XML 25 R15.htm IDEA: XBRL DOCUMENT v3.4.0.3
Subsequent Events
6 Months Ended
Jan. 31, 2016
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 10 – SUBSEQUENT EVENTS

On March 24, 2016, the Company entered into an Agreement for Transfer of Ownership with Gulf Peal Ltd. and goNumerical Ltd.(the Consulting Firms) (the “Transfer Agreement”). Under the Transfer Agreement, the Company agreed to transfer all intellectual property rights as part of the cryptocurrency diamond market and PinkCoin projects to Gulf Pearl Ltd. and GoNumerical Ltd. (the “Consulting Firms”). In addition, the Company agreed to transfer ownership and management of its subsidiary, Bitgems Assets Management Ltd., to the Consulting Firms. In exchange, the Consulting Firms have agreed to return their collective 1,000,000 shares in the Company acquired under the previously entered Memorandum of Understanding dated October 1, 2015 and Amended Memorandum of Understanding dated October 12, 2015.

On March 28, 2016, the Company signed a letter of intent (the “LOI”) with Karrah Inc., an Ontario corporation (“Karrah”), and the sole shareholder of Karrah, Farrah Khan (“Khan”). Khan is the wife of the Company’s officer and director, Kashif Khan. Pursuant to the LOI, the parties set forth their understandings in contemplation of an acquisition from Khan of all of the issued and outstanding shares of stock in Karrah, resulting in a parent subsidiary relationship. In consideration for the acquisition of Karrah, the Company plans to issue to Khan a three year promissory note (the “Note”) for $1,500,000, with interest at 6% per annum. Interest will be payable at maturity or from time to time at the Company’s sole discretion. The Company has the right to prepay the Note. The Note will be secured by the assets of Karrah.

 If an acquisition agreement is consummated, the Company expects it to close on or about April 29, 2016. Karrah will undergo an audit as required by SEC rules and regulations.

On February 10, 2016, the Company issued 500,000 shares to Nataliya Hearn for services. On February 17, 2016, Nataliya Hearn resigned from her position as CEO and director of the Company.

On March 22, 2016, the Company issued 150,000 shares of common stock in partial conversion of a certain note payable dated November 1, 2013.

Subsequent to year end, the board of directors authorized the issuance of 414,250 shares of common stock related to various Diamond Purchase Agreements with stated values of $828,500.