10-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K/A

Amendment No. 1

[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Fiscal Year Ended March 31, 2021

OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from: _________ to _________

KYTO TECHNOLOGY AND LIFE SCIENCE, INC.

(Exact name of registrant as specified in its charter)

DELAWARE	000-50390	65-1086538
(State or Other Jurisdiction	(Commission	(I.R.S. Employer
of Incorporation)	File Number)	Identification No.)

13050 La Paloma Road, Los Altos Hills, CA 94022

(Address of Principal Executive Office) (Zip Code)

(650) 204 7896

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(g) of the Act:

COMMON STOCK, $0.01 PAR VALUE

(Title of Class)

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes [   ] No [X]

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes [   ] No [X]

Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [   ]

Check if there is no disclosure of delinquent filers pursuant to Item 405 of Regulation S-K contained in this form, and no disclosure will be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [   ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated filer	[   ]	Accelerated filer	[   ]
Non-accelerated filer	[   ]	Smaller reporting company	[X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [   ] No [X]

The aggregate market value of the voting common stock held by non-affiliates of the Registrant at the close of the second quarter on September 30, 2020, was approximately $973,856.

The Registrant had 13,268,871 shares of common stock, $0.01 par value per share, outstanding on August 2, 2021.

1

EXPLANATORY NOTE

The sole purpose of this Amendment # 1 to Annual Report on Form 10-K ("Form 10-K") for the period ended March 31,2021, is to furnish Exhibit 101 to the Form 10-K in accordance with Rule 405 of Regulation S-T. Exhibit 101 to the Form 10-K provides the financial statements and related notes from the Form 10-K formatted in XBRL (eXtensible Business Reporting Language).

No other changes have been made to the Form 10-K. This Amendment #1 to the Form 10-K speaks as of the original filing date of the Form 10-K does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-K.

Pursuant to Rule 406T of Regulation S-T, the interactive data files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

2

ITEM 15. EXHIBITS AND REPORTS ON FORM 10-K

(A) LISTING OF EXHIBITS

EXHIBIT NUMBER	DESCRIPTION
3(i)(a)	Articles of Incorporation of Kyto Technology and Life Science, Inc.*
3(i)(b)	Articles of Amendment changing name to Kyto Technology and Life Science, Inc.*
3(i)(c)	Delaware incorporation and revised articles of incorporation **
3(ii)	Bylaws of Kyto Technology and Life Science, Inc.*
31.1	Section 302 Certification of the principal executive officer ***
31.2	Section 302 Certification of the principal financial and accounting officer***
32.1	Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of the principal executive officer ***
32.2	Certification pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of the principal financial accounting officer***
18.1	Auditors preferability letter re adoption of ASC 946 **
101	XBRL (eXtensible Business Reporting Language) ***

* Filed as Exhibit to Company's Form 10-SB on September 12^th, 2003, with the Securities and Exchange Commission

** Filed as Exhibit with the Form 10-K for the period ended March 31, 2020 filed on June 30, 2020.

*** Filed herewith

3

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its be signed on its behalf by the undersigned, thereunto duly authorized.

	KYTO TECHNOLOGY AND LIFE SCIENCE, INC.
DATE: August 11, 2021
	By:	/ s/ Simon Westbrook
	Name:	Simon Westbrook
		Chief Financial Officer

Pursuant to the requirements of the Securities Act of 1933, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

Signature	Title	Date
/s/ Paul Russo	Chief Executive Officer	August 11, 2021
/s/ Georges Benarroch	Director	August 11, 2021
/s/ Simon Westbrook	Chief Financial Officer	August 11, 2021

4

EX-31.1

EXHIBIT 31.1

CERTIFICATIONS UNDER SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Paul Russo, certify that:

1)I have reviewed this Annual Report on Form 10-K/A for the year ended March 31, 2021 of Kyto Technology and Life Science, Inc.; 

2)Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 

3)Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 

4)The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d15(f)) for the registrant and have: 

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; 

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; 

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and 

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and 

5)The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): 

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and 

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. 

Date August 11, 2021	By:	/s/ Paul Russo
		Paul Russo
		Chief Executive Officer

EX-31.2

EXHIBIT 31.2

CERTIFICATIONS UNDER SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Simon Westbrook, certify that:

1)I have reviewed this Annual Report on Form 10-K/A for the year ended March 31, 2021 of Kyto Technology and Life Science, Inc.; 

2)Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 

3)Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 

4)The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d15(f)) for the registrant and have: 

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; 

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; 

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and 

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and 

5)The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): 

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and 

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. 

Date August 11, 2021	By:	/s/ Simon Westbrook
		Simon Westbrook
		Chief Financial Officer

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED

PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to Section 905 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Paul Russo, Chief Executive Officer of Kyto Technology and Life Science, Inc., a Florida corporation (the "Company"), do hereby certify, to the best of my knowledge, that:

(1)The Company's Annual Report on Form 10-K/A for the period ended March 31, 2021, as filed with the Securities Exchange Commission on the date hereof (the "Report") fully complies, in all material respects, with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and 

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company for the periods presented therein. 

Date August 11, 2021	By:	/s/ Paul Russo
		Paul Russo
		Chief Executive Officer

EX-32.2

EXHIBIT 32.2

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED

PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to Section 905 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of Section 1350, Chapter 63 of Title 18, United States Code), I, Simon Westbrook, Chief Financial Officer of Kyto Technology and Life Science, Inc., a Florida corporation (the "Company"), do hereby certify, to the best of my knowledge, that:

(1)The Company's Annual Report on Form 10-K/A for the period ended March 31, 2021, as filed with the Securities Exchange Commission on the date hereof (the "Report") fully complies, in all material respects, with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and 

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company for the periods presented therein. 

Date August 11, 2021	By:	/s/ Simon Westbrook
		Simon Westbrook
		Chief Financial Officer

XML

Document and Entity Information - USD ($)		12 Months Ended
	Aug. 02, 2021	Mar. 31, 2021	Sep. 30, 2020
Details
Registrant Name		Kyto Technology & Life Science, Inc.
Registrant CIK		0001164888
Fiscal Year End		--03-31
Document Type		10-K/A
Document Annual Report		true
Document Period End Date		Mar. 31, 2021
Document Transition Report		false
Entity Incorporation, State or Country Code		DE
Entity File Number		000-50390
Entity Tax Identification Number		65-1086538
Entity Address, Address Line One		13050 La Paloma Road
Entity Address, City or Town		Los Altos Hills
Entity Address, State or Province		CA
Entity Address, Postal Zip Code		94022
Entity Address, Address Description		Address of Principal Executive Office
City Area Code		650
Local Phone Number		204 7896
Phone Fax Number Description		Registrant’s telephone number, including area code
Entity Listing, Description		COMMON STOCK, $0.01 PAR VALUE
Entity Well-known Seasoned Issuer		No
Entity Voluntary Filers		No
Entity Current Reporting Status		Yes
Entity Filer Category		Non-accelerated Filer
Entity Small Business		true
Entity Emerging Growth Company		false
Entity Interactive Data Current		Yes
Entity Shell Company		false
Entity Public Float			$ 973,856
Entity Common Stock, Shares Outstanding	13,268,871
Entity Listing, Par Value Per Share	$ 0.01
Amendment Flag		false
Document Fiscal Year Focus		2021
Document Fiscal Period Focus		FY

XML

Balance Sheets - USD ($)	Mar. 31, 2021	Mar. 31, 2020
ASSETS
Investments at fair value (cost of $5,686,545 and $2,726,545, respectively)	$ 6,821,407	$ 2,665,499
Cash	1,437,868	33,756
Receivables	0	500
Deferred fundraising expenses	169,891	0
Total Assets	8,429,166	2,699,755
LIABILITIES
Accounts payable and accrued liabilities	193,141	26,394
Accrued liabilities - related party	51,420	5,750
Common stock subscription liability	1,191,442	0
Total Liabilities	1,436,003	32,144
Net Assets
Common Stock, Value, Issued	99,831	58,368
Additional paid-in capital	39,772,228	35,943,369
Accumulated deficit	(32,957,186)	(33,384,252)
Total Net Assets	6,993,163	2,667,611
Total Liabilities and Net Assets	8,429,166	2,699,755
Authorized but not designated
Net Assets
Preferred Stock, Value, Issued	0	0
Series A Preferred Stock
Net Assets
Preferred Stock, Value, Issued	42,001	42,001
Series B Preferred Stock
Net Assets
Preferred Stock, Value, Issued	$ 36,289	$ 8,125

XML

Balance Sheets - Parenthetical - $ / shares	Mar. 31, 2021	Mar. 31, 2020
Common Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Common Stock, Shares Authorized	40,000,000	40,000,000
Common Stock, Shares, Issued	9,983,082	5,836,832
Common Stock, Shares, Outstanding	9,983,082	5,836,832
Authorized but not designated
Preferred Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Preferred Stock, Shares Authorized	19,800,000	19,800,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Series A Preferred Stock
Preferred Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Preferred Stock, Shares Authorized	4,200,000	4,200,000
Preferred Stock, Shares Issued	4,200,000	4,200,000
Preferred Stock, Shares Outstanding	4,200,000	4,200,000
Series B Preferred Stock
Preferred Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Preferred Stock, Shares Authorized	6,000,000	6,000,000
Preferred Stock, Shares Issued	3,628,906	812,500
Preferred Stock, Shares Outstanding	3,628,906	812,500

XML

Statements of Operations - USD ($)	12 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
INVESTMENT INCOME
Interest and other income	$ 0	$ 14,150
Total investment income	0	14,150
EXPENSES
Banking and professional fees	225,378	47,826
Other operating expenses	543,464	678,677
Total expenses	768,842	726,503
Net investment loss	(768,842)	(712,353)
Net change in unrealized gain (loss) from investments	1,195,908	(61,046)
Net increase (decrease) in net assets resulting from operations	$ 427,066	$ (773,399)
Basic
Net increase (decrease) in net assets resulting from operations per common share	$ 0.06	$ (0.13)
Weighted average common shares outstanding	6,808,684	5,836,832
Fully diluted
Net increase (decrease) in net assets resulting from operations per common share	$ 0.02	$ (0.13)
Weighted average common shares outstanding, if converted	21,847,107	5,836,832

XML

Consolidated Statements of Shareholders' Equity/Deficit - USD ($)	Preferred Class A	Preferred Class B	Common Stock	Additional Paid-in Capital	Retained Earnings	Total
Equity Balance, Starting at Mar. 31, 2019	$ 26,125	$ 0	$ 58,368	$ 34,090,092	$ (32,610,853)	$ 1,563,732
Shares Outstanding, Starting at Mar. 31, 2019	2,612,500	0	5,836,832
Sale of Series A Preferred stock at $0.80 per share, Value	$ 15,876	$ 0	$ 0	1,254,125	0	1,270,001
Sale of Series A Preferred stock at $0.80 per share, Shares	1,587,500	0	0
Sale of Series B Preferred stock at $0.80 per share, Value	$ 0	$ 8,125	$ 0	591,875	0	600,000
Sale of Series B Preferred stock at $0.80 per share, Shares	0	812,500	0
Shares Granted, Value, Share-based Payment Arrangement, after Forfeiture	$ 0		$ 0	7,277	0	7,277
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures	0		0
Net Income (Loss)	$ 0	$ 0	$ 0	0	(773,399)	(773,399)
Shares Outstanding, Ending at Mar. 31, 2020	4,200,000	812,500	5,836,832
Equity Balance, Ending at Mar. 31, 2020	$ 42,001	$ 8,125	$ 58,368	35,943,369	(33,384,252)	2,667,611
Sale of Series B Preferred stock at $0.80 per share, Value	$ 0	$ 28,164	$ 0	2,274,336	0	2,302,500
Sale of Series B Preferred stock at $0.80 per share, Shares	0	2,816,406	0
Shares Granted, Value, Share-based Payment Arrangement, after Forfeiture	$ 0	$ 0	$ 0	23,774	0	23,774
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures	0	0	0
Net Income (Loss)	$ 0	$ 0	$ 0	0	427,066	427,066
Sale of common stock from exercise of warrants, Value	$ 0	$ 0	$ 39,050	1,522,950	0	1,562,000
Sale of common stock from exercise of warrants, Shares	0	0	3,905,000
Stock Issued During Period, Value, Stock Options Exercised	$ 0	$ 0	$ 2,413	7,799	0	10,212
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period	0	0	241,250
Shares Outstanding, Ending at Mar. 31, 2021	4,200,000	3,628,906	9,983,082
Equity Balance, Ending at Mar. 31, 2021	$ 42,001	$ 36,289	$ 99,831	$ 39,772,228	$ (32,957,186)	$ 6,993,163

XML

Statements of Cash Flows - USD ($)	12 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Operating activities:
Net increase (decrease) in net assets resulting from operations	$ 427,066	$ (773,399)
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash used in operating activities
Net change in unrealized (gain) loss on investments	(1,195,908)	61,046
Stock option compensation expenses	23,774	7,277
Increase / (decrease) in operating assets and liabilities
Other current assets	500	500
Deferred fundraising expenses	(169,891)	0
Accounts payable and accrued liabilities	166,747	4,694
Accrued liabilities to related parties	45,670	(1,500)
Stock subscription liability	1,191,442	0
Purchase of investments	(2,960,000)	(1,228,497)
Net cash used in operating activities	(2,470,600)	(1,929,879)
Cash flows from investing activities:	0	0
Cash flows from financing activities:
Sale of common stock from exercise of warrants and options	1,572,212	0
Proceeds from sales of Series A Preferred stock	0	1,270,001
Proceeds from sales of Series B Preferred stock	2,302,500	600,000
Net cash provided by financing activities	3,874,712	1,870,001
Net increase/(decrease) in cash	1,404,112	(59,878)
Cash, Beginning Balance	33,756	93,634
Cash, Ending Balance	1,437,868	33,756
Supplemental cash flow information
Interest paid	0	0
Taxes paid	$ 800	$ 800

XML

NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Mar. 31, 2021

Notes

NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(A) NATURE OF BUSINESS

Kyto Technology and Life Science, Inc. (the “Company”) was formed as a Florida corporation on March 5, 1999 under the name of B Twelve, Inc.. In August, 2002, the Company changed its name from B Twelve, Inc. to Kyto BioPharma Inc. and in May 2018, the name was changed again to Kyto Technology and Life Science, Inc. In July 2019, the Company was re-incorporated as a Delaware company. The Company operates virtually, from public locations or the homes of its officers, and does not currently lease any office space.

The Company was originally formed to acquire and develop proprietary drugs for the treatment of cancer, arthritis, and other autoimmune diseases and had been evaluating a number of strategies. In April 2018, the Board adopted a new business plan focused on the development of early stage technology and life science businesses through early stage investment funding. The Company has recruited a number of experienced investment consultants from a network that includes angel investors, corporate managers, sophisticated early stage investors and successful entrepreneurs with experience across a number of technology and life science products and markets, and relies on input from these advisors in conducting due diligence and making investment decisions. In order to offset the risk in early-stage investing, the Company works with angel investment groups and other sophisticated investors and participates only after these groups have completed due diligence and committed to invest, in effect becoming lead investors. The Company then completes its own due diligence and invests under identical terms as the lead investors. The Company will do follow-on investments in existing portfolio companies, assuming adequate progress, when portfolio companies initiate new financing rounds. The Company currently does not typically invest more than $250,000 in any single investment. Generally, the Company’s investments represent less than 5% ownership interests, and the Company therefore has no effective control or influence over the management or commercial decisions of the companies in which it invests. The Company plans to generate revenue from realised gains from the sale of the businesses in which it has invested, or some or all of its shareholdings in those cases where portfolio companies go public. Generally, it is expected that investments will be realised from an exit within a period of four years following initial investment. Such exits or liquidity events are outside the Company’s control and depend on merger and acquisition (“M&A”) transactions or an initial public offering (“IPO”) which may result in cash or equity proceeds. Accordingly, it is difficult to forecast revenue, net income, and cash flow. Other than making its initial and, potentially, follow-on investments in its portfolio companies, the Company does not provide any financial support to any of its investees.

The Company has one regular employee – the CEO. Prior to December 31, 2020, the chief executive officer, Paul Russo, of Kyto Technology and Life Science, Inc. was acting as a consultant to the Company and did not receive contractual compensation for his services in the form of cash. For the year ended March 31, 2021 he was granted 215,000 stock options, and an ex-gratia bonus of $210,000. As of January 1, 2021, Mr. Russo was engaged as an employee of the Company at a salary of $400,000 per annum of which 60% is paid monthly, and the balance deferred to be paid once the Company lists and starts trading on the Nasdaq exchange. The full terms of Mr. Russo’s employment are described in an engagement letter filed on Form 8K on February 1, 2021, incorporated by reference herein, which was approved by the Compensation committee of the Board of Directors on that date.

The Company has created a portfolio of minority investments in early-stage start-up companies and derives its revenue opportunity from the sale of those investments. Such sales are outside the Company’s control and depend on M&A transactions or IPOs which may result in cash or equity proceeds. Accordingly, it is difficult to forecast revenue, net income, and cash flow. Stay at home orders and general economic uncertainties arising out of the current Covid-19 epidemic have created additional delays and uncertainty. To date there has been no disruption to the Company’s business operations, although some of its portfolio investment companies report delays in their programs.

At March 31, 2020, management determined that the Company was an investment company for purposes of ASC 946 disclosure, and committed to follow the specialized accounting and reporting guidance contained therein. Accordingly, a new company, Kyto Investments, Inc. ( “KI”) was incorporated in Delaware in December 2020 in preparation for a restructuring and an N-2 Registration Statement filed in March 2021 for review by the SEC. KI is an internally managed, closed-end investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). Immediately upon effectiveness of this N-2 Registration Statement, the Company will merge with KI, and the Company will be the surviving entity. As of the completion of the merger, the Company will constitute a “successor issuer” for the purposes of Rule 414 under the Securities Act and may continue the current offering by filing post-effective amendments to the Registration Statements.

As a BDC, the Company will be required to comply with certain regulatory requirements. The Company also intends to elect to be treated for U.S. federal income tax purposes as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). As a RIC, the Company is required to comply with additional regulatory requirements. The Company has prepared and submitted sequentially two N-2 Registration Statements to the SEC for review but has not yet received final approval of its registration as of the filing date of this report.

(B) LIQUIDITY

The Company made 47 investments in the year ended on March 31, 2021. These consisted of 23 investments in new portfolio companies totaling $1,784,997 and 24 follow-on investments into existing portfolio companies totalling $1,175,003.

The accompanying financial statements have been prepared assuming that we will continue as a going concern. We have experienced recurring negative cash flows from operations resulting in a deficit of $33.0 million accumulated from inception through March 31, 2021.

As of the date of this filing, the Company had approximately $400,000 of cash to cover its operating expenses and new investment requirements, and is continuing its efforts to raise additional funding on a recurring monthly basis. If successful, it will have sufficient funding for further investments and ongoing operations. However, there is no assurance that the Company will be able to raise sufficient cash to cover its requirements on attractive terms, if at all, and whether it will be able to continue as a going concern. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements have been prepared assuming the Company will continue to operate as a going concern and do not include any adjustments that might result from the outcome of this uncertainty.

The Company expects to continue raising funds to cover operating expenses and to continue new portfolio and follow-on investments in existing portfolio companies on an ongoing basis as it continues efforts to become effective as a “40 Act” investment company. Once effective, the Company plans to engage an investment banker and list on the NASDAQ exchange. To continue to fund operations and purchase additional investments, we will need to raise additional capital. We may obtain additional financing in the future through the issuance of our common stock, through other equity or debt financings, or other means. However, there is no assurance that the Company will be able to raise sufficient cash to cover its requirements on attractive terms, if at all, and whether it will be able to continue as a going concern.

(C) BASIS OF PRESENTATION

The Company’s financial statements are prepared in accordance with U.S. generally accepted accounting principles (GAAP), which requires the use of estimates, assumptions and the exercise of subjective judgment as to future uncertainties. Actual results could differ from those estimates, assumptions, and judgments. Significant items subject to such estimates will include determining the fair value of investments, revenue recognition, income tax uncertainties, and other contingencies.

The Company’s financial statements are prepared using the specialized accounting principles of Accounting Standards Codification Topic 946, Financial Services—Investment Companies (ASC Topic 946). In accordance with this specialized accounting guidance, the Company recognizes and carries all of its investments at fair value with changes in fair value recognized in earnings. Additionally, the company will not apply consolidation or equity method of accounting to its investments. The Company carries its liabilities at amounts payable, net of unamortized premiums or discounts. The Company does not currently plan to elect to carry its liabilities at fair value. Net assets are calculated as the carrying amounts of assets, including the fair value of investments, less the carrying amounts of its liabilities.

The financial information associated with the March 31, 2021 and 2020 financial statements, contains all adjustments and eliminations, consisting of only normal recurring adjustments, necessary for a fair presentation in accordance with GAAP.

(D) REVENUE RECOGNITION

The Company generates increases or decreases in its net assets from the sale of complete or partial investments following a mergers or acquisitions (“M&A”) transaction or restructuring or from the revaluation of portfolio company investments to recognize changes in their value, either upwards or downwards. As a minority, early-stage investor, the Company does not have the ability to manage the timing or acceptance of liquidity events that will realize its investments, nor the ability to predict when they may happen, although as a general guideline, it would expect such events to occur approximately four years after its investments are made. The Company will record the changes in value from investment activities upon completion of sale and receipt of net proceeds, after deducting related transaction expenses as realized gains or losses. Realized gains or losses on the sale of investments, or upon the determination that an investment balance, or portion thereof, is not recoverable, are calculated using the specific identification method. The Company measures realized gains or losses by calculating the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment. Net change in unrealized appreciation or depreciation reflects the change in the fair values of the Company’s portfolio investments during the reporting period, including any reversal of previously recorded unrealized appreciation or depreciation when gains or losses are realized. The Company is in regular contact with the management of its portfolio investment companies to provide a basis for valuation changes or impairment reviews. The Company does not expect to receive interest and principal repayments on its convertible notes and generally expects these notes to convert into equity securities upon completion of qualified subsequent financings. Accrued interest is then recorded as an adjustment to fair value.

(E) INCOME TAXES

The Company accounts for income taxes under the Financial Accounting Standards Accounting Standard Codification Topic 740 "Accounting for Income Taxes" ("Topic 740"). Under Topic 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under Topic 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period, which includes the enactment date.

(F) USE OF ESTIMATES

In preparing financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial, and revenues and expenses during the period presented. Actual results may differ from these estimates.

Significant estimates during the fiscal year ended March 31, 2021 and 2020 include the valuation of investments, stock options and warrants.

(G) CASH AND CASH EQUIVALENTS

The Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. There were no cash equivalents at March 31, 2021 and 2020, respectively.

(H) CONCENTRATIONS

The Company maintains its cash in bank checking and deposit accounts, which, at times, may exceed federally insured limits. As of March 31, 2021 and March 31, 2020, the Company had $1,187,868 and $0 deposits in excess of federally insured limits. The Company has not experienced any losses in such accounts through March 31, 2021 and 2020, respectively.

(I) STOCK-BASED COMPENSATION

Financial Accounting Standards Board Accounting Standards Codification Topic 718, “Stock Compensation” requires generally that all equity awards granted to employees and consultants be accounted for at “fair value.” This fair value is measured at grant date for stock settled awards, and at subsequent exercise or settlement for cash-settled awards. Under this method, the Company records an expense equal to the fair value of the options or warrants issued. The fair value is computed using the Black Scholes options pricing model. The Company granted 1,505,500 options to consultants and advisors during the year ended March 31, 2021, and 1,370,000 options to consultants and advisors during the year ended March 31, 2020. There were no grants to employees in either period.

(J) EARNINGS (LOSS) PER COMMON SHARE

Basic net change in net assets resulting from operations per common share is computed using the weighted-average number of shares outstanding for the period presented. Diluted net change in net assets resulting from operations per common shares is computed by dividing net increase (decrease) in net assets resulting from operations for the period adjusted to include the pre-tax effects of interest incurred on potentially dilutive securities, by the weighted average number of common shares outstanding plus any potentially dilutive shares outstanding during the period. The Company used the if-converted method in accordance with FASB ASC 260, Earnings per Share (“ASC 260”) to determine the number of potentially dilutive share outstanding.

(K) INVESTMENT AND VALUATION OF INVESTMENT AT FAIR VALUE

The Company reviews the performance of the underlying investments based on available information, including management reports, press releases, web site announcements and progress reports, third party equity updates, management interviews and, where accessible, financial reports, to determine their current and future potential value and liquidity. In the event that Management considers the value of an investment to be impaired, the carrying value of the investment will be written down by an impairment charge to reflect Management’s estimated valuation. The Company recognized impairment of one of its investments which was written down by $61,046 in September, 2019. The Company has not experienced any impairment write-downs in any prior or subsequent periods.

The Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures”, for assets and liabilities measured at fair value on a recurring basis. ASC 820 establishes a common definition for fair value to be applied to existing US GAAP that require the use of fair value measurements which establishes a framework for measuring fair value and expands disclosure about such fair value measurements.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Fair value is an exchange price notion under which fair value is the price in an orderly transaction between market participants to sell an asset or transfer a liability in the market in which the reporting entity would transact for the asset or liability.

The Company has established procedures to estimate the fair value of its investments which the Company’s board of directors has reviewed and approved. The Company will use observable market data to estimate the fair value of investments to the extent that market data is available. In the absence of quoted market prices in active markets, or quoted market prices for similar assets or in markets that are not active, the Company will use the valuation methodologies described below with unobservable data based on the best available information in the circumstances, which incorporates the company’s assumptions about the factors that a market participant would use to value the asset.

For investments for which quoted market prices are not available, which will comprise most of our investment portfolio, fair value will be estimated by using the income or market approach. The income approach is based on the assumption that value is created by the expectation of future benefits discounted to a current value and the fair value estimate is the amount an investor would be willing to pay to receive those future benefits. The market approach compares recent comparable transactions to the investment. Adjustments are made for any dissimilarity between the comparable transactions and the investments. These valuation methodologies involve a significant degree of judgment on the part of our management and board.

In determining the appropriate fair value of an investment using these approaches, the most significant information and assumption may include, as applicable: available current market data, including relevant and applicable comparable market transactions, applicable market yields and multiples, security covenants, call protection provisions, information rights, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, its earnings and discounted cash flows, the markets in which the portfolio company does business, comparisons of financial ratios of peer companies that are public, merger and acquisition comparable, the principal market and enterprise values, environmental factors, among other factors.

The estimated fair values will not necessarily represent the amounts that may be ultimately realized due to the occurrence or nonoccurrence of future circumstances that cannot be reasonably determined. Because of the inherent uncertainty of the valuation of the investments, the estimate of fair values may differ significantly from the value that would have been used had a broader market for the investments existed.

The authoritative accounting guidance prioritizes the use of market-based inputs over entity-specific inputs and establishes a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation. The three levels of valuation hierarchy are defined as follows:

Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities

Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data

Level 3: Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions. Most of our investments fall into this category.

(L) BASIS OF ACCOUNTING AND RECENT ACCOUNTING PRONOUNCEMENTS

In March 2020, the Company adopted Accounting Standards Codification Topic 946, Financial Services—Investment Companies (ASC Topic 946). In accordance with this specialized accounting guidance, the Company recognizes and carries all of its investments at fair value with changes in fair value recognized in earnings. Additionally, the Company does not apply consolidation or equity method of accounting to its investments.

Management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying financial statements.

(M) DEFERRED FUNDRAISING EXPENSES

Since April 2019, the Company has conducted a series of sales of common and preferred stock to fund its ongoing investment program and cost of operations. Typically, it expects that this plan, from start to finish, may take from six to nine months and in order to match the cost and benefits of this process. The Company adopted a policy of capitalizing direct expenses incurred in the course of fund raising with the intention of netting accumulated expenses against proceeds from sale of equity, and reporting the net funds raised at the close. Direct expenses include legal fees, investor relations fees, investor roadshows and meeting expenses, and related filing and printing fees. At March 31, 2021, the Company had deferred $169,891 of such expenses, relating to the preparation and filing of an N-2 Registration Statement.

(N) RECLASSIFICATIONS

Certain prior period amounts have been reclassified to conform to the current period presentation. As of March 31, 2020 the Company treated all of its investment portfolio as Level 3 assets in determining the fair value of its investments. In reviewing the portfolio as of March 31, 2021 it was determined that one of the investments consisted of shares of common stock, tradable on the Toronto venture exchange, and, accordingly an investment of $73,500 was reclassified from Level 3 to Level 1. This reclassification represented 3% of net assets as of March 31, 2020, and did not affect results of operations, net assets or any debt or equity covenants and was considered immaterial.

In the financial statements for the year ended March 31, 2020, cash spent on the purchase of investments was recorded under the heading Cash used in investing activities in the Statement of Cash Flows. In the current year, cash spent on the purchase of investments is shown as Cash used in operating activities.

(O) COMMON STOCK SUBSCRIPTION LIABILITY

The treatment of consideration received under a stock subscription prior to the issuance of shares depends on the subscription agreement. If the Company is obligated to refund consideration received in the event that a subscription is canceled, amounts received are recorded as a liability until the underlying shares are actually issued.

(P) SECURITIES TRANSACTION

Securities transactions are accounted for on the date when the transactions for the purchase or sales of the securities is entered into by the Company (i.e. trade date).

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NOTE 2 - COMMITMENTS AND CONTINGENCIES

12 Months Ended

Mar. 31, 2021

Notes

NOTE 2 - COMMITMENTS AND CONTINGENCIES

NOTE 2 - COMMITMENTS AND CONTINGENCIES

The Company has no commitments or contingencies.

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NOTE 3 - RELATED PARTY TRANSACTIONS

12 Months Ended

Mar. 31, 2021

Notes

NOTE 3 - RELATED PARTY TRANSACTIONS

NOTE 3 - RELATED PARTY TRANSACTIONS

During the years ended March 31, 2021 and March 31, 2020, the Company paid consulting fees of $63,000 and $60,000 and discretionary bonuses of $235,000 and $218,000, respectively, to officers of the Company.

At March 31, 2021 the Company had accrued and owed $46,420 accrued compensation and travel expenses to Mr. Russo and $5,000 accrued consulting fees to Mr. Westbrook, respectively. At March 31, 2020 the Company had accrued and owed $750 accrued travel expenses to Mr. Russo and $5,000 accrued consulting fees to Mr. Westbrook, respectively.

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NOTE 4 - EARNINGS (LOSS) PER SHARE

12 Months Ended

Mar. 31, 2021

Notes

NOTE 4 - EARNINGS (LOSS) PER SHARE

NOTE 4 - EARNINGS (LOSS) PER SHARE

Basic earnings per share are computed by dividing earnings available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share reflect per share amounts that would have resulted if dilutive potential common stock had been converted to common stock. Diluted net loss per share is not reported where the diluted earnings per share would be anti-dilutive. The following reconciles share amounts reported in the financial statements for the years ended:

If Converted method
Number of shares used in calculating fully- diluted EPS
	Year ended March 31, 2021	Year ended March 31, 2020
Common Stock issued	6,808,684	5,836,832
Common stock subscribed not issued	2,978,600	-
Series A preferred stock	4,200,000	3,805,449	*
Series B preferred stock	3,628,906	95,753	*
Options	2,634,250	435,635	*
Warrants	1,596,667	3,805,449	*
Total used in calculating fully-diluted EPS	21,847,107	5,836,832
* These shares excluded from the calculation of fully-diluted EPS as the result would be anti-dilutive.

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NOTE 5 - INVESTMENTS

12 Months Ended

Mar. 31, 2021

Notes

NOTE 5 - INVESTMENTS

NOTE 5 - INVESTMENTS

The following table summarizes the Company’s investment portfolio at March 31, 2021 and 2020.

		March 31, 2021			March 31, 2020
Number of portfolio companies		51			28
Fair value	$	6,821,407		$	2,665,499
Cost		5,686,545			2,726,545
% of portfolio at fair value
Convertible notes		2,553,954	37%		1,578,002	59%
Preferrred stock		3,129,458	46%		651,497	24%
Common stock		391,995	6%		73,500	3%
SAFE		325,000	5%		126,500	5%
Other ownership units		421,000	6%		236,000	9%
Total		6,821,407	100%	$	2,665,499	100%

Our investment portfolio represents approximately 97.5% of our net assets at March 31, 2021 and 99.9% at March 31, 2020. Investments in early stage start-up private operating entities, are valued based on available metrics, such as relevant market multiples and comparable company valuations, company specific-financial data including actual and projected results and independent third party valuation estimates. These investments are typically designated as Level 3 assets.

The majority of our investments are made in the United States and Canada, with additional investments made in Israel and the rest of the world.

Investment Valuation Inputs

The fair values of the Company’s investments disaggregated into the three levels of the fair value hierarchy based upon the lowest level of significant input used in the valuation as of March 31, 2021 and March 31, 2020 are as follows:

				As of March 31, 2021
		Quoted prices in active markets for identical securities		Significant other observable inputs		Significant other inputs
Description		(Level 1)		(Level 2)		(Level 3)		Total
Investments at Fair Value
Private Portfolio Companies
Convertible notes	$	-	$	-	$	2,553,954	$	2,553,954
Preferred stock		-		-		3,129,458		3,129,458
Common stock		-		-		300,000		300,000
SAFEs		-		-		325,000		325,000
Other ownership interests		-		-		421,000		421,000
		-		-		6,729,412		6,729,412
Public Portfolio Companies
Common stock		91,995		-		-		91,995
Total Investments at Fair value	$	91,995	$	-	$	6,729,412	$	6,821,407
				As of March 31, 2020
Description		Level 1		Level 2		Level 3		Total
March 31, 2020
Investments at Fair Value
Private Portfolio Companies
Convertible notes	$	-	$	-	$	1,578,002	$	1,578,002
Preferred stock		-		-		651,497		651,497
SAFEs		-		-		126,500		126,500
Other ownership interests		-		-		236,000		236,000
		-		-		2,591,999		2,591,999
Public Portfolio Companies
Common stock		73,500		-		-		73,500
Total Investments at Fair value	$	73,500	$	-	$	2,591,999	$	2,665,499

As of March 31, 2021 and March 31, 2020, all our investments were treated as Level 3 with the exception of one which was invested in common stock of a public company and treated as Level 1.

Significant Unobservable Inputs for Level 3 Assets and Liabilities

In accordance with FASB ASC 820, Fair Value Management, the tables below provide quantitative information about the Company’s fair value measurements of its Level 3 assets as of March 31, 2021 and March 31, 2020. In addition to the techniques and inputs noted in the tables below, according to the Company’s valuation policy, the Company may also use other valuation techniques and methodologies when determining the Company’s fair value measurements. The tables below are not meant to be all-inclusive, but rather provide information on the significant Level 3 inputs as they relate to the Company’s fair value measurements. To the extent an unobservable input is not reflected in the tables below, such input is deemed insignificant with respect to the Company’s Level 3 fair value measurements as of March 31, 2021 and March 31, 2020. Significant changes in the inputs in isolation would result in a significant change in the fair value measurement, depending on the materiality of the investment.

As of March 31, 2021

	Fair Value	Valuation Approach/ Technique	Unobservable Inputs	Range/ Weighted Average
Convertible notes	$ 2,553,954	Market approach	Precedent and follow-on transactions	N/A
Preferred stock in private companies	3,129,458	Market approach	Precedent and follow-on transactions	N/A
Common stock in private companies	300,000	Market approach	Precedent and follow-on transactions	N/A
Common stock in public companies	91,995	Quoted security	Current stock price	N/A
SAFE	325,000	Market approach	Precedent and follow-on transactions	N/A
Other investments	421,000	Market approach	Precedent and follow-on transactions	N/A
Total Investments	$ 6,821,407

As of March 31, 2020

Asset	Fair Value	Valuation Approach/ Technique	Unobservable Inputs	Range/ Weighted Average
Convertible notes	$ 1,578,002	Market approach	Precedent and follow-on transactions	N/A
Preferred stock in private companies	651,497	Market approach	Precedent and follow-on transactions	N/A
Common stock in public companies	73,500	Quoted security	Current stock price	N/A
SAFE	126,500	Market approach	Precedent and follow-on transactions	N/A
Other investments	236,000	Market approach	Precedent and follow-on transactions	N/A
Total Investments	$ 2,665,499

		America		Canada		Rest of World		Total
Fair value beginning of year March 31, 2020	$	2,170,499	$	245,000	$	250,000	$	2,665,499
New investments		2,235,000		525,000		200,000		2,960,000
Proceeds from sale of investments		-		-		-		-
Realized gains		-		-		-		-
Change in value of investments		1,030,512		137,560		27,836		1,195,908
Fair value end of year March 31, 2021	$	5,486,011	$	907,560	$	427,836	$	6,821,407
		America		Canada		Rest of World		Total
	$	1,448,048	$	50,000	$	-	$	1,498,048
Fair value beginning of year March 31, 2019		783,497		195,000		250,000		1,228,497
New investments		-		-		-		-
Proceeds from sale of investments		-		-		-		-
Realized gains		(61,046)		-		-		(61,046)
Change in value of investments	$	2,170,499	$	245,000	$	250,000	$	2,665,499

		Fintech		Technology		Life science		Total
Fair value beginning of year March 31, 2020	$	101,500	$	685,002	$	1,878,997	$	2,665,499
New investments		-		575,000		2,385,000		2,960,000
Proceeds from sale of investments		-		-		-		-
Realized gains		-		-		-		-
Change in value of investments		24,530		134,316		1,037,062		1,195,908
Fair value end of year March 31, 2021	$	126,030	$	1,394,318	$	5,301,059	$	6,821,407
		Fintech		Technology		Life science		Total
Fair value beginning of year March 31, 2019	$	101,500	$	262,548	$	1,134,000	$	1,498,048
New investments		-		483,500		744,997		1,228,497
Proceeds from sale of investments		-		-		-		-
Realized gains		-		-		-		-
Change in value of investments		-		(61,046)		-		(61,046)
Fair value end of year March 31, 2020	$	101,500	$	685,002	$	1,878,997	$	2,665,499

We invest in early stage private companies developing products or solutions in the fields of fintech, technology and life sciences. Typically we are investing in interest bearing notes that may be convertible into equity securities upon the completion of qualified subsequent financings, preferred stock, SAFEs or other forms of ownership. Typically notes carry a two year term, and are then rolled over for additional periods if no other maturity triggers have been achieved. If a convertible note investment were to become impaired we would reverse the accrued interest and adjust the valuation to reflect management’s assessment of fair value. If a convertible note investment exceeds its maturity date we would request the portfolio company to document an extension, as well as considering whether the overdue note, along with all other available performance data and management reviews lead us to consider whether there should be an adjustment in fair value to reflect impairment of the investment.

		Convertible notes		Preferred stock		Common stock		SAFEs		Other ownership interests		Total
Fair value beginning of year March 31, 2020	$	1,578,002	$	651,497	$	73,500	$	126,500	$	236,000	$	2,665,499
Conversions into preferred stock		(558,000)		609,500		-		(51,500)		-		-
New investments		1,135,000		1,190,000		200,000		250,000		185,000		2,960,000
Proceeds from sale of investments		-		-		-		-		-		-
Realized gains		-		-		-		-		-		-
Change in value of investments		398,952		678,461		118,495		-		-		1,195,908
Fair value end of year March 31, 2021	$	2,553,954	$	3,129,458	$	391,995	$	325,000	$	421,000	$	6,821,407
		Convertible notes		Preferred stock		Common stock		SAFEs		Other ownership interests		Total
Fair value beginning of year March 31, 2019	$	764,048	$	401,500	$	73,500	$	-	$	206,000	$	1,445,048
New investments		875,000		249,997		-		126,500		30,000		1,281,497
Proceeds from sale of investments		-		-		-		-		-		-
Realized gains		-		-		-		-		-		-
Change in value of investments		(61,046)		-		-		-		-		(61,046)
Fair value end of year March 31, 2020	$	1,578,002	$	651,497	$	73,500	$	126,500	$	236,000	$	2,665,499

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NOTE 6 - INCOME TAXES

12 Months Ended

Mar. 31, 2021

Notes

NOTE 6 - INCOME TAXES

NOTE 6 - INCOME TAXES

Deferred income taxes result from the tax effect of transactions that are recognized in different periods for financial statement and income tax reporting purposes, as well as operating loss and tax credit carryforwards. Significant components of the Company’s deferred income tax assets and liabilities are as follows:

		For the years ended March 31
		2021		2020
Net operating loss carryforwards	$	6,647,382	$	5,824,727
Investements		(329,109)		-
Gross deferred tax assets		6,318,273		5,824,727
Valuation allowance		(6,318,273)		(5,824,727)
Deferred tax asset, net of valuation allowance	$	-	$	-

The valuation allowance increased by $493,546 for the year ended March 31, 2021 and decreased by $709,677 for the year ended March 31, 2020.

For the years ended March 31, 2021 and 2020, the Company recorded income tax provision related to state minimum taxes due. A reconciliation of the federal statutory income tax rate and the Company’s effective income tax rate is as follow:

	March 31,
	2021	2020
Tax benefit at federal statutory rate	(21.0)%	(21.0)%
State income taxes, net of federal benefit	0.2%	(8.0)%
True up	(136.8)%	0.0%
Change in valuation allowance	115.6%	29.0%
Effective income tax rate	0.0%	0.0%

At March 31, 2021, the Company had net operating loss carry forwards for federal and state income tax purposes of approximately $31.2 million and $1.5 million, respectively, which begin to expire in 2021 and 2039, respectively.

The Tax Cuts and Jobs Act also introduces a limitation on the amount of NOLs that a corporation may deduct in a single tax year under section 172(a) equal to the lesser of the available NOL carryover or 80 percent of a taxpayer’s pre-NOL deduction taxable income (the “80-percent limitation”). This limitation applies only to losses arising in tax years that begin after December 31, 2017 based upon section 172(e)(1) of the amended statute. At March 31, 2021, the Company has approximately $1.7 million of federal NOLs which do not expire but are subject to the 80% limitation.

The Company had no income tax provision for the years ended March 31, 2021 and 2020 because the Company had net operating losses for both federal and state tax purposes. The net operating loss carryovers may be subject to annual limitations under Internal Revenue Code Section 382/383, and similar state provisions, should there be a greater than 50% ownership change as determined under the applicable income tax regulations. The amount of the limitation would be determined based on the value of the company immediately prior to the ownership change and subsequent ownership changes could further impact the annual limitation or eliminate them entirely. An ownership change pursuant to Section 382/383 may have occurred in the past or could happen in the future, such that the NOLs available for utilization could be significantly limited or eliminate them entirely.

The utilization of the net operating loss carry forwards is dependent upon the ability to generate sufficient taxable income during the carry forward period. In addition, utilization of these carry forwards may be limited due to ownership changes rules, as defined in the Internal Revenue Code 382/383. The Company has not determined if an ownership change has occurred that would limit the use of the net operating losses or eliminate them entirely.

The Company uses the “more likely than not” criterion for recognizing the income tax benefit of uncertain income tax positions and establishing measurement criteria for income tax benefits. The Company has evaluated the impact of these provisions and has no unrecognized tax benefit as of March 31, 2021 and 2020. Our policy is to recognize interest and penalties related to income taxes as income tax expense. No amount of interest or penalties were recognized in the Company’s financial statements for 2021 and 2020. The Company is not currently under examination by income tax authorities in federal, state, or other foreign jurisdictions. The Company does not anticipate any significant changes within 12 months of this reporting date of its uncertain tax position. The Company files income tax returns in the federal and California state jurisdictions. The Company’s tax years will remain open for examination by federal and California authorities for three and four years, respectively, from the date of utilization of any net operating losses. The Company is currently not under examination by the Internal Revenue Service or any other taxing authorities and is not aware of any uncertain tax positions.

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NOTE 7 - EQUITY

12 Months Ended

Mar. 31, 2021

Notes

NOTE 7 - EQUITY

NOTE 7 - EQUITY

PREFERRED STOCK

(A) SERIES A PREFERRED

As of March 31, 2021, the Company has outstanding 4,200,000 shares of Series A Preferred Stock (“Series A”) designated at a par value of $0.01 per share. The Series A were sold in a private placement to accredited investors as Stock Units (“Units”) consisting of one share of Series A Preferred Stock and one warrant to purchase a share of Common Stock at $0.80 per share. The Series A will be converted into shares of Common Stock upon listing of the Company on Nasdaq or NYSE. In the event of any liquidation or winding up of the Company, the holders of the Series A shall be entitled to receive in preference to the holders of shares of Common Stock a per share amount equal to two times (2 X) their original purchase price plus any declared but unpaid dividends (the Liquidation Preference). All share issuances and obligations are recognized on the books and stock register.

On March 2, 2021, in preparation for an intended future public offering (“IPO”), the Company made an offer to all its preferred shareholders to protect them against the possibility that the IPO price might be less than their preferred stock price. Accordingly, the Series A preferred stock was sub-designated into Series A, Series A-1 and Series A-2 and shareholders were granted an opportunity to purchase shares of Common Stock at $0.40 per share. If shareholders purchased at least $6,000 of Common Stock, their Series A Preferred Stock converted into Series A-1 which is guaranteed to convert into shares of Common Stock at the same price as the IPO price, and if shareholders purchase a pro-rated amount of Common Stock their Series A Preferred Stock converts into Series A-2 Preferred Stock which converts into shares of Common Stock at a discount of 10% to the IPO price.

(B) SERIES B PREFERRED

There are also 6,000,000 shares of Series B Preferred Stock (“Series B”) designated at a par value of $0.01 per share. The Series B can be converted into shares of Common Stock upon listing of the Company on Nasdaq. In the event of any liquidation or winding up of the Company, the holders of the Series B shall be entitled to receive in preference to the holders of Common Shares and Series A, a per share amount equal to two times (2 X) their original purchase price plus any declared but unpaid dividends (the Liquidation Preference). The holders of Class B Preferred Stock shall be entitled to receive out of any funds of the Corporation at a time legally available for the declaration of dividends, dividends at a cumulative rate of 10% under such terms and conditions as the Board shall prescribe, provided, however, that in the event dividends shall be declared, dividends on issued and outstanding Class B Preferred Stock shall be payable before any dividends shall be declared or paid upon or set apart for the Common Stock. At March 31, 2021, the Company had sold 3,628,906 shares of Series B Preferred (“Series B”) for proceeds of $2,902,500.

On March 2, 2021, in preparation for an intended future IPO, the Company made an offer to all its preferred shareholders to protect them against the possibility that the IPO price might be less than their preferred stock price. Accordingly the Series B Preferred Stock was sub-designated into Series B, Series B-1 and Series B-2 and shareholders were granted an opportunity to purchase shares of Common Stock at $0.40 per share. If shareholders purchased at least $6,000 of common stock, their Series B Preferred Stock converted into Series B-1 which is guaranteed to convert into shares of Common Stock at the same price as the IPO price, and if shareholders purchase a pro-rated amount of common stock their Series B Preferred Stock converts into Series B-2 Preferred Stock which converts into shares of Common Stock at a discount of 10% to the IPO price. 

(C) COMMON STOCK

The Company has authorized 40,000,000 shares of common stock at a par value of $0.01 per share. As of March 31, 2021, and March 31, 2020 there were 9,983,082 and 5,836,832 shares of the Company’s common stock issued and outstanding, respectively. During the course of the year the Company issued the following Common shares.

	# of Common shares
March 31, 2020	5,836,832
Exercise of warrants	3,905,000
Exercise of options	241,250
March 31, 2021	9,983,082

During the year ended March 31, 2021, the Company offered preferred shareholders an opportunity to adjust the conversion price of their Preferred Stock such that the price would be equal to or better than the price offered for shares of Common Stock in a future IPO, depending on the number of common shares subscribed as described in sections A and B above. A total of 2,978,611 shares of Common Stock were subscribed under this program for a total consideration of $1,191,442 which was accrued as stock subscription liability at March 31, 2021, pending final closing of the round which occurred in April 2021 (see Note 9).

(D) STOCK OPTIONS

In March 2019, the majority of the shareholders of the Company approved the introduction of the Kyto Technology and Life Science 2019 Stock Option and Incentive Plan (“Plan”), and reserved 2 million shares for issuance to directors, officers, consultants and advisors.

In December 2020, the majority of the shareholders of the Company approved the introduction of the Kyto Technology and Life Science 2020 Stock Option and Incentive Plan (“Plan”), and reserved 2 million shares for issuance to directors, officers, consultants and advisors.

During the years ended March 31, 2021 and March 31, 2020, the Company issued, respectively, a total of 1,505,500 and 1,370,000 non-qualified stock options to consultants, directors and advisors vesting over terms from immediate through two years. The Company had one employee for the last three months of the year ended March 31, 2021.

	Number of options granted		Weighted average exercise price	Weighted average remaining life years
Outstanding March 31, 2019	-	$	-	-
Granted	1,370,000	$	0.03	2.00
Exercised	-	$	-	-
Cancelled	-	$	-	-
Outstanding March 31, 2020	1,370,000	$	0.03	1.40
Granted	1,505,500	$	0.06	1.42
Exercised	(241,250)	$	0.04	-
Cancelled	-	$	-	-
Outstanding March 31, 2021	2,634,250	$	0.05	0.90
Exercisable March 31, 2021	1,505,853	$	0.04	0.51

In connection with the grant of stock options the Company recognises the value of the related option expense using the Black Scholes model, with appropriate assumptions for option life, stock value, risk free interest rate, volatility, and cancellations. The assumptions used for options granted in the years ended March 31, 2021 and 2020 were as follows:

		March 31, 2021		March 31, 2020
Stock Price at grant date	$	$0.033 - $ 0.078	$	0.033
Exercise Price	$	$0.033 - $ 0.078	$	0.033
Term in Years		0 - 2.00		2.32
Volatility assumed		71% - 196%		71%
Annual dividend rate		0.0%		0.0%
Risk free discount rate		0.12% - 2.0%		2.00%

The compensation expense calculated at time of grant is amortised over the vesting period for the options granted. During the year ended March 31, 2021 and March 31, 2020, the Company amortised $23,774 and $7,277, respectively, as option expense.

(E) WARRANTS

In conjunction with the sale of Series A Preferred stock Units, the Company issued 4,200,000 warrants to purchase common stock at a price of $1.20 per share for a period of three years. The Company values the warrants using the Black Scholes model, with appropriate assumptions for warrant life, stock value, risk free interest rate, and volatility.

On October 1, 2020, the Company approved a limited 30 day term offer to Series A shareholders under which Series A warrants could be exercised at $0.40 per share instead of $1.20, and each warrant would convert to 1.5 shares of common stock. As a result of this offer, 2,603,333 warrants were exercised for the purchase of 3,905,000 shares of Common Stock, resulting in net proceeds of $1,562,000.

	Number of warrants		Weighted average exercise price	Weighted average remaining life in years
Outstanding March 31, 2019	2,612,500	$	1.20	2.4
Granted	1,587,500		1.20	3.0
Exercised	-		-	-
Cancelled	-		-	-
Outstanding March 31, 2020	4,200,000	$	1.20	2.9
Granted	-		-	-
Exercised	(2,603,333)		0.60	-
Cancelled	-		-	-
Outstanding March 31, 2021	1,596,667	$	1.20	1.4
Exercisable March 31, 2021	1,596,667	$	1.20	1.4

The Series A Preferred stock and warrants were sold as a combined investment unit at a fixed price of $0.80 per unit. The Company did not bifurcate the value of Series A Preferred and warrants as the fair value of the warrant was determined to be de minimis.. At March 31, 2021, and March 31, 2020 the fair value of the warrants was de minimis.

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NOTE 8 - FINANCIAL HIGHLIGHTS

12 Months Ended

Mar. 31, 2021

Notes

NOTE 8 - FINANCIAL HIGHLIGHTS

NOTE 8 - FINANCIAL HIGHLIGHTS

Per share data (a)
		March 31, 2021		March 31, 2020
Net asset value	$	1.03	$	0.46
Net increase (decrease) in net assets	$	0.06	$	(0.13)
Net unrealized gain (loss) on investments	$	0.18	$	(0.01)
Ratios and Supplemental Data
Net assets, end of period	$	6,993,163	$	2,667,611
Weighted average common shares outstanding, end of period		6,808,684		5,836,832
Total operating expenses/net assets		11.0%		29.5%
Net increase (decrease) in net assets		6.1%		-29.0%
Total return		1.2%		-2.2%
(a) Per share data is based on the number of common shares outstanding at the end of the period.

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NOTE 9 - SUBSEQUENT EVENTS

12 Months Ended

Mar. 31, 2021

Notes

NOTE 9 - SUBSEQUENT EVENTS

NOTE 9 - SUBSEQUENT EVENTS

Since March 31, 2021, the Company has raised $870,875 from the sale of 1,088,594 shares of Series B Preferred stock through private placements.

Since March 31, 2021, upon the closing of the Series A and Series B Preferred stock amendment offering, the Company has converted $1,191,442 of stock subscription liability into shares of common stock, and raised $122,876 from additional sales of common stock.

Since March 31, 2021, the Company has invested $1,490,600 in nineteen additional investment opportunities.

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (A) NATURE OF BUSINESS (Policies)

12 Months Ended

Mar. 31, 2021

Policies

(A) NATURE OF BUSINESS

(A) NATURE OF BUSINESS

Kyto Technology and Life Science, Inc. (the “Company”) was formed as a Florida corporation on March 5, 1999 under the name of B Twelve, Inc.. In August, 2002, the Company changed its name from B Twelve, Inc. to Kyto BioPharma Inc. and in May 2018, the name was changed again to Kyto Technology and Life Science, Inc. In July 2019, the Company was re-incorporated as a Delaware company. The Company operates virtually, from public locations or the homes of its officers, and does not currently lease any office space.

The Company was originally formed to acquire and develop proprietary drugs for the treatment of cancer, arthritis, and other autoimmune diseases and had been evaluating a number of strategies. In April 2018, the Board adopted a new business plan focused on the development of early stage technology and life science businesses through early stage investment funding. The Company has recruited a number of experienced investment consultants from a network that includes angel investors, corporate managers, sophisticated early stage investors and successful entrepreneurs with experience across a number of technology and life science products and markets, and relies on input from these advisors in conducting due diligence and making investment decisions. In order to offset the risk in early-stage investing, the Company works with angel investment groups and other sophisticated investors and participates only after these groups have completed due diligence and committed to invest, in effect becoming lead investors. The Company then completes its own due diligence and invests under identical terms as the lead investors. The Company will do follow-on investments in existing portfolio companies, assuming adequate progress, when portfolio companies initiate new financing rounds. The Company currently does not typically invest more than $250,000 in any single investment. Generally, the Company’s investments represent less than 5% ownership interests, and the Company therefore has no effective control or influence over the management or commercial decisions of the companies in which it invests. The Company plans to generate revenue from realised gains from the sale of the businesses in which it has invested, or some or all of its shareholdings in those cases where portfolio companies go public. Generally, it is expected that investments will be realised from an exit within a period of four years following initial investment. Such exits or liquidity events are outside the Company’s control and depend on merger and acquisition (“M&A”) transactions or an initial public offering (“IPO”) which may result in cash or equity proceeds. Accordingly, it is difficult to forecast revenue, net income, and cash flow. Other than making its initial and, potentially, follow-on investments in its portfolio companies, the Company does not provide any financial support to any of its investees.

The Company has one regular employee – the CEO. Prior to December 31, 2020, the chief executive officer, Paul Russo, of Kyto Technology and Life Science, Inc. was acting as a consultant to the Company and did not receive contractual compensation for his services in the form of cash. For the year ended March 31, 2021 he was granted 215,000 stock options, and an ex-gratia bonus of $210,000. As of January 1, 2021, Mr. Russo was engaged as an employee of the Company at a salary of $400,000 per annum of which 60% is paid monthly, and the balance deferred to be paid once the Company lists and starts trading on the Nasdaq exchange. The full terms of Mr. Russo’s employment are described in an engagement letter filed on Form 8K on February 1, 2021, incorporated by reference herein, which was approved by the Compensation committee of the Board of Directors on that date.

The Company has created a portfolio of minority investments in early-stage start-up companies and derives its revenue opportunity from the sale of those investments. Such sales are outside the Company’s control and depend on M&A transactions or IPOs which may result in cash or equity proceeds. Accordingly, it is difficult to forecast revenue, net income, and cash flow. Stay at home orders and general economic uncertainties arising out of the current Covid-19 epidemic have created additional delays and uncertainty. To date there has been no disruption to the Company’s business operations, although some of its portfolio investment companies report delays in their programs.

At March 31, 2020, management determined that the Company was an investment company for purposes of ASC 946 disclosure, and committed to follow the specialized accounting and reporting guidance contained therein. Accordingly, a new company, Kyto Investments, Inc. ( “KI”) was incorporated in Delaware in December 2020 in preparation for a restructuring and an N-2 Registration Statement filed in March 2021 for review by the SEC. KI is an internally managed, closed-end investment company that has elected to be regulated as a business development company (“BDC”) under the Investment Company Act of 1940, as amended (the “1940 Act”). Immediately upon effectiveness of this N-2 Registration Statement, the Company will merge with KI, and the Company will be the surviving entity. As of the completion of the merger, the Company will constitute a “successor issuer” for the purposes of Rule 414 under the Securities Act and may continue the current offering by filing post-effective amendments to the Registration Statements.

As a BDC, the Company will be required to comply with certain regulatory requirements. The Company also intends to elect to be treated for U.S. federal income tax purposes as a regulated investment company (“RIC”) under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). As a RIC, the Company is required to comply with additional regulatory requirements. The Company has prepared and submitted sequentially two N-2 Registration Statements to the SEC for review but has not yet received final approval of its registration as of the filing date of this report.

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (B) LIQUIDITY (Policies)

12 Months Ended

Mar. 31, 2021

Policies

(B) LIQUIDITY

(B) LIQUIDITY

The Company made 47 investments in the year ended on March 31, 2021. These consisted of 23 investments in new portfolio companies totaling $1,784,997 and 24 follow-on investments into existing portfolio companies totalling $1,175,003.

The accompanying financial statements have been prepared assuming that we will continue as a going concern. We have experienced recurring negative cash flows from operations resulting in a deficit of $33.0 million accumulated from inception through March 31, 2021.

As of the date of this filing, the Company had approximately $400,000 of cash to cover its operating expenses and new investment requirements, and is continuing its efforts to raise additional funding on a recurring monthly basis. If successful, it will have sufficient funding for further investments and ongoing operations. However, there is no assurance that the Company will be able to raise sufficient cash to cover its requirements on attractive terms, if at all, and whether it will be able to continue as a going concern. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying financial statements have been prepared assuming the Company will continue to operate as a going concern and do not include any adjustments that might result from the outcome of this uncertainty.

The Company expects to continue raising funds to cover operating expenses and to continue new portfolio and follow-on investments in existing portfolio companies on an ongoing basis as it continues efforts to become effective as a “40 Act” investment company. Once effective, the Company plans to engage an investment banker and list on the NASDAQ exchange. To continue to fund operations and purchase additional investments, we will need to raise additional capital. We may obtain additional financing in the future through the issuance of our common stock, through other equity or debt financings, or other means. However, there is no assurance that the Company will be able to raise sufficient cash to cover its requirements on attractive terms, if at all, and whether it will be able to continue as a going concern.

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (C) BASIS OF PRESENTATION (Policies)

12 Months Ended

Mar. 31, 2021

Policies

(C) BASIS OF PRESENTATION

(C) BASIS OF PRESENTATION

The Company’s financial statements are prepared in accordance with U.S. generally accepted accounting principles (GAAP), which requires the use of estimates, assumptions and the exercise of subjective judgment as to future uncertainties. Actual results could differ from those estimates, assumptions, and judgments. Significant items subject to such estimates will include determining the fair value of investments, revenue recognition, income tax uncertainties, and other contingencies.

The Company’s financial statements are prepared using the specialized accounting principles of Accounting Standards Codification Topic 946, Financial Services—Investment Companies (ASC Topic 946). In accordance with this specialized accounting guidance, the Company recognizes and carries all of its investments at fair value with changes in fair value recognized in earnings. Additionally, the company will not apply consolidation or equity method of accounting to its investments. The Company carries its liabilities at amounts payable, net of unamortized premiums or discounts. The Company does not currently plan to elect to carry its liabilities at fair value. Net assets are calculated as the carrying amounts of assets, including the fair value of investments, less the carrying amounts of its liabilities.

The financial information associated with the March 31, 2021 and 2020 financial statements, contains all adjustments and eliminations, consisting of only normal recurring adjustments, necessary for a fair presentation in accordance with GAAP.

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (D) REVENUE RECOGNITION (Policies)

12 Months Ended

Mar. 31, 2021

Policies

(D) REVENUE RECOGNITION

(D) REVENUE RECOGNITION

The Company generates increases or decreases in its net assets from the sale of complete or partial investments following a mergers or acquisitions (“M&A”) transaction or restructuring or from the revaluation of portfolio company investments to recognize changes in their value, either upwards or downwards. As a minority, early-stage investor, the Company does not have the ability to manage the timing or acceptance of liquidity events that will realize its investments, nor the ability to predict when they may happen, although as a general guideline, it would expect such events to occur approximately four years after its investments are made. The Company will record the changes in value from investment activities upon completion of sale and receipt of net proceeds, after deducting related transaction expenses as realized gains or losses. Realized gains or losses on the sale of investments, or upon the determination that an investment balance, or portion thereof, is not recoverable, are calculated using the specific identification method. The Company measures realized gains or losses by calculating the difference between the net proceeds from the repayment or sale and the amortized cost basis of the investment. Net change in unrealized appreciation or depreciation reflects the change in the fair values of the Company’s portfolio investments during the reporting period, including any reversal of previously recorded unrealized appreciation or depreciation when gains or losses are realized. The Company is in regular contact with the management of its portfolio investment companies to provide a basis for valuation changes or impairment reviews. The Company does not expect to receive interest and principal repayments on its convertible notes and generally expects these notes to convert into equity securities upon completion of qualified subsequent financings. Accrued interest is then recorded as an adjustment to fair value.

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (E) INCOME TAXES (Policies)

12 Months Ended

Mar. 31, 2021

Policies

(E) INCOME TAXES

(E) INCOME TAXES

The Company accounts for income taxes under the Financial Accounting Standards Accounting Standard Codification Topic 740 "Accounting for Income Taxes" ("Topic 740"). Under Topic 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Under Topic 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period, which includes the enactment date.

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (F) USE OF ESTIMATES (Policies)

12 Months Ended

Mar. 31, 2021

Policies

(F) USE OF ESTIMATES

(F) USE OF ESTIMATES

In preparing financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial, and revenues and expenses during the period presented. Actual results may differ from these estimates.

Significant estimates during the fiscal year ended March 31, 2021 and 2020 include the valuation of investments, stock options and warrants.

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (G) CASH AND CASH EQUIVALENTS (Policies)

12 Months Ended

Mar. 31, 2021

Policies

(G) CASH AND CASH EQUIVALENTS

(G) CASH AND CASH EQUIVALENTS

The Company considers all highly liquid investments with original maturities of three months or less at the time of purchase to be cash equivalents. There were no cash equivalents at March 31, 2021 and 2020, respectively.

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (H) CONCENTRATIONS (Policies)

12 Months Ended

Mar. 31, 2021

Policies

(H) CONCENTRATIONS

(H) CONCENTRATIONS

The Company maintains its cash in bank checking and deposit accounts, which, at times, may exceed federally insured limits. As of March 31, 2021 and March 31, 2020, the Company had $1,187,868 and $0 deposits in excess of federally insured limits. The Company has not experienced any losses in such accounts through March 31, 2021 and 2020, respectively.

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (I) STOCK-BASED COMPENSATION (Policies)

12 Months Ended

Mar. 31, 2021

Policies

(I) STOCK-BASED COMPENSATION

(I) STOCK-BASED COMPENSATION

Financial Accounting Standards Board Accounting Standards Codification Topic 718, “Stock Compensation” requires generally that all equity awards granted to employees and consultants be accounted for at “fair value.” This fair value is measured at grant date for stock settled awards, and at subsequent exercise or settlement for cash-settled awards. Under this method, the Company records an expense equal to the fair value of the options or warrants issued. The fair value is computed using the Black Scholes options pricing model. The Company granted 1,505,500 options to consultants and advisors during the year ended March 31, 2021, and 1,370,000 options to consultants and advisors during the year ended March 31, 2020. There were no grants to employees in either period.

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (J) NET LOSS PER COMMON SHARE (Policies)

12 Months Ended

Mar. 31, 2021

Policies

(J) NET LOSS PER COMMON SHARE

(J) EARNINGS (LOSS) PER COMMON SHARE

Basic net change in net assets resulting from operations per common share is computed using the weighted-average number of shares outstanding for the period presented. Diluted net change in net assets resulting from operations per common shares is computed by dividing net increase (decrease) in net assets resulting from operations for the period adjusted to include the pre-tax effects of interest incurred on potentially dilutive securities, by the weighted average number of common shares outstanding plus any potentially dilutive shares outstanding during the period. The Company used the if-converted method in accordance with FASB ASC 260, Earnings per Share (“ASC 260”) to determine the number of potentially dilutive share outstanding.

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (K) INVESTMENT AND VALUATION OF INVESTMENT AT FAIR VALUE (Policies)

12 Months Ended

Mar. 31, 2021

Policies

(K) INVESTMENT AND VALUATION OF INVESTMENT AT FAIR VALUE

(K) INVESTMENT AND VALUATION OF INVESTMENT AT FAIR VALUE

The Company reviews the performance of the underlying investments based on available information, including management reports, press releases, web site announcements and progress reports, third party equity updates, management interviews and, where accessible, financial reports, to determine their current and future potential value and liquidity. In the event that Management considers the value of an investment to be impaired, the carrying value of the investment will be written down by an impairment charge to reflect Management’s estimated valuation. The Company recognized impairment of one of its investments which was written down by $61,046 in September, 2019. The Company has not experienced any impairment write-downs in any prior or subsequent periods.

The Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures”, for assets and liabilities measured at fair value on a recurring basis. ASC 820 establishes a common definition for fair value to be applied to existing US GAAP that require the use of fair value measurements which establishes a framework for measuring fair value and expands disclosure about such fair value measurements.

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Fair value is an exchange price notion under which fair value is the price in an orderly transaction between market participants to sell an asset or transfer a liability in the market in which the reporting entity would transact for the asset or liability.

The Company has established procedures to estimate the fair value of its investments which the Company’s board of directors has reviewed and approved. The Company will use observable market data to estimate the fair value of investments to the extent that market data is available. In the absence of quoted market prices in active markets, or quoted market prices for similar assets or in markets that are not active, the Company will use the valuation methodologies described below with unobservable data based on the best available information in the circumstances, which incorporates the company’s assumptions about the factors that a market participant would use to value the asset.

For investments for which quoted market prices are not available, which will comprise most of our investment portfolio, fair value will be estimated by using the income or market approach. The income approach is based on the assumption that value is created by the expectation of future benefits discounted to a current value and the fair value estimate is the amount an investor would be willing to pay to receive those future benefits. The market approach compares recent comparable transactions to the investment. Adjustments are made for any dissimilarity between the comparable transactions and the investments. These valuation methodologies involve a significant degree of judgment on the part of our management and board.

In determining the appropriate fair value of an investment using these approaches, the most significant information and assumption may include, as applicable: available current market data, including relevant and applicable comparable market transactions, applicable market yields and multiples, security covenants, call protection provisions, information rights, the nature and realizable value of any collateral, the portfolio company’s ability to make payments, its earnings and discounted cash flows, the markets in which the portfolio company does business, comparisons of financial ratios of peer companies that are public, merger and acquisition comparable, the principal market and enterprise values, environmental factors, among other factors.

The estimated fair values will not necessarily represent the amounts that may be ultimately realized due to the occurrence or nonoccurrence of future circumstances that cannot be reasonably determined. Because of the inherent uncertainty of the valuation of the investments, the estimate of fair values may differ significantly from the value that would have been used had a broader market for the investments existed.

The authoritative accounting guidance prioritizes the use of market-based inputs over entity-specific inputs and establishes a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation. The three levels of valuation hierarchy are defined as follows:

Level 1: Observable inputs such as quoted market prices in active markets for identical assets or liabilities

Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data

Level 3: Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions. Most of our investments fall into this category.

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (L) SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS (Policies)

12 Months Ended

Mar. 31, 2021

Policies

(L) SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS

(L) BASIS OF ACCOUNTING AND RECENT ACCOUNTING PRONOUNCEMENTS

In March 2020, the Company adopted Accounting Standards Codification Topic 946, Financial Services—Investment Companies (ASC Topic 946). In accordance with this specialized accounting guidance, the Company recognizes and carries all of its investments at fair value with changes in fair value recognized in earnings. Additionally, the Company does not apply consolidation or equity method of accounting to its investments.

Management does not believe that any recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying financial statements.

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (M) DEFERRED FUNDRAISING EXPENSES (Policies)

12 Months Ended

Mar. 31, 2021

Policies

(M) DEFERRED FUNDRAISING EXPENSES

(M) DEFERRED FUNDRAISING EXPENSES

Since April 2019, the Company has conducted a series of sales of common and preferred stock to fund its ongoing investment program and cost of operations. Typically, it expects that this plan, from start to finish, may take from six to nine months and in order to match the cost and benefits of this process. The Company adopted a policy of capitalizing direct expenses incurred in the course of fund raising with the intention of netting accumulated expenses against proceeds from sale of equity, and reporting the net funds raised at the close. Direct expenses include legal fees, investor relations fees, investor roadshows and meeting expenses, and related filing and printing fees. At March 31, 2021, the Company had deferred $169,891 of such expenses, relating to the preparation and filing of an N-2 Registration Statement.

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (N) RECLASSIFICATIONS (Policies)

12 Months Ended

Mar. 31, 2021

Policies

(N) RECLASSIFICATIONS

(N) RECLASSIFICATIONS

Certain prior period amounts have been reclassified to conform to the current period presentation. As of March 31, 2020 the Company treated all of its investment portfolio as Level 3 assets in determining the fair value of its investments. In reviewing the portfolio as of March 31, 2021 it was determined that one of the investments consisted of shares of common stock, tradable on the Toronto venture exchange, and, accordingly an investment of $73,500 was reclassified from Level 3 to Level 1. This reclassification represented 3% of net assets as of March 31, 2020, and did not affect results of operations, net assets or any debt or equity covenants and was considered immaterial.

In the financial statements for the year ended March 31, 2020, cash spent on the purchase of investments was recorded under the heading Cash used in investing activities in the Statement of Cash Flows. In the current year, cash spent on the purchase of investments is shown as Cash used in operating activities.

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (O) COMMON STOCK SUBSCRIPTION LIABILITY (Policies)

12 Months Ended

Mar. 31, 2021

Policies

(O) COMMON STOCK SUBSCRIPTION LIABILITY

(O) COMMON STOCK SUBSCRIPTION LIABILITY

The treatment of consideration received under a stock subscription prior to the issuance of shares depends on the subscription agreement. If the Company is obligated to refund consideration received in the event that a subscription is canceled, amounts received are recorded as a liability until the underlying shares are actually issued.

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (P) SECURITIES TRANSACTION (Policies)

12 Months Ended

Mar. 31, 2021

Policies

(P) SECURITIES TRANSACTION

(P) SECURITIES TRANSACTION

Securities transactions are accounted for on the date when the transactions for the purchase or sales of the securities is entered into by the Company (i.e. trade date).

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NOTE 4 - EARNINGS (LOSS) PER SHARE: Schedule of Earnings per Share (Tables)

12 Months Ended

Mar. 31, 2021

Tables/Schedules

Schedule of Earnings per Share

If Converted method
Number of shares used in calculating fully- diluted EPS
	Year ended March 31, 2021	Year ended March 31, 2020
Common Stock issued	6,808,684	5,836,832
Common stock subscribed not issued	2,978,600	-
Series A preferred stock	4,200,000	3,805,449	*
Series B preferred stock	3,628,906	95,753	*
Options	2,634,250	435,635	*
Warrants	1,596,667	3,805,449	*
Total used in calculating fully-diluted EPS	21,847,107	5,836,832
* These shares excluded from the calculation of fully-diluted EPS as the result would be anti-dilutive.

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NOTE 5 - INVESTMENTS: Investment Portfolio (Tables)

12 Months Ended

Mar. 31, 2021

Tables/Schedules

Investment Portfolio

		March 31, 2021			March 31, 2020
Number of portfolio companies		51			28
Fair value	$	6,821,407		$	2,665,499
Cost		5,686,545			2,726,545
% of portfolio at fair value
Convertible notes		2,553,954	37%		1,578,002	59%
Preferrred stock		3,129,458	46%		651,497	24%
Common stock		391,995	6%		73,500	3%
SAFE		325,000	5%		126,500	5%
Other ownership units		421,000	6%		236,000	9%
Total		6,821,407	100%	$	2,665,499	100%

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NOTE 5 - INVESTMENTS: Schedule of Fair values of the Company's investments disaggregated into the three levels (Tables)

12 Months Ended

Mar. 31, 2021

Tables/Schedules

Schedule of Fair values of the Company's investments disaggregated into the three levels

				As of March 31, 2021
		Quoted prices in active markets for identical securities		Significant other observable inputs		Significant other inputs
Description		(Level 1)		(Level 2)		(Level 3)		Total
Investments at Fair Value
Private Portfolio Companies
Convertible notes	$	-	$	-	$	2,553,954	$	2,553,954
Preferred stock		-		-		3,129,458		3,129,458
Common stock		-		-		300,000		300,000
SAFEs		-		-		325,000		325,000
Other ownership interests		-		-		421,000		421,000
		-		-		6,729,412		6,729,412
Public Portfolio Companies
Common stock		91,995		-		-		91,995
Total Investments at Fair value	$	91,995	$	-	$	6,729,412	$	6,821,407
				As of March 31, 2020
Description		Level 1		Level 2		Level 3		Total
March 31, 2020
Investments at Fair Value
Private Portfolio Companies
Convertible notes	$	-	$	-	$	1,578,002	$	1,578,002
Preferred stock		-		-		651,497		651,497
SAFEs		-		-		126,500		126,500
Other ownership interests		-		-		236,000		236,000
		-		-		2,591,999		2,591,999
Public Portfolio Companies
Common stock		73,500		-		-		73,500
Total Investments at Fair value	$	73,500	$	-	$	2,591,999	$	2,665,499

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NOTE 5 - INVESTMENTS: Schedule of Quantitative information about the Company's fair value measurements of its Level 3 assets (Tables)

12 Months Ended

Mar. 31, 2021

Tables/Schedules

Schedule of Quantitative information about the Company's fair value measurements of its Level 3 assets

As of March 31, 2021

	Fair Value	Valuation Approach/ Technique	Unobservable Inputs	Range/ Weighted Average
Convertible notes	$ 2,553,954	Market approach	Precedent and follow-on transactions	N/A
Preferred stock in private companies	3,129,458	Market approach	Precedent and follow-on transactions	N/A
Common stock in private companies	300,000	Market approach	Precedent and follow-on transactions	N/A
Common stock in public companies	91,995	Quoted security	Current stock price	N/A
SAFE	325,000	Market approach	Precedent and follow-on transactions	N/A
Other investments	421,000	Market approach	Precedent and follow-on transactions	N/A
Total Investments	$ 6,821,407

As of March 31, 2020

Asset	Fair Value	Valuation Approach/ Technique	Unobservable Inputs	Range/ Weighted Average
Convertible notes	$ 1,578,002	Market approach	Precedent and follow-on transactions	N/A
Preferred stock in private companies	651,497	Market approach	Precedent and follow-on transactions	N/A
Common stock in public companies	73,500	Quoted security	Current stock price	N/A
SAFE	126,500	Market approach	Precedent and follow-on transactions	N/A
Other investments	236,000	Market approach	Precedent and follow-on transactions	N/A
Total Investments	$ 2,665,499

		America		Canada		Rest of World		Total
Fair value beginning of year March 31, 2020	$	2,170,499	$	245,000	$	250,000	$	2,665,499
New investments		2,235,000		525,000		200,000		2,960,000
Proceeds from sale of investments		-		-		-		-
Realized gains		-		-		-		-
Change in value of investments		1,030,512		137,560		27,836		1,195,908
Fair value end of year March 31, 2021	$	5,486,011	$	907,560	$	427,836	$	6,821,407
		America		Canada		Rest of World		Total
	$	1,448,048	$	50,000	$	-	$	1,498,048
Fair value beginning of year March 31, 2019		783,497		195,000		250,000		1,228,497
New investments		-		-		-		-
Proceeds from sale of investments		-		-		-		-
Realized gains		(61,046)		-		-		(61,046)
Change in value of investments	$	2,170,499	$	245,000	$	250,000	$	2,665,499

		Fintech		Technology		Life science		Total
Fair value beginning of year March 31, 2020	$	101,500	$	685,002	$	1,878,997	$	2,665,499
New investments		-		575,000		2,385,000		2,960,000
Proceeds from sale of investments		-		-		-		-
Realized gains		-		-		-		-
Change in value of investments		24,530		134,316		1,037,062		1,195,908
Fair value end of year March 31, 2021	$	126,030	$	1,394,318	$	5,301,059	$	6,821,407
		Fintech		Technology		Life science		Total
Fair value beginning of year March 31, 2019	$	101,500	$	262,548	$	1,134,000	$	1,498,048
New investments		-		483,500		744,997		1,228,497
Proceeds from sale of investments		-		-		-		-
Realized gains		-		-		-		-
Change in value of investments		-		(61,046)		-		(61,046)
Fair value end of year March 31, 2020	$	101,500	$	685,002	$	1,878,997	$	2,665,499

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NOTE 5 - INVESTMENTS: Schedule of Change in Fair Value of Investments (Tables)

12 Months Ended

Mar. 31, 2021

Tables/Schedules

Schedule of Change in Fair Value of Investments

		Convertible notes		Preferred stock		Common stock		SAFEs		Other ownership interests		Total
Fair value beginning of year March 31, 2020	$	1,578,002	$	651,497	$	73,500	$	126,500	$	236,000	$	2,665,499
Conversions into preferred stock		(558,000)		609,500		-		(51,500)		-		-
New investments		1,135,000		1,190,000		200,000		250,000		185,000		2,960,000
Proceeds from sale of investments		-		-		-		-		-		-
Realized gains		-		-		-		-		-		-
Change in value of investments		398,952		678,461		118,495		-		-		1,195,908
Fair value end of year March 31, 2021	$	2,553,954	$	3,129,458	$	391,995	$	325,000	$	421,000	$	6,821,407
		Convertible notes		Preferred stock		Common stock		SAFEs		Other ownership interests		Total
Fair value beginning of year March 31, 2019	$	764,048	$	401,500	$	73,500	$	-	$	206,000	$	1,445,048
New investments		875,000		249,997		-		126,500		30,000		1,281,497
Proceeds from sale of investments		-		-		-		-		-		-
Realized gains		-		-		-		-		-		-
Change in value of investments		(61,046)		-		-		-		-		(61,046)
Fair value end of year March 31, 2020	$	1,578,002	$	651,497	$	73,500	$	126,500	$	236,000	$	2,665,499

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NOTE 6 - INCOME TAXES: Schedule of Effective Income Tax Rate Reconciliation (Tables)

12 Months Ended

Mar. 31, 2021

Tables/Schedules

Schedule of Effective Income Tax Rate Reconciliation

	March 31,
	2021	2020
Tax benefit at federal statutory rate	(21.0)%	(21.0)%
State income taxes, net of federal benefit	0.2%	(8.0)%
True up	(136.8)%	0.0%
Change in valuation allowance	115.6%	29.0%
Effective income tax rate	0.0%	0.0%

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NOTE 7 - EQUITY: Schedule of Common Shares (Tables)

12 Months Ended

Mar. 31, 2021

Tables/Schedules

Schedule of Common Shares

	# of Common shares
March 31, 2020	5,836,832
Exercise of warrants	3,905,000
Exercise of options	241,250
March 31, 2021	9,983,082

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NOTE 7 - EQUITY: Schedule of Options Vested (Tables)

12 Months Ended

Mar. 31, 2021

Tables/Schedules

Schedule of Options Vested

	Number of options granted		Weighted average exercise price	Weighted average remaining life years
Outstanding March 31, 2019	-	$	-	-
Granted	1,370,000	$	0.03	2.00
Exercised	-	$	-	-
Cancelled	-	$	-	-
Outstanding March 31, 2020	1,370,000	$	0.03	1.40
Granted	1,505,500	$	0.06	1.42
Exercised	(241,250)	$	0.04	-
Cancelled	-	$	-	-
Outstanding March 31, 2021	2,634,250	$	0.05	0.90
Exercisable March 31, 2021	1,505,853	$	0.04	0.51

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NOTE 7 - EQUITY: Schedule of Fair Value Assumptions - Stock Options (Tables)

12 Months Ended

Mar. 31, 2021

Tables/Schedules

Schedule of Fair Value Assumptions - Stock Options

		March 31, 2021		March 31, 2020
Stock Price at grant date	$	$0.033 - $ 0.078	$	0.033
Exercise Price	$	$0.033 - $ 0.078	$	0.033
Term in Years		0 - 2.00		2.32
Volatility assumed		71% - 196%		71%
Annual dividend rate		0.0%		0.0%
Risk free discount rate		0.12% - 2.0%		2.00%

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NOTE 7 - EQUITY: Schedule of Warrants (Tables)

12 Months Ended

Mar. 31, 2021

Tables/Schedules

Schedule of Warrants

	Number of warrants		Weighted average exercise price	Weighted average remaining life in years
Outstanding March 31, 2019	2,612,500	$	1.20	2.4
Granted	1,587,500		1.20	3.0
Exercised	-		-	-
Cancelled	-		-	-
Outstanding March 31, 2020	4,200,000	$	1.20	2.9
Granted	-		-	-
Exercised	(2,603,333)		0.60	-
Cancelled	-		-	-
Outstanding March 31, 2021	1,596,667	$	1.20	1.4
Exercisable March 31, 2021	1,596,667	$	1.20	1.4

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NOTE 8 - FINANCIAL HIGHLIGHTS: Schedule of Financial Highlights (Tables)

12 Months Ended

Mar. 31, 2021

Tables/Schedules

Schedule of Financial Highlights

Per share data (a)
		March 31, 2021		March 31, 2020
Net asset value	$	1.03	$	0.46
Net increase (decrease) in net assets	$	0.06	$	(0.13)
Net unrealized gain (loss) on investments	$	0.18	$	(0.01)
Ratios and Supplemental Data
Net assets, end of period	$	6,993,163	$	2,667,611
Weighted average common shares outstanding, end of period		6,808,684		5,836,832
Total operating expenses/net assets		11.0%		29.5%
Net increase (decrease) in net assets		6.1%		-29.0%
Total return		1.2%		-2.2%
(a) Per share data is based on the number of common shares outstanding at the end of the period.

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (A) NATURE OF BUSINESS (Details)	12 Months Ended
	Mar. 31, 2021
Details
Entity Incorporation, Date of Incorporation	Mar. 05, 1999

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NOTE 3 - RELATED PARTY TRANSACTIONS (Details) - USD ($)	12 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Details
Consulting Fees paid	$ 63,000	$ 60,000
Discretionary bonuses	235,000	218,000
Accrued compensation and travel expense	46,420	750
Accrued consulting fees	$ 5,000	$ 5,000

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NOTE 4 - EARNINGS (LOSS) PER SHARE: Schedule of Earnings per Share (Details) - USD ($)	12 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Details
Common Stock issued	$ 6,808,684	$ 5,836,832
Common stock subscribed not issued	2,978,600	0
Series A preferred stock	4,200,000	3,805,449	[1]
Series B preferred stock	3,628,906	95,753	[1]
Options	2,634,250	435,635	[1]
Warrants	1,596,667	3,805,449	[1]
Total used in calculating fully-diluted EPS	$ 21,847,107	$ 5,836,832

[1] These shares excluded from the calculation of fully-diluted EPS as the result would be anti-dilutive.

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NOTE 6 - INCOME TAXES (Details) - USD ($)	Mar. 31, 2021	Mar. 31, 2020
Details
Net operating loss carryforwards	$ 6,647,382	$ 5,824,727
Investements	(329,109)	0
Gross deferred tax assets	6,318,273	5,824,727
Valuation allowance	(6,318,273)	(5,824,727)
Deferred tax asset, net of valuation allowance	$ 0	$ 0

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NOTE 6 - INCOME TAXES: Schedule of Effective Income Tax Rate Reconciliation (Details)		12 Months Ended
		Mar. 31, 2021	Mar. 31, 2020
Details
Federal Statutory Rate		(21.00%)	(21.00%)
State Taxes Rate	[1]	0.20%	(8.00%)
Change in valuation allowance		115.60%	29.00%
Effective Tax Rate		0.00%	0.00%

[1] IT1

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NOTE 7 - EQUITY (Details) - $ / shares	12 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Common Stock, Shares Authorized	40,000,000	40,000,000
Common Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Common Stock, Shares, Issued	9,983,082	5,836,832
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Method Used	Black Scholes model
Series A Preferred Stock
Preferred Stock, Shares Authorized	4,200,000	4,200,000
Preferred Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01
Series B Preferred Stock
Preferred Stock, Shares Authorized	6,000,000	6,000,000
Preferred Stock, Par or Stated Value Per Share	$ 0.01	$ 0.01

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NOTE 7 - EQUITY: Schedule of Options Vested (Details) - Stock Options - $ / shares			12 Months Ended
	Mar. 31, 2021	Mar. 31, 2020	Mar. 31, 2021	Mar. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance			1,370,000	0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance			$ 0.03	$ 0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross			1,505,500	1,370,000
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price			$ 0.06	$ 0.03
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period			(241,250)	0
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price			$ 0.04	$ 0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period			0	0
Share-based Compensation Arrangements by Share-based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price			$ 0	$ 0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance	2,634,250	1,370,000	2,634,250	1,370,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Ending Balance	$ 0.05	$ 0.03	$ 0.05	$ 0.03
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term		1 year 4 months 24 days	10 months 24 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number	1,505,853		1,505,853
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	$ 0.04		$ 0.04
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term	6 months 4 days

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NOTE 7 - EQUITY: Schedule of Fair Value Assumptions - Stock Options (Details) - Stock Options - $ / shares	Mar. 31, 2021	Mar. 31, 2020
Stock Price at grant date		$ 0.033
Exercise Price		$ 0.033
Term in Years	2 years	2 years 3 months 25 days
Volatility assumed	71.00%	71.00%
Annual dividend rate	0.00%	0.00%
Risk free discount rate	0.12%	2.00%
Minimum
Stock Price at grant date	$ 0.033
Exercise Price	0.033
Maximum
Stock Price at grant date	0.078
Exercise Price	$ 0.078

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NOTE 7 - EQUITY: Schedule of Warrants (Details) - Warrants - $ / shares				12 Months Ended
	Mar. 31, 2021	Mar. 31, 2020	Mar. 31, 2019	Mar. 31, 2021	Mar. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Beginning Balance				4,200,000	2,612,500
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Beginning Balance				$ 1.20	$ 1.20
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	1 year 4 months 24 days	2 years 10 months 24 days	2 years 4 months 24 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross				0	1,587,500
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price				$ 0	$ 1.20
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period				(2,603,333)	0
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price				$ 0.60	$ 0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period				0	0
Share-based Compensation Arrangements by Share-based Payment Award, Options, Forfeitures in Period, Weighted Average Exercise Price				$ 0	$ 0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance	1,596,667	4,200,000	2,612,500	1,596,667	4,200,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price, Ending Balance	$ 1.20	$ 1.20	$ 1.20	$ 1.20	$ 1.20
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number	1,596,667			1,596,667
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price	$ 1.20			$ 1.20
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term	1 year 4 months 24 days

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NOTE 9 - SUBSEQUENT EVENTS (Details)	12 Months Ended
	Mar. 31, 2021
Event #1
Subsequent Event, Description	Company has raised $870,875 from the sale of 1,088,594 shares of Series B Preferred stock
Event #2
Subsequent Event, Description	Company has converted $1,191,442 of stock subscription liability into shares of common stock, and raised $122,876 from additional sales of common stock
Event #3
Subsequent Event, Description	Company has invested $1,490,600