What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2022-12-19 compared with 2022-12-19 · 210 added, 181 removed, 595 unchanged (40% of the section changed)

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under the Exchange Act, as of the end of the period covered by this annual report (the Evaluation Date).

Based on this

evaluation, our Chief Executive Officer who is also our Chief Financial Officer concluded that, as of September 30, 2019, our disclosure

controls and procedures were not effective to provide reasonable assurance that material information required to be disclosed by us in

the reports filed or submitted by us under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods

specified in the SECs rules and forms and (ii) accumulated and communicated to the Chief Executive Officer and Chief Financial

Officer, as appropriate to allow timely decisions regarding disclosure.

Based on this evaluation,

our Chief Executive Officer who is also our Chief Financial Officer concluded that, as of September 30, 2018, our disclosure controls

and procedures were not effective to provide reasonable assurance that material information required to be disclosed by us in the reports

filed or submitted by us under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified

in the SECs rules and forms and (ii) accumulated and communicated to the Chief Executive Officer and Chief Financial Officer, as

appropriate to allow timely decisions regarding disclosure.

do not have an audit committee.

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committee financial expert, as defined in Item 407 of Regulation S-K, under applicable regulations or listing standards;

it is managements view that such a committee is an important internal control over financial reporting, the lack of which may

result in ineffective oversight in the establishment and monitoring of internal controls and procedures.

it is managements view that such a committee is an important internal control over financial reporting, the lack of which may result

in ineffective oversight in the establishment and monitoring of internal controls and procedures.

on this evaluation, we determined that as of September 30, 2018, our disclosure controls and procedures were not effective due to the

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appointed Neil Reithinger as Chief Executive Officer and Chief Financial Officer, to fill the vacancies created by the resignation

Furthermore, in accordance with the provisions of Section 3.6 of the Companys Bylaws, Neil Reithinger was appointed

as a member of the Companys Board of Directors to fill the vacancy created by the resignation of Vered Caplan, to serve for

the remainder of her unexpired term as a director, and thereafter until his successor has been duly elected and qualified.

Furthermore, in accordance with the provisions of Section 3.6 of the Companys Bylaws, Neil Reithinger

was appointed as a member of the Companys Board of Directors to fill the vacancy created by the resignation of Vered Caplan,

to serve for the remainder of her unexpired term as a director, and thereafter until his successor has been duly elected and qualified.

following is a brief account of the education and business experience of Neil Reithinger, our sole officer and director, during the past

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Reithinger was appointed as Chief Executive and Chief Financial Officer on April 6, 2016.

Reithinger is the Founder and President

Eventus provides accounting services to the Company in connection with audit coordination, financial statement preparation

and SEC filings.

Reithinger is the Founder and

President of Eventus.

Eventus provides accounting services to the Company in connection with audit coordination, financial

statement preparation and SEC filings.

Eventus is owned by Mr.

Reithinger, our sole officer and director.

The Company pays customary fees for these services.

During the year ended September 30, 2019 and 2018, we incurred fees to Eventus of $1,252 and $12,930, respectively.

pays customary fees for these services.

During the year ended September 30, 2018 and 2017, we incurred fees to Eventus of

$12,930 and $24,478, respectively.

Equity Awards at Fiscal Year End

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SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

following tables set forth, as of December 16, 2022, certain information with respect to the beneficial ownership of

our common stock by each stockholder known by us to be the beneficial owner of more than 5% of our common stock and by each of our current

directors and executive officers.

Each person has sole voting and investment power with respect to the shares of common stock, except

as otherwise indicated.

following tables set forth, as of December 16, 2022, certain information with respect to the beneficial ownership of our common

stock by each stockholder known by us to be the beneficial owner of more than 5% of our common stock and by each of our current directors

and executive officers.

Each person has sole voting and investment power with respect to the shares of common stock, except as otherwise

Beneficial ownership consists of a direct interest in the shares of common stock, except as otherwise indicated.

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and Address of

Beneficial Owner

and Nature of

Beneficial Ownership

N Hayden Road, Suite A-1

Scottsdale, AZ 85260

Marinaside Crescent

West Vancouver, BC, Canada

3040 Rosebery Ave

West Vancouver, BC, Canada

Vancouver, BC, Canada

Beneficial Holders as a

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and Address of

Beneficial Owner

and Nature of

Beneficial Ownership

N Hayden Road, Suite A-1

Scottsdale, AZ 85260

& Executive Officers

as a group (1 person)

a group (1 person)

are based upon 78,363,567 shares of our common stock issued and outstanding as of December 16, 2022.

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Shares of common stock underlying options, warrants or notes currently exercisable or convertible or exercisable within

60 days of December 16, 2022 are deemed outstanding for the purpose of computing the percentage of the person holding

such option, warrant or note but are not deemed outstanding for computing the percentage of any other person.

60 days December 16, 2022 are deemed outstanding for the purpose of computing the percentage of the person holding such option, warrant

or note but are not deemed outstanding for computing the percentage of any other person.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

with Related Persons

as set out below, as of September 30, 2018, there have been no transactions, or currently proposed transactions, in which we were or

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and Accounting Fees

March 17, 2017, we engaged Dale Matheson Carr-Hilton Labonte LLP (DMCL) as our independent registered public accounting

March 17, 2017, we engaged Dale Matheson Carr-Hilton Labonte LLP (DMCL) as our independent registered public accounting firm.

Effective as of February 2021, we dismissed DMCL as our independent registered public accounting firm engaged to audit our consolidated

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EXHIBITS, FINANCIAL STATEMENT SCHEDULES

of acquisition, reorganization, arrangement, liquidation or succession

of Merger (incorporated by reference to our Registration Statement on Form 8-K filed on September 5, 2013)

and Plan of Merger (incorporated by reference to our Registration Statement on Form 8-K filed on September 5, 2013)

of Merger (incorporated by reference to our Registration Statement on Form 8-K filed on March 20, 2014)

and Plan of Merger (incorporated by reference to our Registration Statement on Form 8-K filed on March 20, 2014)

of Merger (incorporated by reference to our Registration Statement on Form 8-K filed on December 30, 2014)

and Plan of Merger (incorporated by reference to our Registration Statement on Form 8-K filed on December 30, 2014)

Articles of Incorporation;

Plan of acquisition, reorganization, arrangement, liquidation or succession

Articles of Merger (incorporated by reference to our Registration Statement on Form 8-K filed on September 5, 2013)

Agreement and Plan of Merger (incorporated by reference to our Registration Statement on Form 8-K filed on September 5, 2013)

Articles of Merger (incorporated by reference to our Registration Statement on Form 8-K filed on March 20, 2014)

Agreement and Plan of Merger (incorporated by reference to our Registration Statement on Form 8-K filed on March 20, 2014)

Articles of Merger (incorporated by reference to our Registration Statement on Form 8-K filed on December 30, 2014)

Agreement and Plan of Merger (incorporated by reference to our Registration Statement on Form 8-K filed on December 30, 2014)

(i) Articles of Incorporation;

and (ii) Bylaws

of Incorporation (incorporated by reference to our Registration Statement on Form S-1 filed on December 29, 2008)

of Amendment to Articles of Incorporation (incorporated by reference to our Registration Statement on Form 10-K filed on December

of Change (incorporated by reference to our Registration Statement on Form 10-K filed on December 26, 2012)

(incorporated by reference to our Registration Statement on Form S-1 filed on December 29, 2008)

Defining the Rights of Security Holders, Including Indentures

Common Stock Certificate (incorporated by reference to our Registration Statement on Form S-1 filed on December 29, 2008)

of Registrant’s 10% Senior Convertible Promissory Note (incorporated by reference to our Registration Statement on Form 8-K

filed on October 17, 2013)

Promissory Note dated March 21, 2017 with Trius Holdings Limited (incorporated by reference to our Registrant’s Quarterly Report

on Form 10-Q filed on March 31, 2016.)

Promissory Note dated March 30, 2017 with Sukh Athwal (incorporated by reference to our Registrant’s Quarterly Report on Form

10-Q filed on March 31, 2016.)

Promissory Note dated January 10, 2018 with Mediapark Investments Limited (incorporated by reference to our Registrant’s Quarterly

Report on Form 10-Q filed on May 14, 2018)

Promissory Note dated April 2, 2018 with Sukh Athwal (incorporated by reference to our Registrant’s Quarterly Report on Form

10-Q filed on May 14, 2018)

Amendment to Convertible Promissory Note dated May 7, 2018 with Sukh Athwal (incorporated by reference to our Registrant’s

Quarterly Report on Form 10-Q filed on May 14, 2018)

Amendment to Convertible Promissory Note dated May 7, 2018 with Trius Holdings Limited (incorporated by reference to our Registrant’s

Quarterly Report on Form 10-Q filed on May 14, 2018)

13a-14(a)/15d-14(a) Certification

Articles of Incorporation (incorporated by reference to our Registration Statement on Form S-1 filed on December 29, 2008)

Certificate of Amendment to Articles of Incorporation (incorporated by reference to our Registration Statement on Form 10-K filed on December 26, 2012)

Certificate of Change (incorporated by reference to our Registration Statement on Form 10-K filed on December 26, 2012)

Bylaws (incorporated by reference to our Registration Statement on Form S-1 filed on December 29, 2008)

Instruments Defining the Rights of Security Holders, Including Indentures

Specimen Common Stock Certificate (incorporated by reference to our Registration Statement on Form S-1 filed on December 29, 2008)

Form of Registrant’s 10% Senior Convertible Promissory Note (incorporated by reference to our Registration Statement on Form 8-K filed on October 17, 2013)

Material Contracts

Convertible Promissory Note dated March 21, 2017 with Trius Holdings Limited (incorporated by reference to our Registrant’s Quarterly Report on Form 10-Q filed on March 31, 2016.)

Convertible Promissory Note dated March 30, 2017 with Sukh Athwal (incorporated by reference to our Registrant’s Quarterly Report on Form 10-Q filed on March 31, 2016.)

Convertible Promissory Note dated January 10, 2018 with Mediapark Investments Limited (incorporated by reference to our Registrant’s Quarterly Report on Form 10-Q filed on May 14, 2018)

Convertible Promissory Note dated April 2, 2018 with Sukh Athwal (incorporated by reference to our Registrant’s Quarterly Report on Form 10-Q filed on May 14, 2018)

First Amendment to Convertible Promissory Note dated May 7, 2018 with Sukh Athwal (incorporated by reference to our Registrant’s Quarterly Report on Form 10-Q filed on May 14, 2018)

First Amendment to Convertible Promissory Note dated May 7, 2018 with Trius Holdings Limited (incorporated by reference to our Registrant’s Quarterly Report on Form 10-Q filed on May 14, 2018)

Rule 13a-14(a)/15d-14(a) Certification

Section 302 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer

Section 302 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Financial Officer and Principal Accounting Officer

1350 Certification

Section 1350 Certification

Section 906 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer

Section 906 Certification under the Sarbanes-Oxley Act of 2002 of the Principal Financial Officer and Principal Accounting Officer

Instance Document

Taxonomy Extension Schema Document

Taxonomy Extension Calculation Linkbase Document

Taxonomy Extension Definition Linkbase Document

Taxonomy Extension Label Linkbase Document

Taxonomy Extension Presentation Linkbase Document

Interactive Data Files

XBRL Instance Document

XBRL Taxonomy Extension Schema Document

XBRL Taxonomy Extension Calculation Linkbase Document

XBRL Taxonomy Extension Definition Linkbase Document

XBRL Taxonomy Extension Label Linkbase Document

XBRL Taxonomy Extension Presentation Linkbase Document

Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part

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PHARMACEUTICALS, INC.

CONSOLIDATED FINANCIAL STATEMENTS

FINANCIAL STATEMENTS

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (FRIEDMAN LLP, PCAOB ID No.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (DALE MATHESON CARR-HILTON LABONTE LLP, PCAOB ID No.

FINANCIAL STATEMENTS:

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on the Financial Statements

have audited the accompanying consolidated balance sheets of Peak Pharmaceuticals, Inc.

have audited the accompanying consolidated balance sheet of Peak Pharmaceuticals, Inc.

(the Company) as of September 30,

2019 and 2018, and the related consolidated statements of operations, statements of stockholders deficit, and

cash flows for each of the years in the two-year period ended September 30, 2019 and 2018, and the related notes (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 September 30, 2019 and 2018, and the results of its operations and its cash flows for the each

of the years in the two-year period ended September 30, 2019, in conformity with accounting principles generally accepted

2018, and the related consolidated statements of operations, changes in stockholders deficit, and cash flows for the year ended

September 30, 2018, and the related notes (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 September 30, 2018, and the results

of its operations and its cash flows for the year ended September 30, 2018, in conformity with accounting principles generally accepted

in the United States of America.

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Our responsibility is to express an opinion on the Companys

financial statements based on our audits.

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

federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

conducted our audits in accordance with the standards of the PCAOB.

Those standards require that we plan and perform

the audits 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 audits, 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 Companys internal control over

financial reporting.

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.

securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

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.

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 Companys internal control over financial reporting.

Accordingly, we express no such opinion.

audits included performing procedures to assess the risks of material misstatement of the 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 financial statements.

Our audits also included evaluating the accounting

principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that our audits provide a reasonable basis for our opinion.

audit included performing procedures to assess the risks of material misstatement of the 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 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 financial statements.

We believe that our audit provides

a reasonable basis for our opinion.

have served as the Companys auditor since 2021.

December 19, 2022

OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders and Board

of Directors of Peak Pharmaceuticals, Inc.

We have audited

the accompanying consolidated balance sheets of Peak Pharmaceuticals, Inc.

(the “Company”) as of September 30, 2017, and the

related consolidated statements of operations, stockholders' deficit and cash flows for the year then ended.

These consolidated financial

statements are the responsibility of the Company's management.

Our responsibility is to express an opinion on these financial statements

based on our audits.

We conducted our audits

in accordance with the standards of the Public Company Accounting Oversight Board (United States).

Those standards require that we plan

and perform an audit to obtain reasonable assurance whether the consolidated financial statements are free of material misstatement.

Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting.

included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in

the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial

Accordingly, we express no such opinion.

An audit also includes examining, on a test basis, evidence supporting the amounts

and disclosures in the financial statements.

An audit also includes assessing the accounting principles used and significant estimates

made by management, as well as evaluating the overall financial statement presentation.

We believe that our audits provide a reasonable

basis for our opinion.

In our opinion, based

on our audits, these consolidated financial statements present fairly, in all material respects, the financial position of Peak Pharmaceuticals,

as of September 30, 2017, and the results of its operations and its cash flows for the year then ended in conformity with accounting

principles generally accepted in the United States of America.

The accompanying consolidated

financial statements have been prepared assuming that the Company will continue as a going concern.

As discussed in Note 2 to the consolidated

financial statements, the Company has a working capital deficiency, has incurred losses since inception, and has negative cash flows from

The Company requires additional funds to meet its obligations and the costs of its operations.

These factors raise substantial

doubt about the Company's ability to continue as a going concern.

Management's plans in this regard are described in Note 2.

The consolidated

financial statements do not include any adjustments that might result from the outcome of this uncertainty.

DALE MATHESON CARR-HILTON

CHARTERED PROFESSIONAL ACCOUNTANTS

Vancouver, Canada

January 12, 2018

PHARMACEUTICALS, INC.

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Current assets:

LIABILITIES AND STOCKHOLDERS DEFICIT

LIABILITIES AND STOCKHOLDERS’

Current liabilities:

Accounts payable (including $87,237 and $85,062)

Accounts payable (including $85,062 and $99,409 due to related parties)

Accrued liabilities

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Total Liabilities

Stockholders Deficit

Stockholders’

Preferred stock, $0.0001 par value, 25,000,000 authorized, none issued or outstanding

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Accumulated deficit

Total Stockholders Deficit

Total Liabilities and Stockholders Deficit

Total Stockholders’

Total Liabilities and Stockholders’

accompanying footnotes are an integral part of these consolidated financial statements.

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Accounts payable - related parties

Accrued liabilities

Accrued expenses

Net cash used in operating activities

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Company is currently a shell company (as such term is defined in Rule 12b-2 under the Exchange Act).

this report, the terms our, we, us, and the Company refer to Peak Pharmaceuticals,

this report, the terms our, we, us, and the Company refer to Peak Pharmaceuticals, Inc.

and its wholly-owned subsidiary, Peak BioPharma Corp.

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Value Measurements

Accounting Standards Board (FASB) ASC Topic 820, Fair Value Measurements and Disclosures (ASC 820),

provides a comprehensive framework for measuring fair value and expands disclosures which are required about fair value measurements.

Specifically, ASC 820 sets forth a definition of fair value and establishes a hierarchy prioritizing the inputs to valuation techniques,

giving the highest priority to quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable

value inputs.

Accounting Standards Board (FASB) ASC Topic 820, Fair Value Measurements and Disclosures (ASC 820), provides

a comprehensive framework for measuring fair value and expands disclosures which are required about fair value measurements.

Specifically,

ASC 820 sets forth a definition of fair value and establishes a hierarchy prioritizing the inputs to valuation techniques, giving the

highest priority to quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable value

ASC 820 defines the hierarchy as follows:

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when required in accordance with the applicable accounting guidance.

We had no such liabilities as of September 30, 2019 and 2018.

We had no such liabilities as of December 31, 2018 and 2017.

gain or loss is reported when the notes are converted into shares of our common stock in accordance with the notes terms.

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or modified disclosures upon issuance of ASU 2018-13.

The Company adopted ASU 2018-13 on October 1, 2020 and has determined that

the adoption of this guidance had no impact on its consolidated financial statements.

The Company adopted ASU 2018-13 on October 1, 2020 and has determined that the

adoption of this guidance had no impact on its consolidated financial statements.

May 2014, the FASB issued ASU, 2014-09—

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The Company adopted

ASU 2014-09 on October 1, 2018 and has determined that the adoption of this guidance had no impact on its consolidated

financial statements.

ASU 2014-09 on October 1, 2018 and has determined that the adoption of this guidance had no impact on its consolidated financial statements.

February 2016, the FASB issued ASU No.

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A lease liability is a lessees obligation to make lease payments arising

from a lease, measured on a discounted basis and a right-of-use asset represents the lessees right to use, or control use of,

a specified asset for the lease term.

from a lease, measured on a discounted basis and a right-of-use asset represents the lessees right to use, or control use of, a

specified asset for the lease term.

The amendments in this ASU simplify the accounting for sale and leaseback transactions primarily

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2016-02 is effective for reporting periods beginning after December

The Company adopted ASI 2016-02 on October 1, 2019 and has determined that the adoption of this guidance

had no impact on its consolidated financial statements.

The Company adopted ASU 2016-02 on October 1, 2019 and has determined that the adoption of this guidance had no impact on its

consolidated financial statements.

April 2016, the FASB issued ASU 2016 –

10 Revenue from Contracts with Customers:

identifying Performance Obligations

and Licensing .

The amendments in this Update clarify the two following aspects (a) contracts with customers to transfer goods

and services in exchange for consideration and (b) determining whether an entitys promise to grant a license provides a customer

with either a right to use the entitys intellectual property (which is satisfied at a point in time) or a right to access the

entitys intellectual property (which is satisfied over time).

The amendments in this Update are intended to reduce the degree

of judgement necessary to comply with Topic 606.

Public business entities will adopt the standard for annual reporting periods beginning

after December 15, 2017, including interim periods within that year.

The Company adopted ASU 2016-10 on October 1, 2018

and has determined that the adoption of this guidance had no impact on its consolidated financial statements.

identifying Performance Obligations and

The amendments in this Update clarify the two following aspects (a) contracts with customers to transfer goods and

services in exchange for consideration and (b) determining whether an entitys promise to grant a license provides a customer with

either a right to use the entitys intellectual property (which is satisfied at a point in time) or a right to access the entitys

intellectual property (which is satisfied over time).

The amendments in this Update are intended to reduce the degree of judgement necessary

to comply with Topic 606.

Public business entities will adopt the standard for annual reporting periods beginning after December 15,

2017, including interim periods within that year.

The Company adopted ASU 2016-10 on October 1, 2018 and has determined that

the adoption of this guidance had no impact on its consolidated financial statements.

August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230) Classification of Certain Cash Receipts and Cash

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periods beginning after December 15, 2017, including interim periods within those periods.

The Company adopted ASU 2017-01 on

October 1, 2018 and has determined that the adoption of this guidance had no impact on its consolidated financial statements.

The Company adopted ASU 2017-01 on October

1, 2018 and has determined that the adoption of this guidance had no impact on its consolidated financial statements.

May 10, 2017, the Financial Accounting Standards Board (FASB) issued an Accounting Standards Update (ASU) 2017-09

Compensation—Stock Compensation (Topic 718):

Scope of Modification Accounting , which provides guidance

to clarify when to account for a change to the terms or conditions of a share-based payment award as a modification.

Under the new guidance,

modification accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or

liability) changes as a result of the change in terms or conditions.

The guidance is effective prospectively for all companies for annual

periods beginning on or after December 15, 2017.

Scope of Modification Accounting , which provides guidance to clarify

when to account for a change to the terms or conditions of a share-based payment award as a modification.

Under the new guidance, modification

accounting is required only if the fair value, the vesting conditions, or the classification of the award (as equity or liability) changes

as a result of the change in terms or conditions.

The guidance is effective prospectively for all companies for annual periods beginning

on or after December 15, 2017.

Early adoption is permitted.

The Company adopted ASU 2017-09 on October 1, 2018

and has determined that the adoption of this guidance had no impact on its consolidated financial statements.

The Company adopted ASU 2017-09 on October 1, 2018 and has determined that

the adoption of this guidance had no impact on its consolidated financial statements.

GOING CONCERN AND MANAGEMENTS LIQUIDITY PLANS

of September 30, 2018, the Company had an accumulated deficit of $5,084,494 and a working capital deficiency of $221,092.

year ended September 30, 2019, the Company used cash in operating activities of $1,743.

As of September 30, 2019, the Company had

cash of $527.

These conditions raise substantial doubt about the Companys ability to continue as a going concern.

recognizes it will need to raise additional capital in order to fund operations and meet its payment obligations.

assurance that additional financing will be available when needed or that management will be able to obtain financing on terms

acceptable to the Company and whether the Company will generate revenues, become profitable and generate positive operating cash

year ended September 30, 2018, the Company incurred a net loss of $28,407 and used cash in operating activities of $43,721.

As of September

30, 2018, the Company had cash of $2,270.

These conditions raise substantial doubt about the Companys ability to continue as a

going concern.

The Company recognizes it will need to raise additional capital in order to fund operations and meet its payment obligations.

There is no assurance that additional financing will be available when needed or that management will be able to obtain financing on

terms acceptable to the Company and whether the Company will generate revenues, become profitable and generate positive operating cash

If the Company is unable to raise sufficient additional funds on favorable terms, it will have to develop and implement a plan

to further extend payables and to raise capital through the issuance of debt or equity on less favorable terms until sufficient

additional capital is raised to support further operations.

There can be no assurance that such a plan will be

to further extend payables and to raise capital through the issuance of debt or equity on less favorable terms until sufficient additional

capital is raised to support further operations.

There can be no assurance that such a plan will be successful.

the accompanying consolidated financial statements have been prepared in conformity with U.S.

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by our sole officer and director for financial services such entity is incurring on behalf of the Company totaling $10,185 and $24,532,

as of September 30, 2019 and 2018, respectively, Total expense incurred related to this entity was $1,252 and $12,930 for the years ended

September 30, 2019 and 2018, respectively, with no other related party expenses incurred.

CONVERTIBLE NOTES PAYABLE AND NOTES PAYABLE

as of September 30, 2018 and 2017, respectively, Total expense incurred related to this entity was $12,930 and $23,680 for the years

ended September 30, 2018 and 2017, respectively, with no other related party expenses incurred.

4 –CONVERTIBLE NOTES PAYABLE AND NOTES PAYABLE

Notes Payable

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March 17, 2017, the Company entered into an agreement with Trius Holdings Limited (Trius).

Pursuant to the terms of the

agreement, Trius acquired a 12% convertible note with an aggregate face value of $10,000.

Pursuant to the terms of the agreement,

Trius acquired a 12% convertible note with an aggregate face value of $10,000.

The note matures in one year and is unsecured.

Trius is entitled, at its option, to convert all or a part of the principal outstanding at the date into shares of the of common stock

in the Company at a price equal to a 20% discount to the closing price of the common stock on the date of the lenders notice of

conversion, subject to a floor of $0.01.

On May 11, 2018, the agreement had been amended to extend the maturing date of the note from

March 21, 2018 to March 21, 2019.

As of September 30, 2019, the total balance and accrued interest owing under this note was $10,000

and $3,201, respectively.

As of the date of this report, that date has not been extended, and the Company is accruing interest at the

default interest rate of 15%.

entitled, at its option, to convert all or a part of the principal outstanding at the date into shares of the of common stock in the

Company at a price equal to a 20% discount to the closing price of the common stock on the date of the lenders notice of conversion,

subject to a floor of $0.01.

On May 11, 2018, the agreement had been amended to extend the maturing date of the note from March 21, 2018

to March 21, 2019.

As of September 30, 2018, the total balance and accrued interest owing under this note was $10,000 and $1,810, respectively.

As of the date of this report, that date has not been extended, and the Company is accruing interest at the default interest rate of

with Individual

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with Mediapark Investments Limited

January 10, 2018, the Company entered into an agreement with Mediapark Investments Limited (Mediapark.) Pursuant to the

terms of the agreement, Mediapark acquired a 12% promissory note with an aggregate face value of $23,000.

The note matures in 180 days

on July 10, 2018 and is unsecured.

January 10, 2018, the Company entered into an agreement with Mediapark Investments Limited (Mediapark.) Pursuant to the terms

of the agreement, Mediapark acquired a 12% promissory note with an aggregate face value of $23,000.

The note matures in 180 days on July

10, 2018 and is unsecured.

As of July 9, 2018, the loan was extended to July 10, 2019.

As of September 30, 2019, the total balance

and accrued interest owing under this note was $23,000 and $4,904, respectively.

As of the date of this report, that date has not been

extended, and the Company is accruing interest at the default interest rate of 15%.

As of September 30, 2018, the total balance and

accrued interest owing under this note was $23,000 and $1,989, respectively.

As of the date of this report, that date has not been extended,

and the Company is accruing interest at the default interest rate of 15%.

with Individual

11 unchanged sentences

stock options were granted during the years ended September 30, 2018 and 2017.

following is a summary of outstanding stock options issued to employees and directors as of September 30, 2019 and 2018:

following is a summary of outstanding stock options issued to employees and directors as of September 30, 2018:

Exercise Price per

4 unchanged sentences

was no equity-based compensation for the years ended September 30, 2018 and 2017.

6 –INCOME TAXES

income tax provisions for the years ended September 30, 2018 and 2017 are summarized below:

Total deferred

Change in valuation allowance

Increase in valuation allowance

Income tax provision

16 unchanged sentences

reduce the deferred tax assets to the amount that is more likely than not to be realized.

The change in valuation allowance was an increase

of approximately $3,000 and a decrease of approximately $126,000, for the years ended September 30, 2019 and 2018, respectively.

The change in valuation allowance was a decrease

of approximately $126,000 and an increase of approximately $19,900, for the years ended September 30, 2018 and 2017, respectively.

of September 30, 2018, we have a net operating loss carry forwards of approximately $1,110,000 (2017:

14 unchanged sentences

The Company adopted the new rate as it relates to the calculations of deferred tax amounts as

of January 1, 2018, which caused a decrease in the Companys valuation allowance of approximately $133,000 for the year ended September

30, 2018 as a result of the Companys re-measurement.

of January 1, 2018, which caused a decrease in the Companys valuation allowance of approximately $133,000 as a result of the Companys

re-measurement.

SUBSEQUENT EVENTS

9 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures