What changed in this filing

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Item 2. Management’s Discussion and Analysis

2024-08-13 compared with 2024-02-14 · 43 added, 71 removed, 113 unchanged (50% of the section changed)

87 unchanged sentences

to pay dividends to its shareholders.

the latter part of the year ended March 31, 2021, we began working closely with bond placement agents and aggregators to establish various

aspects of a proprietary, investment grade bond offering.

The Company has developed an additional business offering working closely with bond placement agents and aggregators

to establish various aspects of a proprietary, investment grade bond offering.

In this arrangement, we participate as the sole originator in the role of structuring

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analytics to establish the makeup of the rated instrument, including but not limited to, life settlement assets (life insurance policies)

and managed cash, and implements a process of selective assembly of the underlying assets and cash management that will meet the policy

and managed cash, and implement a process of selective assembly of the underlying assets and cash management that will meet the policy

requirements and analytics.

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of any bond offering, and then will hold residual rights on the balance of assets once the bond is retired.

January 1, 2022, we entered into a marketing and consulting agreement with Tradability, LLC (“Consultant”) that requires

us to make an initial $100,000 payment and up to an additional $400,000 in the future (which will be financed by the Consultant via a

promissory note).

The $400,000 obligation is contingent upon the Consultant and us successfully reaching certain milestones.

the agreement requires us to issue between 1,000,000 and 10,000,000 stock options (which are exercisable into our common stock at prices

between $1.00 to $2.50 per share) contingent upon the Consultant and us successfully reaching certain milestones.

The milestones primarily

relate to the Consultant finalizing the tokenization of 500 million non-fungible tokens (“NFTs”) and the successful placement

of NFTs with proceeds of between $100 million and $500 million.

The proceeds will be used to purchase Life Settlements for which we will

be an advisor.

As of December 31, 2023, none of the milestones related to the potential issuance of equity have been met.

of Operations

Ended December 31, 2023, Compared with Three-Months Ended December 31, 2022

to the Company not holding NIBs, no interest income was recorded for the three months ended December 31, 2023, or 2022.

& Administrative Expenses

and administrative expenses totaled $147,842, and $149,158 during the three months ended December 31, 2023, and 2022, respectively.

significant portion of these expenses were professional fees and payroll costs.

Income and Expenses

the three months ended December 31, 2023, and 2022, interest expense accrued in the amount of $110,221 and $131,257, respectively.

decrease in interest expense was a result of a reduced amortization of debt discounts recognized during the three months.

the three months ended December 31, 2023, and 2022, other expenses related to pursuing potential financing alternatives were $105,000

and $13,500, respectively.

The increase in other expenses related to pursuing financing alternatives is explained by new consultant fees

in pursuit of bonds.

the three months ended December 31, 2023, and 2022, the Company recorded net loss before income taxes of $363,063, and $671,851, respectively,

and had no income tax expense or benefit as a result of a full valuation allowance on the net deferred tax asset.

Ended December 31, 2023, Compared with Nine-Months Ended December 31, 2022

to the Company not holding NIBs, no interest income was recorded for the nine months ended December 31, 2023, or 2022.

Ended June 30, 2024, Compared with Three-Months Ended June 30, 2023

to the Company not holding NIBs, no interest income was recorded for the three months ended June 30, 2024, or 2023.

& Administrative Expenses

and administrative expenses totaled $371,839, and $524,649 during the nine months ended December 31, 2023, and 2022, respectively.

significant portion of these expenses were professional fees and payroll costs.

The reduction in these expenses was primarily attributable

to lower monthly fees from our contractors.

and administrative expenses totaled $193,107, and $131,299 during the three months ended June 30, 2024, and 2023, respectively.

A significant

portion of these expenses were professional fees and payroll costs.

The increase in general and administrative expenses is a result of

increased professional fees.

Income and Expenses

the nine months ended December 31, 2023, and 2022, we recognized $398,920, and $377,936, as loss on extinguishment of debt in conjunction

with related party debt, respectively.

the nine months ended December 31, 2023, we negotiated a settlement to reduce our outstanding accounts payable to one of our vendors

The gain was recorded as a gain on settlement of liabilities.

the nine months ended December 31, 2023, and 2022, interest expense accrued in the amount of $316,480 and $281,303, respectively.

increase in interest expense was a result of higher loan balances, as well as additional amount of debt discount recognized during the

the nine months ended December 31, 2023, and 2022, other expenses related to pursuing potential financing alternatives were $105,000

and $40,500, respectively.

The increase in other expenses related to pursuing financing alternatives is explained by new consultant fees

in pursuit of bonds.

the nine months ended December 31, 2023, and 2022, the Company recorded net loss before income taxes of $902,239, and $1,224,388, respectively,

the three months ended June 30, 2023, we recognized $398,920, as a loss on extinguishment of debt in conjunction with related party debt.

the three months ended June 30, 2023, we negotiated a settlement to reduce our outstanding accounts payable to one of our vendors by

This gain was recorded as a gain on settlement of liabilities.

the three months ended June 30, 2024, and 2023, interest expense accrued in the amount of $88,322 and $97,973, respectively.

in interest expense was a result of no amortized debt discounts recognized during the three months ended June 30, 2024.

the three months ended June 30, 2024, other expenses related to pursuing potential financing alternatives were $155,000.

These expenses

are related to additional consultant fees in pursuit of bonds.

the three months ended June 30, 2024, and 2023, the Company recorded net loss before income taxes of $436,429, and $338,192, respectively,

and had no income tax expense or benefit as a result of a full valuation allowance on the net deferred tax asset.

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payable from related parties and the issuance of convertible debentures.

As of December 31, 2023, we had $556,240 of cash, compared to

As of June 30, 2024, we had $185,259 of cash, compared to $329,860

as of March 31, 2024.

As of December 31, 2023, the Company had access to draw an additional $4,265,942 on the notes payable, related

party and $3,000,000 on the Convertible Debenture Agreement.

Our monthly expenses are anticipated to be approximately $49,000, which

includes salaries of our employee, policy servicing expenses, consulting agreements and contract labor, general and administrative expenses,

estimated legal and accounting expenses.

Outstanding Accounts Payable as of December 31, 2023, totaled $463,066, and other accrued liabilities

totaled $1,728,774.

As of June 30, 2024, the Company had access to draw an additional $4,265,942 on the notes payable, related party

and $3,000,000 on the Convertible Debenture Agreement.

Our monthly expenses are anticipated to be approximately $67,000, which includes

salaries of our employee, policy servicing expenses, consulting agreements and contract labor, general and administrative expenses, estimated

legal and accounting expenses.

Outstanding Accounts Payable as of June 30, 2024, totaled $452,604, and other accrued liabilities totaled

We believe that our availability under our existing lines of credit with related parties, our existing capital resources,

together with the issuance of additional notes payable and convertible debentures will be sufficient to fund our operating working capital

requirements for at least the next 12 months, or through February 2025.

December 31, 2023, we owed $5,118,287, including accrued interest, for debt obligations.

We owed $3,340,058 in principal pursuant to

notes payable and lines-of-credits from related parties, $300,000 in other notes payable, and had fully paid off the principal owing

on the 8% Convertible Debenture.

As of December 31, 2023, one note payable had a principal balance of $50,000 due on November 30, 2025

because of a note extension subsequent to quarter end, and a line-of-credit to that same third party had a balance of $1,159,508 due

on November 30, 2025 because of a note extension subsequent to quarter end, or when the Company completes a successful equity raise,

at which time principal and interest is due in full.

A line-of-credit to a second third party had a principal balance of $1,304,550 and

is currently extended due on November 30, 2025 because of a note extension subsequent to quarter end.

At December 31, 2023, unsecured

promissory notes had principal balances totaling $826,000 and are due on November 30, 2025 because of a note extension subsequent to

The convertible debenture agreement, which has no principal balance due as of December 31, 2023, is open through November

As of February 14, 2024, there was $4,265,942 available under the lines-of-credit we currently have with related parties and

$3,000,000 available under the 8% convertible debenture agreement.

requirements for at least the next 12 months, or through August 2025.

June 30, 2024, we owed $5,293,938, including accrued interest, for debt obligations.

We owed $3,340,058 in principal pursuant to notes

payable and lines-of-credits from related parties, $300,000 in other notes payable, and had fully paid off the principal owing on the

8% Convertible Debenture.

As of June 30, 2024, one note payable had a principal balance of $50,000 which was completely paid subsequent

to quarter end, and a line-of-credit to that same third party had a balance of $1,159,508 due on November 30, 2025, or when the Company

completes a successful equity raise, at which time principal and interest is due in full.

A line-of-credit to a second third party had

a principal balance of $1,304,550 and is currently extended due on November 30, 2025.

As of June 30, 2024, unsecured promissory notes

had principal balances totaling $826,000 and are due on November 30, 2025.

The convertible debenture agreement, which has no principal

balance due as of June 30, 2024, is open through November 30, 2024.

As of August 12, 2024, there was $4,265,942 available under the lines-of-credit

we currently have with related parties and $3,000,000 available under the 8% convertible debenture agreement.

Accounting Policies and Estimates

Consolidated Financial Statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year

ended March 31, 2023, which was filed with the SEC on June 29, 2023.

ended March 31, 2024, which was filed with the SEC on July 1, 2024.

Sheet Arrangements

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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-Q

Item 2. Management’s Discussion and Analysis