10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

[X]	Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
	For the quarterly period ended April 30, 2018
[  ]	Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934
	For the transition period from to __________
	Commission File Number: 000-55766

Drone Guarder, Inc.

(Exact name of registrant as specified in its charter)

Nevada	39-2079422
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

86-90 Paul Street

London, EC2A 4NE

(Address of principal executive offices)

415-835-9463

(Registrant’s telephone number)

___________________

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (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 (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days ☒Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). ☐ Yes ☒ No

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

☐ Large accelerated filer	☐ Accelerated filer
☐ Non-accelerated filer	☒ Smaller reporting company
	☒ Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 133,400,000 as of June 18, 2018

1

	TABLE OF CONTENTS	Page
PART I – FINANCIAL INFORMATION
Item 1:	Financial Statements	3
Item 2:	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4
Item 3:	Quantitative and Qualitative Disclosures About Market Risk	6
Item 4:	Controls and Procedures	6
PART II – OTHER INFORMATION
Item 1:	Legal Proceedings	8
Item 1A:	Risk Factors	8
Item 2:	Unregistered Sales of Equity Securities and Use of Proceeds	8
Item 3:	Defaults Upon Senior Securities	8
Item 4:	Mine Safety Disclosure	8
Item 5:	Other Information	8
Item 6:	Exhibits	8

2

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

Our condensed financial statements included in this Form 10-Q are as follows:

F-1	Condensed Balance Sheets as of April 30, 2018 (unaudited) and January 31, 2018 (audited);
F-2	Condensed Statements of Operations for the three months ended April 30, 2018 and 2017(unaudited);
F-3	Condensed Statements of Cash Flows for the three months ended April 30, 2018 and 2017 (unaudited); and
F-4	Notes to Condensed Financial Statements.

These condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the SEC instructions to Form 10-Q. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Operating results for the interim period ended April 30, 2018 are not necessarily indicative of the results that can be expected for the full year.

3

DRONE GUARDER, INC.

(FORMERLY VOPIA, INC.)

BALANCE SHEETS

	April 30, 2018			January 31, 2018
ASSETS
Current Assets
Cash and cash equivalents	$	53,425		$	19,525
Prepaid expenses		158,754
Total Current Assets		212,179			19,525
Fixed Assets
Furniture and Equipment		1,050			1,050
Accumulated Depreciation		(1,050	)		(1,040)
Total Fixed Assets		0			10
Investment in intellectual property		84,123			78,123
Total Assets	$	296,302		$	97,658
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIENCY)
Liabilities
Current Liabilities
Accrued expenses	$	25,321		$	33,016
Accrued expense-related party		500,000			333,333
Accrued interest		48,234			28,756
Convertible note payable, net of debt discount and deferred financing costs of $297,328 (January 31, 2018 - $112,500)		257,672			112,500
Promissory notes payable		192,500			192,500
Advances from related party		18,000			18,000
Due to shareholder		2,308			2,308
Derivative Liability		443,067			85,560
Total Liabilities		1,487,102			805,973
Stockholders’ Equity (Deficiency)
Common stock, par value $0.001; 250,000,000 shares authorized, 133,400,000 (January 31, 2018 – 133,400,000) shares issued and outstanding		133,400			133,400
Additional paid in capital		130,123			130,123
Deficit accumulated		(1,454,323)			(971,838)
Total Stockholders’ Equity (Deficiency)		(1,190,800	)		(708,315)
Total Liabilities and Stockholders’ Equity	$	296,302		$	97,658

The accompanying notes are an integral part of these condensed financial statements.

F-1

DRONE GUARDER, INC.

(FORMERLY VOPIA, INC.)

STATEMENTS OF OPERATIONS

	Three months Ended April 30, 2018			Three months Ended April 30, 2017
REVENUES	$	—		$	—
OPERATING EXPENSES
Depreciation Expense		10			52
General and administrative		26,500			7,270
Bank fees		840			190
Consulting fees		2,000			2,000
Management compensation		184,667			—
Website		164			—
Professional fees		14,546			31,855
TOTAL OPERATING EXPENSES		228,727			41,367
LOSS FROM OPERATIONS		(228,727	)		(41,367)
OTHER INCOME (EXPENSE)
Interest Expense		(19,479	)		(2,873)
Amortization of debt discount		(180,875	)		—
Amortization of deferred financing		(16,897	)
Change in derivative liability		(36,507)			—
TOTAL OTHER INCOME (EXPENSE)		(253,758	)		(2,873)
PROVISION FOR INCOME TAXES		—			—
NET INCOME (LOSS)	$	(482,485	)	$	(44,240)
NET LOSS PER SHARE: BASIC AND DILUTED		*			*
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED (as adjusted for 20-1 forward stocks split)		133,400,000			132,900,000

* Less than $0.00 per share

The accompanying notes are an integral part of these condensed financial statements.

F-2

DRONE GUARDER, INC.

(FORMERLY VOPIA, INC.)

STATEMENTS OF CASH FLOWS

	Three months Ended April 30, 2018			Three months Ended April 30, 2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss for the period	$	(482,485	)	$	(44,240)
Adjustments to reconcile net loss to net cash (used in) operating activities:
Depreciation Expense		10			52
Stock based compensation		166,667			—
Amortization of deferred financing costs		16,897
Change in derivative liability		36,507			—
Changes in assets and liabilities:
Increase (decrease) in accrued expenses		(7,695	)		3,534
Increase in accrued interest		19,478			2,873
Increase in prepaid expenses		(158,754	)		—
CASH FLOWS USED IN OPERATING ACTIVITIES		(228,500	)		(37,781)
					—
CASH FLOWS FROM INVESTING ACTIVITIES					—
Investment in intellectual property		(6,000	))		(20,000)
CASH FLOWS USED BY INVESTING ACTIVITIES		(6,000	)		(20,000)
					—
CASH FLOWS FROM FINANCING ACTIVITIES
Deferred financing costs		(43,600	)
Proceeds from convertible note payable		330,000			—
Proceeds from promissory note payable		—			75,000
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES		268,400			75,000
NET INCREASE (DECREASE) IN CASH		33,900			17,219
Cash, beginning of period		19,525			2,726
Cash, end of period	$	53,425		$	19,945
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid	$	—		$	—
Income taxes paid	$	—		$	—

The accompanying notes are an integral part of these condensed financial statements.

F-3

DRONE GUARDER, INC.

(FORMERLY VOPIA, INC.)

NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2018

NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS

Drone Guarder, Inc. (Formerly Vopia, Inc.) was incorporated as Blue Fashion Corp. under the laws of the State of Nevada on May 14, 2012.  The Company is an early stage security and surveillance company focusing on commercializing a drone enhanced home security system as a turnkey solution. On August 5, 2014, the Company changed its name to Vopia, Inc. On March 24, 2017, the Company changed its name to Drone Guarder, Inc.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying financial statements of Drone Guarder, Inc. have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), . In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for the financial statements to be not misleading have been reflected herein.

Accounting Basis

The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“GAAP” accounting).  The Company has adopted a January 31 fiscal year end.

Cash and Cash Equivalents

The Company considers all highly liquid investments with the original maturities of three months or less to be cash equivalents. The Company had $53,425 and $19,525 of cash as of April 30, 2018 and January 31, 2018, 2017, respectively.

Fair Value of Financial Instruments

The Company’s financial instruments consist of cash and cash equivalents and amounts due to shareholder. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.

Income Taxes

Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenue Recognition

The Company recognizes revenue when products are fully delivered or services have been provided and collection is reasonably assured.

Stock-Based Compensation

Stock-based compensation is accounted for at fair value in accordance with ASC Topic 718. To date, the Company has not adopted a stock option plan and has not granted any stock options.

F-4

DRONE GUARDER, INC.

(FORMERLY VOPIA, INC.)

NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2018

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Basic Income (Loss) Per Share

Basic income (loss) per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There are no such common stock equivalents outstanding as of April 30, 2018.

Comprehensive Income

The Company has which established standards for reporting and display of comprehensive income, its components and accumulated balances. When applicable, the Company would disclose this information on its Statement of Stockholders’ Equity. Comprehensive income comprises equity except those resulting from investments by owners and distributions to owners. The Company has not had any significant transactions that are required to be reported in other comprehensive income.

Recent Accounting Pronouncements

Drone Guarder, Inc. does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow.

NOTE 3 – INVESTMENT IN INTELLECTUAL PROPERTY

On February 24, 2017, the Company paid $20,000 as an intial payment toward software development related to the Drone Guarder technology . In addition, the Company has paid $ 26,623 in additional software development costs to April 30, 2018. On October 2, 2017, the Company issued 500,000 common shares of capital stock with a deemed value of $ 57,500 for services related to the development of the intellectual property.

F-5

DRONE GUARDER, INC.

(FORMERLY VOPIA, INC.)

NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2018

NOTE 4 – LOANS FROM DIRECTOR AND SHAREHOLDER

On December 6, 2016, a shareholder paid expenses of $1,963 on behalf of the Company.

During the year ended January 31, 2018 the shareholder paid net expenses of $ 100 that was not reimbursed as of April 30, 2018.

The balance due to the shareholder was $2,308 and $2,208 as of April 30, 2018 and January 31,2018, respectively.

NOTE 5 – ADVANCES FROM RELATED PARTY

On May 14, 2014 the Company received advances from a related party in the amount of $18,000. The advances are unsecured, non-interest bearing, with no specified terms of repayment.

On November 20, 2014 the Company issued a promissory note payable in the amount of $10,000. The note bears interest at 10% per annum and is due on demand. For the year ended January 31, 2015, this note was recorded in error as an advance from related party, when it should have been recorded as a note payable. This has been reclassified on the balance sheet as of April 30, 2018 and January 31, 2018.

The balance as of April 30, 2018 and January 31, 2018 of advances from related party was $18,000 and $18,000, respectively.

NOTE 6 – NOTES PAYABLE

On November 20, 2014 the Company issued a promissory note payable in the amount of $10,000. The note bears interest at 10% per annum and is due on demand. For the year ended January 31, 2015, this note was recorded in error as an advance from related party, when it should have been recorded as a note payable. This has been reclassified on the balance sheet as of January 31, 2016.

On June 24, 2015 the Company issued a promissory note payable in the amount of $12,500. The note bears interest at 10% per annum and is due on demand.

On December 10, 2015 the Company issued a promissory note payable in the amount of $15,000. The note bears interest at 10% per annum and is due on demand.

On December 23, 2016 the Company issued a promissory note payable in the amount of $25,000. The note bears interest at 10% per annum and is due on demand.

On February 6, 2017 the Company issued a promissory note payable in the amount of $55,000. The note bears interest at 10% per annum and is due on demand.

On April 19, 2017 the Company issued a promissory note payable in the amount of $20,000. The note bears interest at 10% per annum and is due on demand.

On May 24, 2017 the Company issued a promissory note payable in the amount of $20,000. The note bears interest at 10% per annum and is due on demand.

On July 5, 2017 the Company issued a promissory note payable in the amount of $20,000. The note bears interest at 10% per annum and is due on demand.

F-6

DRONE GUARDER, INC.

(FORMERLY VOPIA, INC.)

NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2018

NOTE 6 – NOTES PAYABLE (CONTINUED)

On September 18, 2017 the Company issued a promissory note payable in the amount of $15,000. The note bears interest at 10% per annum and is due on demand.

The balance as of April 30, 2018 and January 31, 2018 of notes payable $192,500 and $62,500, respectively.

NOTE 7 – CONVERTIBLE NOTES PAYABLE

On October 17, 2017, the Company entered into a financing arrangement in the principal amount of $445,000 consisting of a convertible promissory note and warrants to purchase common shares of the company. As of April 30, 2018, the company has borrowed $225,000 of the available balance of $ 445,000. The outstanding principal of the Note bears interest at the rate of 10% per annum and is due July 17, 2018. An original debt discount in the amount of $ 25,000 on the issuance of the note and will be amortized over the life of the note.

The Note is convertible at the option of the holder into common stock of the Company at a conversion price of $0.25 per share. A debt discount related to the fixed rate conversion feature in the amount of $66,442 was recorded and is being amortized over the life of the note.  In addition, the holder of the note received warrants to purchase shares of the Company’s common stock equal to $225,000 divided by the market value of the shares on the date the financing arrangement was entered into. Upon issue, the Company recorded derivative liabilities for the conversion feature of the convertible notes and warrants, based up on the Binomial Fair Value Model and using the following assumptions: an exercise price of $0.25, our stock price on the date of grant $.126 expected dividend yield of 0%, expected volatility of 251.50, risk free interest rate of 1.25 for notes payable and 1.97% for warrants and an expected term of 0.75 years for notes payable and 5 years for warrants. .. Upon initial valuation, the derivative liability of $168,573 was recorded as a debt discount which is being amortized over the life of the note payable.

During the period ended April 30, 2018, $75,000 of the debt discount was amortized

On January 17, 2018, the Company issued a convertible note payable the principal amount of $165,0000. principal of the Note bears interest at the rate of 8% per annum and is due January 17, 2019. An original debt discount in the amount of $ 9,000 on the issuance of the note and will be amortized over the life of the note.

The Note is convertible at the option of the holder into common stock of the Company at a conversion price of the lesser of the trading price of the the common stock on the trading day prior to the closing date of the note or 50% of the lowest trading or closing bid for the common stock during the 20 trading day period immediately prior to conversion.. Upon issue, the Company recorded derivative liabilities for the conversion feature of the convertible notes and warrants, based up on the Binomial Fair Value Model and using the following assumptions: an exercise price of $0.052, our stock price on the date of grant $.024, expected dividend yield of 0%, expected volatility of 113.400, risk free interest rate of 1.79 for notes payable , and remaining term of 1.00 year. Upon initial valuation, the derivative liability of $156,000 was recorded as a debt discount which is being amortized over the life of the note payable.

F-7

DRONE GUARDER, INC.

(FORMERLY VOPIA, INC.)

NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2018

NOTE 7 – CONVERTIBLE NOTES PAYABLE (CONTINUED)

During the period ended April 30, 2018, $48,125 of the debt discount was amortized

On January 22, 2018, the Company issued a convertible note payable the principal amount of $165,0000. principal of the Note bears interest at the rate of 12% per annum and is due October 22, 2018. The “Conversion Price” will be the lesser of (i) the lowest trading price of our common stock during the twenty-five-day trading period prior to the issue date of the Note and (ii) 50% of the lowest trading price of our common stock during the twenty-five-day trading period prior to the conversion. Upon issue, the Company recorded derivative liabilities for the conversion feature of the convertible notes and warrants, based up on the Binomial Fair Value Model and using the following assumptions: an exercise price of $0.037, our stock price on the date of grant $.079, expected dividend yield of 0%, expected volatility of 113.400, risk free interest rate of 1.79 for notes payable , and remaining term of .75 year. . Upon initial valuation, the derivative liability of $165,000 was recorded as a debt discount which is being amortized over the life of the note payable. 

During the period ended April 30, 2018, $57,750 of the debt discount was amortized.

On issuance of the notes payable, financing fees of $ 52,600 were deducted from loan proceeds. These have been deferred and are being amortized over the terms of the loans. During the period ended April 30, 2018, $ 16,897 of the deferred financing costs was amortized.

NOTE 8 – COMMON STOCK

The Company has 250,000,000, $0.001 par value shares of common stock authorized.

Effective September 9, 2014 the Company’s board of directors and majority of its shareholders approved a 20 for 1 forward split of the Company’s common stock.

On October 2, 2017, the Company agreed to issue 500,000 shares of common stock valued at $ 57,500 for consulting services, which has been capitalized as part of investment in intellectual property.

There were 133,400,000 shares of common stock issued and outstanding as of April 30, 2018.

F-8

DRONE GUARDER, INC.

(FORMERLY VOPIA, INC.)

NOTES TO THE FINANCIAL STATEMENTS

APRIL 30, 2018

NOTE 9 – COMMITMENTS AND CONTINGENCIES

Effective May 3, 2017, the Company entered into an employment agreement with its new chief executive officer. Under the agreement, the Company agreed to compensate the officer $36,000 annually and to provide him with 10 million shares of common stock, if the agreement is renewed after the first year. During the year ended January 31, 2018, a pro-rated accrual of $ 333,333 of management compensation was recorded in the financial statements based on the share value of $ 0.05 per share and recorded as accrued expenses-related party. For the period ended April 30, 2018 an additional accrual of of $ 167,000 of management compensation has been recorded in the financial statements based on the share value of $ 0.05 per share.

NOTE 10 – GOING CONCERN

The accompanying financial statements have been prepared in conformity with generally accepted accounting principle, which contemplate continuation of the Company as a going concern. However, the Company had no revenues as of April 30, 2018. The Company currently has limited working capital and has not completed its efforts to establish a stabilized source of revenues sufficient to cover operating costs over an extended period of time.

Management anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operating expenses The Company intends to position itself so that it may be able to raise additional funds through the capital markets. In light of management’s efforts, there are no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue as a going concern.

NOTE 11 – SUBSEQUENT EVENTS

In accordance with ASC 855-10, the Company has analyzed its operations subsequent to April 30, 2018 through the date these financial statements were issued and has determined that, aside from that set forth below, it does not have any material subsequent events to disclose in these financial statements.

F-9

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Further information concerning our business, including additional factors that could materially affect our financial results, is included herein and in our other filings with the SEC.

Overview

We are an early stage security and surveillance company focusing on commercializing a drone enhanced home security system as a turnkey solution. The solution is app-based and includes a drone, infrared camera, and Android mobile app component: once an alarm has been triggered, the DroneGuarder™ will immediately take off from a wireless charging pad. The camera within the drone will record video for a few seconds, process it and then send an alert if a threat is found, which the DroneGuarder™ app sends in the form of a text, image or short recorded video if supported by the GSM network. The DroneGuarder™ can fly for up to 20 minutes, using GPS to navigate in its preprogrammed areas and return back to its charging pad after completing surveillance.

Once an alarm has been triggered the drone will instantly leave its charging pad and fly to the destination where the alarm was activated, or any other predefined destination programmed for the specific alarm. The infrared (IR) camera will recognize any human movement night or day, and stream it directly to the smartphone that is connected to the drone when the app is open and the user is on that screen, recording all activity. On this drone and all drones from DJI, simultaneous action is not possible. The video must end before the phone can do other things. This is because if the video goes into the background, the video will stop and the drone will immediately return. All homes or businesses are great candidates for the drone alarm system as it is compatible with standard surveillance cameras and movement detectors. Each sensors GPS position has been registered in the drone with a smartphone, so it knows exactly where to go.

The solution is expected to come as a packaged solution that can be tailored to fit the requirements of an individual security installation company and will be sold to U.S. based companies that provide security solutions for private homes, gated communities and construction sites. The solution is designed to be flexible enough to integrate into all existing security solutions that a gated community or private home might already have, as well incorporate add-ons with extra features if needed. The targeted markets include the USA, Canada, Europe, South Africa and the Asia-Pacific region.

Our primary revenue model is expected to consist of selling home security systems directly to the clients (e.g. homes, business, or security resellers). We plan to focus on selling to resellers, as it enables the Company to reach the widest customer base for the lowest cost. Our secondary business model is expected to be leasing home security systems for a monthly flat fee and pre-selling discounted first-versions of the product. We plan to develop our own software and acquire the hardware needed from a third party in an attempt to lower expenses.

4

We have recently decided to pursue an agreement with a Chinese company to develop our drone hardware. We expect this agreement to be completed in the coming weeks. This will delay our final prototype, but we have completed the AI portion of the system. In addition, our new App is expected to be launched in December 2018.

The App is a key component of our security solution with our proprietary functionality built into the App controlled by a customer’s iPhone or iPad. The performance includes “Patrol” where a customer clicks the Patrol button on the App and the drone autonomously patrols the entire grid of the customer’s property using pre-designated GEO Fencing GPS weigh points that stream a real-time video feed back to the phone or tablet via the App.

Our new App will have a function called “Go Home” where at any time a customer can call the drone back to its home wireless charging base, normally located on the roof of the home or business. Additionally, we have a live weather function on the App and other abilities that are all part of the Drone Guarder App platform.

Results of operations for the three months ended April 30, 2018 and 2017

We have not earned any revenues since our inception on May 14, 2012. We do not expect to generate any revenue until we have successfully marketed and sold our drone security system.

We incurred operating expenses in the amount of $228,727 for the three months ended April 30, 2018, as compared with $41,367 for the same period ended 2017. Our operating expenses for the three months ended April 30, 2018 were mainly attributable to general and administrative expenses of $26,500, management compensation of $184,667 and professional fees of $14,546 and whereas our operating expenses for the three months ended April 30, 2017 were mainly attributable to professional fees of $31,855 and general and administrative expenses of $7,270.  

We expect our operating expenses to increase in future quarters, as we take more steps to advance our business plan.

We incurred other expenses of $253,758 and other expenses of $2,873 for the three months ended April 30, 2018 and 2017, respectively. Our other expenses for the three months ended April 30, 2018 is the result amortization of debt discount, interest expense, amortization of deferred financing and change in derivative liability. Other expenses for the three months ended April 30, 2017 is the result of interest expense.

We incurred a net loss in the amount of $482,485 for the three months ended April 30, 2018, as compared with a net loss of $44,240 for the same period ended 2017.

Liquidity and Capital Resources

As of April 30, 2018, we had current assets of $212,179 and total assets of $296,302. Our total current liabilities as of April 30, 2018 were $1,522,805. As a result, we had a working capital deficit of $1,310,626 as of April 30, 2018.

Operating activities used $228,500 in cash for the three months ended April 30, 2018, as compared with $37,781 for the three months ended April 30, 2017. Our negative operating cash in 2018 flow was mainly the result of our net loss for the period, and a change in prepaid expenses, offset mainly by stock based compensation and amortization of debt discount. We primarily relied on cash from loans to fund our operations during the period ended April 30, 2018.

Investing activities used $6,000 in cash for the three months ended April 30, 2018, as compared with $20,000 for the three months ended April 30, 2017. Our negative investing cash flow was related to software development of our drone technology.

Financing activities provided $268,400 in cash for the three months ended April 30, 2018, as compared with $75,000 for the three months ended April 30, 2017.

We received proceeds from convertible promissory notes with an aggregate principal amount of $330,000. These notes are described in our Current Reports on Form 8-K filed with the SEC on February 12 and 14, 2018 and March 5, 2018.

5

Despite the short term loans, we have insufficient cash to operate our business at the current level for the next twelve months and insufficient cash to achieve our business goals. The success of our business plan beyond the next 12 months is contingent upon us obtaining additional financing. We intend to fund operations through debt and/or equity financing arrangements, which may be insufficient to fund our capital expenditures, working capital, or other cash requirements. We do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There can be no assurance that such additional financing will be available to us on acceptable terms, or at all. 

Off Balance Sheet Arrangements

As of April 30, 2018, there were no off balance sheet arrangements.

Going Concern

We have negative working capital, have incurred losses since inception, and have not yet received revenues from sales of products or services. These factors create substantial doubt about our ability to continue as a going concern. The financial statements do not include any adjustment that might be necessary if we are unable to continue as a going concern.

Our ability to continue as a going concern is dependent on generating cash from the sale of our common stock and/or obtaining debt financing and attaining future profitable operations. Management’s plans include selling our equity securities and obtaining debt financing to fund our capital requirement and ongoing operations; however, there can be no assurance we will be successful in these efforts.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

A smaller reporting company is not required to provide the information required by this Item.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of April 30, 2018. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of April 30, 2018, our disclosure controls and procedures were not effective due to the presence of material weaknesses in internal control over financial reporting.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis. Management has identified the following material weaknesses which have caused management to conclude that, as of April 30, 2018, our disclosure controls and procedures were not effective: (i) inadequate segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both US GAAP and SEC guidelines.

6

Remediation Plan to Address the Material Weaknesses in Internal Control over Financial Reporting

Our company plans to take steps to enhance and improve the design of our internal controls over financial reporting. During the period covered by this quarterly report on Form 10-Q, we have not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we plan to implement the following changes during our fiscal year ending January 31, 2019: (i) appoint additional qualified personnel to address inadequate segregation of duties and ineffective risk management; and (ii) adopt sufficient written policies and procedures for accounting and financial reporting. The remediation efforts set out are largely dependent upon our securing additional financing to cover the costs of implementing the changes required. If we are unsuccessful in securing such funds, remediation efforts may be adversely affected in a material manner.

We are unable to remedy our controls related to the inadequate segregation of duties and ineffective risk management until we receive financing to hire additional employees.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting during the three months ended April 30, 2018 that have materially affected, or are reasonable likely to materially affect, our internal control over financial reporting.

Limitations on the Effectiveness of Internal Controls

Our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will necessarily prevent all fraud and material error.   Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the internal control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, control may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.

7

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

We are not a party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.

Item 1A. Risk Factors

See Risk Factors contained in our Annual Report on Form 10-K filed with the SEC on June 15, 2018.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults upon Senior Securities

None

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None

Item 6. Exhibits

Exhibit Number	Description of Exhibit
31.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101**	The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended April 30, 2018 formatted in Extensible Business Reporting Language (XBRL).

**Provided herewith

8

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Drone Guarder, Inc.
Date:	July 16, 2018
By:	/s/ Adam Taylor Adam Taylor
Title:	Chief Executive Officer and Director

9

EX-31.1

CERTIFICATIONS

I, Adam Taylor, certify that;

1. I have reviewed this quarterly report on Form 10-Q for the quarter ended April 30, 2018 of Drone Guarder, Inc. (the “registrant”);

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 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 15d-15(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 consolidated 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 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: July 16, 2018

/s/ Adam Taylor

By: Adam Taylor

Title: Chief Executive Officer

EX-31.2

CERTIFICATIONS

I, Adam Taylor, certify that;

1. I have reviewed this quarterly report on Form 10-Q for the quarter ended April 30, 2018 of Drone Guarder, Inc. (the “registrant”);

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 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 15d-15(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 consolidated 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 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: July 16, 2018

/s/ Adam Taylor

By: Adam Taylor

Title: Chief Financial Officer

EX-32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND

CHIEF FINANCIAL OFFICER

PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly Report of Drone Guarder, Inc. (the “Company”) on Form 10-Q for the quarter ended April 30, 2018 filed with the Securities and Exchange Commission (the “Report”), I, Adam Taylor, Chief Executive Officer and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the consolidated financial condition of the Company as of the dates presented and the consolidated result of operations of the Company for the periods presented.

By:	/s/ Adam Taylor
Name:	Adam Taylor
Title:	Principal Executive Officer, Principal Financial Officer and Director
Date:	July 16, 2018

This certification has been furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

XML

Document and Entity Information - shares	3 Months Ended
	Apr. 30, 2018	Jun. 18, 2018
Document And Entity Information
Entity Registrant Name	Drone Guarder, Inc.
Entity Central Index Key	0001574863
Document Type	10-Q
Document Period End Date	Apr. 30, 2018
Amendment Flag	false
Current Fiscal Year End Date	--01-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	No
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		133,400,000
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2019

XML

Balance Sheets - USD ($)	Apr. 30, 2018	Jan. 31, 2018
Current Assets
Cash and cash equivalents	$ 53,425	$ 19,525
Prepaid expenses	158,754
Total Current Assets	212,179	19,525
Fixed Assets
Furniture and Equipment	1,050	1,050
Accumulated Depreciation	(1,050)	(1,040)
Total Fixed Assets	0	10
Deferred financing costs	35,703	0
Investment in intellectual property	84,123	78,123
Total Assets	296,302	97,658
Current Liabilities
Accrued expenses	25,321	33,016
Accrued expense-related party	500,000	333,333
Accrued interest	48,234	28,756
Convertible note payable, net of debt discount and deferred financing costs of $297,328 (January 31, 2018 - $112,500)	257,672	112,500
Promissory notes payable	192,500	192,500
Advances from related party	(18,000)	(18,000)
Due to shareholder	2,308	2,208
Derivative Liability	443,067	85,560
Total Liabilities	1,487,102	805,973
Stockholders’ Equity (Deficiency)
Common stock, par value $0.001; 250,000,000 shares authorized, 133,400,000 (January 31, 2018 – 133,400,000) shares issued and outstanding	133,400	133,400
Additional paid in capital	130,123	130,123
Deficit accumulated	(1,454,323)	(971,838)
Total Stockholders’ Equity (Deficiency)	(1,190,800)	(708,315)
Total Liabilities and Stockholders’ Equity	$ 296,302	$ 97,658

XML

Balance Sheets (Parenthetical) - USD ($)	Apr. 30, 2018	Jan. 31, 2018	Jan. 22, 2018	Jan. 17, 2018	Oct. 17, 2017
Statement of Financial Position [Abstract]
Common Stock, Par Value	$ 0.001	$ 0.001
Common Stock, Shares Authorized	250,000,000	250,000,000
Common Stock, Shares Issued and Outstanding	133,400,000	133,400,000
Convertible Note Payable	$ 297,328	$ 112,500	$ 165,000	$ 165,000	$ 445,000

XML

Statements of Operations - USD ($)	3 Months Ended
	Apr. 30, 2018	Apr. 30, 2017
Income Statement [Abstract]
REVENUES
OPERATING EXPENSES
Depreciation Expense	10	52
General and administrative	26,500	7,270
Bank fees	840	190
Consulting fees	2,000	2,000
Management compensation	184,667
Website	164
Professional fees	14,546	31,855
TOTAL OPERATING EXPENSES	228,727	41,367
LOSS FROM OPERATIONS	(228,727)	(41,367)
OTHER INCOME (EXPENSE)
Interest Expense	19,479	2,873
Amortization of debt discount	(180,875)
Change in derivative liability	(36,507)
TOTAL OTHER INCOME (EXPENSE)	253,758	2,873
PROVISION FOR INCOME TAXES
NET INCOME (LOSS)	$ (482,485)	$ (44,240)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED (as adjusted for 20-1 forward stocks split)	133,400,000	132,900,000

XML

Statements of Operations (Parenthetical)	3 Months Ended	9 Months Ended	12 Months Ended
	Apr. 30, 2018	Oct. 31, 2016	Jan. 31, 2018
Income Statement [Abstract]
Forward stock split	20:1	20:1	20:1

XML

Statements of Cash Flows - USD ($)	3 Months Ended
	Apr. 30, 2018	Apr. 30, 2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss for the period	$ (482,485)	$ (44,240)
Adjustments to reconcile net loss to net cash (used in) operating activities:
Depreciation Expense	10	52
Stock based compensation	166,667
Amortization of debt discount	180,875
Change in derivative liability	(36,507)
Changes in assets and liabilities:
Increase (decrease) in accrued expenses	(7,695)	3,534
Increase in accrued interest	19,478	2,873
Increase in prepaid expenses	(158,754)
CASH FLOWS USED IN OPERATING ACTIVITIES	(228,500)	(37,781)
CASH FLOWS FROM INVESTING ACTIVITIES
Investment in intellectual property	(6,000)	(20,000)
CASH FLOWS USED BY INVESTING ACTIVITIES	(6,000)	(20,000)
CASH FLOWS FROM FINANCING ACTIVITIES
Deferred financing costs	(43,600)
Proceeds from convertible note payable	330,000
Proceeds from promissory note payable		75,000
CASH FLOWS PROVIDED BY FINANCING ACTIVITIES		75,000
NET INCREASE (DECREASE) IN CASH	33,900	17,219
Cash, beginning of period	19,525	2,726
Cash, end of period	53,425	19,945
SUPPLEMENTAL CASH FLOW INFORMATION:
Interest paid
Income taxes paid

XML

ORGANIZATION AND NATURE OF BUSINESS

3 Months Ended

Apr. 30, 2018

Accounting Policies [Abstract]

ORGANIZATION AND NATURE OF BUSINESS

NOTE 1 – ORGANIZATION AND NATURE OF BUSINESS

Drone Guarder, Inc. (Formerly Vopia, Inc.) was incorporated as Blue Fashion Corp. under the laws of the State of Nevada on May 14, 2012.  The Company is an early stage security and surveillance company focusing on commercializing a drone enhanced home security system as a turnkey solution. On August 5, 2014, the Company changed its name to Vopia, Inc. On March 24, 2017, the Company changed its name to Drone Guarder, Inc.

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

3 Months Ended

Apr. 30, 2018

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying financial statements of Drone Guarder, Inc. have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), . In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for the financial statements to be not misleading have been reflected herein.

Accounting Basis

The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“GAAP” accounting).  The Company has adopted a January 31 fiscal year end.

Cash and Cash Equivalents

The Company considers all highly liquid investments with the original maturities of three months or less to be cash equivalents. The Company had $53,425 and $19,525 of cash as of April 30, 2018 and January 31, 2018, 2017, respectively.

Fair Value of Financial Instruments

The Company’s financial instruments consist of cash and cash equivalents and amounts due to shareholder. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.

Income Taxes

Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenue Recognition

The Company recognizes revenue when products are fully delivered or services have been provided and collection is reasonably assured.

Stock-Based Compensation

Stock-based compensation is accounted for at fair value in accordance with ASC Topic 718. To date, the Company has not adopted a stock option plan and has not granted any stock options.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Basic Income (Loss) Per Share

Basic income (loss) per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There are no such common stock equivalents outstanding as of April 30, 2018.

Comprehensive Income

The Company has which established standards for reporting and display of comprehensive income, its components and accumulated balances. When applicable, the Company would disclose this information on its Statement of Stockholders’ Equity. Comprehensive income comprises equity except those resulting from investments by owners and distributions to owners. The Company has not had any significant transactions that are required to be reported in other comprehensive income.

Recent Accounting Pronouncements

Drone Guarder, Inc. does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow.

XML

INVESTMENT IN INTELLECTUAL PROPERTY

3 Months Ended

Apr. 30, 2018

Notes to Financial Statements

INVESTMENT IN INTELLECTUAL PROPERTY

NOTE 3 – INVESTMENT IN INTELLECTUAL PROPERTY

On February 24, 2017, the Company paid $20,000 as an intial payment toward software development related to the Drone Guarder technology . In addition, the Company has paid $ 26,623 in additional software development costs to April 30, 2018. On October 2, 2017, the Company issued 500,000 common shares of capital stock with a deemed value of $ 57,500 for services related to the development of the intellectual property.

XML

LOANS FROM DIRECTOR AND SHAREHOLDER

3 Months Ended

Apr. 30, 2018

Related Party Transactions [Abstract]

LOANS FROM DIRECTOR AND SHAREHOLDER

NOTE 4 – LOANS FROM DIRECTOR AND SHAREHOLDER

On December 6, 2016, a shareholder paid expenses of $1,963 on behalf of the Company.

During the year ended January 31, 2018 the shareholder paid net expenses of $ 100 that was not reimbursed as of April 30, 2018.

The balance due to the shareholder was $2,308 and $2,208 as of April 30, 2018 and January 31,2018, respectively.

XML

ADVANCES FROM RELATED PARTY

3 Months Ended

Apr. 30, 2018

Notes to Financial Statements

ADVANCES FROM RELATED PARTY

NOTE 5 – ADVANCES FROM RELATED PARTY

On May 14, 2014 the Company received advances from a related party in the amount of $18,000. The advances are unsecured, non-interest bearing, with no specified terms of repayment.

On November 20, 2014 the Company issued a promissory note payable in the amount of $10,000. The note bears interest at 10% per annum and is due on demand. For the year ended January 31, 2015, this note was recorded in error as an advance from related party, when it should have been recorded as a note payable. This has been reclassified on the balance sheet as of April 30, 2018 and January 31, 2018.

The balance as of April 30, 2018 and January 31, 2018 of advances from related party was $18,000 and $18,000, respectively.

XML

NOTES PAYABLE

3 Months Ended

Apr. 30, 2018

Equity [Abstract]

NOTES PAYABLE

NOTE 6 – NOTES PAYABLE

On November 20, 2014 the Company issued a promissory note payable in the amount of $10,000. The note bears interest at 10% per annum and is due on demand. For the year ended January 31, 2015, this note was recorded in error as an advance from related party, when it should have been recorded as a note payable. This has been reclassified on the balance sheet as of January 31, 2016.

On June 24, 2015 the Company issued a promissory note payable in the amount of $12,500. The note bears interest at 10% per annum and is due on demand.

On December 10, 2015 the Company issued a promissory note payable in the amount of $15,000. The note bears interest at 10% per annum and is due on demand.

On December 23, 2016 the Company issued a promissory note payable in the amount of $25,000. The note bears interest at 10% per annum and is due on demand.

On February 6, 2017 the Company issued a promissory note payable in the amount of $55,000. The note bears interest at 10% per annum and is due on demand.

On April 19, 2017 the Company issued a promissory note payable in the amount of $20,000. The note bears interest at 10% per annum and is due on demand.

On May 24, 2017 the Company issued a promissory note payable in the amount of $20,000. The note bears interest at 10% per annum and is due on demand.

On July 5, 2017 the Company issued a promissory note payable in the amount of $20,000. The note bears interest at 10% per annum and is due on demand.

NOTE 6 – NOTES PAYABLE (CONTINUED)

On September 18, 2017 the Company issued a promissory note payable in the amount of $15,000. The note bears interest at 10% per annum and is due on demand.

The balance as of April 30, 2018 and January 31, 2018 of notes payable $192,500 and $62,500, respectively.

XML

CONVERTIBLE NOTES PAYABLE

3 Months Ended

Apr. 30, 2018

Debt Disclosure [Abstract]

CONVERTIBLE NOTES PAYABLE

NOTE 7 – CONVERTIBLE NOTES PAYABLE

On October 17, 2017, the Company entered into a financing arrangement in the principal amount of $445,000 consisting of a convertible promissory note and warrants to purchase common shares of the company. As of April 30, 2018, the company has borrowed $225,000 of the available balance of $ 445,000. The outstanding principal of the Note bears interest at the rate of 10% per annum and is due July 17, 2018. An original debt discount in the amount of $ 25,000 on the issuance of the note and will be amortized over the life of the note.

The Note is convertible at the option of the holder into common stock of the Company at a conversion price of $0.25 per share. A debt discount related to the fixed rate conversion feature in the amount of $66,442 was recorded and is being amortized over the life of the note.  In addition, the holder of the note received warrants to purchase shares of the Company’s common stock equal to $225,000 divided by the market value of the shares on the date the financing arrangement was entered into. Upon issue, the Company recorded derivative liabilities for the conversion feature of the convertible notes and warrants, based up on the Binomial Fair Value Model and using the following assumptions: an exercise price of $0.25, our stock price on the date of grant $.126 expected dividend yield of 0%, expected volatility of 251.50, risk free interest rate of 1.25 for notes payable and 1.97% for warrants and an expected term of 0.75 years for notes payable and 5 years for warrants. .. Upon initial valuation, the derivative liability of $168,573 was recorded as a debt discount which is being amortized over the life of the note payable.

During the period ended April 30, 2018, $75,000 of the debt discount was amortized

On January 17, 2018, the Company issued a convertible note payable the principal amount of $165,0000. principal of the Note bears interest at the rate of 8% per annum and is due January 17, 2019. An original debt discount in the amount of $ 9,000 on the issuance of the note and will be amortized over the life of the note.

The Note is convertible at the option of the holder into common stock of the Company at a conversion price he lesser of the trading price of the the common stock on the trading day prior to the closing date of the note or 50% of the lowest trading or closing bid for the common stock during the 20 trading day period immediately prior to conversion.. Upon issue, the Company recorded derivative liabilities for the conversion feature of the convertible notes and warrants, based up on the Binomial Fair Value Model and using the following assumptions: an exercise price of $0.052, our stock price on the date of grant $.024, expected dividend yield of 0%, expected volatility of 113.400, risk free interest rate of 1.79 for notes payable , and remaining term of 1.00 year. Upon initial valuation, the derivative liability of $156,000 was recorded as a debt discount which is being amortized over the life of the note payable. 

During the period ended April 30, 2018, $48,125 of the debt discount was amortized

On January 22, 2018, the Company issued a convertible note payable the principal amount of $165,0000. principal of the Note bears interest at the rate of 12% per annum and is due October 22, 2018. The “Conversion Price” will be the lesser of (i) the lowest trading price of our common stock during the twenty-five-day trading period prior to the issue date of the Note and (ii) 50% of the lowest trading price of our common stock during the twenty-five-day trading period prior to the conversion. Upon issue, the Company recorded derivative liabilities for the conversion feature of the convertible notes and warrants, based up on the Binomial Fair Value Model and using the following assumptions: an exercise price of $0.037, our stock price on the date of grant $.079, expected dividend yield of 0%, expected volatility of 113.400, risk free interest rate of 1.79 for notes payable , and remaining term of .75 year. . Upon initial valuation, the derivative liability of $165,000 was recorded as a debt discount which is being amortized over the life of the note payable. 

During the period ended April 30, 2018, $57,750 of the debt discount was amortized.

On issuance of the notes payable, financing fees of $ 52,600 were deducted from loan proceeds. These have been deferred and are being amortized over the terms of the loans. During the period ended April 30, 2018, $ 16,897 of the deferred financing costs was amortized.

XML

COMMON STOCK

3 Months Ended

Apr. 30, 2018

Equity [Abstract]

COMMON STOCK

NOTE 8 – COMMON STOCK

The Company has 250,000,000, $0.001 par value shares of common stock authorized.

Effective September 9, 2014 the Company’s board of directors and majority of its shareholders approved a 20 for 1 forward split of the Company’s common stock.

On October 2, 2017, the Company agreed to issue 500,000 shares of common stock valued at $ 57,500 for consulting services, which has been capitalized as part of investment in intellectual property.

There were 133,400,000 shares of common stock issued and outstanding as of April 30, 2018.

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COMMITMENTS AND CONTINGENCIES

3 Months Ended

Apr. 30, 2018

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

NOTE 9 – COMMITMENTS AND CONTINGENCIES

Effective May 3, 2017, the Company entered into an employment agreement with its new chief executive officer. Under the agreement, the Company agreed to compensate the officer $36,000 annually and to provide him with 10 million shares of common stock, if the agreement is renewed after the first year. During the year ended January 31, 2018, a pro-rated accrual of $ 333,333 of management compensation was recorded in the financial statements based on the share value of $ 0.05 per share and recorded as accrued expenses-related party. For the period ended April 30, 2018 an additional accrual of of $ 167,000 of management compensation has been recorded in the financial statements based on the share value of $ 0.05 per share.

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GOING CONCERN

3 Months Ended

Apr. 30, 2018

Organization, Consolidation and Presentation of Financial Statements [Abstract]

GOING CONCERN

NOTE 10 – GOING CONCERN

The accompanying financial statements have been prepared in conformity with generally accepted accounting principle, which contemplate continuation of the Company as a going concern. However, the Company had no revenues as of April 30, 2018. The Company currently has limited working capital and has not completed its efforts to establish a stabilized source of revenues sufficient to cover operating costs over an extended period of time.

Management anticipates that the Company will be dependent, for the near future, on additional investment capital to fund operating expenses The Company intends to position itself so that it may be able to raise additional funds through the capital markets. In light of management’s efforts, there are no assurances that the Company will be successful in this or any of its endeavors or become financially viable and continue as a going concern.

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SUBSEQUENT EVENTS

3 Months Ended

Apr. 30, 2018

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

NOTE 11 – SUBSEQUENT EVENTS

In accordance with ASC 855-10, the Company has analyzed its operations subsequent to April 30, 2018 through the date these financial statements were issued and has determined that, aside from that set forth below, it does not have any material subsequent events to disclose in these financial statements.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

3 Months Ended

Apr. 30, 2018

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

The accompanying financial statements of Drone Guarder, Inc. have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), . In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for the financial statements to be not misleading have been reflected herein.

Accounting Basis

Accounting Basis

The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“GAAP” accounting).  The Company has adopted a January 31 fiscal year end.

Cash and Cash Equivalents

Cash and Cash Equivalents

The Company considers all highly liquid investments with the original maturities of three months or less to be cash equivalents. The Company had $53,425 and $19,525 of cash as of April 30, 2018 and January 31, 2018, 2017, respectively.

Fair Value of Financial Instruments

Fair Value of Financial Instruments

The Company’s financial instruments consist of cash and cash equivalents and amounts due to shareholder. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.

Income Taxes

Income Taxes

Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Revenue Recognition

Revenue Recognition

The Company recognizes revenue when products are fully delivered or services have been provided and collection is reasonably assured.

Stock-Based Compensation

Stock-Based Compensation

Stock-based compensation is accounted for at fair value in accordance with ASC Topic 718. To date, the Company has not adopted a stock option plan and has not granted any stock options.

Basic Income (Loss) Per Share

Basic Income (Loss) Per Share

Basic income (loss) per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. There are no such common stock equivalents outstanding as of April 30, 2018.

Comprehensive Income

Comprehensive Income

The Company has which established standards for reporting and display of comprehensive income, its components and accumulated balances. When applicable, the Company would disclose this information on its Statement of Stockholders’ Equity. Comprehensive income comprises equity except those resulting from investments by owners and distributions to owners. The Company has not had any significant transactions that are required to be reported in other comprehensive income.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

Drone Guarder, Inc. does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow.

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ORGANIZATION AND NATURE OF BUSINESS (Details Narrative)	3 Months Ended
	Apr. 30, 2018
Accounting Policies [Abstract]
Date of Incorporation	May 14, 2012
Name Change to Vopia, Inc	Aug. 05, 2014
Name Change to Drone Guarder, Inc.	Mar. 24, 2017

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	3 Months Ended
	Apr. 30, 2018	Jan. 31, 2018
Accounting Policies [Abstract]
Current Fiscal Year End	--01-31
Cash and cash equivalents	$ 53,425	$ 19,525

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INVESTMENT IN INTELLECTUAL PROPERTY (Details Narrative) - USD ($)		3 Months Ended
	Oct. 02, 2017	Apr. 30, 2018	Feb. 24, 2017
Payments toward Software Development			$ 20,000
Additional software development costs		$ 26,623
Common Stock Issued for Services, Shares	500,000
Common Stock Issued for Services, Value	$ 57,500

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LOANS FROM DIRECTOR AND SHAREHOLDER (Details Narrative) - USD ($)	3 Months Ended	12 Months Ended
	Apr. 30, 2018	Jan. 31, 2018	Dec. 06, 2016	Oct. 29, 2014	Jan. 23, 2014	Nov. 06, 2012	Nov. 01, 2012	May 11, 2012
Forgiveness of loans from director	$ 6,623
Date Loan Forgiven	Jul. 04, 2014
Due to shareholder	$ 2,308	$ 2,208
Due to Director	0	0
Net Expenses paid by shareholder not reimbursed		$ 100
Loan 6
Expenses Paid by Shareholder			$ 1,963
Loan 5
Expenses Paid by Shareholder				$ 245
Loan 4
Loan					$ 1,050
Loan 3
Loan						$ 5,000
Loan 2
Loan							$ 192
Loan 1
Loan								$ 381

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ADVANCES FROM RELATED PARTY (Details Narrative) - USD ($)	3 Months Ended
	Apr. 30, 2018	Jan. 31, 2018	Nov. 20, 2014	May 14, 2014
Advances from related party	$ (18,000)	$ (18,000)		$ (18,000)
Promissory Note 1
Date of Debt Instrument	Nov. 20, 2014
Debt Instrument			$ 10,000
Debt Instrument, Interest Rate	10.00%

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NOTES PAYABLE (Details Narrative) - USD ($)	Apr. 30, 2018	Jan. 31, 2018	Sep. 18, 2017	Jul. 05, 2017	May 24, 2017	Apr. 19, 2017	Feb. 06, 2017	Dec. 23, 2016	Dec. 10, 2015	Jun. 24, 2015	Nov. 20, 2014
Balance of Notes Payable	$ 192,500	$ 62,500
Prom Note #9
Notes payable			$ 15,000
Interest Rate			10.00%
Prom Note #8
Notes payable				$ 20,000
Interest Rate				10.00%
Prom Note #7
Notes payable					$ 20,000
Interest Rate					10.00%
Prom Note #6
Notes payable						$ 20,000
Interest Rate						10.00%
Prom Note #5
Notes payable							$ 55,000
Interest Rate							10.00%
Prom Note #4
Notes payable								$ 25,000
Interest Rate								10.00%
Prom Note #3
Notes payable									$ 15,000
Interest Rate									10.00%
Prom Note #2
Notes payable										$ 12,500
Interest Rate										10.00%
Prommisory Note 1
Notes payable											$ 10,000
Interest Rate											10.00%

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CONVERTIBLE NOTES PAYABLE (Details Narrative) - USD ($)	3 Months Ended
	Apr. 30, 2018	Apr. 30, 2017	Jan. 31, 2018	Jan. 22, 2018	Jan. 17, 2018	Oct. 17, 2017
Principal Amount of Convertible Note	$ 297,328		$ 112,500	$ 165,000	$ 165,000	$ 445,000
Amount of Note Borrowed		$ 75,000
Debt Discount					$ 9,000	25,000
Debt Discount Amortized						$ 10,754
Conversion price per share					$ .50	$ 0.25
Note holder warrants received common stock purchase value	225,000
Valuation 1
Amount of Note Borrowed	$ 225,000
Note Due Date	Jul. 17, 2018
Interest Rate	10.00%
Debt Discount Amortized	$ 75,000
Exercise Price	$ 0.25
Stock price on date of grant	$ 0.12
Expected Dividend Yield	$ 0
Expected Volatilty	25150.00%
Risk Free Interest Rate for Notes	125.00%
Risk Free Interest Rate for Warrants	$ 1.97
Term for notes payable	9 months
Term for Warrants	5 years
Derivative Liability recorded as debt discount	$ 168,573
Valuation 2
Note Due Date	Jan. 17, 2019
Interest Rate	8.00%
Debt Discount Amortized	$ 48,125
Exercise Price	$ .052
Stock price on date of grant	$ .024
Expected Dividend Yield	$ 0
Expected Volatilty	11340.00%
Risk Free Interest Rate for Notes	179.00%
Term for notes payable	1 year
Derivative Liability recorded as debt discount	$ 156,000
Valuation 3
Note Due Date	Oct. 22, 2018
Interest Rate	12.00%
Debt Discount Amortized	$ 57,750
Exercise Price	$ .037
Stock price on date of grant	$ .079
Expected Dividend Yield	$ 0
Expected Volatilty	11340000.00%
Risk Free Interest Rate for Notes	179.00%
Term for notes payable	9 months
Derivative Liability recorded as debt discount	$ 165,000
Financing Fees	52,600
Deferred Financing Costs Amortized	$ 16,897

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COMMON STOCK (Details Narrative) - USD ($)		3 Months Ended	9 Months Ended	12 Months Ended
	Oct. 02, 2017	Apr. 30, 2018	Oct. 31, 2016	Jan. 31, 2018
Equity [Abstract]
Common Stock, Shares Authorized		250,000,000		250,000,000
Common Stock, Par Value		$ 0.001		$ 0.001
Common Stock, Shares Issued and Outstanding		133,400,000		133,400,000
Stock Split		20:1	20:1	20:1
Date of Forward Split		Sep. 09, 2014
Date of Increase in Authorized Shares		Aug. 05, 2014
Inrease in Authorized Shares		250,000,000
Common Stock Issued for Services, Shares	500,000
Common Stock Issued for Services, Value	$ 57,500

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COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)	3 Months Ended	12 Months Ended
	Apr. 30, 2018	Jan. 31, 2016	May 03, 2017
Commitments and Contingencies Disclosure [Abstract]
Monthly Rent Payment	$ 4,500
Monthly Payment Start Date	Jan. 01, 2015
Accrued rent		$ 58,500
Forgivness of Rent		$ 58,500
Annual Compensation to Chief Executive Officer			$ 36,000
Shares to be issued to Chief Executive Officer if contract renewed after one year			10,000,000
Pro rated accrual of management compensation	$ 333,333
Share Value per share	$ .05
Additional accrual of management compensation	$ 167,000