REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To
the Board of Directors and
Stockholders
of Borrowmoney.com, Inc.
Opinion
on the Financial Statements
We
have audited the accompanying balance sheet of Borrowmoney.com, Inc (the Company) as of August 31,2021 and 2020, and the related statements
of operations, stockholders’ deficit, and cash flows for the years then ended, and the related notes and schedules (collectively
referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial
position of the Company as of August 31, 2021 and 2020, and the results of its operations and its cash flow for the years ended August
31, 2021 and 2020, in conformity with accounting principles generally accepted in the United States of America.
Basis
for Opinion
These
financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s
financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board
(United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities
laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We
conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As
part of our audit, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose
of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we
express no such opinion.
Our
audit included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether
due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis,
evidence regarding the amounts and disclosures in the consolidated financial statements. Our audit also included evaluating the
accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the
consolidated financial statements. We believe that our audit provides a reasonable basis for our opinion.
Critical
Audit Matters
The
critical audit matters communicated below are matters arising from the current period audit of the financial statements that were
communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material
to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of
critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by
communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or
disclosures to which they relate.
Related
Party Transactions
We
identified related party transactions as a critical audit matter due to the fact these types of transactions account for the majority
of the balance sheet. The principal considerations for our determination of this critical audit matter relates to the high degree of
risk that related parties go unidentified, unrecorded, and disclosed. These types of transactions can have significant impact on debt,
receivables, equity, expenses, and disclosures of the company.
The
primary procedures we performed to address this critical audit matter included the following:
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Inquired
of management as to the identification of related parties and related party transactions.
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Reviewed
the entire general ledger for potential unrecorded or unidentified related party transactions in consideration of our knowledge of
related parties.
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Obtained
agreements between the Company and related parties and reviewed for proper accounting and disclosures.
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Obtained
confirmations of balances and transactions as of and for the year ended.
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Equity
Transactions
We
identified equity transactions as a critical audit matter due to the fact the Company had a stock split and change in par value. The
principal considerations for our determination of this critical audit matter relates to the high degree of risk that the equity transactions
will not reflect the changes resulting from the stock split and change in par value. These types of transactions can have significant
impact on classification of equity accounts, expenses, and disclosures of the company.
The
primary procedures we performed to address this critical audit matter included the following:
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Reviewed
the entire general ledger for transactions that could potentially have an impact on equity.
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Obtained
and reviewed equity agreements.
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Inquired
of management as to the existence and completeness of equity transactions.
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Obtained
a stock transfer report as of year-end and agreed with activity reported in the books of the
Company.
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Obtained
an equity rollforward; recalculated common stock, additional paid in capital, and retained earnings.
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Substantial
Doubt about the Company’s Ability to Continue as a Going Concern
The
accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note
2, the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its
ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 2. Our opinion
is not modified with respect to that matter.
We
have served as the Company’s auditor since 2021.
Tampa,
Florida
December
6, 2021
Notes
to the Financial Statements
For
the Years Ended August 31, 2021, and 2020
NOTE
1 – ORGANIZATION AND NATURE OF BUSINESS
BorrowMoney.com,
Inc. (the “Company”), a Florida corporation formed in 2010, provides an internet-based platform that can match mortgage and
loan providers with prospective borrowers. The Company offers to borrowers “screened lenders” and ensures the lenders trustworthiness
and legitimacy. The Company provides institutional lenders with innovative digital solutions by offering fintech technologically advanced
gathered leads through an exclusive proprietary platform.
NOTE
2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis
of Presentation - The accompanying financial statements have been prepared in accordance with United States generally accepted
accounting principles (“U.S. GAAP”).
Going
Concern - The Company adopted Accounting Standards Update No. 2014-15, “Presentation of Financial Statements—Going
Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”).
The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates, among
other things, the realization of assets and satisfaction of liabilities in the normal course of business. The Company has earned $3,000
in revenue for the year ended August 31, 2021 and $2,148 for the year ended August 31, 2020.
The
Company is commencing operations to generate sufficient revenue; however, the Company’s cash position may not be sufficient to
support the Company’s daily operations. Management intends to raise additional funds by way of a private or public offering. While
the Company believes in the viability of its strategy to commence operations and generate sufficient revenue and in its ability to raise
additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon
the Company’s ability to further implement its business plan and generate sufficient revenue and its ability to raise additional
funds by way of private offerings. The financial statements do not include any adjustments related to the recoverability and classification
of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue
as a going concern.
Accounting
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 certain reported amounts and disclosures. These
estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent liabilities, and the reported
amounts of revenues and expenses. Accordingly, actual results could differ from those estimates.
Risks
and Uncertainties - The Company intends to operate in a highly competitive industry that is subject to intense competition, government
regulation and rapid technological change. The Company’s operations are subject to significant risk and uncertainties including
financial, operational, technological, regulatory and other risks associated with an emerging business, including the potential risk
of business failure.
Cash
and Cash Equivalents - For financial statement presentation purposes, the Company considers those short-term, highly liquid investments
with original maturities of three months or less to be cash or cash equivalents. There were no cash equivalents on August 31, 2021 and
2020.
Concentrations
of Credit Risk - Accounts which potentially subject the Company to concentrations of credit risk consist of cash, cash and cash
equivalents. The Company considers all highly liquid instruments with an original purchased maturity of three months or less to be cash
equivalents. The Company maintains its cash and equivalents at insured financial institutions. The balances of which, at times may exceed
the FDIC insured limits. Management believes the risk of loss is minimal.
Fair
Value of Financial Instruments - The Company’s financial instruments consist of cash and notes payable. Management estimates
that the fair value of the notes payable does not differ materially from the aggregate carrying value of these financial instruments
recorded (at cost) in the accompanying balance sheets. We have financial assets and liabilities, not required to be measured at fair
value on a recurring basis, which primarily consist of cash, payables, and debt. The carrying value of cash and payables, approximate
their fair values due to their short-term nature. Considerable judgment is required in interpreting market data to develop the estimates
of fair value and, accordingly, the estimates are not necessarily indicative of the amounts that the Company could realize in a current
market exchange.
Fair
Value Measurements - The Company measures fair value under a framework that utilizes a fair value hierarchy that prioritizes
the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in
active markets for identical assets or liabilities (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements).
The
three levels of inputs which prioritize the inputs used in measuring fair value are:
Level
1: Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Company
has the ability to access.
Level
2: Inputs to the valuation methodology include:
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Quoted
prices for similar assets or liabilities in active markets;
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Quoted
prices for identical or similar assets or liabilities in inactive markets;
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Inputs
other than quoted prices that are observable for the asset or liability; and
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Inputs
that are derived principally from or corroborated by observable market data by correlation or other means.
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If
the asset or liability has a specified (contractual) term, the level 2 input must be observable for substantially the full term of the
asset or liability.
Level
3: Inputs to the valuation methodology are unobservable and significant to the fair value measurement.
The
assets or liabilities fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is
significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use
of unobservable inputs.
When
the Company changes its valuation inputs for measuring financial assets and liabilities at fair value, either due to changes in current
market conditions or other factors, it may need to transfer those assets or liabilities to another level in the hierarchy based on the
new inputs used. The Company recognizes these transfers at the end of the reporting period that the transfers occur. For the fiscal years
ended August 31, 2021, and 2020 there were no significant transfers of financial assets or financial liabilities between the hierarchy
levels.
Revenue
Recognition - In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2014-09, Revenue
from Contracts with Customers (Topic 606) (ASU 2014-09), which amends the existing accounting standards for revenue recognition.
In August 2015, the FASB issued ASU No. 2015- 14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date,
which delays the effective date of ASU 2014-09 by one year. The FASB also agreed to allow entities to choose to adopt the standard as
of the original effective date. In March 2016, the FASB issued Accounting Standards Update No. 2016-08, Revenue from Contracts with
Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net) (ASU 2016-08) which clarifies the
implementation guidance on principal versus agent considerations. The guidance includes indicators to assist an entity in determining
whether it controls a specified good or service before it is transferred to the customers. The new standard further requires new disclosures
about contracts with customers, including the significant judgments the registrant has made when applying the guidance. We adopted the
new standard effective September 1, 2018 using the modified retrospective method.
Revenues
are recognized when control of the promised goods or services is transferred to the customer in an amount that reflects the consideration
the Company expects to be entitled to in exchange for transferring those goods or services.
Revenue
is recognized based on the following five step model:
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Identification
of the contract with a customer
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Identification
of the performance obligations in the contract
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Determination
of the transaction price
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Allocation
of the transaction price to the performance obligations in the contract
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Recognition
of revenue when, or as, the Company satisfies a performance obligation
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Costs
to Obtain Customer Contracts
Sales
commissions and related expenses are considered incremental and recoverable costs of acquiring customer contracts. These costs are capitalized
and amortized on a straight-line basis over the anticipated period of benefit. We determined the period of benefit by taking into consideration
the length of our customer contracts, our technology lifecycle, and other factors. Amortization expense is recorded in sales and marketing
expense within our statement of operations. Historically we have not incurred incremental cost to acquire customer contracts.
Stock-Based
Awards - The Company measures the cost of employee services received in exchange for an award of equity instruments, including
stock options, based on the grant date fair value of the award and to recognize it as compensation expense over the period the employee
is required to provide service in exchange for the award, usually the vesting period. The Company estimates the fair value of share-based
payment awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected
to vest is recognized as expense over the requisite service periods in the Company’s statement of operations. The forfeitures are
estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. For
the fiscal years ended August 31, 2021 and 2020 no awards were granted.
Income
Taxes - The Company accounts for deferred income taxes on the asset and liability method whereby deferred tax assets are recognized
for deductible temporary differences and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences
are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets and liabilities are
adjusted for the effects of changes in tax laws and rates on the date of enactment.
Deferred
tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion of all
of the deferred tax assets will not be realized.
When
tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities,
while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately
sustained. The benefit of a tax position is recognized in the financial statements in the period during which, based on all available
evidence, management believes it is more likely than not that the position will be sustained upon examination, including the resolution
of appeals or litigation processes, if any. Tax positions taken are not offset or aggregated with other positions. Tax positions that
meet the more-likely-than-not recognition threshold are measured as the largest amount of tax benefit that is more than 50 percent likely
of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken
that exceeds the amount measured as described above is reflected as a liability for unrecognized tax benefits along with any associated
interest and penalties that would be payable to the taxing authorities upon examination. As of August 31, 2021 the Company had no unrecognized
tax benefits, and the Company had no positions which, in the opinion of management, would be reversed if challenged by a taxing authority.
The
Company’s evaluation of tax positions was performed for those tax years which remain open to audit. The Company may, from time
to time, be assessed interest or penalties by the taxing authorities, although any such assessments historically have been minimal and
immaterial to the Company’s financial results. In the event the Company is assessed interest and/or penalties, such amounts will
be classified as income tax expense in the financial statements.
Loss
Per Common Share - The basic earnings (loss) per common share is computed by dividing net income (loss) available to common stockholders
by the weighted average number of common shares outstanding. Diluted loss per share is computed similarly to basic loss per share except
that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential
common shares had been issued and if the additional common shares were dilutive. As of August 31, 2021 and 2020 there were 50,000 warrants
and no potentially dilutive securities outstanding, respectively, all of which were excluded from loss per share calculation due to their
anti-dilutive effect.
Related
Party Transactions - The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification
of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20 the related parties include (a) affiliates
of the Company (“Affiliate” means, with respect to any specified Person, any other Person that, directly or indirectly through
one or more intermediaries, controls, is controlled by or is under common control with such Person, as such terms are used in and construed
under Rule 405 under the Securities Act); (b) entities for which investments in their equity securities would be required, absent the
election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the
equity method by the investing entity; (c) trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed
by or under the trusteeship of management; (d) principal owners of the Company; (e) management of the Company; (f) other parties with
which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to
an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and (g) other parties
that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in
one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might
be prevented from fully pursuing its own separate interests. The financial statements shall include disclosures of material related party
transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However,
disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in
those statements. The disclosures shall include: (a) the nature of the relationship(s) involved; (b) a description of the transactions,
including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are
presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements;
(c) the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change
in the method of establishing the terms from that used in the preceding period; and (d) amounts due from or to related parties as of
the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement.
Recently
issued accounting pronouncements – The Company does not believe that any recently issued effective pronouncements, or pronouncements
issued but not yet effective, if adopted, would have a material effect on the accompanying consolidated financial statements.
NOTE
3 - RELATED PARTY TRANSACTIONS
Note
payable related party consists of the following as of August 31, 2021, and 2020, respectively:
SCHEDULE OF RELATED PARTY DEBT
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Year Ended
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Year Ended
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August 31, 2021
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August 31, 2020
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Note payable to related party bearing interest at 8%
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$
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491,747
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$
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407,559
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Proceeds
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-
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84,188
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Repayments
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38,286
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-
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Balance at end of year
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453,461
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491,747
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Less current portion
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(453,461
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)
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(491,747
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)
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Due after one year
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$
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-
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$
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-
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|
In
connection with the note, the Company has an accrued interest obligation as of August 31, 2021, and August 31, 2020 of $123,940 and $81,797,
respectively. As of August 31, 2021, and 2020, the outstanding principal balance was $453,461 and $491,747, respectively.
The
Company utilizes approximately 1,500 square feet of office space in 512 Bayshore Dr, Fort Lauderdale Florida. The space is owned by the
President and is provided without charge to the Company. In addition, the Company utilized approximately 1,200 square feet of office
space at 4403 Peters Road, Fort Lauderdale, Florida for at a total rental charge of $14,500 for the year ending August 31, 2021, and
$0 for the year ending August 31, 2020.
The
Company obtained a Line of Credit from a Delaware Corporation on November 30, 2020, that is owned by the CFO. Total advanced under this
line of credit is $11,254 for the year ending August 31, 2021 and $0 for the year ending August 31, 2020. The line of credit carries
an interest rate of 8%.
NOTE
4 - EQUITY
Common
Stock Warrants
In
July 2019, the Company granted common stock warrants to purchase 50,000 shares of common stock to a service provider. The warrants have
a 4.4 year term and an exercise price of $0.10 per share. The warrants are fully earned upon issuance and become exercisable on January
1, 2020. As of August 31, 2021, the warrants have not been exercised.
The
Company valued the warrants using the Black-Scholes model with the following key assumptions ranging from: Stock price, $0.88, Exercise
price, $0.10, Term Remaining 1.2 years, Volatility 43.6%, Annual risk-free interest rate, 0.07%. At August 31, 2021 there was $39,000,
in intrinsic value of outstanding stock warrants.
The
Company has not declared or paid any dividends or returned any capital to common stock shareholders as of August 31, 2021, and 2020.
On
September 3, 2019, the Company sold 10,000 shares of restricted common stock at $1.00 per share and has a subscription receivable of
$4,000 related to that sale as of August 31, 2021.
On
July 15, 2021, the Company sold 200,000 shares of restricted common stock at $0.50 per share.
On
August 2, 2021, the Company sold $100,000 shares of restricted common stock at $0.50 per share.
NOTE
5 – INCOME TAXES
The
Company has approximately $961,342 as of August 31, 2021, in available net operating loss (NOL) carryovers available to reduce future
income taxes. These carryovers expire at various dates through the year 2040. The Company has adopted ASC 740 which provides for the
recognition of a deferred tax asset based upon the value the loss carry-forwards will have to reduce future income taxes and management’s
estimate of the probability of the realization of these tax benefits. We have determined it more likely than not that these timing differences
will not materialize and have provided a valuation allowance against our entire net deferred tax asset of approximately $243,046.
Future
utilization of currently generated federal and state NOL and tax credit carry forwards may be subject to a substantial annual limitation
due to the ownership change limitations provided by the Internal Revenue Code of 1986, as amended and similar state provisions. The annual
limitation may result in the expiration of NOL and tax credit carryforwards before full utilization.
The
Company determines whether it is more likely than not that a tax position will be sustained upon examination based upon the technical
merits of the position. If the more likely than not threshold is met, the Company measures the tax position to determine the amount to
recognize in the financial statements. The Company performed a review of its material tax positions in accordance with these recognition
and measurement standards. The Company has concluded that there are no significant uncertain tax positions requiring disclosure and there
are not material amounts of unrecognized tax benefits.
On
December 22, 2017, the Tax Act was signed into law making significant changes to the Internal Revenue Code. Changes include, but are
not limited to, a corporate tax rate decrease from 35% to 21%, effective for tax years beginning after December 31, 2017, the transition
of U.S. international taxation from a worldwide tax system to a territorial system, and a one-time transition tax on the mandatory deemed
repatriation of cumulative foreign earnings as of December 31, 2017. We use the asset and liability method of accounting for income taxes.
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 existing assets and liabilities and their respective tax basis. 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 reverse. As a result of the reduction in the U.S. corporate income tax rate from 35% to 21% under the Tax Act, we revalued our ending
net deferred tax assets at August 31, 2018, which were fully offset by a valuation allowance.
Deferred
tax assets and liabilities are determined based on the difference between financial statement and tax bases using enacted tax rates in
effect for the year in which the differences are expected to reverse. The components of the current and deferred provision at August
31, 2021 and 2020 were as follows:
Following
is a summary of the components giving rise to the tax provision.
SUMMARY OF COMPONENTS TO THE TAX PROVISION
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August 31, 2021
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August 31, 2020
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Currently payable:
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Federal
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$
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-
|
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|
$
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-
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State
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-
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|
-
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Total currently payable:
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-
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-
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Increase (decrease) in Deferred:
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|
|
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Federal
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|
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(41,115
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)
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(30,000
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)
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State
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(6,931
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)
|
|
|
(6,400
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)
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Total Deferred:
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(48,046
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)
|
|
|
(36,400
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)
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Allowance
|
|
|
48,046
|
|
|
|
36,400
|
|
Net deferred
|
|
|
-
|
|
|
|
-
|
|
Total income tax provision (benefit)
|
|
$
|
-
|
|
|
$
|
-
|
|
SCHEDULE OF DEFERRED TAX ASSETS
|
|
August 31, 2021
|
|
|
August 31, 2020
|
|
Individual components giving rise to the deferred tax assets are as follows:
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|
|
|
|
|
|
|
|
Futures tax benefit arising from net operating loss carryovers
|
|
$
|
243,046
|
|
|
$
|
195,000
|
|
Less valuation allowance
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|
|
(243,046
|
)
|
|
|
(195,000
|
)
|
Net deferred
|
|
$
|
-
|
|
|
$
|
-
|
|
For
the fiscal years ended August 31, 2021 and 2020, the valuation allowance increased primarily as a result of the increase in net operating
losses. In assessing the realizability of deferred income tax assets, management considers whether it is more likely than not that some
portion or all of the deferred income tax assets will not be realized.
NOL
Carryforwards and Other Matters
The
Company files income tax returns in the U.S. federal jurisdiction and the state of Florida. The Company’s federal and state tax
years for the 2019 fiscal year and forward are subject to examination by taxing authorities.
The
Company did not have any unrecognized tax benefits as of August 31, 2021, and 2020. The Company’s policy is to account for any
interest expense and penalties for unrecognized tax benefits as part of the income tax provision. The Company does not anticipate that
unrecognized tax benefits will significantly increase or decrease within the next twelve months.
The
item accounting for the difference between income taxes computed at the federal statutory rate and the provision for income taxes are
as follows:
SCHEDULE OF DIFFERENCES BETWEEN U.S. FEDERAL STATUTORY AND EFFECTIVE INCOME TAX RATE
|
|
For the Year
|
|
|
For the Year
|
|
|
|
Ended
|
|
|
Ended
|
|
|
|
August 31, 2021
|
|
|
August 31, 2020
|
|
Income tax at federal statutory rate
|
|
|
(21.00
|
)%
|
|
|
(21.00
|
)%
|
State tax, net of federal effect
|
|
|
(3.54
|
)%
|
|
|
(4.46
|
)%
|
|
|
|
(24.56
|
)%
|
|
|
(25.46
|
)%
|
Valuation allowance
|
|
|
24.56
|
%
|
|
|
25.46
|
%
|
Effective rate
|
|
|
0.00
|
%
|
|
|
0.00
|
%
|
NOTE
6 – COMMITMENTS AND CONTINGENCIES
From
time to time, the Company may be a party to other legal proceedings. Management currently believes that the ultimate resolution of these
matters will not have a material adverse effect on consolidated results of operations, financial position, or cash flow.
NOTE
7 – SUBSEQUENT EVENTS
On
November 24, 2021, the Company entered into an agreement for legal services with the law offices of Tyler A. Trumbach, P.A. (the “Law
Firm”). The Law Firm has agreed that it may elect to receive stock in lieu of all or a portion of a cash fee for providing legal
services to the Company and/or its officers.