2023 $ 2022 $ Rent 39,984 38,157 Accounts payable $ — $ — Rent is comparable to rent charged for similar properties in the same relative area. The company does market research of a Minimum and a Maximum rental value within the area at every renewal of the rental agreement to ensure this is market related, this exercise is undertaken together with a registered property agent who has the appropriate knowledge of the area. ASC 850-10-50-6. b. Loan This is an unsecured loan from the prior parent entity of DISA Medinotec Proprietary Limited incorporated in South Africa called Minoan Medical Proprietary Limited. This loan originated to fund working capital and capex expansions of DISA Medinotec Proprietary Limited Incorporated during the developmental and startup phase. After the acquisition of DISA Medinotec Proprietary Limited into the Medinotec Group of companies, the Medinotec Group of Companies assumed this liability. During the Covid challenges, interest on the loan was waived due to the loan being classified as an equity investment at that stage, before the post balance sheet transfer of DISA Medinotec Proprietary Limited Incorporated to the Medinotec Group of Companies. The Medinotec Group of Companies has a period of 3 years 3 years The current prevailing prime lending rate in South Africa is 10.75% The interest charged for the year was $51,545 The Consolidated entities, particularly Medinotec Inc. have the option to settle earlier and settlement can be in cash or shares. Minoan Medical Proprietary Limited’s ultimate beneficial owner is the CEO of the Medinotec Group of Companies Dr. Gregory Vizirgianakis and is used to hold his medical investments and exports of which DISA Medinotec Proprietary Limited Incorporated was one of these investments before it got transferred into the Medinotec Group of Companies. Pieter van Niekerk also serves as a director on Minoan Medical Proprietary Limited. Operational charges are charged to the loan account. Audited Audited Restated 2023 $ 2022 $ Minoan Medical Proprietary Limited 1,862,793 1,583,672 Minoan Capital Proprietary Limited 273 325 Total $ 1,863,066 $ 1,583,997 c. Sales to commonly controlled entities The Consolidated entities' sells the majority of their stock to DISA Vascular Distribution t/a DISA Life Sciences. DISA Life Sciences is the main distributor of the products of DISA Medinotec Proprietary Limited in South Africa. This relationship is governed by a distribution agreement which DISA Lifesciences needs to adhere to, the company is owned by an independent third party but according to the distribution agreement DISA Life sciences needs to allow a Director of DISA Medinotec Proprietary Limited Incorporated registered in South Africa to become a board member in an Non – Executive role to oversee that good corporate governance is maintained by the company and that the good name of DISA Medinotec Proprietary Limited Incorporated does not come into despair. Currently, the Board position is held by Mr. Pieter van Niekerk, who is also the CFO of the Medinotec Group of Companies. Mr. van Niekerk has no operational involvement and also no financial interest or benefit paid to him for assuming the role of independent non-executive of the company. Apart from this non-executive directorship position there is no other related party ties to DISA Life Sciences. On October 14, 2022, Mr. Pieter van Niekerk resigned as a director of DISA Lifesciences to focus on other commitments, on this same date the DISA Lifesciences ceased to be a related party to DISA Medinotec. DISA Life Sciences is one of the top 5 biggest distributor of medical devices in the Republic of South Africa and therefore DISA Medinotec Proprietary Limited registered in South Africa utilizes their sales footprint for cost efficiencies. All trading is considered to be at arm's length. Minoan Medical Proprietary Limited’s ultimate beneficial owner is the CEO of the Medinotec Group of Companies Dr. Gregory Vizirgianakis and is used to hold his medical investments and exports of which DISA Medinotec Proprietary Limited Incorporated was one of these investments before it got transferred into the Medinotec Group of Companies. All sales made to Minoan Medical Proprietary Limited were utilized to build the export market for DISA Medinotec South Africa. In the future these sales will be made directly to the export countries without utilizing Minoan Medical Proprietary Limited as an intermediate. These sales were made on the same terms as the DISA Life Sciences distribution agreement. Pieter van Niekerk also serves as a director on Minoan Medical Proprietary Limited. The distribution agreement between DISA Lifesciences and DISA Medinotec Proprietary Limited Incorporated was entered into after a market feasibility study was conducted. Medical devices are registered with a fixed maximum sales price, which is regulated within South Africa. It was determined that the profit split allowed between the two companies would be based on this approved market price, where DISA Lifesciences would be allowed only to have 10% of the total sales value and DISA Medinotec Proprietary Limited Incorporated the remaining balance. This profit split was determined by a benchmark study that was completed by an external firm who compared the profit margins of a distribution/wholesale business. The allowed profit margin was concluded as being within the appropriate benchmark and therefore arm’s length. The data base used to determine the market related margin is the Worldwide Private Company Data Base from Thomson Reuters. Therefore, this agreement is deemed to be market related and at arm’s length and compliant with. ASC 850-10-50-6 and ASC 850-10-50-5. Sales between the entities are settled on a regular basis and there is no long outstanding Accounts receivable. Set forth below is a table showing the Company’s sales for the year ended February 28, 2023 and accounts receivable at this date with DISA Life Sciences & Minoan Medical: Audited Audited Restated for the period April 26, 2021 to February 28, 2023 $ 2022 $ DISA Life Sciences Sales 335,786 525,558 Accounts receivable 1,242 1,242 Minoan Medical Sales — 465,695 Total $ 337,028 $ 992,495 These transactions occurred in the normal course of operations and are measured at the exchange amount, which is the amount of the consideration established and agreed to by the related parties. |
12. Business acquisitions
12. Business acquisitions | 12 Months Ended |
Feb. 28, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
12. Business acquisitions | 12. Business acquisitions a. Acquisition of Disa Medinotec Proprietary Limited On March 2, 2022 the Medinotec Inc. and Medinotec Capital Proprietary Limited acquired 100 $11 $1,583,661 April 26, 2021 The Group acquired the assets and liabilities noted below (audited): Cash 80,975 Accounts and other receivables 41,742 Inventory 424,810 Property, plant and equipment 507,956 Deferred tax assets 22,449 Accounts payable and accrued liabilities ( 120,987 Long-term debt ( 1,316,848 Common control reserve $ ( 359,903 To properly account for the transfer of the membership interests of DISA Medinotec Proprietary Limited, the Company reviewed the ownership structure of all of the entities involved in the contribution transaction, as contemplated in the Registration Statement, and concluded that in accordance with ASC 805-50-25-2, the contribution of such membership interests will qualify as a transfer of ownership between entities under common control. “When accounting for a transfer of assets or exchange of shares between entities under common control, the entity that receives the net assets or the equity interests shall initially measure the recognized assets and liabilities transferred at their carrying amounts in the accounts of the transferring entity at the date of transfer. If the carrying amounts of the assets and liabilities transferred differ from the historical cost of the parent of the entities under common control, for example, because pushdown accounting had not been applied, then the financial statements of the receiving entity shall reflect the transferred assets and liabilities at the historical cost of the parent of the entities under common control.” ASC 805-50-15-6 states that the guidance in the Transactions Between Entities Under Common Control Subsections applies to combinations between entities or businesses under common control in which an entity charters a newly formed entity and then transfers some or all of its net assets to that newly chartered entity. If the guidance in the subsection applies, then in accordance with ASC 805-50-30-5, the Company will initially measure the recognized assets and liabilities transferred at their carrying amounts (historical cost) in the accounts of the transferring entity at the date of transfer. The Company believes the financial information of DISA Medinotec Proprietary Limited is properly presented based on the carryover basis of accounting because the transfer of the ownership qualifies as a reorganization of entities under common control. In ASC 805, “control” has the same meaning as “controlling financial interest” in ASC 810-10-15-8. A “controlling financial interest” is generally defined as ownership of a majority voting interest by one entity, directly or indirectly, of more than 50 percent of the outstanding voting shares of another entity. U.S. GAAP does not define the term “common control.” The accounting treatment for the contribution of the membership interests of DISA Medinotec Proprietary Limited into the structure of Medinotec Inc Nevada was based upon the following facts: At the date of incorporation of Medinotec Inc in Nevada April 26, 2021 100% 95% Based upon the facts as outlined above, the Company applied the guidance outlined in ASC 805-50 which deals with transactions between entities under common control. Transactions between entities under common control are accounted for in a manner similar to the pooling of-interest method. Thus, the financial statements of the commonly controlled entities would be combined, retrospectively, as if the transaction had occurred at the beginning of the period. However, ASC 805-50-45-5 states that prior years’ comparative information is only adjusted for periods during which the entities were under common control. In addition, ASC 805-50-45-2 requires that the “effects of intra-entity transactions on current assets, current liabilities, revenue, and cost of sales for periods presented and on retained earnings at the beginning of the periods presented shall be eliminated to the extent possible.” DISA Medinotec Proprietary Limited was deemed to be under common control prior to March 2, 2022 share transfer date and therefore the acquisition was retrospectively applied from April 26, 2021, the formation date of registrant. The proforma information as disclosed in this note have been prepared to present this. Proforma 2022 $ Revenue $ 1,215,905 General and administration $ 601,094 Net loss (167,764) |
13. Loans and notes receivable
13. Loans and notes receivable | 12 Months Ended |
Feb. 28, 2023 | |
Receivables [Abstract] | |
13. Loans and notes receivable | 13. Loans and notes receivable a. Loans and notes receivable i. Loans and notes receivable Audited Audited Restated 2023 $ 2022 $ Innovative Outcomes $ 605,130 $ — In furtherance of our efforts to expand into the United States, on September 16, 2022, we entered into an unsecured revolving line of credit to lend Innovative Outcomes, Inc. up to $750,000 $585,000 Innovative Outcomes is a US distributor in Little Rock, Arkansas, and we plan to enter into an arrangement with the company for the marketing and distribution of our products for a fee and to cover expenses. The funds from our line of credit will be used by Innovative Outcomes for setting up infrastructure for our products, including a headquarters for sales representatives, an administrative hub and customer services to handle all back-office items, setting up a sales system and marketing program, warehousing of inventory in a licensed warehouse, setting up distribution capabilities, marketing activities and training activities. • Maximum allowed according to Revolving Credit Agreement: $750,000 • Amounts advanced shall bear interest at a per annum rate equal to eight percent ( 8.0% • Maturity: September 30, 2024 • Unsecured • Amount drawn: $585,000 |
14. Subsequent events
14. Subsequent events | 12 Months Ended |
Feb. 28, 2023 | |
Subsequent Events [Abstract] | |
14. Subsequent events | 14. Subsequent events Subsequent to the year ended February 28, 2023, the group obtained a ticker symbol (MDNC) from FINRA (Financial Industry Regulatory Authority) and a subsequent approval and quotation from the OTCQX markets during March 2023. DTC approval was applied for, which after being granted our market maker can start making a market for us. Except for the above-mentioned events, there were no subsequent events for the year ending 28 February 2023. |
2. Significant Accounting Pol_2
2. Significant Accounting Policies (Policies) | 12 Months Ended |
Feb. 28, 2023 | |
Accounting Policies [Abstract] | |
a. Nature of business/basis of preparation | a. Nature of business/basis of preparation i. GAAP of country The consolidated financial statements are prepared in accordance with generally accepted accounting principles in the United States, and conform in all material respects with International Accounting Standards with regards to the presentation of historical cost financial information. The event that caused the common control transaction, as described in the business combination note, occurred after the prior 2021 year had been reported on. Change in reporting entity ii. Transaction between entities- Common control On March 2, 2022, Medinotec Inc. through Medinotec Capital Proprietary Limited acquired 100 $11 $1,583,661 Due to the control of businesses being in principle 95% the same between the Group and the previous ultimate beneficial owner of DISA Medinotec Proprietary Limited the transaction would therefore be deemed a common control transaction To properly account for the transfer of the membership interests of DISA Medinotec Proprietary Limited, the Company reviewed the ownership structure of all of the entities involved in the contribution transaction, as contemplated in the Registration Statement, and concluded that in accordance with ASC 805-50-25-2, the contribution of such membership interests will qualify as a transfer of ownership between entities under common control. Transactions between entities under common control are accounted for in a manner similar to the pooling of-interest method. Thus, the financial statements of the commonly controlled entities would be consolidated, retrospectively, as if the transaction had occurred at the beginning of the period. However, ASC 805-50-45-5 states that prior years’ comparative information is only adjusted for periods during which the entities were under common control. In addition, ASC 805-50-45-2 requires that the “effects of intra-entity transactions on current assets, current liabilities, revenue, and cost of sales for periods presented and on retained earnings at the beginning of the periods presented shall be eliminated to the extent possible. DISA Medinotec Proprietary Limited was deemed to be under common control prior to March 2, 2022 share transfer date and therefore the acquisition was retrospectively applied from April 26, 2021, the formation date of registrant. If a transaction combines two or more entities under common control that historically have not been presented together, the resulting financial statements may be considered to be those of a different reporting entity. The change in reporting entity requires retrospective combination of the entities for all periods presented as if the combination had been in effect since inception of common control in accordance with ASC 250-10-45-21. Also, ASC 250-10-50-6 notes that when there has been a change in the reporting entity, the financial statements of the period of the change shall describe the nature of the change and the reason for it. In addition, the effect of the change on income from continuing operations, net income (or other appropriate captions of changes in the applicable net assets or performance indicator), other comprehensive income, and any related per-share amounts (if applicable shall be disclosed for all periods presented. a change in reporting entity does not have a material effect in the period of change but is reasonably certain to have a material effect in later periods, the nature of and reason for the change shall be disclosed whenever the financial statements of the period of change are presented. The effects of this change are as follows: Before restatement 2022 $ After restatement 2022 $ Increase in net profit/(loss) (161 ) (123,999) Increase in opening retained reserves (610 ) (359,903) Increase in other comprehensive income 449 3,917 |
b. Foreign currency translation | b. Foreign currency translation i. Translation of foreign subsidiary The accounts of the foreign subsidiaries are translated into U.S. dollars. Assets and liabilities are translated at year-end exchange rates and income and expense accounts are translated at average exchange rates in effect during the year. Translation adjustments resulting from fluctuations in the exchange rates are recorded in accumulated other comprehensive income, a separate component of stockholders' equity. |
c. Cash and cash equivalents | c. Cash and cash equivalents i. Highly liquid investments The group considers all highly liquid investments with a remaining maturity of three months or less at the time of purchase to be cash equivalents. These cash equivalents consist primarily of term deposits and certificates of deposit. Investments with maturities from greater than three months to one year are classified as short-term investments, while those with maturities in excess of one year are classified as long-term investments. Cash equivalents and short-term investments are stated at cost which approximates market value. |
d. Receivables | d. Receivables i. Allowance based on a review and management evaluation The group provides an allowance for losses on trade receivables based on a review of the current status of existing receivables and management's evaluation of periodic aging of accounts. Accounts receivable are stated at net realizable value. The majority of customers are not extended credit and therefore time to maturity for receivables is short. On a periodic basis, management evaluates its accounts receivable and determines whether to provide an allowance or if any accounts should be written off based on a past history of write-offs, collections, and current credit conditions. A receivable is considered past due if the Company has not received payments based on agreed-upon terms. The Company generally does not require any security or collateral to support its receivables. No allowance for doubtful debt was recognized as at February 28, 2023 and February 28, 2022, respectively. |
e. Property, plant and equipment | e. Property, plant and equipment i. Depreciation rates Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is provided for using the straight-line method over the estimated useful lives as follows for the major classes of assets: Plant and machinery 10 years Laboratory equipment 5 years Furniture and fixtures 6 years Motor vehicles 5 years Computer equipment 3 years Office equipment 6 years Computer software 2 years |
f. Inventories | f. Inventories i. Valuation, costing and obsolescence Inventories are stated at the lower of cost (Weighted Average) or net realizable value and consist of raw materials, work-in process and finished goods and include purchased materials, machine time, direct labor and manufacturing overhead. Management evaluates the need to record adjustments to write down inventory to the lower of cost or net realizable value on an annual basis. The Company’s policy is to assess the valuation of all inventories, including raw materials, work-in-process and finished goods and it writes down its inventory for estimated obsolescence based upon the age of inventory and assumptions about future demand and usage. |
g. Impairment of long lived assets | g. Impairment of long lived assets The Company assesses long-lived assets for impairment in accordance with the provisions of Financial Accounting Standards Board ASC 360, Property, Plant and Equipment. Long-lived assets (asset group), such as property and equipment subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted future cash flows expected to result from the use and eventual disposition of the asset. The amount of impairment loss, if any, is measured as the difference between the carrying value of the asset and its estimated fair value. Fair value is determined through various valuation techniques, including discounted cash flow models, quoted market values, and third-party independent appraisals, as considered necessary. As of May 31, 2022 and February 28, 2021, no impairment charge has been recorded. |
h. Employee benefit plans | h. Employee benefit plans The Company contributes 2.5% |
i. Income taxes | i. Income taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs. The Company records interest related to unrecognized tax benefits in interest expense and penalties in general and administrative expenses. |
j. Financial instruments | j. Financial instruments i. Fair Value Measurements Fair value accounting is applied for all assets and liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis (at least annually). Fair value is defined as the exchange price that would be received for an asset or an exit price that would be paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Consolidated entities follow the established framework for measuring fair value and expands disclosures about fair value measurements (see Note 3). ii. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, trade accounts receivable and loans. The Company invests its excess cash in low-risk, highly liquid money market funds and certificates of deposit with a major financial institution. iii. Exposed to currency variations in subsidiary The primary operations and functional currency of a subsidiary's business is in South African Rand. Due to the emerging market nature of this currency the spread volatility of the currency low and high can be material during a year. The conversion of the currency from Rand to reporting currency US Dollar can cause significant up or downward trends that is recorded in reserves under the heading accumulated comprehensive income. The effect on the reserves for the year ended February 28, 2023 was $80,643. iv. Interest rate Risk Related party loan interest. Market interest rate risk may result in loss from fluctuations in the future cash flows or fair values of financial instruments. Interest rate risk is managed principally through monitoring interest rate gaps and basis risk and by having pre-approved limits for repricing bands. v. Numerous risks due to international activities The Consolidated entities are subject to numerous risks as a result of its international activities. The Consolidated entities are dependent, in large part, on the economies of the markets in which they have operations. Those markets and other markets in which the Consolidated entities may operate are in countries with economies in various stages of development, some of which are subject to rapid fluctuations in currency exchange rates, consumer prices, inflation, employment levels and gross domestic product. As a result, the Consolidated entities are exposed to market risk from these changes, and are subject to other economic and political risks, which could impact their results of operations and financial condition. |
k. Comprehensive income | k. Comprehensive income i. Comprehensive income Comprehensive income is defined as the change in equity from transactions and other events from non-owner sources and is comprised of of net income and other comprehensive income (OCI). OCI includes currency translation adjustments on the group's net investment in self-sustaining foreign operations and related hedging gains and losses, translation adjustments related to the translation from the Consolidated entities functional currency to its presentation currency, unrealized gains and losses on available-for-sale securities, hedging gains and losses on cash flow hedges and unrealized net actuarial gain or loss from pension and other postretirement benefit plans. |
l. Revenue recognition | l. Revenue recognition The consolidated entities generate their revenues from the sale of high-quality medical devices which are self-manufactured through in-depth research and development. The products developed are sold via a network of distributors in many parts of the world and through a direct sales force in South Africa. Revenues are recognized when control of the promised goods or services are transferred to a customer in an amount that reflects the consideration that the Company expects to receive in exchange for those products. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its arrangements: • identify the contract with a customer, • identify the performance obligations in the contract, • determine the transaction price, • allocate the transaction price to performance obligations in the contract, and • recognize revenue as the performance obligation is satisfied. Under ASC Topic 606, the Company estimates the transaction price, including variable consideration, at the commencement of the contract and recognizes revenue over the contract term, rather than when fees become fixed or determinable. Payment Terms Our payment terms generally are 30 days from statement. The time between a customer’s payment and the receipt of funds is not significant. Our contracts with customers do not result in significant obligations associated with returns, refunds or warranties. Our payment terms are generally fixed and do not include variable revenues. i. Accordance with industry practice Sales revenue is recognized in accordance with industry practice which is when all the risks and benefits of ownership of products have been transferred to customers under executed sales agreements. |
m. Cost of goods sold | m. Cost of goods sold Cost of revenue consists primarily of raw material purchases, manufacturing costs and employee benefits paid to operational personnel associated with the production of our medical devices. |
n. Principles of consolidation | n. Principles of consolidation i. Consolidated - all intercompany transactions eliminated The consolidated financial statements include the accounts of Medinotec Inc., Medinotec Capital Proprietary Limited Consolidated and the financial statements of DISA Medinotec Proprietary Limited, known as the Medinotec Group of Companies. All significant intercompany transactions have been eliminated. |
o. Use of estimates | o. Use of estimates i. Actual results could differ The preparation of consolidated financial statements in accordance with accounting principles generally accepted in the United States of America 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. Actual results could differ from those estimates and may have impact on future periods. |
p. Recently Adopted Accounting Pronouncements | p. Recently Adopted Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), and has since issued amendments thereto, related to the accounting for leases (collectively referred to as “ASC 842”). ASC 842 establishes a right-of-use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the consolidated balance sheet for all long-term leases. Leases will be classified as either financing or operating, with classification affecting the pattern of expense recognition and classification in the consolidated statement of operations. The Company adopted ASC 842 on April 26, 2021. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the consolidated financial statements, with certain practical expedients available. q. Recently issued accounting standards i. Financial Instruments--Credit Losses In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2016-13, “Financial Instruments--Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”. The new standard introduces an approach, based on expected losses, to estimate credit losses on certain types of financial instruments and modifies the impairment model for available-for-sale debt securities. The new approach to estimating credit losses (referred to as the current expected credit losses model) applies to most financial assets measured at amortized cost and certain other instruments, including trade and other receivables, loans, held-to-maturity debt securities, net investments in leases and off-balance-sheet credit exposures. With respect to available-for-sale (AFS) debt securities, the standard amends the current other-than-temporary impairment model. For such securities with unrealized losses, entities will still consider if a portion of any impairment is related only to credit losses and therefore recognized as a reduction in income. However, rather than also reflecting that credit loss amount as a permanent reduction in cost (amortized cost) basis of that AFS debt security, the standard requires that credit losses be reflected as an allowance. As a result, under certain circumstances, a recovery in value could result in previous allowances, or portions thereof, reversing back into income. This standard expands the disclosure requirements regarding credit losses, including the credit loss methodology and credit quality indicators. For the group, this standard is effective December 15, 2022, with early adoption permitted. Entities are required to apply the standard’s provisions as a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is adopted. The Consolidated entities are currently assessing this standard’s impact on the Consolidated entities (consolidated) result of operations and financial condition. |
2. Significant Accounting Pol_3
2. Significant Accounting Policies (Tables) | 12 Months Ended |
Feb. 28, 2023 | |
Accounting Policies [Abstract] | |
2. Significant Accounting Policies - Effect of change in Reporting Entity | Before restatement 2022 $ After restatement 2022 $ Increase in net profit/(loss) (161 ) (123,999) Increase in opening retained reserves (610 ) (359,903) Increase in other comprehensive income 449 3,917 |
2. Significant Accounting Policies - Useful Life of Property and Equipment | Plant and machinery 10 years Laboratory equipment 5 years Furniture and fixtures 6 years Motor vehicles 5 years Computer equipment 3 years Office equipment 6 years Computer software 2 years |
4. Property, plant and equipm_2
4. Property, plant and equipment (Tables) | 12 Months Ended |
Feb. 28, 2023 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment and Intangible Assets [Text Block] | Audited $ Audited Restated $ Leasehold improvement 19,134 22,824 Computer equipment 152,731 182,184 Computer software 58,551 69,842 Office equipment 7,273 8,676 Furniture and fixtures 103,578 122,418 Audited $ Audited Restated $ Motor vehicles 12,446 14,846 Small assets 14,146 16,874 Plant and machinery 1,104,182 1,256,690 Laboratory equipment 249,995 298,205 Total cost 1,722,036 1,992,559 Foreign currency adjustment 90,379 32,891 Total accumulated depreciation ( 1,405,542 ( 1,509,747 Total $ 406,873 $ 515,703 |
5. Inventories (Tables)
5. Inventories (Tables) | 12 Months Ended |
Feb. 28, 2023 | |
Inventory Disclosure [Abstract] | |
5. Inventories - Schedule of Inventory | Audited 2023 $ Audited Restated 2022 $ Merchandise 381,390 438,923 Less provisions for obsolescence (27,086) — Total $ 354,304 $ 438,923 |
6. Loans Payable (Tables)
6. Loans Payable (Tables) | 12 Months Ended |
Feb. 28, 2023 | |
Debt Disclosure [Abstract] | |
6. Loans payable - Related Party Loans Payable | Audited 2023 $ Audited Restated 2022 $ Minoan Medical Proprietary Limited 1,862,793 1,583,672 Minoan Capital Proprietary Limited 273 325 Total debt 1,863,066 1,583,997 |
7. Accounts payable and accru_2
7. Accounts payable and accrued expenses (Tables) | 12 Months Ended |
Feb. 28, 2023 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities [Table Text Block] | Audited 2023 $ Audited Restated 2022 $ Trade accounts payable 53,615 160,687 Accrued payroll, payroll taxes and vacation 6,995 8,714 Deferred rent — 183 Royalties payable 10,701 — 2023 $ 2022 $ Other payables — 39,435 Total $ 71,311 $ 209,019 |
8. Commitments (Tables)
8. Commitments (Tables) | 12 Months Ended |
Feb. 28, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
8. Commitments - Future Lease Payments | Years ending February 28 Audited 2023 $ 2023 $ 41,075 |
9. Stockholders' equity (Tables
9. Stockholders' equity (Tables) | 12 Months Ended |
Feb. 28, 2023 | |
Equity [Abstract] | |
9. Stockholders' equity - Common Stock Issued and Outstanding | Audited 2023 Audited Restated 2022 Common shares 11,734 10,000 Additional paid in capital 3,296,391 — Total $ 3,308,125 $ 10,000 |
10. Income taxes (Tables)
10. Income taxes (Tables) | 12 Months Ended |
Feb. 28, 2023 | |
Income Tax Disclosure [Abstract] | |
10. Income taxes - Components of Ttax Expense | Audited Audited Restated for the period April 26, 2011 to February 28, 2023 2022 Continuing operations Current Deferred/future Foreign (38,742) (65,003) Total tax continuing operations (38,742) (65,003) Discontinued operations Current Total $ (38,742) $ (65,003) |
10. Income taxes -Deferred taxes and Future Income Tax Assets | Audited 2023 $ Audited Restated For the period April 26, 2021 to February 28, 2022 $ Deferred rent — 51 Leave pay provision 3,102 895 Assessed losses 105,849 84,680 Total 108,951 85,626 Net deferred/future tax asset $ 108,951 $ 85,626 |
11. Transactions with related_2
11. Transactions with related parties (Tables) | 12 Months Ended |
Feb. 28, 2023 | |
Related Party Transactions [Abstract] | |
11. Related party transactions - Consolidated Entities Rent Paid | Audited Audited Restated for the period April 26, 2021 to February 28, 2023 $ 2022 $ Rent 39,984 38,157 Accounts payable $ — $ — |
11. Related party transactions - Operational Changes | Audited Audited Restated 2023 $ 2022 $ Minoan Medical Proprietary Limited 1,862,793 1,583,672 Minoan Capital Proprietary Limited 273 325 Total $ 1,863,066 $ 1,583,997 |
11. Related party transactions - Consolidated Entities Sales and Accounts Receivable | Audited Audited Restated for the period April 26, 2021 to February 28, 2023 $ 2022 $ DISA Life Sciences Sales 335,786 525,558 Accounts receivable 1,242 1,242 Minoan Medical Sales — 465,695 Total $ 337,028 $ 992,495 |
12. Business acquisitions (Tabl
12. Business acquisitions (Tables) | 12 Months Ended |
Feb. 28, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
12. Business Acquisitions - Assets and Liabilites Acquired in Acquisition | Cash 80,975 Accounts and other receivables 41,742 Inventory 424,810 Property, plant and equipment 507,956 Deferred tax assets 22,449 Accounts payable and accrued liabilities ( 120,987 Long-term debt ( 1,316,848 Common control reserve $ ( 359,903 |
12. Business Acquisitions - Pro Forma Information of Acquisition | Proforma 2022 $ Revenue $ 1,215,905 General and administration $ 601,094 Net loss (167,764) |
13. Loans and notes receivable
13. Loans and notes receivable (Tables) | 12 Months Ended |
Feb. 28, 2023 | |
Receivables [Abstract] | |
13. Loans and notes receivable - Schedule of loans and notes receivable | Audited Audited Restated 2023 $ 2022 $ Innovative Outcomes $ 605,130 $ — |
1. Description of Business (Det
1. Description of Business (Details Narrative) | 12 Months Ended |
Feb. 28, 2023 | |
Accounting Policies [Abstract] | |
Entity Incorporation, Date of Incorporation | Apr. 26, 2021 |
2. Significant Accounting Pol_4
2. Significant Accounting Policies - Effect of change in Reporting Entity (Details) | 10 Months Ended |
Feb. 28, 2022 USD ($) | |
Before Restatement [Member] | |
Increase in net profit/(loss) | $ (161) |
Increase in opening retained reserves | (610) |
Increase in other comprehensive income | 449 |
After Restatement [Member] | |
Increase in net profit/(loss) | (123,999) |
Increase in opening retained reserves | (359,903) |
Increase in other comprehensive income | $ 3,917 |
2. Significant Accounting Pol_5
2. Significant Accounting Policies - Useful Life of Property and Equipment (Details) | 12 Months Ended | |
Feb. 28, 2023 | Mar. 01, 2022 | |
Property, Plant and Equipment [Line Items] | ||
Multiemployer Plan, Pension, Significant, Employer Contribution under Collective-Bargaining Arrangement to Total Employer Contribution, Percentage | 2.50% | |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 10 years | |
Laboratory Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 5 years | |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 6 years | |
Automibiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 5 years | |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 6 years | |
Software Development [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 2 years |
2. Significant Accounting Pol_6
2. Significant Accounting Policies (Details Narrative) - D I S A Medinotec Proprietary Limited [Member] - USD ($) | Mar. 02, 2022 | Apr. 26, 2021 |
Restructuring Cost and Reserve [Line Items] | ||
Noncash or Part Noncash Acquisition, Interest Acquired | 10,000% | |
Business Combination, Consideration Transferred | $ 11 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-Term Debt | $ 1,583,661 | $ 1,316,848 |
Business Combination, Control Obtained Description | Due to the control of businesses being in principle 95% the same between the Group and the previous ultimate beneficial owner of DISA Medinotec Proprietary Limited the transaction would therefore be deemed a common control transaction |
4. Property, plant and equipm_3
4. Property, plant and equipment - Property and Equipement by Category (Details) - USD ($) | Feb. 28, 2023 | Feb. 28, 2022 |
Property, Plant and Equipment [Line Items] | ||
Leasehold improvement | $ 19,134 | $ 22,824 |
Computer equipment | 152,731 | 182,184 |
Computer software | 58,551 | 69,842 |
Office equipment | 7,273 | 8,676 |
Furniture and fixtures | 103,578 | 122,418 |
Property, Plant and Equipment, Gross | 1,722,036 | 1,992,559 |
Translation Adjustment Functional to Reporting Currency, Net of Tax | 90,379 | 32,891 |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment | 1,405,542 | 1,509,747 |
Property, Plant and Equipment, Net | 406,873 | 515,703 |
Automobiles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 12,446 | 14,846 |
Small Assets [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 14,146 | 16,874 |
Machinery and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 1,104,182 | 1,256,690 |
Laboratory Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 249,995 | $ 298,205 |
5. Inventories - Schedule of In
5. Inventories - Schedule of Inventory (Details) - USD ($) | Feb. 28, 2023 | Feb. 28, 2022 |
Inventory Disclosure [Abstract] | ||
Merchandise | $ 381,390 | $ 438,923 |
Less provisions for obsolescence | (27,086) | |
Total | $ 354,304 | $ 438,923 |
6. Loans payable - Related Part
6. Loans payable - Related Party Loans Payable (Details) - USD ($) | Feb. 28, 2023 | Feb. 28, 2022 |
Short-Term Debt [Line Items] | ||
Total debt | $ 1,863,066 | $ 1,583,997 |
Minion Medical Proprietary Limited [Member] | ||
Short-Term Debt [Line Items] | ||
Minoan Capital Proprietary Limited | 1,862,793 | 1,583,672 |
Minion Capital Proprietary Limited [Member] | ||
Short-Term Debt [Line Items] | ||
Minoan Capital Proprietary Limited | $ 273 | $ 325 |
6. Loans Payable (Details Narra
6. Loans Payable (Details Narrative) | 12 Months Ended |
Feb. 28, 2023 | |
Short-Term Debt [Line Items] | |
[custom:SouthAfricaPrimeLendingRate-0] | 10.75% |
Minion Medical Proprietary Limited [Member] | |
Short-Term Debt [Line Items] | |
Debt Instrument, Term | 3 years |
Debt Instrument, Interest Rate Terms | The loan carries interest at the prevailing prime lending rate of the time (2022: interest free) |
7. Accounts payable and accrue
7. Accounts payable and accrued expenses (Details) - USD ($) | Feb. 28, 2023 | Feb. 28, 2022 |
Payables and Accruals [Abstract] | ||
Trade accounts payable | $ 53,615 | $ 160,687 |
Accrued payroll, payroll taxes and vacation | 6,995 | 8,714 |
Deferred rent | 183 | |
Royalties payable | 10,701 | |
Other payables | 39,435 | |
Total | $ 71,311 | $ 209,019 |
8. Commitments - Future Lease P
8. Commitments - Future Lease Payments (Details) | Feb. 28, 2023 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Operating Leases, Future Minimum Payments, Remainder of Fiscal Year | $ 41,075 |
8. Commitments (Details Narrati
8. Commitments (Details Narrative) | 12 Months Ended |
Feb. 28, 2023 USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |
Deferred Costs, Leasing, Net, Current | $ 0 |
Operating Leases, Rent Expense, Net | $ 39,984 |
9. Stockholders' equity - Commo
9. Stockholders' equity - Common Stock Issued and Outstanding (Details) - USD ($) | Feb. 28, 2023 | Feb. 28, 2022 |
Equity [Abstract] | ||
Common Stock, Shares, Issued | 11,734 | 10,000 |
Common Stock, Shares, Outstanding | 11,734 | 10,000 |
Additional paid in capital | $ 3,296,391 | |
Additional Paid in Capital | 3,296,391 | |
Total | $ 3,308,125 | $ 10,000 |
9. Stockholders' equity (Detail
9. Stockholders' equity (Details Narrative) | Feb. 28, 2023 shares |
Equity [Abstract] | |
Common Stock, Shares Authorized | 188,266,250 |
Preferred Stock, Shares Authorized | 20,000,000 |
10. Income taxes - Components o
10. Income taxes - Components of Ttax Expense (Details) - USD ($) | 3 Months Ended | 10 Months Ended |
Nov. 30, 2022 | Feb. 28, 2022 | |
Deferred/future | ||
Foreign | $ (38,742) | $ (65,003) |
Total tax continuing operations | (38,742) | (65,003) |
Current | ||
Total | $ (38,742) | $ (65,003) |
10. Income taxes -Deferred taxe
10. Income taxes -Deferred taxes and Future Income Tax Assets (Details) - USD ($) | Feb. 28, 2023 | Feb. 28, 2022 |
Income Tax Disclosure [Abstract] | ||
Deferred rent | $ 51 | |
Leave pay provision | 3,102 | 895 |
Assessed losses | 105,849 | 84,680 |
Total | 108,951 | 85,626 |
Net deferred/future tax asset | $ 108,951 | $ 85,626 |
11. Related party transactions
11. Related party transactions - Consolidated Entities Rent Paid (Details) - USD ($) | Feb. 28, 2023 | Feb. 28, 2022 |
Related Party Transactions [Abstract] | ||
Rent | $ 39,984 | $ 38,157 |
Accounts payable |
11. Related party transaction_2
11. Related party transactions - Operational Changes (Details) - USD ($) | Feb. 28, 2023 | Feb. 28, 2022 |
Short-Term Debt [Line Items] | ||
Total | $ 1,863,066 | $ 1,583,997 |
Minion Medical Proprietary Limited [Member] | ||
Short-Term Debt [Line Items] | ||
Minoan Capital Proprietary Limited | 1,862,793 | 1,583,672 |
Minion Capital Proprietary Limited [Member] | ||
Short-Term Debt [Line Items] | ||
Minoan Capital Proprietary Limited | $ 273 | $ 325 |
11. Related party transaction_3
11. Related party transactions - Consolidated Entities Sales and Accounts Receivable (Details) - USD ($) | 10 Months Ended | 12 Months Ended |
Feb. 28, 2022 | Feb. 28, 2023 | |
D I S A Life Sciences [Member] | ||
Related Party Transaction [Line Items] | ||
Accounts Receivable, Sale | $ 525,558 | $ 335,786 |
Increase (Decrease) in Accounts Receivable, Related Parties | 1,242 | 1,242 |
Minoan Medical [Member] | ||
Related Party Transaction [Line Items] | ||
Accounts Receivable, Sale | 465,695 | |
D I S A Life Sciences And Minoan Medical [Member] | ||
Related Party Transaction [Line Items] | ||
Accounts Receivable, Sale | $ 992,495 | $ 337,028 |
11. Transactions with related_3
11. Transactions with related parties (Details Narrative) - USD ($) | 10 Months Ended | 12 Months Ended |
Feb. 28, 2022 | Feb. 28, 2023 | |
Short-Term Debt [Line Items] | ||
[custom:PercentOwnershipOfOfficerInLeaseholder-0] | 100% | |
[custom:SouthAfricaPrimeLendingRate-0] | 10.75% | |
Interest Expense | $ 156,070 | |
Minion Medical Proprietary Limited [Member] | ||
Short-Term Debt [Line Items] | ||
Debt Instrument, Term | 3 years | |
[custom:DebtInstrumentInterestRateTerms2] | The interest charged for the year was $51,545 and a 1% movement in the interest rates constitutes a value of $19,636 on an annual basis and $4,909 per quarter | |
Loans Payable [Member] | ||
Short-Term Debt [Line Items] | ||
Interest Expense | $ 51,545 |
12. Business Acquisitions - Ass
12. Business Acquisitions - Assets and Liabilites Acquired in Acquisition (Details) - D I S A Medinotec Proprietary Limited [Member] - USD ($) | Apr. 26, 2021 | Mar. 02, 2022 |
Business Acquisition [Line Items] | ||
Cash Acquired from Acquisition | $ 80,975 | |
Noncash or Part Noncash Acquisition, Accounts Receivable Acquired | 41,742 | |
Noncash or Part Noncash Acquisition, Inventory Acquired | 424,810 | |
Noncash or Part Noncash Acquisition, Fixed Assets Acquired | 507,956 | |
Business Combination Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Assets | 22,449 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable | 120,987 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-Term Debt | 1,316,848 | $ 1,583,661 |
[custom:CommonControlReserve-0] | $ 359,903 |
12. Business Acquisitions - Pro
12. Business Acquisitions - Pro Forma Information of Acquisition (Details) - USD ($) | 10 Months Ended | 12 Months Ended | |
Feb. 28, 2022 | Feb. 28, 2023 | Feb. 28, 2022 | |
Revenue | $ 1,040,283 | $ 999,579 | |
General and administration | 498,241 | 640,575 | |
Net loss | $ (123,999) | $ (352,735) | |
Pro Forma [Member] | |||
Revenue | $ 1,215,905 | ||
General and administration | 601,094 | ||
Net loss | $ (167,764) |
12. Business acquisitions (Deta
12. Business acquisitions (Details Narrative) - USD ($) | 12 Months Ended | ||
Mar. 02, 2022 | Feb. 28, 2023 | Apr. 26, 2021 | |
Business Acquisition [Line Items] | |||
Entity Incorporation, Date of Incorporation | Apr. 26, 2021 | ||
C E O [Member] | |||
Business Acquisition [Line Items] | |||
[custom:RelatedPartyOwnershipInAffiliate-0] | 100% | ||
[custom:PercentOwnershipOfParentCompany-0] | 95% | ||
D I S A Medinotec Proprietary Limited [Member] | |||
Business Acquisition [Line Items] | |||
Noncash or Part Noncash Acquisition, Interest Acquired | 10,000% | ||
Business Combination, Consideration Transferred | $ 11 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Long-Term Debt | $ 1,583,661 | $ 1,316,848 |
13. Loans and notes receivabl_2
13. Loans and notes receivable - Schedule of loans and notes receivable (Details) - USD ($) | 12 Months Ended | ||
Feb. 28, 2023 | Sep. 16, 2022 | Feb. 28, 2022 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Loans and Leases Receivable, Net Amount | $ 605,130 | ||
Loans and Leases Receivable, Gross | $ 585,000 | ||
Loans and Leases Receivable, Allowance | $ 750,000 | ||
Innovative Outcomes Revolving Credit Agreement [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Line of Credit Facility, Interest Rate Description | Amounts advanced shall bear interest at a per annum rate equal to eight percent (8.0%), compounded monthly. In the event of a default, any amounts advanced will bear interest at (12%) per annum | ||
Debt Instrument, Interest Rate, Effective Percentage | 8% | ||
Debt Instrument, Maturity Date | Sep. 30, 2024 |
13. Loans and notes receivabl_3
13. Loans and notes receivable (Details Narrative) - USD ($) | Feb. 28, 2023 | Sep. 16, 2022 | Feb. 28, 2022 |
Receivables [Abstract] | |||
Loans and Leases Receivable, Allowance | $ 750,000 | ||
Loans and Leases Receivable, Gross | $ 585,000 |