Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Feb. 28, 2018 | Apr. 23, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | INFINITY DISTRIBUTION INC. | |
Entity Central Index Key | 1,646,916 | |
Document Type | 10-Q | |
Document Period End Date | Feb. 28, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --05-31 | |
Entity a Well-known Seasoned Issuer | No | |
Entity a Voluntary Filer | No | |
Entity's Reporting Status Current | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 10,995,000 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,018 |
BALANCE SHEETS (unaudited)
BALANCE SHEETS (unaudited) - USD ($) | Feb. 28, 2018 | May 31, 2017 |
Current assets: | ||
Cash | $ 368 | $ 2,430 |
Prepaid expenses | 10,000 | 30,000 |
Inventory | 6,052 | 6,052 |
Total current assets | 16,420 | 38,482 |
Fixed assets, net | 1,676 | 1,972 |
Total assets | 18,096 | 40,454 |
Current liabilities: | ||
Accounts payable | 13,088 | 415 |
Accounts payable - related party | 7,645 | |
Accrued executive compensation | 474,455 | 279,955 |
Accrued interest payable - related party | 13,010 | 9,588 |
Notes payable | 1,000 | |
Notes payable - related party | 46,950 | 46,600 |
Convertible debt - related party, net of discount | 91,500 | 91,500 |
Total current liabilities | 639,003 | 436,703 |
Total liabilities | 639,003 | 436,703 |
Stockholders' deficit: | ||
Common stock, $0.001 par value, 100,000,000 shares authorized, 10,995,000 and 10,540,000 shares issued and 10,985,000 and 10,530,000 outstanding as of February 28, 2018 and May 31, 2017, respectively | 10,995 | 10,540 |
Additional paid in capital | 125,955 | 80,910 |
Treasury stock | (1,000) | (1,000) |
Accumulated deficit | (756,857) | (486,699) |
Total stockholders' equity | (620,907) | (396,249) |
Total liabilities and stockholders' equity | $ 18,096 | $ 40,454 |
BALANCE SHEETS (unaudited) (Par
BALANCE SHEETS (unaudited) (Parenthetical) - $ / shares | Feb. 28, 2018 | May 31, 2017 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized | 100,000,000 | 100,000,000 |
Common stock, issued | 10,995,000 | 10,540,000 |
Common stock, outstanding | 10,985,000 | 10,530,000 |
STATEMENT OF OPERATIONS (unaudi
STATEMENT OF OPERATIONS (unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Feb. 28, 2018 | Feb. 28, 2017 | Feb. 28, 2018 | Feb. 28, 2017 | |
Income Statement [Abstract] | ||||
Revenue | ||||
Operating expenses: | ||||
Depreciation | 99 | 97 | 296 | 295 |
Executive compensation | 69,000 | 40,500 | 197,500 | 113,250 |
General and administrative | 1,913 | 3,312 | 12,233 | 11,752 |
Professional fees | 11,030 | 11,523 | 56,707 | 15,158 |
Total operating expenses | 82,042 | 55,432 | 266,736 | 140,455 |
Other expense: | ||||
Interest expense - related party | (1,128) | (1,128) | (3,422) | (3,422) |
Total other expense | (1,128) | (1,128) | (3,422) | (3,422) |
Net loss | $ (83,170) | $ (56,560) | $ (270,158) | $ (143,877) |
Weighted average number of common shares outstanding - basic (in shares) | 10,962,111 | 10,540,000 | 10,825,879 | 10,540,000 |
Net loss per share - basic (in dollars per share) | $ (0.01) | $ (0.01) | $ (0.02) | $ (0.01) |
STATEMENT OF CASH FLOWS (unaudi
STATEMENT OF CASH FLOWS (unaudited) - USD ($) | 9 Months Ended | |
Feb. 28, 2018 | Feb. 28, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (270,158) | $ (143,877) |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Depreciation | 296 | 295 |
Changes in operating assets and liabilities: | ||
(Increase) decrease in prepaid expenses | 20,000 | |
Increase (decrease) in accounts payable | 12,673 | (4,160) |
(Decrease) in accounts payable - related party | (7,645) | 136 |
Increase in accrued executive compensation | 194,500 | 112,550 |
Increase in accrued interest payable - related party | 3,422 | 3,422 |
Net cash used in operating activities | (46,912) | (31,634) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase of inventory | (6,051) | |
Net cash used in investing activities | (6,051) | |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from notes payable | 2,000 | |
Repayments for notes payable | (1,000) | |
Proceeds from notes payable - related party | 2,000 | 37,350 |
Repayments for notes payable - related party | (1,650) | (5,000) |
Proceeds from the sale of common stock | 45,500 | |
Payments for purchase of treasury stock | (1,000) | |
Net cash provided by financing activities | 44,850 | 33,350 |
NET CHANGE IN CASH | (2,062) | (4,335) |
CASH AT BEGINNING OF PERIOD | 2,430 | 4,710 |
CASH AT END OF PERIOD | 368 | 375 |
SUPPLEMENTAL INFORMATION: | ||
Interest paid | ||
Income taxes paid | ||
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Stock issued for services |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Feb. 28, 2018 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The interim financial statements included herein, presented in accordance with United States generally accepted accounting principles and stated in US dollars, have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management, are necessary for fair presentation of the information contained therein. It is suggested that these interim financial statements be read in conjunction with the financial statements of the Company for the year ended May 31, 2017 and notes thereto included in the Company’s annual report. The Company follows the same accounting policies in the preparation of interim reports. Results of operations for the interim period are not indicative of annual results. Organization The Company was incorporated on May 8, 2015 (Date of Inception) under the laws of the State of Nevada, as Infinity Distribution, Inc. Nature of operations The Company is planning to import and export furniture and home goods. Year end The Company’s year end is May 31. Cash and cash equivalents For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. The carrying value of these investments approximates fair value. Fixed assets The Company records all property and equipment at cost less accumulated depreciation. Improvements are capitalized while repairs and maintenance costs are expensed as incurred. Depreciation is calculated using the straight-line method over the estimated useful life of the assets or the lease term, whichever is shorter. Leasehold improvements include the cost of the Company’s internal development and construction department. Depreciation periods are as follows: Furniture and equipment 7 years Revenue recognition We recognize revenue when all of the following conditions are satisfied: (1) there is persuasive evidence of an arrangement; (2) the product or service has been provided to the customer; (3) the amount of fees to be paid by the customer is fixed or determinable; and (4) the collection of our fees is probable. The Company will record revenue when it is realizable and earned and the services have been rendered to the customers. Advertising costs Advertising costs are anticipated to be expensed as incurred; however there were no advertising costs included in general and administrative expenses for the nine months ended February 28, 2018. Fair value of financial instruments Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of February 28, 2018. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values. These financial instruments include cash, prepaid expenses and accounts payable. Fair values were assumed to approximate carrying values for cash and payables because they are short term in nature and their carrying amounts approximate fair values or they are payable on demand. Level 1: Level 2: Financial Accounting Standards Board (“FASB”) acknowledged that active markets for identical assets and liabilities are relatively uncommon and, even when they do exist, they may be too thin to provide reliable information. To deal with this shortage of direct data, the board provided a second level of inputs that can be applied in three situations. Level 3: If inputs from levels 1 and 2 are not available, FASB acknowledges that fair value measures of many assets and liabilities are less precise. The board describes Level 3 inputs as “unobservable,” and limits their use by saying they “shall be used to measure fair value to the extent that observable inputs are not available.” This category allows “for situations in which there is little, if any, market activity for the asset or liability at the measurement date”. Earlier in the standard, FASB explains that “observable inputs” are gathered from sources other than the reporting company and that they are expected to reflect assumptions made by market participants. Stock-based compensation The Company records stock based compensation in accordance with the guidance in FASB Accounting Standards Codification (“ASC”) Topic 505 and 718 which requires the Company to recognize expenses related to the fair value of its employee stock option awards. This eliminates accounting for share-based compensation transactions using the intrinsic value and requires instead that such transactions be accounted for using a fair-value-based method. The Company recognizes the cost of all share-based awards on a graded vesting basis over the vesting period of the award. The Company accounts for equity instruments issued in exchange for the receipt of goods or services from other than employees in accordance with ASC 718-10 and the conclusions reached by the ASC 505-50. Costs are measured at the estimated fair market value of the consideration received or the estimated fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration other than employee services is determined on the earliest of a performance commitment or completion of performance by the provider of goods or services as defined by ASC 505-50. Earnings per share The Company follows ASC Topic 260 to account for the earnings per share. Basic earning per common share (“EPS”) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earning per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding. During periods when common stock equivalents, if any, are anti-dilutive they are not considered in the computation. Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ significantly from those estimates. Recent pronouncements The Company has evaluated the recent accounting pronouncements through January 2018 and believes that none of them will have a material effect on the company’s financial statements. |
GOING CONCERN
GOING CONCERN | 9 Months Ended |
Feb. 28, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | NOTE 2 – GOING CONCERN The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the recoverability of assets and the satisfaction of liabilities in the normal course of business. The Company has not yet generated revenues from operations. Since its inception, the Company has been engaged substantially in financing activities and developing its business plan and incurring start up costs and expenses. As a result, the Company incurred net losses for the nine months ended February 28, 2018 of ($270,158). In addition, the Company’s development activities since inception have been financially sustained through debt and equity financing. The ability of the Company to continue as a going concern is dependent upon its ability to raise additional capital from the sale of common stock and, ultimately, the achievement of significant operating revenues. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty. |
PREPAID EXPENSES
PREPAID EXPENSES | 9 Months Ended |
Feb. 28, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
PREPAID EXPENSES | NOTE 2 – PREPAID EXPENSES As of February 28, 2018, the Company had prepaid expenses totaling $10,000. The prepaid professional fees will be expensed based on estimated percentage of completion for the services. During the nine months ended February 28, 2018 the Company recorded amortization of $20,000. |
FIXED ASSETS
FIXED ASSETS | 9 Months Ended |
Feb. 28, 2018 | |
Property, Plant and Equipment [Abstract] | |
FIXED ASSETS | NOTE 3 – FIXED ASSETS The following is a summary of fixed assets: February 28, 2018 Furniture and equipment $ 2,761 Fixed assets, total 2,761 Less: accumulated depreciation (1,085 ) Fixed assets, net $ 1,676 Depreciation expense for the nine months ended February 28, 2018 was $296. |
NOTES PAYABLE
NOTES PAYABLE | 9 Months Ended |
Feb. 28, 2018 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | NOTE 4 – NOTES PAYABLE During the nine months ended February 28, 2018, the Company repaid $1,000 of the loan. The loan was due upon demand and bears 0% interest. As of February 28, 2018, the balance is $0. |
NOTES PAYABLE - RELATED PARTY
NOTES PAYABLE - RELATED PARTY | 9 Months Ended |
Feb. 28, 2018 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE - RELATED PARTY | NOTE 5 – NOTES PAYABLE – RELATED PARTY During the nine months ended February 28, 2018, the Company repaid a total of $1,000 of the loan to an officer, director and shareholder of the Company. The loan is due upon demand and bears 0% interest. As of February 28, 2018, the balance owed was $44,950. During the nine months ended February 28, 2018, the Company received additional loan of $2,000 and repaid a total of $650 of the loan to an officer, director and shareholder of the Company. The loan is due upon demand and bears 0% interest. As of February 28, 2018, the balance owed was $2,000. |
CONVERTIBLE DEBT - RELATED PART
CONVERTIBLE DEBT - RELATED PARTY | 9 Months Ended |
Feb. 28, 2018 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE DEBT - RELATED PARTY | NOTE 6 – CONVERTIBLE DEBT – RELATED PARTY On April 24, 2015, the Company executed a convertible promissory note with an officer and director for $35,000. The unsecured note bears interest at 5% per annum with principal and interest due on the earlier of March 19, 2016 or the next equity financing. The debt is convertible at a discount of 30% of the price per share of the securities sold in the next equity financing. The debt discount was valued at $10,500 and was recorded to additional paid in capital and will be amortized over the life of the loan. As of the date of this filing, the loans are in default. On May 8, 2015, the Company executed a convertible promissory note with an officer and director for $35,000. The unsecured note bears interest at 5% per annum with principal and interest due on the earlier of March 19, 2016 or the next equity financing. The debt is convertible at a discount of 30% of the price per share of the securities sold in the next equity financing. The debt discount was valued at $10,500 and was recorded to additional paid in capital and will be amortized over the life of the loan. As of the date of this filing, the loans are in default. On May 11, 2015, the Company executed a convertible promissory note with an officer and director for $21,500. The unsecured note bears interest at 5% per annum with principal and interest due on the earlier of March 19, 2016 or the next equity financing. The debt is convertible at a discount of 30% of the price per share of the securities sold in the next equity financing. The debt discount was valued at $6,450 and was recorded to additional paid in capital and will be amortized over the life of the loan. As of the date of this filing, the loans are in default. Interest expense for the nine months ended February 28, 2018 is $3,422. Amortization of the beneficial conversion feature for the nine months ended February 28, 2018 is $0. |
STOCKHOLDERS' EQUITY (DEFICIT)
STOCKHOLDERS' EQUITY (DEFICIT) | 9 Months Ended |
Feb. 28, 2018 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' EQUITY (DEFICIT) | NOTE 7 – STOCKHOLDERS’ EQUITY (DEFICIT) The Company is authorized to issue 100,000,000 shares of its $0.001 par value common stock. During the nine months ended February 28, 2018, the Company sold 455,000 shares of common stock for a total of $45,500. As of February 28, 2018, the Company had 10,995,000 shares of common stock issued and 10,985,000 shares outstanding. |
WARRANTS AND OPTIONS
WARRANTS AND OPTIONS | 9 Months Ended |
Feb. 28, 2018 | |
Stockholders' Equity Note [Abstract] | |
WARRANTS AND OPTIONS | NOTE 8 – WARRANTS AND OPTIONS As of February 28, 2018, there were no warrants or options outstanding to acquire any additional shares of common stock. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Feb. 28, 2018 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 9 – RELATED PARTY TRANSACTIONS As of February 28, 2018, the Company had loans totaling $44,950, convertible debt of $91,500 and accrued interest totaling $13,010 due to an individual who is an officer, director and shareholder. As of the date of this filing, the convertible debt is in default. During the nine months ended February 28, 2018, the Company had executive compensation for two officers totaling $197,500. As of February 28, 2018, the accrued executive compensation balance was $474,455. |
SUMMARY OF SIGNIFICANT ACCOUN16
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Feb. 28, 2018 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The interim financial statements included herein, presented in accordance with United States generally accepted accounting principles and stated in US dollars, have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management, are necessary for fair presentation of the information contained therein. It is suggested that these interim financial statements be read in conjunction with the financial statements of the Company for the year ended May 31, 2017 and notes thereto included in the Company’s annual report. The Company follows the same accounting policies in the preparation of interim reports. Results of operations for the interim period are not indicative of annual results. |
Organization | Organization The Company was incorporated on May 8, 2015 (Date of Inception) under the laws of the State of Nevada, as Infinity Distribution, Inc. |
Nature of operations | Nature of operations The Company is planning to import and export furniture and home goods. |
Year end | Year end The Company’s year end is May 31. |
Cash and cash equivalents | Cash and cash equivalents For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. The carrying value of these investments approximates fair value. |
Fixed assets | Fixed assets The Company records all property and equipment at cost less accumulated depreciation. Improvements are capitalized while repairs and maintenance costs are expensed as incurred. Depreciation is calculated using the straight-line method over the estimated useful life of the assets or the lease term, whichever is shorter. Leasehold improvements include the cost of the Company’s internal development and construction department. Depreciation periods are as follows: Furniture and equipment 7 years |
Revenue recognition | Revenue recognition We recognize revenue when all of the following conditions are satisfied: (1) there is persuasive evidence of an arrangement; (2) the product or service has been provided to the customer; (3) the amount of fees to be paid by the customer is fixed or determinable; and (4) the collection of our fees is probable. The Company will record revenue when it is realizable and earned and the services have been rendered to the customers. |
Advertising costs | Advertising costs Advertising costs are anticipated to be expensed as incurred; however there were no advertising costs included in general and administrative expenses for the nine months ended February 28, 2018. |
Fair value of financial instruments | Fair value of financial instruments Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of February 28, 2018. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values. These financial instruments include cash, prepaid expenses and accounts payable. Fair values were assumed to approximate carrying values for cash and payables because they are short term in nature and their carrying amounts approximate fair values or they are payable on demand. Level 1: Level 2: Financial Accounting Standards Board (“FASB”) acknowledged that active markets for identical assets and liabilities are relatively uncommon and, even when they do exist, they may be too thin to provide reliable information. To deal with this shortage of direct data, the board provided a second level of inputs that can be applied in three situations. Level 3: If inputs from levels 1 and 2 are not available, FASB acknowledges that fair value measures of many assets and liabilities are less precise. The board describes Level 3 inputs as “unobservable,” and limits their use by saying they “shall be used to measure fair value to the extent that observable inputs are not available.” This category allows “for situations in which there is little, if any, market activity for the asset or liability at the measurement date”. Earlier in the standard, FASB explains that “observable inputs” are gathered from sources other than the reporting company and that they are expected to reflect assumptions made by market participants. |
Stock-based compensation | Stock-based compensation The Company records stock based compensation in accordance with the guidance in FASB Accounting Standards Codification (“ASC”) Topic 505 and 718 which requires the Company to recognize expenses related to the fair value of its employee stock option awards. This eliminates accounting for share-based compensation transactions using the intrinsic value and requires instead that such transactions be accounted for using a fair-value-based method. The Company recognizes the cost of all share-based awards on a graded vesting basis over the vesting period of the award. The Company accounts for equity instruments issued in exchange for the receipt of goods or services from other than employees in accordance with ASC 718-10 and the conclusions reached by the ASC 505-50. Costs are measured at the estimated fair market value of the consideration received or the estimated fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration other than employee services is determined on the earliest of a performance commitment or completion of performance by the provider of goods or services as defined by ASC 505-50. |
Earnings per share | Earnings per share The Company follows ASC Topic 260 to account for the earnings per share. Basic earning per common share (“EPS”) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earning per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding. During periods when common stock equivalents, if any, are anti-dilutive they are not considered in the computation. |
Use of estimates | Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ significantly from those estimates. |
Recent pronouncements | Recent pronouncements The Company has evaluated the recent accounting pronouncements through January 2018 and believes that none of them will have a material effect on the company’s financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN17
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Feb. 28, 2018 | |
Accounting Policies [Abstract] | |
Schedule of depreciation periods | Depreciation periods are as follows: Furniture and equipment 7 years |
FIXED ASSETS (Tables)
FIXED ASSETS (Tables) | 9 Months Ended |
Feb. 28, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of fixed assets | The following is a summary of fixed assets: February 28, 2018 Furniture and equipment $ 2,761 Fixed assets, total 2,761 Less: accumulated depreciation (1,085 ) Fixed assets, net $ 1,676 |
SUMMARY OF SIGNIFICANT ACCOUN19
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 9 Months Ended |
Feb. 28, 2018 | |
Furniture And Equipment [Member] | |
Depreciation periods | 7 years |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Feb. 28, 2018 | Feb. 28, 2017 | Feb. 28, 2018 | Feb. 28, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Net loss | $ (83,170) | $ (56,560) | $ (270,158) | $ (143,877) |
PREPAID EXPENSES (Details Narra
PREPAID EXPENSES (Details Narrative) - USD ($) | 9 Months Ended | ||
Feb. 28, 2018 | Feb. 28, 2017 | May 31, 2017 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Prepaid expenses | $ 10,000 | $ 30,000 | |
Increase in prepaid expense | $ 20,000 |
FIXED ASSETS (Details)
FIXED ASSETS (Details) - USD ($) | Feb. 28, 2018 | May 31, 2017 |
Fixed assets, total | $ 2,761 | |
Less: accumulated depreciation | (1,085) | |
Fixed assets, net | 1,676 | $ 1,972 |
Furniture And Equipment [Member] | ||
Fixed assets, total | $ 2,761 |
FIXED ASSETS (Details Narrative
FIXED ASSETS (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Feb. 28, 2018 | Feb. 28, 2017 | Feb. 28, 2018 | Feb. 28, 2017 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 99 | $ 97 | $ 296 | $ 295 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | 9 Months Ended | ||
Feb. 28, 2018 | Feb. 28, 2017 | May 31, 2017 | |
Short-term Debt [Line Items] | |||
Repayments of notes payable | $ 1,000 | ||
Notes payable | $ 1,000 | ||
0% Notes Payable [Member] | |||
Short-term Debt [Line Items] | |||
Repayments of notes payable | 1,000 | ||
Notes payable | $ 0 |
NOTES PAYABLE - RELATED PARTY (
NOTES PAYABLE - RELATED PARTY (Details Narrative) - USD ($) | 9 Months Ended | ||
Feb. 28, 2018 | Feb. 28, 2017 | May 31, 2017 | |
Balance outstanding notes payable - related party | $ 46,950 | $ 46,600 | |
Proceeds from notes payable | 2,000 | $ 37,350 | |
Officer, Director & Shareholder [Member] | 0% Notes Payable [Member] | |||
Repayments from notes payable | 1,000 | ||
Balance outstanding notes payable - related party | $ 44,950 | ||
Description of notes maturity | The loan is due upon demand and bears 0% interest. | ||
Officer, Director & Shareholder [Member] | 0% Notes Payable [Member] | |||
Repayments from notes payable | $ 650 | ||
Balance outstanding notes payable - related party | $ 2,000 | ||
Description of notes maturity | The loan is due upon demand and bears 0% interest. | ||
Proceeds from notes payable | $ 2,000 |
CONVERTIBLE DEBT - RELATED PA26
CONVERTIBLE DEBT - RELATED PARTY (Details Narrative) - USD ($) | May 11, 2015 | May 08, 2015 | Apr. 24, 2015 | Feb. 28, 2018 |
Interest expense | $ 3,422 | |||
Amortization of the beneficial conversion feature | $ 0 | |||
Officer & Director [Member] | 5% Convertible Promissory Note [Member] | ||||
Debt face amount | $ 35,000 | |||
Description of maturity date | Due on the earlier of March 19, 2016 or the next equity financing. | |||
Description of debt discount conversion basis | The debt is convertible at a discount of 30% of the price per share of the securities sold in the next equity financing. | |||
Debt discount | $ 10,500 | |||
Description of debt default | As of the date of this filing, the loans are in default. | |||
Officer & Director [Member] | 5% Convertible Promissory Note [Member] | ||||
Debt face amount | $ 35,000 | |||
Description of maturity date | Due on the earlier of March 19, 2016 or the next equity financing. | |||
Description of debt discount conversion basis | The debt is convertible at a discount of 30% of the price per share of the securities sold in the next equity financing. | |||
Debt discount | $ 10,500 | |||
Description of debt default | As of the date of this filing, the loans are in default. | |||
Officer & Director [Member] | 5% Convertible Promissory Note [Member] | ||||
Debt face amount | $ 21,500 | |||
Description of maturity date | Due on the earlier of March 19, 2016 or the next equity financing. | |||
Description of debt discount conversion basis | The debt is convertible at a discount of 30% of the price per share of the securities sold in the next equity financing. | |||
Debt discount | $ 6,450 | |||
Description of debt default | As of the date of this filing, the loans are in default. |
STOCKHOLDERS' EQUITY (DEFICIT)
STOCKHOLDERS' EQUITY (DEFICIT) (Details Narrative) - USD ($) | 9 Months Ended | |
Feb. 28, 2018 | May 31, 2017 | |
Common stock, authorized | 100,000,000 | 100,000,000 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, issued | 10,995,000 | 10,540,000 |
Common stock, outstanding | 10,985,000 | 10,530,000 |
Common Shares [Member] | ||
Number of shares issued | 455,000 | |
Value of shares issued | $ 45,500 |
RELATED TRANSACTIONS (Details N
RELATED TRANSACTIONS (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Feb. 28, 2018 | Feb. 28, 2017 | Feb. 28, 2018 | Feb. 28, 2017 | May 31, 2017 | |
Notes payable - related party | $ 46,950 | $ 46,950 | $ 46,600 | ||
Convertible debt - related party, net of discount | 91,500 | 91,500 | 91,500 | ||
Accrued executive compensation | 474,455 | 474,455 | $ 279,955 | ||
Executive compensation | 69,000 | $ 40,500 | 197,500 | $ 113,250 | |
Officer Director And Shareholder [Member] | |||||
Notes payable - related party | 44,950 | 44,950 | |||
Officer & Director [Member] | 5% Convertible Promissory Note [Member] | |||||
Convertible debt - related party, net of discount | 91,500 | 91,500 | |||
Accrued interest | 13,010 | 13,010 | |||
Two Officers [Member] | |||||
Accrued executive compensation | $ 474,455 | 474,455 | |||
Executive compensation | $ 197,500 |