Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jul. 31, 2019 | Dec. 15, 2019 | Jan. 31, 2019 | |
Cover [Abstract] | |||
Entity Registrant Name | Grand Perfecta, Inc. | ||
Entity Central Index Key | 0001550053 | ||
Document Type | 10-K | ||
Document Period End Date | Jul. 31, 2019 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --07-31 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Public Float | $ 155,893 | ||
Entity Common Stock, Shares Outstanding | 7,977,332 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2019 | ||
Entity small business | true | ||
Entity emerging growth | true | ||
Ex transition emerging growth | false | ||
Entity Shell Company | false | ||
Entity Data interactive current | Yes | ||
Entity File Number | 0-55423 | ||
Entity Incorporation State Code | NV |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jul. 31, 2019 | Jul. 31, 2018 |
Current assets | ||
Cash | $ 235 | $ 49,857 |
Current assets of discontinued operations | 516 | 11,491 |
Total current assets | 751 | 61,348 |
Total assets | 751 | 61,348 |
Current liabilities | ||
Accounts payable and accrued expenses | 26,392 | 613,183 |
Current liabilities of discontinued operations | 7,946 | 22,945 |
Total current liabilities | 34,338 | 636,128 |
Total liabilities | 34,338 | 636,128 |
Commitments and contingencies | ||
Stockholders' deficit | ||
Preferred stock, $0.001 par value, 100,000,000 shares authorized, zero shares issued and outstanding | 0 | 0 |
Common stock, $0.001 par value, 500,000,000 shares authorized, 7,977,332 and 4,977,332 shares issued and outstanding as of July 31, 2019 and 2018, respectively | 7,977 | 4,977 |
Additional paid-in capital | 4,681,285 | 4,594,285 |
Accumulated deficit | (4,697,648) | (5,152,172) |
Accumulated other comprehensive income | (25,201) | (21,870) |
Total stockholders' equity (deficit) | (33,587) | (574,780) |
Total liabilities and stockholders' equity (deficit) | $ 751 | $ 61,348 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jul. 31, 2019 | Jul. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock par value | $ 0.001 | $ 0.001 |
Preferred stock shares authorized | 100,000,000 | 100,000,000 |
Preferred stock shares issued | 0 | 0 |
Preferred stock shares outstanding | 0 | 0 |
Common stock par value | $ 0.001 | $ 0.001 |
Common stock shares authorized | 500,000,000 | 500,000,000 |
Common stock shares issued | 7,977,332 | 4,977,332 |
Common stock shares outstanding | 7,977,332 | 4,977,332 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) | 12 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
Income Statement [Abstract] | ||
Net sales | $ 0 | $ 0 |
Operating expenses: | ||
General and administrative expenses | 191,230 | 816,531 |
Total operating expenses | 191,230 | 816,531 |
Loss from operations | (191,230) | (816,531) |
Other income (expense): | ||
Other income (expense) | 713,000 | 0 |
Loss on extinguishment of related party debt | (74,600) | 0 |
Gain on discontinued operations | 0 | 2,245,490 |
Total other income (expense) | 638,400 | 2,245,490 |
Net income (loss) before provision for income taxes | 447,170 | 1,428,959 |
Provision for (benefit from) income taxes | 0 | 0 |
Net loss from continuing operations | 447,170 | 1,428,959 |
Income (loss) from operations of discontinued operations | 7,984 | 1,899,222 |
(Provision for) income taxes for discontinued operations | (630) | (774,666) |
Net income (loss) from discontinued operations | 7,354 | 1,124,556 |
Net income (loss) | $ 454,524 | $ 2,553,515 |
Net income (loss) per share from continuing operations, basic and diluted | $ 0.08 | $ 0.05 |
Net income (loss) per share from discontinued operations, basic and diluted | 0 | 0.04 |
Net income (loss) per share, basic and diluted | $ 0.08 | $ 0.09 |
Weighted average number of common shares outstanding, basic and diluted | 5,675,962 | 29,369,231 |
Other comprehensive income (loss) | ||
Foreign currency translation adjustments | $ (3,331) | $ (347,734) |
Other comprehensive income (loss) | 451,193 | 2,205,781 |
Comprehensive income (loss) attributable to noncontrolling interest | 0 | (204,750) |
Comprehensive income (loss) attributable to GPI stockholders | $ 451,193 | $ 2,001,031 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) | Preferred Stock | Common Stock | Additional Paid-In Capital | Retained Earnings / Accumulated Deficit | Acccumulated Other Comprehensive Income | Noncontrolling Interest | Total |
Beginning balance, shares at Jul. 31, 2017 | 100,000 | 31,800,000 | |||||
Beginning balance, value at Jul. 31, 2017 | $ 100 | $ 31,800 | $ 5,752,362 | $ (7,705,687) | $ 325,864 | $ 204,750 | $ (1,390,811) |
Shares received in exchange for interest in subsidiary, shares | (100,000) | (26,822,668) | |||||
Shares received in exchange for interest in subsidiary, value | $ (100) | $ (26,823) | (1,158,077) | (204,750) | (1,389,750) | ||
Foreign currency translation adjustment | (347,734) | (347,734) | |||||
Net income (loss) | 2,553,515 | ||||||
Ending balance, shares at Jul. 31, 2018 | 0 | 4,977,332 | |||||
Ending balance, value at Jul. 31, 2018 | $ 0 | $ 4,977 | 4,594,285 | (5,152,172) | (21,870) | (574,780) | |
Stock issued for services, shares | 876,623 | ||||||
Stock issued for services, value | $ 877 | 25,422 | 26,299 | ||||
Settlement of related party advances through exchange of stock, shares | 2,123,377 | ||||||
Settlement of related party advances through exchange of stock, value | $ 2,123 | 61,578 | 63,701 | ||||
Shares received in exchange for interest in subsidiary, shares | (100,000) | (26,822,668) | |||||
Shares received in exchange for interest in subsidiary, value | $ (100) | $ (26,823) | (1,158,077) | (204,750) | (1,389,750) | ||
Foreign currency translation adjustment | (3,331) | (3,331) | |||||
Net income (loss) | 454,524 | 454,524 | |||||
Ending balance, shares at Jul. 31, 2019 | 0 | 7,977,332 | |||||
Ending balance, value at Jul. 31, 2019 | $ 0 | $ 7,977 | $ 4,681,285 | $ (4,697,648) | $ (25,201) | $ 0 | $ (33,587) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
Cash flows from operating activities | ||
Net income (loss) | $ 454,524 | $ 2,553,515 |
Less net income from discontinued operations | (7,354) | (1,124,556) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Gain on discontinued operations | 0 | (2,245,490) |
Abatement of IRS Penalty | (600,000) | 0 |
Loss on extinguishment of related party debt | 74,600 | 0 |
Common stock issued for services | 4,500 | 0 |
Changes in operating assets and liabilities: | ||
Accounts payable and accrued expenses | 13,208 | (5,536) |
Operating cash flows from discontinued operations | 871 | 1,367,735 |
Net cash provided by (used in) operating activities | (59,651) | 545,668 |
Cash flows from investing activities | ||
Proceeds from sale of interest in subsidiary, net | 0 | 427,673 |
Investing activities of discontinued operations | 0 | 177,265 |
Net cash provided by investing activities | 0 | 604,938 |
Cash flows from financing activities | ||
Net proceeds from related party advances | 10,900 | 0 |
Financing activities of discontinued operations | 0 | (1,201,994) |
Net cash provided by (used in) financing activities | 10,900 | (1,201,994) |
Effect of exchange rate fluctuations on cash | (3,214) | 1,150 |
Net change in cash | (51,965) | (50,238) |
Cash of continuing operations, beginning of period | 49,857 | 665 |
Cash of discontinued operations, beginning of period | 2,859 | 102,289 |
Cash, beginning of the period | 52,716 | 102,954 |
Cash, end of the period | 751 | 52,716 |
Less: cash of discontinued opertions, end of period | (516) | (2,859) |
Cash of continuing operations, end of period | 235 | 49,857 |
Supplemental disclosure of cash flow information: | ||
Interest paid | 0 | 674,975 |
Income taxes paid | 0 | 23,078 |
Supplemental disclosure of non-cash investing and financing information: | ||
Assumption of payable balance to subsidiary | 0 | (90,856) |
Assumption of receivable balance from subsidiary | 0 | 344,531 |
Shares returned and cancelled for sale of SPI | 0 | 1,185,000 |
Shares returned and cancelled for no consideration | 0 | 3,223 |
Shares issued for repayment of related party advances | $ 10,900 | $ 0 |
1. Description of Business
1. Description of Business | 12 Months Ended |
Jul. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | 1. DESCRIPTION OF BUSINESS Organization Grand Perfecta, Inc. (“Grand Perfecta”) was incorporated in the State of Nevada on March 25, 2002, as STI Holdings, Inc. (“STI”). On May 12, 2012, Grand Perfecta completed an Agreement and Plan of Reorganization whereby it acquired 100% of the issued and outstanding shares of Link Bit Consulting Co, Ltd. (“LinkBit”), a Japanese corporation, for 25,000,000 common shares in a transaction accounted for as a recapitalization of LinkBit. Effective March 29, 2013, STI amended its Articles of Incorporation to change its name to Grand Perfecta, Inc. On May 27, 2013, Grand Perfecta issued 272,668 shares in exchange for 100% of the issued and outstanding shares of Umajin Hong Kong Ltd. (“Umajin HK”), a Hong Kong corporation. In August 2015, Grand Perfecta formed Sports Perfecta, Inc. (“Sports Perfecta”), as a California subsidiary to pursue development of a fantasy sports offering to horse racing fans. The operations of Grand Perfecta, LinkBit, Umajin HK, and Sports Perfecta are collectively referred to as the “Company.” On December 16, 2015, LinkBit acquired 100% of the outstanding shares of Basougu Shokuninkai Co., Ltd. (“Basougu”), a Japanese corporation. On January 7, 2016, Sports Perfecta acquired 100% of the outstanding stock of Just Mobile Sdn. Bhd. (“Just Mobile”), a Malaysian company. On January 20, 2016, Just Mobile changed its name to Sports Perfecta Technologies Sdn Bhd (“SPT”). The operations of Just Mobile are referred to as SPT after the acquisition date of January 7, 2016. On June 26, 2018, the Company discontinued operations of its subsidiary Sports Perfecta, Inc. (“SPI”) along with its wholly owned subsidiary, Sports Perfecta Technologies Sdn Bhd (“SPT”). Ownership of these two entities were transferred to Neo Sports Ltd., a Japanese company, in exchange for 23,600,000 shares of the Company’s common stock, 100,000 shares of the Company’s Series A convertible preferred stock and the contract option right to purchase 3,000,000 shares of the Company’s common stock. See note 7. On June 27, 2018, the Company discontinued operations of its subsidiary Link Bit Consulting Co., Ltd. (“LBC”) and all of its subsidiaries, except for WRN Co., Ltd. (“WRN”). The Company continued operations of WRN. On this date, the Company sold LBC and its subsidiaries and assets to IS Digital Ltd., a Cayman Island company, in exchange for $500,000. See note 7. On December 16, 2019, the Company transferred 100% of the common stock of Umajin HK, a Hong Kong corporation and a subsidiary of the Company to a Japanese corporation in exchange for $1. Also on December 16, 2019, the Company transferred 100% of the common stock of WRN, a Japanese corporation and a subsidiary of the Company to a Japanese corporation in exchange for $1 and the forgiveness of a payable to WRN in the amount of $90,956. After these transfers, the Company had no subsidiaries. See note 7. Nature of Business The Company was engaged in the business of transmitting and providing horse racing information via various types of media, including multiple websites owned and operated by the wholly owned subsidiaries of LinkBit, WRN and Umajin HK. LinkBit operated 6 websites through its various subsidiaries, which generated substantially all of the Company’s revenue. Umajin HK had been delivering information on horse racing to its users through its website, however it terminated its service at the end of June 2017 and was sold on December 16, 2019. The Company was also pursuing development of a fantasy sports offering through Sports Perfecta, which has not yet generated any significant revenue. In June 2018, the Company discontinued the operations of its subsidiaries, LinkBit and SPI. WRN operated one of these websites through April 2019 and was sold on December 16, 2019. |
2. Summary of Significant Accou
2. Summary of Significant Accounting Policies | 12 Months Ended |
Jul. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying consolidated financial statements of the Company have been prepared in accordance with principles generally accepted in the United States of America (“GAAP”) and include the accounts of Grand Perfecta and its wholly-owned subsidiaries LinkBit, Umajin HK, WRN and Sports Perfecta. The Company discontinued the operations of its wholly-owned subsidiaries LinkBit and SPI in June 2018. The accounts for these subsidiaries have been presented in the discontinued operations in the accompanying consolidated financial statements. All intercompany balances and transactions have been eliminated in consolidation. The Company has determined that three affiliated entities, Space Cultivation Mobile, Japan Horse Circle and Basougu Shokuninkai, which LinkBit conducts business with were variable interest entities and that the Company was the primary beneficiary of each entity. As a result, the Company has consolidated the accounts of these variable interest entities into the accompanying consolidated financial statements. As the Company does not have any ownership interest in these variable interest entities, the Company has allocated the contributed capital in these variable interest entities as a component of non-controlling interest. These three variable interest entities did business with LinkBit. Therefore, these three entities have also been presented in the discontinued operations in the accompanying consolidated financial statements. After the discontinued operations, the Company consists of Grand Perfecta and its two remaining wholly-owned subsidiaries, Umajin HK and WRN. There are no variable interest entities since the Company discontinued operations in June 2018. Financial Statement Reclassification Certain account balances from prior periods have been reclassified in these consolidated financial statements to conform to current period classifications. The prior year amounts have also been modified in these financial statements to properly report amounts under current operations and discontinued operations (see note 7). Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reported periods. Amounts could materially change in the future. Going Concern Based on operating losses and negative cash from operations and the discontinued operations of most of the Company’s operations, substantial doubt exists about the Company’s ability to continue as a going concern. Management’s plan in this regard is to find new operations to enter into and focus on building profitable operations. To finance operations while it finds new operations, the Company will continue financing activity such as taking loans and issuing new shares of the Company’s common stock. As of July 31, 2019, we had cash of $751, of which $235 was from continuing operations and $516 was from discontinued operations, and a working capital deficit of $33,587. As of July 31, 2018, we had cash of $52,716, of which $49,857 was from continuing operations and $2,859 was from discontinued operations, and a working capital deficit of $574,780. We continue to have a significant working capital deficit that adversely affects our business by limiting the resources we have available to pursue the promotion of our information services and develop new service opportunities for potential customers. Historically, we have relied on extensions of note payment due dates and new debt financing to repay note obligations as they came due in order to continue operations. Going forward we will continue to use extensions and new debt financing to address note obligations that come due, endeavor to gradually reduce obligations with cash flow provided by operations, and pursue over the next 12 months equity financing that we can apply to debt reduction and business development. Nevertheless, the shortage of working capital adversely affects our ability to develop, sponsor, or participate in activities that promote our information services to prospective customers and to develop new content, because a substantial portion of cash flow goes to reduce debt rather than to advance operating activities. There is no assurance that our plans for addressing our working capital shortages will be successful, and our failure to be reasonably successful should be expected to result in a significant contraction of our operations and potentially a failure of the business. Foreign Exchange The Company’s primary operations are conducted in Japan and performed by its wholly owned subsidiary WRN. WRN terminated their website services in April 2019 and was sold on December 16, 2019. A wholly owned subsidiary, Umajin HK, had been delivering information on horse racing to its users through its website similar to LinkBit, however it terminated its service at the end of June 2017 and was sold on December 16, 2019. The Company also conducted business through wholly owned subsidiaries LinkBit and Sports Perfecta, and its Malaysian subsidiary SPT until they were sold in June 2018. WRN and LinkBit’s functional currency is the Japanese Yen and Umajin HK’s functional currency is the Hong Kong Dollar. SPT’s functional currency is the Malaysian Ringgit. The financial statements of each entity are prepared using the applicable functional currencies, and have been translated into U.S. dollars (“USD”). Assets and liabilities are translated into USD at the applicable exchange rates at period-end. Stockholders’ equity is translated using historical exchange rates. Revenue and expenses are translated at the average exchange rates for the period. Any translation adjustments are included as foreign currency translation adjustments in accumulated other comprehensive income in the Company’s stockholders’ equity. The following rates were used to translate the accounts of Umajin HK and WRN into USD at the following balance sheet dates. Balance Sheet Dates July 31, 2019 July 31, 2018 Japanese Yen to USD 0.0092 0.0090 Hong Kong Dollars to USD 0.1278 0.1274 The following rates were used to translate the accounts of LinkBit, Umajin HK, SPT and WRN into USD for the following operating periods. For the Year Ended July 31, 2019 July 31, 2018 Japanese Yen to USD 0.0090 0.0091 Hong Kong Dollars to USD 0.1276 0.1278 Malaysian Ringgit to USD N/A 0.2470 Cash and Cash Equivalents The Company considers all highly liquid holdings with maturities of three months or less at the time of purchase to be cash equivalents. The Company had no cash equivalents as of July 31, 2019 and 2018. Accounts Receivable Accounts receivable are carried at net realizable value, representing the outstanding balance less an allowance for doubtful accounts based on a review of all outstanding amounts. Management determines the allowance for doubtful accounts by regularly evaluating individual customer receivables and considering each customer's financial condition and credit history, as well as current economic conditions. Accounts receivable are written off when deemed uncollectible. Recoveries of accounts receivable previously written off are recorded when received. The Company had no allowance for doubtful accounts as of July 31, 2019 or 2018. Property and Equipment Property and equipment are recorded at historical cost and depreciated on a straight-line basis over their estimated useful lives once the individual assets are placed in service. Estimated useful lives for the assets are as follows. Buildings and fixtures 8 - 43 years Autos and trucks 2 - 6 years Tools and equipment 4 - 10 years Computer software 5 years The Company did not have any property and equipment as of July 31, 2019 and 2018. Long-Lived Assets In accordance with ASC 360-10, the Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that their net book value may not be recoverable. When such factors and circumstances exist, the Company compares the projected undiscounted future cash flows associated with the related asset or group of assets over their estimated useful lives against their respective carrying amount. Impairment, if any, is based on the excess of the carrying amount over the fair value, based on market value when available, or discounted expected cash flows, of those assets and is recorded in the period in which the determination is made. The Company performed this analysis at July 31, 2019 and 2018. There was no impairment of long-lived assets identified during the years ended July 31, 2019 and 2018. Fair Value of Financial Instruments In accordance with ASC 820, the carrying value of cash and cash equivalents and accounts payable approximates fair value due to the short-term maturity of these instruments. ASC 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1- Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. Level 2- Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. Level 3- Inputs are unobservable inputs which reflect the reporting entity’s own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information. The Company has determined that the book value of its outstanding financial instruments as of July 31, 2019 and 2018 approximates the fair value. Concentration of Credit Risk Financial instruments that potentially expose the Company to concentration of credit risk include cash, accounts receivable, notes receivable, and amounts due from related parties. The Company maintains its cash in banks located in Japan, Hong Kong, and the United States in financial institutions with high credit ratings. Substantially all of the Company’s revenues are generated from customers in Japan. The Company conducts periodic reviews of the financial condition and payment practices of its customers and note receivable holders. The Company had no losses related to the write off of notes receivable during the year ended July 31, 2019 or July 31, 2018. Revenue Recognition Effective August 1, 2018 we adopted the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 606-10, Revenue from Contracts with Customers (“ASC 606-10”). The adoption of ASC 606-10 had no impact on prior year or previously disclosed amounts. In accordance with ASC 606-10, revenue is measured based on a consideration specified in a contract with a customer and recognized when we satisfy the performance obligation specified in each contract. The Company’s revenue consists primarily of sales of comprehensive horse racing information through multiple websites focusing on all aspects of the horse racing industry in Japan. Publication of horse racing digital magazines, and participating in other public events and media programs related to the horse racing industry do not generate significant revenue directly. These activities are undertaken for the purpose of increasing the number of horse racing fans and driving potential customers to our websites so as to hopefully eventually convert them to paying customers. The Company had no revenue from continuing operations during the year ended July 31, 2019 and 2018. The majority of the Company’s revenue is generated by per-item sales. For certain users, payment is received at the time of purchase and for others it is received after purchase. In either case, our performance obligation is to provide the requested information to users. Therefore, we recognize revenue for per-item sales when the requested information is supplied to the user or for information packages that span a period of time, ratably over the subscription period. Revenues are presented net of refunds, credits and known and estimated credit card chargebacks. The Company reports revenue net of any required taxes collected from customers and remitted to government authorities, with the collected taxes recorded as current liabilities until remitted to the relevant government authority. Rights to information purchased by customers in advance of the information being provided are recorded as deferred. As of July 31, 2019, the Company had $0 in deferred revenues. The Company will amortize these deferred revenues based on the monthly subscriptions and record revenue in line with the amortization of these advance payments. Income Taxes The Company accounts for income taxes in accordance with ASC 740, Income Taxes, using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. Advertising Costs The Company expenses advertising costs as incurred. Advertising costs incurred amounted to $0 and $94,997 from discontinued operations for the years ended July 31, 2019 and 2018, respectively. Basic and Diluted Earnings Per Share In accordance with ASC 260, Earnings Per Share, the basic income per common share is computed by dividing the net income available to common stockholders by the weighted average common shares outstanding during the period. Diluted earnings per share reflect per share amounts that would have resulted if diluted potential common stock had been converted to common stock. No dilutive potential common shares were included in the computation of diluted net income per share because their impact was anti-dilutive. As a result, the basic and diluted earnings per share were the same for each of the periods presented. Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by FASB that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption. |
3. Stockholders' Equity
3. Stockholders' Equity | 12 Months Ended |
Jul. 31, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | 3. STOCKHOLDERS’ EQUITY Preferred Stock The Company is authorized to issue up to 100,000,000 shares of preferred stock with a par value of $0.001, with 100,000 shares designated as Series A Preferred Stock. The Series A Preferred Stock receive a 10 to 1 voting preference over common stock. Accordingly, for every share of Series A Preferred Stock held, the holder receives the voting rights equal to 10 shares of common stock. As such, the holders of the Series A Preferred Stock have the equivalent voting capability of 1,000,000 shares of common stock. The Series A Preferred Stock also has a $0.05 per share liquidation preference over common stock, and can be redeemed by the Company at any time, upon thirty days’ notice, for $0.05 per share. On June 26, 2018, as part of the transfer agreement of SPI, the Company received the outstanding 100,000 shares of Series A Preferred Stock and immediately cancelled these shares (see note 7). The Company had 0 shares of Series A Preferred Stock issued and outstanding as of July 31, 2019 and 2018. Common Stock Transactions On June 26, 2018, as part of the transfer agreement of SPI, the Company received 23,600,000 shares of Common Stock and immediately cancelled these shares (see note 7). On July 9, 2018, the Company cancelled 3,222,668 shares of common stock that had been returned to the Company by the stock holders for no compensation. On May 27, 2019, the Company issued 3,000,000 shares of common stock to its sole director and officer for $10,900 in advances payable and $4,500 in services rendered to the Company. This stock was valued at $0.03 per share for a total of $90,000. The Company recognized a loss on the extinguishment of related party debt of $74,600. The Company had 7,977,332 and 4,977,332 shares of common stock issued and outstanding as of July 31, 2019 and 2018, respectively. Stock Options On June 26, 2018, as part of the transfer agreement of SPI, the Company received the contract option right to purchase 3,000,000 shares of Common Stock and immediately cancelled this contract option (see note 7). There were no options outstanding as of July 31, 2019 and 2018. |
4. Income Taxes
4. Income Taxes | 12 Months Ended |
Jul. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 4. INCOME TAXES The Company records its deferred taxes under the liability method, whereby deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are determined based on multi-national, multi-jurisdictional nature of the Company’s operations. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. Net deferred tax assets from continuing operations consisted of the following as of July 31, 2019 and 2018. July 31, 2019 July 31, 2018 Deferred tax assets: Loss carryforwards $ 472,294 $ 569,710 Valuation allowance (472,294 ) (569,710 ) Net deferred tax assets $ – $ – The income tax provision differs from the amount of income tax determined by applying the applicable income tax rate to pretax income from continuing operations for the years ended July 31, 2019 and 2018 due to the following. July 31, 2019 July 31, 2018 Income tax expense (benefit) based on book income at the statutory rate $ 93,906 $ 536,238 IRS tax penalty abatement (126,000 ) – Permanent book to tax differences 16,611 (471,553 ) Valuation allowance 15,483 (64,685 ) Total income tax provision $ – $ – The Company classifies income tax penalties and interest, if any, as part of other general and administrative expenses in the accompanying consolidated statements of operations. The Company had accrued penalties of $600,000 as of July 31, 2018 resulting from the failure to timely file required returns in the US from 2013 through 2016. This penalty was officially abated during the year ended July 31, 2019. At July 31, 2019, the Company had net operating loss carryforwards of approximately $2,249,000, of which approximately $2,175,00 may be offset against future taxable income from the year 2020 through 2039. The remainder will carry forward indefinitely. No tax benefit has been reported in the July 31, 2019 consolidated financial statements since the potential tax benefit is offset by a valuation allowance of the same amount. The Company's tax years for its Federal and State US jurisdictions which are currently open for examination are the years of 2015 - 2018. The Company’s tax years in Japanese jurisdictions that are open for examination are the years of 2014 – 2018. |
5. Commitments and Contingencie
5. Commitments and Contingencies | 12 Months Ended |
Jul. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 5. COMMITMENTS AND CONTINGENCIES Operating Leases Prior to June 27, 2018, the Company was leasing its corporate headquarters and administrative offices in Tokyo, Japan, as well as the administrative offices of SPT in Kuala Lumpur, Malaysia under non-cancelable operating leases extending through April 15, 2019. These leases were transferred with the discontinued operations. The lease of the Umajin HK office ended on July 21, 2017. The Company also leases other office space as needed on a month-to-month basis. The Company incurred rent expense of $0 for the year ended July 31, 2019 and for continuing operations of $0 and for discontinued operations of $363,976 for the year ended July 31, 2018. Litigation In the ordinary course of business, the Company may be or has been involved in legal proceedings from time to time. As of the date of this annual report, there have been no material legal proceedings relating to the Company. |
6. Related Party Transactions
6. Related Party Transactions | 12 Months Ended |
Jul. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 6. RELATED PARTY TRANSACTIONS In June 2018, the Company entered into a consulting agreement with its new CEO and sole director. The Company agreed to pay him $3,000 per month for his services in running the Company and making sure that the required audit and filings get completed. As of July 31, 2019 the Company had $9,000 in accrued liabilities for this agreement. During the year ended July 31, 2019 and prior to May 5, 2019, the Company received $26,849 in advances from its CEO of which they paid $15,949 back. On May 5, 2019, the Company issued 3,000,000 shares of common stock to its CEO and sole director as payment of the remaining $10,900 in advances and also $4,500 in consulting services accrued at that time for the agreement listed above and recognized a loss on extinguishment of related party debt of $74,600. The following related party transactions were all related to the Company’s previous management and the discontinued operations. These related party transactions all were eliminated with the discontinuation of LBC and SPI (see note 7): Umajin Co., Ltd. (“Umajin Japan”), was a related party entity owned by one of the former directors of the Company. The Company and Umajin Japan entered into a service agreement which was modified on November 1, 2015 to set the monthly fee payable by the Company to Umajin Japan for providing horserace information at 16 million Yen per month (inclusive of consumption tax), and to set the monthly fee payable for providing a horseracing related email magazine and web page content at 7 million Yen per month (inclusive of consumption tax) for a total of 23 million Yen per month. The Company and Umajin Japan agreed to reduce the monthly fees from 23 million Yen to 11 million Yen subsequent to October 2016. Subsequent to February 2017, the Company and Umajin Japan agreed to reduce the fee to 8 million Yen per month through July 2018. Total fees paid to Umajin Japan for the year ended July 31, 2019 and 2018 amounted to $0 and $793,520, respectively. The fees paid to Umajin Japan are included in income (loss) from operations of discontinued operations in the accompanying consolidated statements of operations. As of July 31, 2019 and 2018 the Company had $0 due to Umajin Japan due to the sale of LBC (see note 7). During the years ended July 31, 2019 and 2018, the Company received consulting services from Cheval Attache, a related party entity owned by one of the Company’s former directors, (including amounts for consumption tax) of $0 and $108,108, respectively, which are included in income (loss) from operations of discontinued operations in the accompanying consolidated statements of operations. G-Liberta, a subsidiary of Cheval Attache, performed certain advertising and research services for the Company. Total expenses related to G-Liberta during the year ended July 31, 2019 and 2018 amounted to $0 and $2,800, respectively, and are reflected as part of income (loss) from operations of discontinued operations in the accompanying consolidated statements of operations. As of July 31, 2019 and 2018 the Company had $0 due to G-Liberta due to the sale of LBC (see note 7). |
7. Discontinued Operations
7. Discontinued Operations | 12 Months Ended |
Jul. 31, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | 7. DISCONTINUED OPERATIONS During the year ended July 31, 2018 the Company decided to discontinue most of its operating activities. This was done by way of the following two transactions: On June 26, 2018, the Company exchanged all the issued and outstanding shares of common stock of its wholly owned subsidiary, Sports Perfecta, Inc. (“SPI”) to Neo Sports, Ltd, a Japanese company, for 100,000 shares of the Company’s series A preferred stock, 23,600,000 shares of the Company’s common stock and an option contract right for 3,000,000 shares of the Company’s common stock. This transaction included SPI’s wholly owned subsidiary, Sports Perfecta Technologies Sdn Bhd. On June 27, 2018, the Company exchanged all the issued and outstanding shares of common stock of its wholly owned subsidiary, Link Bit Consulting Co. Ltd. (“LBC”) to IS Digital Ltd., a Cayman Island company for $420,000 in cash and 100% of the account receivable balance owed to the Company by LBC for $80,000 in cash. This transaction included all of LBC’s subsidiaries, except for WRN Co. Ltd. (“WRN”). WRN’s issued and outstanding common stock was transferred to the Company from LBC on this date. In December 2019, the Company decided to discontinue its remaining operations. This was done by the way of two transactions. On December 16, 2019, the Company transferred 100% of the common stock of Umajin HK, a Hong Kong corporation and a subsidiary of the Company to a Japanese corporation in exchange for $1. Also on December 16, 2019, the Company transferred 100% of the common stock of WRN, a Japanese corporation and a subsidiary of the Company to a Japanese corporation in exchange for $1 and the forgiveness of a payable to WRN in the amount of $90,956. After these transfers, the Company had no subsidiaries. In accordance with the provisions of ASC 205-20, the Company has separately reported the assets and liabilities of the discontinued operations in the consolidated balance sheets. The assets and liabilities have been reflected as discontinued operations in the consolidated balance sheets as of July 31, 2019 and July 31, 2018, and consist of the following: July 31, 2019 July 31, 2018 CURRENT ASSETS OF DISCONTINUED OPERATIONS: Cash $ 516 $ 2,859 Accounts receivable, net – 8,632 TOTAL CURRENT ASSETS OF DISCONTINUED OPERATIONS $ 516 $ 11,491 CURRENT LIABILITIES OF DISCONTINUED OPERATIONS Accounts payable and accrued expenses $ 6,581 $ 14,483 Deferred revenues – 8,462 Taxes payable 1,365 – TOTAL CURRENT LIABILITIES OF DISCONTINUED OPERATIONS $ 7,946 $ 22,945 In accordance with the provisions of ASC 205-20, the Company has not included in the results of continuing operations the results of operations of the discontinued operations in the consolidated statements of operations and comprehensive income (loss). The results of operations from discontinued operations for the years ended July 31, 2019 and 2018 have been reflected as discontinued operations in the consolidated statements of operations and comprehensive income (loss) for the years ended July 31, 2019 and 2018, and consist of the following. Year Ended July 31, 2019 July 31, 2018 REVENUES OF DISCONTINUED OPERATIONS $ 96,657 $ 11,400,259 OPERATING EXPENSES OF DISCONTINUED OPERATIONS: Cost of sales 79,938 2,714,727 Depreciation and amortization expense – 25,867 Advertising expense – 94,997 Rent Expense – 363,976 Salaries and wages expense – 2,938,904 Other general and administrative expenses 8,736 2,672,042 88,674 8,810,513 OPERATING INCOME (LOSS) OF DISCONTINUED OPERATIONS 7,983 2,589,746 OTHER (INCOME) EXPENSE OF DISCONTINUED OPERATIONS Other (income) expense – (714 ) (Gain) loss on foreign exchange – (18,040 ) Interest income (1 ) (5,854 ) Interest expense – 715,132 (1 ) 690,524 INCOME (LOSS) BEFORE INCOME TAXES OF DISCONTINUED OPERATIONS 7,984 1,899,222 Provision for income taxes of discontinued operations 1 630 774,666 NET INCOME (LOSS) OF DISCONTINUED OPERATIONS $ 7,354 $ 1,124,556 _______________ 1 July 31, 2019 July 31, 2018 Income tax expense (benefit) based on book income at Japanese statutory rate $ 630 $ 748,934 Entertainment expense – 65,333 Additional taxes – 3,966 Tax rate difference between current tax and deferred tax assets – 3,539 Others – (47,106 ) Total income tax provision $ 630 $ 774,666 In accordance with the provisions of ASC 205-20, the Company has separately reported the cash flow activity of the discontinued operations in the consolidated statements of cash flows. The cash flow activity from discontinued operations for the year ended July 31, 2019 and 2018 have been reflected as discontinued operations in the consolidated statements of cash flows for the years ended July 31, 2019 and 2018, and consist of the following. Year Ended July 31, 2019 July 31, 2018 DISCONTINUED OPERATING ACTIVITIES Net income (loss) $ 7,354 $ 1,124,556 Depreciation and amortization – 25,867 Amortization of debt discount – 16,515 Provision for (benefit from) deferred taxes – 73,810 Changes in operating assets and liabilities: Accounts receivable 8,632 (506,051 ) Accounts receivable - related party – 18,200 Prepaid expenses and other current assets – 18,175 Other assets – (11,475 ) Accounts payable and accrued expenses (7,988 ) (139,631 ) Accounts payable and accrued expenses to related party – 39,511 Deferred revenue (8,462 ) (110,029 ) Taxes payable 1,365 818,287 Net cash provided by operating activities of discontinued operations $ 871 $ 1,367,735 INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS Purchase of property and equipment $ – $ (4,259 ) Proceeds from collection of notes receivables – 511,570 Payments for notes receivable lending – (330,046 ) Net cash provided by (used in) investing activities of discontinued operations $ – $ 177,265 FINANCING ACTIVITIES OF DISCONTINUED OPERATIONS Proceeds from notes payable $ – $ 2,093,000 Payments on note payable – (3,130,400 ) Payments on notes payable - related parties – (164,594 ) Net cash used in financing activities of discontinued operations $ – $ (1,201,994 ) |
8. Subsequent Events
8. Subsequent Events | 12 Months Ended |
Jul. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | 8. SUBSEQUENT EVENTS Management has evaluated subsequent events, in accordance with FASB ASC Topic 855, “Subsequent Events,” through December 18, 2019, the date which the consolidated financial statements were available to be issued and there are no material subsequent events; except as noted below: On December 16, 2019, the Company executed two stock purchase agreements to sell its two operating subsidiaries of the Company. The Company sold 100% of the shares issued and outstanding of its subsidiary, Umajin HK (UHK), for $1.00 to a Japanese corporation. The Company also sold 100% of the shares issued and outstanding of its subsidiary, WRN, for $1.00 to a Japanese corporation. Additionally, in conjunction with these agreements, the payable in the amount of $90,956 of the Company to WRN will be forgiven and a payable in the amount of approximately $15,541 of its subsidiary UHK to WRN will also be forgiven. |
2. Summary of Significant Acc_2
2. Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jul. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements of the Company have been prepared in accordance with principles generally accepted in the United States of America (“GAAP”) and include the accounts of Grand Perfecta and its wholly-owned subsidiaries LinkBit, Umajin HK, WRN and Sports Perfecta. The Company discontinued the operations of its wholly-owned subsidiaries LinkBit and SPI in June 2018. The accounts for these subsidiaries have been presented in the discontinued operations in the accompanying consolidated financial statements. All intercompany balances and transactions have been eliminated in consolidation. The Company has determined that three affiliated entities, Space Cultivation Mobile, Japan Horse Circle and Basougu Shokuninkai, which LinkBit conducts business with were variable interest entities and that the Company was the primary beneficiary of each entity. As a result, the Company has consolidated the accounts of these variable interest entities into the accompanying consolidated financial statements. As the Company does not have any ownership interest in these variable interest entities, the Company has allocated the contributed capital in these variable interest entities as a component of non-controlling interest. These three variable interest entities did business with LinkBit. Therefore, these three entities have also been presented in the discontinued operations in the accompanying consolidated financial statements. After the discontinued operations, the Company consists of Grand Perfecta and its two remaining wholly-owned subsidiaries, Umajin HK and WRN. There are no variable interest entities since the Company discontinued operations in June 2018. |
Financial Statement Reclassification | Financial Statement Reclassification Certain account balances from prior periods have been reclassified in these consolidated financial statements to conform to current period classifications. The prior year amounts have also been modified in these financial statements to properly report amounts under current operations and discontinued operations (see note 7). |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reported periods. Amounts could materially change in the future. |
Going Concern | Going Concern Based on operating losses and negative cash from operations and the discontinued operations of most of the Company’s operations, substantial doubt exists about the Company’s ability to continue as a going concern. Management’s plan in this regard is to find new operations to enter into and focus on building profitable operations. To finance operations while it finds new operations, the Company will continue financing activity such as taking loans and issuing new shares of the Company’s common stock. As of July 31, 2019, we had cash of $751, of which $235 was from continuing operations and $516 was from discontinued operations, and a working capital deficit of $33,587. As of July 31, 2018, we had cash of $52,716, of which $49,857 was from continuing operations and $2,859 was from discontinued operations, and a working capital deficit of $574,780. We continue to have a significant working capital deficit that adversely affects our business by limiting the resources we have available to pursue the promotion of our information services and develop new service opportunities for potential customers. Historically, we have relied on extensions of note payment due dates and new debt financing to repay note obligations as they came due in order to continue operations. Going forward we will continue to use extensions and new debt financing to address note obligations that come due, endeavor to gradually reduce obligations with cash flow provided by operations, and pursue over the next 12 months equity financing that we can apply to debt reduction and business development. Nevertheless, the shortage of working capital adversely affects our ability to develop, sponsor, or participate in activities that promote our information services to prospective customers and to develop new content, because a substantial portion of cash flow goes to reduce debt rather than to advance operating activities. There is no assurance that our plans for addressing our working capital shortages will be successful, and our failure to be reasonably successful should be expected to result in a significant contraction of our operations and potentially a failure of the business. |
Foreign Exchange | Foreign Exchange The Company’s primary operations are conducted in Japan and performed by its wholly owned subsidiary WRN. WRN terminated their website services in April 2019 and was sold on December 16, 2019. A wholly owned subsidiary, Umajin HK, had been delivering information on horse racing to its users through its website similar to LinkBit, however it terminated its service at the end of June 2017 and was sold on December 16, 2019. The Company also conducted business through wholly owned subsidiaries LinkBit and Sports Perfecta, and its Malaysian subsidiary SPT until they were sold in June 2018. WRN and LinkBit’s functional currency is the Japanese Yen and Umajin HK’s functional currency is the Hong Kong Dollar. SPT’s functional currency is the Malaysian Ringgit. The financial statements of each entity are prepared using the applicable functional currencies, and have been translated into U.S. dollars (“USD”). Assets and liabilities are translated into USD at the applicable exchange rates at period-end. Stockholders’ equity is translated using historical exchange rates. Revenue and expenses are translated at the average exchange rates for the period. Any translation adjustments are included as foreign currency translation adjustments in accumulated other comprehensive income in the Company’s stockholders’ equity. The following rates were used to translate the accounts of Umajin HK and WRN into USD at the following balance sheet dates. Balance Sheet Dates July 31, 2019 July 31, 2018 Japanese Yen to USD 0.0092 0.0090 Hong Kong Dollars to USD 0.1278 0.1274 The following rates were used to translate the accounts of LinkBit, Umajin HK, SPT and WRN into USD for the following operating periods. For the Year Ended July 31, 2019 July 31, 2018 Japanese Yen to USD 0.0090 0.0091 Hong Kong Dollars to USD 0.1276 0.1278 Malaysian Ringgit to USD N/A 0.2470 |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid holdings with maturities of three months or less at the time of purchase to be cash equivalents. The Company had no cash equivalents as of July 31, 2019 and 2018. |
Accounts Receivable | Accounts Receivable Accounts receivable are carried at net realizable value, representing the outstanding balance less an allowance for doubtful accounts based on a review of all outstanding amounts. Management determines the allowance for doubtful accounts by regularly evaluating individual customer receivables and considering each customer's financial condition and credit history, as well as current economic conditions. Accounts receivable are written off when deemed uncollectible. Recoveries of accounts receivable previously written off are recorded when received. The Company had no allowance for doubtful accounts as of July 31, 2019 or 2018. |
Property and Equipment | Property and Equipment Property and equipment are recorded at historical cost and depreciated on a straight-line basis over their estimated useful lives once the individual assets are placed in service. Estimated useful lives for the assets are as follows. Buildings and fixtures 8 - 43 years Autos and trucks 2 - 6 years Tools and equipment 4 - 10 years Computer software 5 years The Company did not have any property and equipment as of July 31, 2019 and 2018. |
Long-Lived Assets | Long-Lived Assets In accordance with ASC 360-10, the Company evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that their net book value may not be recoverable. When such factors and circumstances exist, the Company compares the projected undiscounted future cash flows associated with the related asset or group of assets over their estimated useful lives against their respective carrying amount. Impairment, if any, is based on the excess of the carrying amount over the fair value, based on market value when available, or discounted expected cash flows, of those assets and is recorded in the period in which the determination is made. The Company performed this analysis at July 31, 2019 and 2018. There was no impairment of long-lived assets identified during the years ended July 31, 2019 and 2018. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments In accordance with ASC 820, the carrying value of cash and cash equivalents and accounts payable approximates fair value due to the short-term maturity of these instruments. ASC 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1- Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. Level 2- Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. Level 3- Inputs are unobservable inputs which reflect the reporting entity’s own assumptions on what assumptions the market participants would use in pricing the asset or liability based on the best available information. The Company has determined that the book value of its outstanding financial instruments as of July 31, 2019 and 2018 approximates the fair value. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially expose the Company to concentration of credit risk include cash, accounts receivable, notes receivable, and amounts due from related parties. The Company maintains its cash in banks located in Japan, Hong Kong, and the United States in financial institutions with high credit ratings. Substantially all of the Company’s revenues are generated from customers in Japan. The Company conducts periodic reviews of the financial condition and payment practices of its customers and note receivable holders. The Company had no losses related to the write off of notes receivable during the year ended July 31, 2019 or July 31, 2018. |
Revenue Recognition | Revenue Recognition Effective August 1, 2018 we adopted the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 606-10, Revenue from Contracts with Customers (“ASC 606-10”). The adoption of ASC 606-10 had no impact on prior year or previously disclosed amounts. In accordance with ASC 606-10, revenue is measured based on a consideration specified in a contract with a customer and recognized when we satisfy the performance obligation specified in each contract. The Company’s revenue consists primarily of sales of comprehensive horse racing information through multiple websites focusing on all aspects of the horse racing industry in Japan. Publication of horse racing digital magazines, and participating in other public events and media programs related to the horse racing industry do not generate significant revenue directly. These activities are undertaken for the purpose of increasing the number of horse racing fans and driving potential customers to our websites so as to hopefully eventually convert them to paying customers. The Company had no revenue from continuing operations during the year ended July 31, 2019 and 2018. The majority of the Company’s revenue is generated by per-item sales. For certain users, payment is received at the time of purchase and for others it is received after purchase. In either case, our performance obligation is to provide the requested information to users. Therefore, we recognize revenue for per-item sales when the requested information is supplied to the user or for information packages that span a period of time, ratably over the subscription period. Revenues are presented net of refunds, credits and known and estimated credit card chargebacks. The Company reports revenue net of any required taxes collected from customers and remitted to government authorities, with the collected taxes recorded as current liabilities until remitted to the relevant government authority. Rights to information purchased by customers in advance of the information being provided are recorded as deferred. As of July 31, 2019, the Company had $0 in deferred revenues. The Company will amortize these deferred revenues based on the monthly subscriptions and record revenue in line with the amortization of these advance payments. |
Income Taxes | Income Taxes The Company accounts for income taxes in accordance with ASC 740, Income Taxes, using the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of assets and liabilities and their respective tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. |
Advertising Costs | Advertising Costs The Company expenses advertising costs as incurred. Advertising costs incurred amounted to $0 and $94,997 from discontinued operations for the years ended July 31, 2019 and 2018, respectively. |
Basic and Diluted Earnings Per Share | Basic and Diluted Earnings Per Share In accordance with ASC 260, Earnings Per Share, the basic income per common share is computed by dividing the net income available to common stockholders by the weighted average common shares outstanding during the period. Diluted earnings per share reflect per share amounts that would have resulted if diluted potential common stock had been converted to common stock. No dilutive potential common shares were included in the computation of diluted net income per share because their impact was anti-dilutive. As a result, the basic and diluted earnings per share were the same for each of the periods presented. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by FASB that are adopted by the Company as of the specified effective date. If not discussed, management believes that the impact of recently issued standards, which are not yet effective, will not have a material impact on the Company’s financial statements upon adoption. |
2. Summary of Significant Acc_3
2. Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jul. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of foreign translation rates | Balance Sheet Dates July 31, 2019 July 31, 2018 Japanese Yen to USD 0.0092 0.0090 Hong Kong Dollars to USD 0.1278 0.1274 For the Year Ended July 31, 2019 July 31, 2018 Japanese Yen to USD 0.0090 0.0091 Hong Kong Dollars to USD 0.1276 0.1278 Malaysian Ringgit to USD N/A 0.2470 |
Schedule of estimated useful lives of property and equipment | Buildings and fixtures 8 - 43 years Autos and trucks 2 - 6 years Tools and equipment 4 - 10 years Computer software 5 years |
4. Income Taxes (Tables)
4. Income Taxes (Tables) | 12 Months Ended |
Jul. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of deferred income taxes | July 31, 2019 July 31, 2018 Deferred tax assets: Loss carryforwards $ 472,294 $ 569,710 Valuation allowance (472,294 ) (569,710 ) Net deferred tax assets $ – $ – |
Income tax reconcilation | July 31, 2019 July 31, 2018 Income tax expense (benefit) based on book income at the statutory rate $ 93,906 $ 536,238 IRS tax penalty abatement (126,000 ) – Permanent book to tax differences 16,611 (471,553 ) Valuation allowance 15,483 (64,685 ) Total income tax provision $ – $ – |
7. Discontinued Operations (Tab
7. Discontinued Operations (Tables) | 12 Months Ended |
Jul. 31, 2019 | |
Discontinued Operations [Member] | |
Schedule of discontinued operations financial information | July 31, 2019 July 31, 2018 CURRENT ASSETS OF DISCONTINUED OPERATIONS: Cash $ 516 $ 2,859 Accounts receivable, net – 8,632 TOTAL CURRENT ASSETS OF DISCONTINUED OPERATIONS $ 516 $ 11,491 CURRENT LIABILITIES OF DISCONTINUED OPERATIONS Accounts payable and accrued expenses $ 6,581 $ 14,483 Deferred revenues – 8,462 Taxes payable 1,365 – TOTAL CURRENT LIABILITIES OF DISCONTINUED OPERATIONS $ 7,946 $ 22,945 Year Ended July 31, 2019 July 31, 2018 REVENUES OF DISCONTINUED OPERATIONS $ 96,657 $ 11,400,259 OPERATING EXPENSES OF DISCONTINUED OPERATIONS: Cost of sales 79,938 2,714,727 Depreciation and amortization expense – 25,867 Advertising expense – 94,997 Rent Expense – 363,976 Salaries and wages expense – 2,938,904 Other general and administrative expenses 8,736 2,672,042 88,674 8,810,513 OPERATING INCOME (LOSS) OF DISCONTINUED OPERATIONS 7,983 2,589,746 OTHER (INCOME) EXPENSE OF DISCONTINUED OPERATIONS Other (income) expense – (714 ) (Gain) loss on foreign exchange – (18,040 ) Interest income (1 ) (5,854 ) Interest expense – 715,132 (1 ) 690,524 INCOME (LOSS) BEFORE INCOME TAXES OF DISCONTINUED OPERATIONS 7,984 1,899,222 Provision for income taxes of discontinued operations 1 630 774,666 NET INCOME (LOSS) OF DISCONTINUED OPERATIONS $ 7,354 $ 1,124,556 July 31, 2019 July 31, 2018 Income tax expense (benefit) based on book income at Japanese statutory rate $ 630 $ 748,934 Entertainment expense – 65,333 Additional taxes – 3,966 Tax rate difference between current tax and deferred tax assets – 3,539 Others – (47,106 ) Total income tax provision $ 630 $ 774,666 Year Ended July 31, 2019 July 31, 2018 DISCONTINUED OPERATING ACTIVITIES Net income (loss) $ 7,354 $ 1,124,556 Depreciation and amortization – 25,867 Amortization of debt discount – 16,515 Provision for (benefit from) deferred taxes – 73,810 Changes in operating assets and liabilities: Accounts receivable 8,632 (506,051 ) Accounts receivable - related party – 18,200 Prepaid expenses and other current assets – 18,175 Other assets – (11,475 ) Accounts payable and accrued expenses (7,988 ) (139,631 ) Accounts payable and accrued expenses to related party – 39,511 Deferred revenue (8,462 ) (110,029 ) Taxes payable 1,365 818,287 Net cash provided by operating activities of discontinued operations $ 871 $ 1,367,735 INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS Purchase of property and equipment $ – $ (4,259 ) Proceeds from collection of notes receivables – 511,570 Payments for notes receivable lending – (330,046 ) Net cash provided by (used in) investing activities of discontinued operations $ – $ 177,265 FINANCING ACTIVITIES OF DISCONTINUED OPERATIONS Proceeds from notes payable $ – $ 2,093,000 Payments on note payable – (3,130,400 ) Payments on notes payable - related parties – (164,594 ) Net cash used in financing activities of discontinued operations $ – $ (1,201,994 ) |
2. Summary of Significant Acc_4
2. Summary of Significant Accounting Policies (Details - Foreign currency rates) | 12 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
Japan, Yen | ||
Foreign currency rates at balance sheet date | 0.0092 | 0.0090 |
Foreign currency rates during the period | 0.0090 | 0.0091 |
Hong Kong, Dollars | ||
Foreign currency rates at balance sheet date | 0.1278 | 0.1274 |
Foreign currency rates during the period | 0.1276 | 0.1278 |
Malaysian Ringgit [Member] | ||
Foreign currency rates during the period | 0 | 0.2470 |
2. Summary of Significant Acc_5
2. Summary of Significant Accounting Policies (Details - Estimated useful lives) | 12 Months Ended |
Jul. 31, 2019 | |
Building and fixtures [Member] | |
Estimated useful lives | 8-43 years |
Autos and trucks [Member] | |
Estimated useful lives | 2-6 years |
Tools and equipment [Member] | |
Estimated useful lives | 4-10 years |
Computer software [Member] | |
Estimated useful lives | 5 years |
2. Summary of Significant Acc_6
2. Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 12 Months Ended | ||
Jul. 31, 2019 | Jul. 31, 2018 | Jul. 31, 2017 | |
Cash | $ 235 | $ 49,857 | $ 665 |
Cash, at end of period | 751 | 52,716 | $ 102,954 |
Working capital | (33,587) | (574,780) | |
Cash equivalents | 0 | 0 | |
Allowance for doubtful accounts | 0 | 0 | |
Property and equipment | 0 | 0 | |
Impairment on long-lived assets | $ 0 | $ 0 | |
Anti-dilutive shares excluded from computation of net income per share | 0 | 0 | |
Segment Continuing Operations [Member] | |||
Cash | $ 665 | ||
Cash, at end of period | $ 235 | 49,857 | |
Discontinued Operations [Member] | |||
Cash | 102,289 | ||
Cash, at end of period | 516 | 2,859 | |
Advertising expenses | $ 0 | $ 94,997 |
3. Stockholders' Equity (Detail
3. Stockholders' Equity (Details Narrative) - USD ($) | 12 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
Stock issued for services, value | $ 26,299 | |
Loss on extinguishment of debt | $ (74,600) | $ 0 |
Options outstanding | 0 | |
Sole Director and Officer [Member] | ||
Stock issued for services, shares | 3,000,000 | |
Stock issued for services, value | $ 90,000 | |
Loss on extinguishment of debt | (74,600) | |
Debt converted, amount converted | $ 15,400 | |
Common Stock | Stockholders [Member] | ||
Stock cancelled | 3,222,668 | |
Transfer Agreement [Member] | Common Stock | ||
Stock received for transfer agreement, shares | 23,600,000 | |
Stock cancelled | 23,600,000 |
4. Income Taxes (Details - Defe
4. Income Taxes (Details - Deferred taxes) - USD ($) | Jul. 31, 2019 | Jul. 31, 2018 |
Deferred tax assets: | ||
Loss carryforwards | $ 472,294 | $ 569,710 |
Deferred tax liabilities: | ||
Valuation allowance | (472,294) | (569,710) |
Net deferred tax assets | $ 0 | $ 0 |
4. Income Taxes (Details - Tax
4. Income Taxes (Details - Tax reconciliation) - USD ($) | 12 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Income tax expense (benefit) based on book income at the statutory rate | $ 93,906 | $ 536,238 |
IRS tax penalty abatement | (126,000) | 0 |
Permanent book to tax differences | 16,611 | (471,553) |
Valuation allowance | 15,483 | (64,685) |
Total income tax provision | $ 0 | $ 0 |
4. Income Taxes (Details Narrat
4. Income Taxes (Details Narrative) - USD ($) | 12 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Accrued tax penalties | $ 0 | $ 600,000 |
Tax penalty abated | 600,000 | $ 0 |
Operating loss carryforward | $ 2,249,000 | |
Operating loss carryforward expiration date | Dec. 31, 2039 |
5. Commitments and Contingenc_2
5. Commitments and Contingencies (Details Narrative) - USD ($) | 12 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
Segment Continuing Operations [Member] | ||
Rent expense | $ 0 | $ 0 |
Discontinued Operations [Member] | ||
Rent expense | $ 0 | $ 363,976 |
6. Related Party Transactions (
6. Related Party Transactions (Details Narrative) - USD ($) | 12 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
Proceeds from related party | $ 10,900 | $ 0 |
Loss on extinguishment of debt | (74,600) | 0 |
Discontinued Operations [Member] | ||
Advertising expense | 0 | 94,997 |
Discontinued Operations [Member] | Umajin Japan [Member] | ||
Fees paid to related party | 0 | 793,520 |
Accounts payable related party | 0 | |
Discontinued Operations [Member] | Cheval Attache Co, Ltd. [Member] | ||
Consulting services | 0 | 108,108 |
Discontinued Operations [Member] | Clara Ltd. [Member] | ||
Accounts payable related party | 0 | |
Discontinued Operations [Member] | G-Liberta [Member] | ||
Advertising expense | 0 | $ 2,800 |
Chief Executive Officer [Member] | ||
Accounts payable related party | 9,000 | |
Proceeds from related party | 26,849 | |
Repayment to related party | $ 15,949 | |
Stock issued for services, shares | 3,000,000 | |
Debt converted, amount converted | $ 15,400 | |
Loss on extinguishment of debt | $ (74,600) |
7. Discontinued Operations (Det
7. Discontinued Operations (Details - Balance Sheet) - USD ($) | Jul. 31, 2019 | Jul. 31, 2018 |
Total current assets of discontinued operations | $ 516 | $ 11,491 |
Total current liabilities of discontinued operations | 7,946 | 22,945 |
Discontinued Operations [Member] | ||
Cash of discontinued operations | 516 | 2,859 |
Accounts receivable, net | 0 | 8,632 |
Total current assets of discontinued operations | 516 | 11,491 |
Accounts payable and accrued expenses | 6,581 | 14,483 |
Deferred revenues | 0 | 8,462 |
Taxes payable | 1,365 | 0 |
Total current liabilities of discontinued operations | $ 7,946 | $ 22,945 |
7. Discontinued Operations (D_2
7. Discontinued Operations (Details - Results of Operations) - USD ($) | 12 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
OTHER (INCOME) EXPENSE OF DISCONTINUED OPERATIONS | ||
INCOME (LOSS) BEFORE INCOME TAXES OF DISCONTINUED OPERATIONS | $ 7,984 | $ 1,899,222 |
Provision for (benefit from) income taxes of discontinued operations [1] | 630 | 774,666 |
Net income (loss) from discontinued operations | 7,354 | 1,124,556 |
Discontinued Operations [Member] | ||
REVENUES OF DISCONTINUED OPERATIONS | 96,657 | 11,400,259 |
OPERATING EXPENSES OF DISCONTINUED OPERATIONS: | ||
Cost of sales | 79,938 | 2,714,727 |
Depreciation and amortization expense | 0 | 25,867 |
Advertising expense | 0 | 94,997 |
Rent Expense | 0 | 363,976 |
Salaries and wages expense | 0 | 2,938,904 |
Other general and administrative expenses | 8,736 | 2,672,042 |
Total operating expenses, disposal group | 88,674 | 8,810,513 |
OPERATING INCOME (LOSS) OF DISCONTINUED OPERATIONS | 7,983 | 2,589,746 |
OTHER (INCOME) EXPENSE OF DISCONTINUED OPERATIONS | ||
Other (income) expense | 0 | (714) |
(Gain) loss on foreign exchange | 0 | (18,040) |
Interest income | (1) | (5,854) |
Interest expense | 0 | 715,132 |
Total other (income) expense of disposal group | (1) | 690,524 |
INCOME (LOSS) BEFORE INCOME TAXES OF DISCONTINUED OPERATIONS | 7,984 | 1,899,222 |
Provision for (benefit from) income taxes of discontinued operations [1] | 630 | 774,666 |
Net income (loss) from discontinued operations | $ 7,354 | $ 1,124,556 |
7. Discontinued Operations (D_3
7. Discontinued Operations (Details - Income tax provision) - USD ($) | 12 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
Total income tax provision | $ 630 | $ 774,666 |
Discontinued Operations [Member] | ||
Income tax expense (benefit) based on book income at Japanese statutory rate | 630 | 748,934 |
Entertainment expense | 0 | 65,333 |
Additional taxes | 0 | 3,966 |
Tax rate difference between current tax and deferred tax assets | 0 | 3,539 |
Others | 0 | (47,106) |
Total income tax provision | $ 630 | $ 774,666 |
7. Discontinued Operations (D_4
7. Discontinued Operations (Details - Cash Flows) - USD ($) | 12 Months Ended | |
Jul. 31, 2019 | Jul. 31, 2018 | |
DISCONTINUED OPERATING ACTIVITIES | ||
Net income (loss) from discontinued operations | $ 7,354 | $ 1,124,556 |
Changes in operating assets and liabilities: | ||
Net cash provided by operating activities of discontinued operations | 871 | 1,367,735 |
INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS | ||
Net cash provided by (used in) investing activities of discontinued operations | 0 | 177,265 |
FINANCING ACTIVITIES OF DISCONTINUED OPERATIONS | ||
Net cash used in financing activities of discontinued operations | 0 | (1,201,994) |
Discontinued Operations [Member] | ||
DISCONTINUED OPERATING ACTIVITIES | ||
Net income (loss) from discontinued operations | 7,354 | 1,124,556 |
Depreciation and amortization | 0 | 25,867 |
Amortization of debt discount | 0 | 16,515 |
Provision for (benefit from) deferred taxes | 0 | 73,810 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 8,632 | (506,051) |
Accounts receivable - related party | 0 | 18,200 |
Prepaid expenses and other current assets | 0 | 18,175 |
Other assets | 0 | (11,475) |
Accounts payable and accrued liabilities | (7,988) | (139,631) |
Accounts payable and accrued liabilities to related party | 0 | 39,511 |
Deferred revenue | (8,462) | (110,029) |
Taxes payable | 1,365 | 818,287 |
Net cash provided by operating activities of discontinued operations | 871 | 1,367,735 |
INVESTING ACTIVITIES OF DISCONTINUED OPERATIONS | ||
Purchase of property and equipment | 0 | (4,259) |
Proceeds from collection of notes receivables | 0 | 511,570 |
Payments for notes receivable lending | 0 | (330,046) |
Net cash provided by (used in) investing activities of discontinued operations | 0 | 177,265 |
FINANCING ACTIVITIES OF DISCONTINUED OPERATIONS | ||
Proceeds from notes payable | 0 | 2,093,000 |
Payments on note payable | 0 | (3,130,400) |
Payments on notes payable - related parties | 0 | 0 |
Net cash used in financing activities of discontinued operations | $ 0 | $ (1,201,994) |
7. Discontinued Operations (D_5
7. Discontinued Operations (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended |
Dec. 16, 2019 | Jul. 31, 2018 | |
Sports Perfecta [Member] | Series A Preferred Stock [Member] | ||
Stock exchanged for sale of subsidiary, shares | 100,000 | |
Sports Perfecta [Member] | Common Stock | ||
Stock exchanged for sale of subsidiary, shares | 23,600,000 | |
Link Bit Consulting [Member] | ||
Proceeds from sale of subsidiary | $ 420,000 | |
Umaiin HK [Member] | Common Stock | ||
Discontinuation of operations | On December 16, 2019, the Company transferred 100% of the common stock of Umajin HK, a Hong Kong corporation and a subsidiary of the Company to a Japanese corporation in exchange for $1. | |
WRN [Member] | Common Stock | ||
Discontinuation of operations | On December 16, 2019, the Company transferred 100% of the common stock of WRN, a Japanese corporation and a subsidiary of the Company to a Japanese corporation in exchange for $1 and the forgiveness of a payable to WRN in the amount of $90,956. After these transfers, the Company had no subsidiaries. |