Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jan. 31, 2018 | Mar. 14, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | TIANCI INTERNATIONAL, INC. | |
Entity Central Index Key | 1,557,798 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --07-31 | |
Document Type | 10-Q | |
Document Period End Date | Jan. 31, 2018 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2,018 | |
Is Entity a Well-known Seasoned Issuer? | No | |
Is Entity a Voluntary Filer? | No | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 5,054,985 |
Balance Sheets (Unaudited)
Balance Sheets (Unaudited) - USD ($) | Jan. 31, 2018 | Jul. 31, 2017 |
Current Assets | ||
Cash and cash equivalents | $ 6,900 | $ 2,360 |
Prepaid expenses and other deposits | 5,000 | 0 |
Total Current Assets | 11,900 | 2,360 |
TOTAL ASSETS | 11,900 | 2,360 |
Current Liabilities | ||
Accounts payable | 8,139 | 11,498 |
Due to related parties | 56,698 | 0 |
Total Current Liabilities | 64,837 | 11,498 |
STOCKHOLDERS' DEFICIT | ||
Preferred stock, $0.0001 par value; 20,000,000 shares authorized, no shares issued and outstanding | 0 | 0 |
Common stock, $0.0001 par value, 100,000,000 shares authorized; 5,054,985 shares issued and outstanding, respectively | 505 | 505 |
Additional paid-in capital | 1,127,046 | 1,110,016 |
Accumulated deficit | (1,180,488) | (1,119,659) |
TOTAL STOCKHOLDERS' DEFICIT | (52,937) | (9,138) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 11,900 | $ 2,360 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Jan. 31, 2018 | Jul. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 5,054,985 | 5,054,985 |
Common stock, shares outstanding | 5,054,985 | 5,054,985 |
Statements of Operations and Co
Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2018 | Jan. 31, 2017 | Jan. 31, 2018 | Jan. 31, 2017 | |
Income Statement [Abstract] | ||||
REVENUES | $ 0 | $ 0 | $ 0 | $ 0 |
OPERATING EXPENSES | ||||
Office and miscellaneous | 2,500 | 138 | 5,940 | 648 |
Professional fees | 34,009 | 57,645 | 54,889 | 102,235 |
Total Operating Expenses | 36,509 | 57,783 | 60,829 | 102,883 |
LOSS FROM OPERATIONS | (36,509) | (57,783) | (60,829) | (102,883) |
LOSS BEFORE INCOME TAXES | (36,509) | (57,783) | (60,829) | (102,883) |
Provision for income taxes | 0 | 0 | 0 | 0 |
Loss from Continued Operations | (36,509) | (57,783) | (60,829) | (102,883) |
Discontinued operations | ||||
Loss from discontinued operations | 0 | 0 | 0 | (498) |
Gain on sale of investment | 0 | 0 | 0 | 200,528 |
Gain from Discontinued Operations, Net of Tax Benefits | 0 | 0 | 0 | 200,030 |
NET INCOME (LOSS) | (36,509) | (57,783) | (60,829) | 97,147 |
STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | ||||
Net Income (loss) | (36,509) | (57,783) | (60,829) | 97,147 |
Other Comprehensive loss: | ||||
Foreign currency translation adjustments | 0 | 0 | 0 | 2,601 |
TOTAL COMPREHENSIVE INCOME (LOSS) | $ (36,509) | $ (57,783) | $ (60,829) | $ 99,748 |
Basic and diluted loss per common share from continued operations | $ (0.01) | $ (0.07) | $ (0.01) | $ (0.13) |
Basic and diluted income (loss) per common share from discontinued operations | $ 0 | $ 0 | $ 0 | $ .25 |
Basic and Diluted Weighted Average Common Shares Outstanding | 5,054,985 | 880,098 | 5,054,985 | 799,282 |
Statements of Cash Flows (Unaud
Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jan. 31, 2018 | Jan. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income (loss) | $ (60,829) | $ 97,147 |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Gain on sale of investment | 0 | (200,528) |
Changes in operating assets and liabilities: | ||
Increase in prepaid expenses | (5,000) | 0 |
Decrease in accounts payable and accrued liabilities | (3,359) | (68,540) |
Net cash used in operating activities | (69,188) | (171,921) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Proceeds from sale of investment | 0 | 2,000 |
Net cash provided by investing activities | 0 | 2,000 |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Issuance of common stock for cash | 0 | 70,104 |
Proceeds from related parties | 73,728 | 118,640 |
Net cash provided by financing activities | 73,728 | 188,744 |
Effects on changes in foreign exchange rate | 0 | 498 |
Net increase in cash and cash equivalents | 4,540 | 19,321 |
Cash and cash equivalents - beginning of period | 2,360 | 0 |
Cash and cash equivalents - end of period | 6,900 | 19,321 |
Supplemental Cash Flow Disclosures | ||
Cash paid for interest | 0 | 0 |
Cash paid for income taxes | 0 | 0 |
Non-cash financing and investing activities | ||
Common shares issued in exchange for related party debt | 0 | 120,000 |
Related party debt forgiven | 17,030 | 118,640 |
Common stock subscription receivable | $ 0 | $ 27,560 |
1. Organization and Description
1. Organization and Description of Business | 6 Months Ended |
Jan. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | Tianci International, Inc. (“the Company”, “Tianci”) was incorporated under the laws of the State of Nevada, U.S. as Freedom Petroleum, Inc. on June 13, 2012. In May 2015, the Company changed its name to Steampunk Wizards Inc. and on November 9, 2016, the Company changed its name to Tianci International, Inc. The Company’s fiscal year end is July 31. On October 26, 2016, the Company entered into an Agreement and Plan of Merger with its wholly-owned subsidiary, Tianci International, Inc., a newly formed Nevada Corporation ("Merger Sub"), formed on November 09, 2016, with Merger Sub being the surviving entity. The transaction contemplated in the Merger Agreement (“Merger”) which became effective on November 9, 2016. 2017 Securities Sale and Change in Control On August 3, 2017, Tianci, ShiFang Wan (“SFW”), Chuah Su Mei, and the Chuah Su Chen executed a Stock Purchase Agreement (the “Stock Purchase Agreement”), pursuant to which SFW sold to Chuah Su Chen and Chuah Su Mei an aggregate of 4,397,837 shares of Common Stock, or approximately 87% of the issued and outstanding Common Stock, at a purchase price of $350,000. The acquisition consummated on August 15, 2017, and 2,000,000 shares of the Company’s common stock were purchased by Chuah Su Chen using her own personal funds. Upon consummation, the sole executive officer and director of Tianci resigned from all of her positions with Tianci, and Chuah Su Mei, Chuah Su Chen, and Yeow Yuen Kai were appointed to serve in as executive officers and directors of the Corporation. |
2. Summary of Significant Accou
2. Summary of Significant Accounting Practices | 6 Months Ended |
Jan. 31, 2018 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING PRACTICES | Basis of Presentation The interim financial information referred to above has been prepared and presented in conformity with accounting principles generally accepted in the United States applicable to interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. The interim financial information has been prepared on a basis consistent with prior interim periods and years and includes all disclosures that are necessary and required by applicable laws and regulations. This report on Form 10-Q should be read in conjunction with the Company’s financial statements and notes thereto included in the Company’s Form 10-K for the fiscal year ended July 31, 2017 filed on October 17, 2017. The unaudited condensed financial statements and notes are presented in accordance with accounting principles generally accepted in the United States of America (GAAP). These interim financial statements include all adjustments that, in the opinion of management, are necessary in order to make the financial statements not misleading. Results of the three and six months ended January 31, 2018 are not necessarily indicative of the results that may be expected for the year ended July 31, 2018 and any other future periods. Basis of Consolidation These financial statements include the accounts of the Company and its subsidiary. All material intercompany balances and transactions have been eliminated. Use of Estimates The preparation of financial statements in conformity 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 financial statements. The estimates and judgments will also affect the reported amounts for certain revenues and expenses during the reporting period. Actual results could differ from these good faith estimates and judgments. Going Concern Matters At January 31, 2018, the Company had $6,900 in cash held in trust. The Company had incurred a net loss from continued operations of $60,829 and used $69,188 in cash for continued operating activities for the six months ended January 31, 2018. The Company’s cash balance and revenues generated are not currently sufficient and cannot be projected to cover operating expenses for the next twelve months from the date of this report. These matters raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans include attempting to improve its business profitability, its ability to generate sufficient cash flow from its operations to meet its operating needs on a timely basis, obtain additional working capital funds through equity and debt financing arrangements, and restructure on-going operations to eliminate inefficiencies to raise cash balance in order to meet its anticipated cash requirements for the next twelve months from the date of this report. However, there can be no assurance that these plans and arrangements will be sufficient to fund the Company’s ongoing capital expenditures, working capital, and other requirements. Management intends to make every effort to identify and develop sources of funds. The outcome of these matters cannot be predicted at this time. There can be no assurance that any additional financings will be available to the Company on satisfactory terms and conditions, if at all. The ability of the Company to continue as a going concern is dependent upon its ability to raise additional capital and continue profitable operations. The accompanying unaudited condensed consolidated financial statements do not include any adjustments related to the recoverability or classification of asset-carrying amounts or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern. Cash and Cash Equivalents Cash and cash equivalents include cash in banks, money market funds, and certificates of term deposits with maturities of less than three months from inception, which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of loss in value. As of January 31, 2018 and July 31, 2017, the Company has $6,900 and $2,360 in cash and cash equivalents, respectively. Fair Value Measurements The Company follows ASC 820, "Fair Value Measurements and Disclosures", which defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The hierarchy prioritizes the inputs into three broad levels based on the reliability of the inputs as follows: · Level 1 – Inputs are quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Valuation of these instruments does not require a high degree of judgment as the valuations are based on quoted prices in active markets that are readily and regularly available. · Level 2 – Inputs other than quoted prices in active markets that are either directly or indirectly observable as of the measurement date, such as quoted prices for similar assets or liabilities; quoted prices 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 assets or liabilities. · Level 3 – Valuations based on inputs that are unobservable and not corroborated by market data. The fair value for such assets and liabilities is generally determined using pricing models, discounted cash flow methodologies, or similar techniques that incorporate the assumptions a market participant would use in pricing the asset or liability. The Company's financial instruments consist of cash, prepaid expense, accounts payable, and due to related parties. The carrying amounts of these financial instruments approximate fair value due to either length of maturity or interest rates that approximate prevailing rates unless otherwise disclosed in these financial statements. 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 carry forwards. 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. A valuation allowance is recognized if it is more likely than not that some portion, or all, of a deferred tax asset will not be realized. There were no significant deferred tax items as of January 31, 2018 and July 31, 2017. The Company applied the provisions of ASC 740-10-50, “Accounting For Uncertainty In Income Taxes”, which provides clarification related to the process associated with accounting for uncertain tax position recognized in our financial statements. Audit periods remain open for review until the statute of limitations has passed. The completion of review or the expiration of the statute of limitations for a given audit period could result in an adjustment to the Company’s liability for income taxes. Any such adjustment could be material to the Company’s results of operations for any given quarterly or annual period based, in part, upon the results of operations for the given period. At January 31, 2018 and July 31, 2017, management considered that the Company had no uncertain tax positions, and will continue to evaluate for uncertain positions in the future. Basic and Diluted Earnings (Loss) Per Share Basic income (loss) per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There are no such common stock equivalents outstanding as of January 31, 2018 and July 31, 2017. Reclassification Certain classifications have been made to the prior year financial statements to conform to the current year presentation. The reclassification had no impact on previously reported net income (loss) or accumulated deficit. Recent Accounting Pronouncements Management has considered all recent accounting pronouncements issued and their potential effect on our financial statements. The Company's management believes that these recent pronouncements will not have a material effect on the Company's condensed financial statements. |
3. Discontinued Operations
3. Discontinued Operations | 6 Months Ended |
Jan. 31, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | On October 13, 2016, the Company entered into a spin-off agreement (the “Spin-Off Agreement”) with Steampunk Wizards Ltd., the Company’s wholly owned subsidiary and a company incorporated pursuant to the laws of Malta (“Steampunk”), and Praefidi Holdings Limited (the “Buyer”), an entity organized under the laws of Malta and owned by Brendon Grunewald, former director of the Company. Pursuant to the Spin-Off Agreement, the Buyer shall receive all of the issued and outstanding capital stock of Steampunk and the Company shall receive $2,000 as purchase price. The Buyer shall become the sole equity owner of Steampunk and the Company shall have no further interest in Steampunk. During the six months ended January 31, 2017, the Company recorded a gain on the sale of $200,528. The Company has no continuing involvement in the operations of Steampunk. The sale of Steampunk qualified as a discontinued operation of the Company and accordingly, the Company has excluded results of Steampunk’ operations from its Statements of Operations and Comprehensive Income (Loss) to present this business in discontinued operations. The following table shows the results of operations of Steampunk for six months ended January 31, 2018 and 2017 which are included in the gain (loss) from discontinued operations: Six Months Ended January 31, 2018 2017 Office and miscellaneous $ – $ (498 ) Gain on sale of investment – 200,528 Total Income – 200,030 Gain from Discontinued Operations, Net of Tax Benefits $ – $ 200,030 |
4. Due to Related Parties
4. Due to Related Parties | 6 Months Ended |
Jan. 31, 2018 | |
Related Party Transactions [Abstract] | |
DUE TO RELATED PARTIES | During the six months ended January 31, 2018, a former officer of the Company advanced $17,030 for working capital purpose. This amount was forgiven and recorded to additional paid in capital, as part of the change of control (see Note 1). During the six months ended January 31, 2018, a shareholder of the Company advanced $56,698 for working capital purpose. As of January 31, 2018 and July 31, 2017, the Company owed $56,698 and $0, respectively, to a shareholder of the Company. This loan is non-interest bearing and due on demand. |
5. Equity
5. Equity | 6 Months Ended |
Jan. 31, 2018 | |
Equity [Abstract] | |
EQUITY | Preferred Stock The Company has 20,000,000 authorized preferred shares with a par value of $0.0001 per share. The Board of Directors are authorized to divide the authorized shares of Preferred Stock into one or more series, each of which shall be so designated as to distinguish the shares thereof from the shares of all other series and classes. There were no shares of preferred stock issued and outstanding as of January 31, 2018 and July 31, 2017. Common Stock The Company has 100,000,000 authorized common shares with a par value of $0.0001 per share. Reverse Stock Split transaction On March 15, 2017, the Company filed a Certificate of Correction with the Nevada Secretary of State, which was effective April 6, 2017 upon its receipt of the written notice from Financial Industry Regulatory Authority ("FINRA"). Pursuant to the Certificate of Correction, the Company effectuated a 1-for-40 reverse stock split of its issued and outstanding shares of common stock, $0.0001 par value, whereby 49,854,280 outstanding shares of the Company’s common stock were exchanged for 1,246,357 shares of the Company's common stock. Common share amounts and per share amounts in these financial statements have been retroactively adjusted to reflect this reverse split. There were 5,054,985 shares of common stock issued and outstanding as of January 31, 2018 and July 31, 2017, respectively. |
6. Subsequent Events
6. Subsequent Events | 6 Months Ended |
Jan. 31, 2018 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | The Company has evaluated subsequent events through the date which the financial statements were available to be issued. All subsequent events requiring recognition as of January 31, 2018 have been incorporated into these financial statements and there are no subsequent events that require disclosure in accordance with FASB ASC Topic 855, “Subsequent Events.” |
2. Summary of Significant Acc12
2. Summary of Significant Accounting Practices (Policies) | 6 Months Ended |
Jan. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The interim financial information referred to above has been prepared and presented in conformity with accounting principles generally accepted in the United States applicable to interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. The interim financial information has been prepared on a basis consistent with prior interim periods and years and includes all disclosures that are necessary and required by applicable laws and regulations. This report on Form 10-Q should be read in conjunction with the Company’s financial statements and notes thereto included in the Company’s Form 10-K for the fiscal year ended July 31, 2017 filed on October 17, 2017. The unaudited condensed financial statements and notes are presented in accordance with accounting principles generally accepted in the United States of America (GAAP). These interim financial statements include all adjustments that, in the opinion of management, are necessary in order to make the financial statements not misleading. Results of the three and six months ended January 31, 2018 are not necessarily indicative of the results that may be expected for the year ended July 31, 2018 and any other future periods. |
Basis of Consolidation | Basis of Consolidation These financial statements include the accounts of the Company and its subsidiary. All material intercompany balances and transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity 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 financial statements. The estimates and judgments will also affect the reported amounts for certain revenues and expenses during the reporting period. Actual results could differ from these good faith estimates and judgments |
Going Concern Matters | Going Concern Matters At January 31, 2018, the Company had $6,900 in cash held in trust. The Company had incurred a net loss from continued operations of $60,829 and used $69,188 in cash for continued operating activities for the six months ended January 31, 2018. The Company’s cash balance and revenues generated are not currently sufficient and cannot be projected to cover operating expenses for the next twelve months from the date of this report. These matters raise substantial doubt about the Company’s ability to continue as a going concern. Management’s plans include attempting to improve its business profitability, its ability to generate sufficient cash flow from its operations to meet its operating needs on a timely basis, obtain additional working capital funds through equity and debt financing arrangements, and restructure on-going operations to eliminate inefficiencies to raise cash balance in order to meet its anticipated cash requirements for the next twelve months from the date of this report. However, there can be no assurance that these plans and arrangements will be sufficient to fund the Company’s ongoing capital expenditures, working capital, and other requirements. Management intends to make every effort to identify and develop sources of funds. The outcome of these matters cannot be predicted at this time. There can be no assurance that any additional financings will be available to the Company on satisfactory terms and conditions, if at all. The ability of the Company to continue as a going concern is dependent upon its ability to raise additional capital and continue profitable operations. The accompanying unaudited condensed consolidated financial statements do not include any adjustments related to the recoverability or classification of asset-carrying amounts or the amounts and classification of liabilities that may result should the Company be unable to continue as a going concern. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include cash in banks, money market funds, and certificates of term deposits with maturities of less than three months from inception, which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of loss in value. As of January 31, 2018 and July 31, 2017, the Company has $6,900 and $2,360 in cash and cash equivalents, respectively. |
Fair Value of Financial Instruments | Fair Value Measurements The Company follows ASC 820, "Fair Value Measurements and Disclosures", which defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The hierarchy prioritizes the inputs into three broad levels based on the reliability of the inputs as follows: · Level 1 – Inputs are quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Valuation of these instruments does not require a high degree of judgment as the valuations are based on quoted prices in active markets that are readily and regularly available. · Level 2 – Inputs other than quoted prices in active markets that are either directly or indirectly observable as of the measurement date, such as quoted prices for similar assets or liabilities; quoted prices 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 assets or liabilities. · Level 3 – Valuations based on inputs that are unobservable and not corroborated by market data. The fair value for such assets and liabilities is generally determined using pricing models, discounted cash flow methodologies, or similar techniques that incorporate the assumptions a market participant would use in pricing the asset or liability. The Company's financial instruments consist of cash, prepaid expense, accounts payable, and due to related parties. The carrying amounts of these financial instruments approximate fair value due to either length of maturity or interest rates that approximate prevailing rates unless otherwise disclosed in these financial statements. |
Income Taxes | 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 carry forwards. 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. A valuation allowance is recognized if it is more likely than not that some portion, or all, of a deferred tax asset will not be realized. There were no significant deferred tax items as of January 31, 2018 and July 31, 2017. The Company applied the provisions of ASC 740-10-50, “Accounting For Uncertainty In Income Taxes”, which provides clarification related to the process associated with accounting for uncertain tax position recognized in our financial statements. Audit periods remain open for review until the statute of limitations has passed. The completion of review or the expiration of the statute of limitations for a given audit period could result in an adjustment to the Company’s liability for income taxes. Any such adjustment could be material to the Company’s results of operations for any given quarterly or annual period based, in part, upon the results of operations for the given period. At January 31, 2018 and July 31, 2017, management considered that the Company had no uncertain tax positions, and will continue to evaluate for uncertain positions in the future. |
Basic and Diluted Earnings (Loss) Per Share | Basic and Diluted Earnings (Loss) Per Share Basic income (loss) per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There are no such common stock equivalents outstanding as of January 31, 2018 and July 31, 2017. |
Reclassification | Reclassification Certain classifications have been made to the prior year financial statements to conform to the current year presentation. The reclassification had no impact on previously reported net income (loss) or accumulated deficit. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Management has considered all recent accounting pronouncements issued and their potential effect on our financial statements. The Company's management believes that these recent pronouncements will not have a material effect on the Company's condensed financial statements. |
3. Discontinued Operations (Tab
3. Discontinued Operations (Tables) | 6 Months Ended |
Jan. 31, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of gain (loss) and carrying amounts of major classes of assets and liabilities from discontinued operations | Six Months Ended January 31, 2018 2017 Office and miscellaneous $ – $ (498 ) Gain on sale of investment – 200,528 Total Income – 200,030 Gain from Discontinued Operations, Net of Tax Benefits $ – $ 200,030 |
1. Organization and Descripti14
1. Organization and Description of Business (Details Narrative) - USD ($) | Aug. 03, 2017 | Jan. 31, 2018 |
Securities Purchase Agreement [Member] | ||
Stock issued new, shares | 2,000,000 | |
Stock Purchase Agreement [Member] | ||
Stock issued for change of control, shares | 4,397,837 | |
Stock issued for change of control, value | $ 350,000 |
2. Summary of Significant Acc15
2. Summary of Significant Accounting Practices (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jan. 31, 2018 | Jan. 31, 2017 | Jan. 31, 2018 | Jan. 31, 2017 | Jul. 31, 2017 | Jul. 31, 2016 | |
Accounting Policies [Abstract] | ||||||
Net loss from continued operations | $ (36,509) | $ (57,783) | $ (60,829) | $ (102,883) | ||
Cash used for continuing operations | (69,188) | |||||
Cash and cash equivalents | 6,900 | $ 19,321 | $ 6,900 | $ 19,321 | $ 2,360 | $ 0 |
Antidilutive shares | 0 | 0 | ||||
Significant deferred tax items | 0 | $ 0 | 0 | |||
Uncertain tax positions | $ 0 | $ 0 | $ 0 |
3. Discontinued Operations (Det
3. Discontinued Operations (Details - result of operations) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2018 | Jan. 31, 2017 | Jan. 31, 2018 | Jan. 31, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | ||||
Office and miscellaneous | $ 0 | $ (498) | ||
Gain on sale of investment | $ 0 | $ 0 | 0 | 200,528 |
Total Income (Expense) | 0 | 200,030 | ||
Gain (Loss) from Discontinued Operations, Net of Tax Benefits | $ 0 | $ 0 | $ 0 | $ 200,030 |
3. Discontinued Operations (D17
3. Discontinued Operations (Details Narrative) - USD ($) | 2 Months Ended | 3 Months Ended | 6 Months Ended | ||
Oct. 13, 2016 | Jan. 31, 2018 | Jan. 31, 2017 | Jan. 31, 2018 | Jan. 31, 2017 | |
Long Lived Assets Held-for-sale [Line Items] | |||||
Gain on sale of subsidiary | $ 0 | $ 0 | $ 0 | $ 200,528 | |
Steampunk Wizards [Member] | |||||
Long Lived Assets Held-for-sale [Line Items] | |||||
Proceeds from issuance of capital stock | $ 2,000 | ||||
Gain on sale of subsidiary | $ 200,528 |
4. Due to Related Parties (Deta
4. Due to Related Parties (Details Narrative) - USD ($) | 6 Months Ended | ||
Jan. 31, 2018 | Jan. 31, 2017 | Jul. 31, 2017 | |
Proceeds from related party | $ 73,728 | $ 118,640 | |
Due to related parties | 56,698 | $ 0 | |
Former Officer [Member] | |||
Proceeds from related party | 17,030 | ||
Debt forgiven | 17,030 | ||
Shareholder [Member] | |||
Proceeds from related party | 56,698 | ||
Due to related parties | $ 56,698 | $ 0 |
5. Equity (Details Narrative)
5. Equity (Details Narrative) - $ / shares | Jan. 31, 2018 | Jul. 31, 2017 |
Equity [Abstract] | ||
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 5,054,985 | 5,054,985 |
Common stock, shares outstanding | 5,054,985 | 5,054,985 |