8. Disposal of Assets

12 Months Ended

Aug. 31, 2015

Discontinued Operations and Disposal Groups [Abstract]

8. Disposal of Assets

On August 25, 2014, the Company transferred all of its assets to Naprodis, Inc., a Colorado corporation (“Colorado Naprodis”).  In consideration for the transfer of these assets, Colorado Naprodis agreed to assume a substantial amount of the Company’s liabilities.  Colorado Naprodis is controlled by a person who was the Company’s president prior to August 25, 2014.

In connection with the assignment of the Company’s assets to Colorado Naprodis:

● The Company’s former officers and directors resigned and new management was appointed;

● The Company’s former president agreed to the cancellation of 1,175,000 shares of his common stock.  These shares were returned to treasury and cancelled;

● A former principal shareholder sold 1,788,000 shares of the Company’s common stock to the Company for a nominal consideration.  The shares sold to the Company were returned to treasury and cancelled.

The transaction was assessed according to guidance in ASC 810-10-40, Deconsolidation of a Subsidiary, with a gain or loss recognized as the difference between fair value of any consideration received, and the carrying amount of the group of assets.  Since the transaction was between officers and the Company, no gain or loss is recognized and the transaction flows through APIC.

As a result of this transaction, the Company recognized a total of $657,112 related to disposal of operations in APIC.