10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended December 31, 2022

OR

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

For the transition period from ______________ to ______________

Commission File Number: 000-55299

NASCENT BIOTECH INC

(Exact Name of Registrant as Specified in Its Charter)

Nevada	46-5001940
(State of Incorporation)	(IRS Employer Identification No.)
631 US Hwy 1, Suite 407, North Palm Beach, FL	33408
(Address of Principal Executive Offices)	(Zip Code)

(612) 961-5656

(Registrant’s Telephone Number)

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) been subject to such filing requirements for the past 90 days. Yes ☒    No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes ☒    No ☐

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 large accelerated filer, an accelerated file, non-accelerated filer, or a smaller reporting 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 ☒

As of February 14, 2023 the Registrant had 124,485,269 shares of common stock and no shares of Series A convertible preferred issued and outstanding.

TABLE OF CONTENTS

PART I – FINANCIAL INFORMATION
Item 1.	Financial Statement (Unaudited)	3
	Unaudited Consolidated Balance Sheets as of December 31, 2022, and audited March 31, 2022	3
	Unaudited Consolidated Statements of Operations for the Three and Nine Months Ended December 31, 2022 and 2021	4
	Unaudited Consolidated Statements of Stockholders’ Deficit for the Three and Nine Months Ended December 31, 2022 and 2021	5
	Unaudited Consolidated Statements of Cash Flows for the Nine Months Ended December 31, 2022 and 2021	6
	Notes to Unaudited Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	15
Item 3.	Quantitative and Qualitative Disclosures About Market Risks	17
Item 4.	Controls and Procedures	17
PART II – OTHER INFORMATION
Item 1.	Legal Proceedings	18
Item 1A.	Risk Factors	18
Item 2.	Unregistered Sales of Equity and Use of Proceeds	18
Item 3.	Default upon Senior Securities	18
Item 4.	Mine Safety Information	18
Item 5.	Other Information	18
Item 6.	Exhibits	19
SIGNATURES		20

2

PART I – FINANCIAL INFORMATION

ITEM: 1 FINANCIAL STATEMENT

NASCENT BIOTECH, INC.

CONSOLIDATED BALANCE SHEETS

	December 31, 2022			March 31, 2022
	(Unaudited)			(Audited)
ASSETS
Current assets:
Cash	$	558,761		$	94,414
Prepaid		7,083			11,000
Total current assets		565,844			105,414
Total assets	$	565,844		$	105,414
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Accounts payable and accrued liabilities	$	387,253		$	776,891
Convertible note- net of discount		470,171			-
Derivative liability		1,072,494			-
Total current liabilities		1,929,918			776,891
Total liabilities		1,929,918			776,891
Commitments and contingencies		-			-
Stockholders’ deficit:
Preferred stock, $0.001 par value, 50,000,000 authorized, none issued and outstanding. respectively		-			-
Common stock, $0.001 par value; 500,000,000 authorized, 122,046,172 and 111,313,175 issued and outstanding, respectively		122,046			111,313
Additional paid-in capital		19,618,596			18,039,016
Accumulated deficit		(21,104,716	)		(18,821,806	)
Total stockholders’ deficit		(1,364,074	)		(671,476	)
Total liabilities and stockholders’ deficit	$	565,844		$	105,414

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

3

NASCENT BIOTECH, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

	Three Months Ended December 31,						Nine Months Ended December 31,
	2022			2021			2022			2021
License fee revenue	$	-		$	1,000,000		$	-		$	1,000,000
Operating expenses:
Consulting		246,590			108,000			883,655			388,813
General and administrative expense		132,934			70,538			324,623			313,536
Clinical trials		39,627			149,487			219,155			200,192
Research and development		55,875			41,000			188,503			139,531
Operating expense		(475,026	)		(369,025	)		(1,615,936	)		(1,042,072	)
Income (loss) from operations		(475,026	)		630,975			(1,615,936	)		(42,072	)
Other income (expense):
Interest income		144			-			160			10
Gain on debt settlement		28,000			-			28,000			5,000
Change in fair value of derivative		258,462			57,703			634,118			373,585
Financing costs		-			-			(5,124	)		(101,150	)
Loss on original issuance discount		-			(86,314	)		(329,390	)		(287,979	)
Interest expense		(648,900	)		(5,041	)		(994,738	)		(11,177	)
Total other income (expense)		(362,294	)		(33,652	)		(666,974	)		(21,711	)
Net income (loss) before taxes		(837,320	)		597,323			(2,282,910	)		(63,783	)
Income tax		-			-			-			-
Net income (loss)	$	(837,320	)	$	597,323		$	(2,282,910	)	$	(63,783	)
Net income (loss) per share, basic	$	(0.01	)	$	0.01		$	(0.02	)	$	(0.00	)
Net income (loss) per share - diluted	$	(0.01	)	$	0.01		$	(0.02	)	$	(0.00	)
Weighted average number of shares outstanding, basic		119,500,985			107,728,175			115,398,628			107,471,003
Weighted average number of shares outstanding- diluted		119,500,985			112,358,175			115,398,628			107,471,003

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

4

NASCENT BIOTECH, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT

THREE AND NINE MONTHS ENDED DECEMBER 31, 2022 AND 2021

(Unaudited)

											Additional						Total
	Preferred Shares						Common Stock				Paid-In			Accumulated			Stockholders’
	Shares			Amount			Shares		Amount		Capital			Deficit			(Deficit)
Balance at March 31, 2021		54,130		$	54			104,834,083	$	104,834	$	17,774,023		$	(18,351,416	)	$	(472,505	)
Common stock issued to related parties		-			-			568,719		569		59,147			-			59,716
Common stock issued for service		-			-			50,000		50		5,200			-			5,250
Common stock issued for AP – related parties		-			-			307,010		307		23,025			-			23,332
Common stock issued for preferred shares		(54,130	)		(54	)		1,968,363		1,968		(1,914	)		-			-
Net loss		-			-			-		-		-			(450,076	)		(450,076	)
Balance at June 30, 2021		-			-			107,728,175		107,728		17,859,481			(18,801,492	)		(834,283	)
Net loss		-						-		-		-			(211,030	)		(211,030	)
Balance at September 30, 2021		-			-			107,728,175		107,728		17,859,481			(19,012,522	)		(1,045,313	)
Net income		-						-		-		-			597,323			597,323
Balance at December 31, 2021		-		$	-			107,728,175	$	107,728	$	17,859,481		$	(18,415,199	)	$	(447,990	)
Balance at March 31, 2022		-		$	-			111,313,175	$	111,313	$	18,039,016		$	(18,821,806	)	$	(671,476	)
Common stock issued to related parties		-			-			1,052,500		1,052		304,172			-			305,224
Common stock issued for warrant exercise		-			-			3,700,000		3,700		144,300			-			148,000
Common stock issued for service		-			-			1,000,000		1,000		59,000			-			60,000
Warrants issued with convertible notes		-			-			-		-		21,336			-			21,336
Net loss		-			-			-		-		-			(1,299,876	)		(1,299,876	)
Balance at June 30, 2022		-			-			117,065,675		117,065		18,567,825			(20,121,682	)		(1,436,792	)
Common stock issued to related parties								212,629		213		65,703			-			65,916
Common stock issued for warrant exercise								500,000		500		59,500			-			60,000
Common stock issued for convertible debt								379,080		379		101,594			-			101,973
Common stock issued for AP								37,700		38		9,237			-			9,275
Warrants issued with convertible notes								-		-		157,402			-			157,402
Net loss								-		-		-			(145,714	)		(145,714	)
Balance at September 30, 2022		-			-			118,195,084		118,195		19,961,261			(20,267,396	)		(1,187,940	)
Common stock issued to related parties		-			-			718,000		718		142,882			-			143,600
Common stock issued for convertible debt		-			-			3,133,088		3,133		451,461			-			454,594
Stock option expense		-			-			-		-		62,992			-			62,992
Net loss		-			-			-		-		-			(837,320	)		(837,320	)
Balance at December 31, 2022		-		$	-			122,046,172	$	122,046	$	19,618,596		$	(21,104,716	)	$	(1,364,074	)

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

5

NASCENT BIOTECH, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

	Nine Months Ended December 31,
	2022			2021
Cash flows from operating activities:
Net loss	$	(2,282,910	)	$	(63,783	)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock based compensation – related parties		514,740			59,716
Stock-based compensation		60,000			5,250
(Gain) loss in fair value of derivative liability		(634,118	)		(373,585	)
Debt discount amortization		962,257			287,979
Loss on notes		286,265			-
Option expense		62,992
Changes in operating assets and liabilities:
Accounts payable and accrued expenses		(373,796	)		154,891
Prepaid		3,917			-
Due to related parties		-			50,335
Net cash provided by (used in) operating activities		(1,400,650	)		120,803
Cash flows from financing activities:
Repayment of convertible notes		(275,000	)		(320,500	)
Proceeds from warrant exercise		208,000			-
Proceeds from convertible notes		1,932,000			200,000
Net cash provided (used) by financing activities		1,865,000			(120,500	)
Net increase (decrease) in cash		464,350			303
Cash -beginning of year		94,414			1,434
Cash -end of period	$	558,764		$	1,737
SUPPLEMENT DISCLOSURES:
Interest paid	$	11,135		$	20,055
Income taxes paid	$	-		$	-
Non Cash Transactions
Common stock issued for conversion of preferred shares	$	-		$	1,968
Common stock issued for convertible debt	$	556,567		$	-
Common stock issued for accrued expenses- related party	$	-		$	23,332
Initial discount from derivatives	$	178,739		$	-
Common stock issued for AP	$	9,275		$	-

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

6

NASCENT BIOTECH, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

NOTE 1 - ORGANIZATION AND NATURE OF OPERATIONS

Nascent Biotech, Inc. (“Nascent” or the “Company”) was incorporated on March 3, 2014 under the laws of the State of Nevada. The Company is actively developing Pritumumab for the treatment of brain cancer and pancreatic cancer. Nascent is also actively researching other cancers that have a high probability of benefiting from the therapeutic effects of Pritumumab because they share a common target. Pritumumab has shown to be very effective at low doses in previous clinical studies in Japan. Nascent is a phase 1 clinical trial biopharmaceutical company that focuses on biologic drug candidates that are preparing for initial clinical testing for the treatment of brain and pancreatic cancer.

On March 31, 2017, the Company filed its IND submission with the United States Food and Drug Administration (FDA) for clearance to begin Phase I clinical trials. On December 7, 2018, the Company received a letter from the FDA allowing it to use a specific lot of drug substance to begin phase 1 clinical trials. On March 15, 2021, the Company opened phase1 clinical trials. As of December 31, 2022, the Company had completed dosing of patients in the last cohort of the phase 1 clinical trials. The company is in the process of completing the required protocol and submitting the data to the FDA for approval to commence phase 2 clinical trials.

On November 8, 2022 the Company was granted patient No. 11.492,394 from the Untied States Patient and Trademark Office for the patient entitled “Kits and Containers for Treating Vimentin Expressing Tumors.” This is the second patient issued in favor of the Company for Pritumumab.

NOTE 2 - BASIS OF PRESENTATION

The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles. The Company has elected a fiscal year ending on March 31.

The accompanying unaudited interim consolidated financial statements of the Company for the three and nine months ended December 31, 2022 and 2021 have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information in accordance with Securities and Exchange Commission and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s annual report on Form 10-K for the year ended March 31, 2022. In the opinion of management, the unaudited financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the financial position and the results of operations for the interim periods presented herein. The results of operations for the interim periods are not necessarily indicative of the results to be expected for any subsequent quarters or for an entire year.

Basis of Presentation

The Company computes net loss per share in accordance with ASC 260, Earnings per Share, which requires presentation of both basic and diluted loss per share (“EPS”) on the face of the statement of operations. Basic EPS is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of common shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period including stock options and warrants, using the treasury stock method, convertible preferred stock, and convertible debt, using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all potentially dilutive common shares if their effect is antidilutive.

We have identified the conversion features of certain of our convertible notes payable as derivatives. We estimate the fair value of the derivatives using the Black-Scholes pricing model. We estimate the fair value of the derivative liabilities at the inception of the financial instruments, at the date of conversions to equity and at each reporting date, recording a derivative liability, debt discount, and a gain or loss on change in derivative liabilities as applicable. These estimates are based on multiple inputs, including the market price of our stock, interest rates, our stock price volatility and variable conversion prices based on market prices as defined in the respective agreements. These inputs are subject to significant changes from period to period and to management's judgment; therefore, the estimated fair value of the derivative liabilities will fluctuate from period to period, and the fluctuation may be material.

7

Revenue recognition

In April 2016, the FASB issued ASU 2016–10 Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing. The amendments in this Update do not change the core principle of the guidance in Topic 606. Rather, the amendments in this Update clarify the following two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. Topic 606 includes implementation guidance on (a) contracts with customers to transfer goods and services in exchange for consideration and (b) determining whether an entity’s promise to grant a license provides a customer with either a right to use the entity’s intellectual property (which is satisfied at a point in time) or a right to access the entity’s intellectual property (which is satisfied over time). The amendments are intended to render more detailed implementation guidance with the expectation to reduce the degree of judgement necessary to comply with Topic 606.

ASC Topic 606 prescribes a new five-step model entities should follow in order to recognize revenue in accordance with the core principle. These five steps are:

1. Identify the contract(s) with a customer. 

2. Identify the performance obligations in the contract. 

3. Determine the transaction price. 

4. Allocate the transaction price to the performance obligations in the contract. 

5. Recognize revenue when (or as) the entity satisfied the performance obligations.

The Company implemented the transition using the modified retrospective method of transition. The funds are not earned on milestones that have not been reached per the contract. Based on the cut off treatment of the recognition of revenue per the milestones specific to the license agreements, the Company has determined that there are no adjustments in the value of the revenue recognized from these contracts.

The Company has one revenue stream, which are the milestone payments of the license agreement with BioRay Pharmaceutical which is not earned or billed until the milestone per the agreement is met. During the nine months period ended December 31, 2022, no revenue was received.

Accounts receivable

Accounts receivables are carried at face value less any provisions for uncollectible amounts. Accounts receivable are receivables from a license agreement. No allowance for bad debt was considered necessary for the three and nine months ended December 31, 2022 and 2021, respectively. As of December 31, 2022, the Company did not have any accounts receivable.

NOTE 3 - GOING CONCERN

The Company’s consolidated financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern that contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has a working capital deficit and has incurred losses from operations. The Company has no revenue to cover its operating costs and the Company will incur additional expenses in the future developing their product. These factors raise substantial doubt about the company’s ability to continue as a going concern. The Company engages in research and development activities that must be satisfied in cash secured through outside funding. The Company may offer noncash consideration and seek equity lines as a means of financing its operations. If the Company is unable to obtain revenue producing contracts or financing or if the revenue or financing it does obtain is insufficient to cover any operating losses it may incur, it may substantially curtail or terminate its operations or seek other business opportunities through strategic alliances, acquisitions or other arrangements that may dilute the interests of existing stockholders. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

8

NOTE 4 - RELATED PARTY TRANSACTIONS

On September 1, 2015, the Company entered five-year employment contracts with three of its officers and directors. One of the officers and director resigned as of September 30, 2020. Under the terms of the agreements the Company issued shares of common stock to the officers and directors equaling 11% of the outstanding shares of the Company as of the date of the contracts. As additional future shares are issued, the officers and directors are entitled to additional shares, so their aggregate ownership percentage initially remained at 11% (undated to 18% as noted below) of the outstanding shares of the Company. The agreements were amended on September 1, 2020, as noted below, and the table reflects the amendment to these agreements. The following table sets forth the shares earned under these contracts for the two active officers as of December 31, 2022:

Officer and Director	Initial Share Awards Under the Contracts		Additional Shares Earned to Maintain Ownership Percentage		Total Shares Earned
President		1,028,910		8,890,269		9,919,179
Chief Financial Officer		617,346		4,677,723		5,295,069
Total		1,646,256		13,567,992		15,214,248

On September 1, 2020, the Company entered five-year compensation agreements with two of its officers and directors. Under the terms of the agreements the Company issued shares of common stock to the two senior officers equaling 18% of the outstanding shares of the Company as additional future shares are issued. The officers are entitled to additional future shares, so their aggregate ownership percentage remains at 18% of the future outstanding shares of the Company.

Officer and Director	Fiscal Year Annualized Compensation Being Paid
President	$	250,000
Chief Financial Officer	$	180,000
Total	$	430,000

During the nine months ended December 31, 2022, two officers and a director were issued 1,983,129 shares of common stock with a value of $514,740 for service.

NOTE 5 - EQUITY

Preferred

On April 1, 2021, 54,130 shares of preferred stock were converted into 1,968,363 shares of common stock. The conversion eliminated all outstanding convertible preferred shares.

Common

During the nine months ended December 31, 2021, three officers and directors were issued 568,719 shares of common stock with a value of $59,716 for service.

During the nine months period ended December 31, 2021 a director of the Company converted $23,332 of accrued compensation into 307,010 shares of common stock of the Company.

During the nine months period ended December 31, 2021, the Company issued 50,000 shares of common stock with a value of $5,250 for service.

During the nine months period ended December 31, 2021, 54,130 shares of preferred stock were converted into 1,968,363 shares of common stock. The conversion eliminated all outstanding convertible preferred shares.

During the nine months ended December 31, 2022, two officers and a director were issued 1,983,129 shares of common stock with a value of $514,740 for service.

During the nine months ended December 31, 2022, four entities were issued 4,200,000 shares of common stock with a value of $208,000 for the exercise of 3,700,000 warrants.

9

During the nine months ended December 31, 2022, the Company issued 37,700 shares of common stock with a value of $9,275 for accounts payable.

During the nine months ended December 31, 2022, the medical director was issued 1,000,000 shares of common stock with a value of $60,000 for service.

During the nine months period ended December 31, 2022, the Company issued 3,512,168 shares of common stock with a value of $556,565 for the conversion of $550,000 of convertible notes and $6,565 in interest.

NOTE 6 - OPTIONS

On November 17, 2022 the Company issued 500,000 options to one individual with an exercise price of $0.18 per share. The options have a 5 year life and vested 250,000 options at inception and 25,000 options per month thereafter until fully vested. The options were fair valued using a volatility of 250%, discount rate of 4.35% at $114,531 to be amortized over the 5 year period.

As of December 31, 2022, the Company expensed $5,727 in options.

The following sets forth the options granted and outstanding during the nine months ended December 31, 2022:

	Options		Weighted Average Exercise Price		Weighted Average Remaining Contract Life		Number of Options Exercisable		Intrinsic Value
Outstanding at March 31, 2022		930,000	$	0.34		3.80		930,000	$	-
Granted		500,000		0.18		5.0		250,000		-
Exercised		-		-		-		-		-
Outstanding at December 31, 2022		1,430,000	$	0.28		4.06		1,180,000	$	10,000

The weighted average remaining life and intrinsic value of the options as of December 31, 2022, was 4.06 years and zero, respectively.

NOTE 7 - WARRANTS

During the year ended March 31, 2021 the Company issued 3,700,000 warrants and used the Black Scholes Pricing model to estimate the fair value of the warrants as of grant date, using the following key inputs: market prices of the Company’s common stock at dates of grant between $0.08-0.11 per share, conversion price of $0.15, volatility of 312.5%-314.49% and discount rate of 0.14-0.16%. Based on the fair value of the common stock of $437,000 and value of the warrants of $349,605 the fair value of the warrants was calculated to be 41% of the total value or $303,000. During the year ended March 31, 2021 the valuation resulted in a deemed dividend from the down round calculation of $555,000. As of December 31, 2022 3,700,000 warrants were converted into 3,700,000 shares of common stock for cash at a value for $148,000.

On April 7, 2022, the Company issued 500,000 warrants as part of a convertible note issued the same date. The Company used the Black Scholes Pricing model to estimate the fair value of the warrants as of grant date using the following key inputs; market prices of the Company’s stock at date of grant of $0.08 per share, conversion price of $0.12 per share, volatility of 132% and discount of 1.78%. The fair value of the warrants were calculated to be $ 26,000 and was used to allocate the proceeds to the two elements based on the relative fair value of the debt instruments without the warrants and of the warrants at the time of issuance. The portion of the proceeds were allocated to the warrants of $21,336 is accounted for as paid in capital. As of December 31, 2022 the 500,000 warrants were converted into 500,000 shares of common stock with a value of $60,000.

On August 31, 2022 the Company issued 750,000 warrants as part of a convertible note issued the same date. The Company used the Black Scholes Pricing model to estimate the fair value of the warrants as of grant date using the following key inputs; market prices of the Company’s stock at date of grant of $0.41 per share, conversion price of $0.60 per share, volatility of 137% and discount of 3.50%. The fair value of the warrants were calculated to be $ 188,760 and was used to allocate the proceeds to the two elements based on the relative fair value of the debt instruments without the warrants and of the warrants at the time of issuance. The portion of the proceeds were allocated to the warrants of $9,902 is accounted for as paid in capital.

10

On September 2, 2022 the Company issued 250,000 warrants as part of a convertible note issued the same date. The Company used the Black Scholes Pricing model to estimate the fair value of the warrants as of grant date using the following key inputs; market prices of the Company’s stock at date of grant of $0.345 per share, conversion price of $0.60 per share, volatility of 137% and discount of 3.47%. The fair value of the warrants were calculated to be $50,273 and was used to allocate the proceeds to the two elements based on the relative fair value of the debt instruments without the warrants and of the warrants at the time of issuance. The portion of the proceeds were allocated to the warrants of $2,484 is accounted for as paid in capital.

The weighted average remaining life and intrinsic value of the warrants as of December 31, 2022 was:

	Warrants			Weighted Average Exercise Price		Weighted Average Remaining Contract Life		Intrinsic Value
Outstanding at March 31, 2021		3,700,000		$	0.15		2.00	$	-
Granted		-			-		-		-
Exercised		-			-		-		-
Expired		-			-		-		-
Outstanding at March 31, 2022		3,700,000		$	0.15		1.35	$	-
Granted		1,500,000			0.44		1.83		-
Exercised		(4,200,000	)		-		-		-
Expired		-			-		-		-
Outstanding as of December 31, 2022		1,000,000		$	0.60		1.75	$	-

NOTE 8 - CONVERTIBLE DEBT

On October 28, 2020, the Company issued a $138,000 convertible note with an OID of $10,000. The note matured on October 28,2021 with interest at 10% per annum. After 180 days the note was convertible into common stock of the Company at $0.04 per share or a 30% discount to the VWAP during the 20 days prior to conversion. The initial derivative was calculated using risk free interest of .18%, volatility of 212% and expected life of .50 years. On April 20, 2021 note was paid with the principal of $138,000, accrued interest of $6,805 and financing costs of $41,400.

On November 11, 2020, the Company issued a $82,500 convertible note with an OID of $7,500. The note matured on October 28, 2021 with fixed interest of 10%. After 180 days the note was convertible into common stock of the Company at a 35% discount to the lowest trading price during the 20 days prior to conversion. On April 22, 2021, the note was paid consisting of principal of $82,500, accrued interest of $8,250 and finance costs of $24,750.

On February 16, 2021, the Company issued a $100,000 convertible note with an OID of $5,000. The note matured on February 16, 2022, with fixed interest of 10%. After 180 days the note was convertible into common stock of the Company at a 30% discount to the lowest trading price during the 15 days prior to conversion. The initial derivative was calculated using risk free interest of .18%, volatility of 213% and expected life of 1.00 years. On August 16, 2021, the note was paid consisting of principal of $100,000, accrued interest of $5,000 and financing costs of $35,000.

On August 10, 2021, the Company issued a $200,000 convertible note. The note matured on February 10, 2022, with fixed interest of 10%. Within 180 days of issuance the note may be repaid at an escalating premium up to 125% of the face value of the note. After 180 days the note was convertible into common stock of the Company at $0.06 per share or a 25% discount to the lowest trading price during the 10 days prior to conversion. The initial derivative was calculated using risk free interest of .05%, volatility of 132% and expected life of 0.50 years. On March 28, 2022, the Note was paid consisting of $200,000 in principal, accrued interest of $9,973 and financing costs of $50,000.

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On April 7, 2022, the Company issued a $275,000 convertible note with an OID of $25,000. The note matures on March 29, 2023, bears fixed interest of 8% plus contains a most favored nations statement. Within 180 days of issuance, the note may be repaid at a premium of 115% of the face value of the note and 150% of the unconverted balance of the note after 180 days and prior to maturity. After 180 days the note may be converted into common stock of the Company at $0.075 per share or a 20% discount to the lowest VWAP (Volume- Weighted Average Pricing) price during the 10 days prior to conversion. The initial derivative was calculated using risk free interest of .05%, volatility of 132% and expected life of 0.50 years. On September 9, 2022 the note was paid with the note principal of $275,000, interest of $9,162 and premium of $42,624 for a total of $326,786.

On August 31, 2022 the Company entered into an agreement with an unrelated third party for convertible debentures totaling $1,500,000. The first $500,000 was paid at closing with the second $500,000 paid on September 20, 2022, upon filing of an S-1 Registration, and the third $500,000 paid on September 27, 2022, upon the S-1 becoming effective. Each debenture matures one year from date of issuance. The interest rate for each debenture is six percent (6%) per annum and the Debenture may be converted at the lesser of $0.30 per share or eighty percent (80%) of the lowest VWAP of the Company’s common stock for ten consecutive trading days immediately prior to the conversion date and carried an original discount of 3% of the debenture face value. The Company also issued a warrant to purchase 750,000 shares of the Company’s common stock for a period of two years, expiring on August 30, 2024, at an exercise price of $0.60 per share. As part of the agreement the Company filed an S-1 registration statement registering the underlying common shares for the debenture conversion and the warrants.

The initial derivatives were calculated for each debenture as follows:

1. Debenture 1- risk free interest of 3.50%, volatility of 137% and expected life of 1.00 years 

2. Debenture 2- risk free interest of 4.03%, volatility of 140% and expected life of 1.00 years 

3. Debenture 3- risk free interest of 3.98%, volatility of 141% and expected life of 1.00 years

During the nine months period ended December 31, 2022, the Company issued 2,524,629 shares of common stock with a value of $406,566 for the conversion of $400,000 of convertible note and $6,566 in interest, leaving a balance due of $1,100,000 of convertible notes plus accrued interest.

On September 2, 2022 the Company entered into an agreement with an unrelated third party for convertible debentures totaling $500,000. The first $250,000 was paid at closing with the second $250,000 to be paid upon the S-1 becoming effective. Each debenture matures one year from date of issuance. The interest rate for each debenture is six percent (6%) per annum and the Debenture may be converted at the lesser of $0.30 per share or eighty percent (80%) of the lowest VWAP of the Company’s common stock for ten consecutive trading days immediately prior to the conversion date and carried an original discount of 3% of the debenture face value. The Company also issued a warrant to purchase 250,000 shares of the Company’s common stock for a period of two years, expiring on August 30, 2024, at an exercise price of $0.60 per share. As part of the agreement the Company filed an S-1 registration statement registering the underlying common shares for the debenture conversion and the warrants. The initial derivative was calculated using risk free interest of 3.47%, volatility of 137% and expected life of 1 year. As of December 31, 2022 the funds for the second debenture had not been received. During the nine month period ended December 31, 2022 the Company issued 987,539 shares of common stock for the conversion of $150,000 of the convertible note leaving a balance of $100,000 plus accrued interest.

NOTE 9 - FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES

As defined in (Financial Accounting Standards Board ASC 820), fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilized the market data of similar entities in its industry or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. FASB ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement).

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The three levels of the fair value hierarchy are as follows:

Level 1	–	Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities, and listed equities.
Level 2	–	Pricing inputs are other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reported date and includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors, and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Instruments in this category generally include non-exchange-traded derivatives such as commodity swaps, interest rate swaps, options, and collars.
Level 3	–	Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value

As December 31, 2022, the Company believes the amounts reported for cash, payables, accrued liabilities and amounts due to related parties approximate their fair values, due to the nature or duration of these instruments.

The following table represents the change in the fair value of the derivative liabilities during the quarter ended December 31, 2022:

	Level 1		Level 2		Level 3
Fair value of derivative liability as of March 31, 2022	$	-	$	-	$	-
Additions at fair value		-		-		1,706,612
Change in fair value of the derivative		-		-		(634,118	)
Balance at December 31, 2022	$	-	$	-	$	1,072,494

The estimated fair value of the derivative liabilities at December 31, 2022 was calculated using the Black Scholes pricing model with the following assumptions:

Risk-free interest rate	4.73	%
Expected life in years	.67-.74
Dividend yield	0	%
Expected volatility	135-163

NOTE 10 –COMMITMENTS AND CONTINGENCIES

On September 30, 2016, the Company entered a cell line sales agreement with the product manufacturer. Under the terms of the agreement the Company is obligated to make future payments based on the milestones of its achievements. These future payments may be as followed;

1.	$100,000 upon the initiation (first dose/first patient) of the first Phase I clinical trial (or equivalent) of a Product;
2.	$225,000 upon the initiation (first dose/first patient) of the first Phase III clinical trial (or equivalent) of a Product
3.	$225,000 payable upon the first Biologics License Application approval (or equivalent) of a product.
4.	Annual maintenance fee upon completion of phase I manufacturing or the transfer of the cell line from Catalent’s control of $50,000;
5.	A contingent sales fee upon first commercial sale of a product of 1% of sales or $150,000 whichever is greater payable quarterly.

13

As of December 31, 2022, the Company paid the outstanding net balance of $325,000 due the manufacture for the balance of the annuals fees due and initiation of the phase 1 clinical trials payment.

On March 9, 2020, the Board of Directors of the Company adapted an expense bonus program. Under the program, if an acquisition, merger or change in control is affected, 10% of the value of the transaction will be allocated to pay the expenses of the transaction including but not limited to legal, accounting, transfer fees and other miscellaneous expense. The balance of the fund after expenses will be allocated 20% to directors and 80% to officers and employees of the Company as allocated by the Chief Executive Officer and approved by the Board of Directors.

NOTE 11 - LICENSE AGREEMENT

On March 31, 2021, the Company issued a license agreement for US $5,000,000 to BioRay Pharmaceutical Co, LTD, licensing Pritumumab internationally with the exclusion of North and Central America and the Caribbean Islands. Under the terms of the agreement the Company receives $250,000 upon signing of the agreement plus $750,000 with the start of the phase 1 clinical trials, which started in March 2021. In addition, the Company received $750,000 upon the enrollment of the 12th patient or the dosage level of 8.0 mg/kg, whichever was achieved first. Further payment of $2,500,000 will be received when the FDA approves the phase 2 clinical trials and $750,000 when the phase 2 clinical trials begin. Upon commercialization by the Licensee, the Company will receive a 9% royalty on net sales for 20 years. As of December 31, 2022 the Company had received the three initial payments totaling $1,750,000.

NOTE 12 - SUBSEQUENT EVENTS

On January 23, 2023 the Company issued 1,028,697 shares of common stock for the conversion of $100,000 of convertible debt and $1,841 in interest for a total value of $101,841.

On February 9, 2023 the Company issued 1,410,400 shares of common stock for the conversion of $100,000 of convertible debt and $279 of interest for a total of $100,279.

The Company has evaluated subsequent events to determine events occurring after December 31, 2022 through the date of this filing that would have a material impact on the Company’s financial results or require disclosure and have determined none exist other than those noted above in this footnote.

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ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERTIONS

This report contains forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. The Company’s actual results could differ materially from those set forth on the forward-looking statements because of the risks set forth in our filings with the Securities and Exchange Commission, general economic conditions, and changes in the assumptions used in making such forward looking statements.

Nascent Biotech, Inc (“Nascent” or the “Company”) was incorporated on March 3, 2014 under the laws of the State of Nevada. The Company is actively developing Pritumumab for the treatment of brain cancer and pancreatic cancer. Nascent is also actively researching other cancers that have a high probability of benefiting from the therapeutic effects of Pritumumab because they share a common target.

Nascent is a phase 1 clinical stage biopharmaceutical company that develops monoclonal antibodies for the treatment of various forms of cancer. The Company focuses on biologic drug candidates that are undergoing or have already completed initial clinical testing for the treatment of cancer and then seek to further develop those drug candidates for commercial use. Nascent currently is developing for the treatment of brain cancer and pancreatic cancer both of which we hold orphan drug status granted by the FDA. Nascent completed Cohort 4 and open cohort 5 on September 16, 2022 of the phase 1 clinical trials. As of December 31, 2022 the Company had completed the infusion of final patients in Cohort 5 ending the addition of any new patients in the phase 1 clinical trials.

In addition, Nascent has begun, in collaboration with academic and corporate partners, to assess the potential for pritumumab to be involved as both a treatment and a vaccine for the SARS-CoV-2 virus.

Overview

The Company is focused on developing pritumumab for the treatment of patients with brain cancer malignancies such as gliomas and astrocytomas. Current therapeutic strategies for brain cancer include the use of the chemotherapy, surgical intervention or radiation therapy. Because these treatments have marginal outcomes there exists a need to develop safer, more effective drugs. Temodar-the most commonly used Chemotherapeutic drug used to treat brain cancer, is attributed to only median rates of survival and many brain tumors are eligible for surgery. Moreover, even when removed, most brain tumors come back within one year post-operation. Today, with current standards of care, less than 60% of all brain cancer patients will live past the first year after diagnosis, and less than 35% of patients will live to five years. Glioblastoma, a particularly aggressive form of brain cancer that constitutes 42% of ALL brain and other nervous system cancers, has survival rates of 36.5% at 1 year and 5% at 5 years. (SEER Registry Data, September 15^th, 2016 (Central Brain Tumor Registry of the United States).

On March 31, 2017, the Company filed its IND submission with the United States Food and Drug Administration (FDA) for clearance to begin Phase I clinical trials. On December 7, 2018, the Company received a letter from the FDA allowing it to use a specific lot of drug substance to begin phase 1 clinical trials. The Company is in human clinical trials with a major oncology hospital for brain cancer, both primary and metastatic As of December 31, 2022, the Company had completed dosing of patients in the last cohort of the phase 1 clinical trials. The company is in the process of completing the required protocol and submitting the data to the FDA for approval to commence phase 2 clinical trials.

In May of 2020, Nascent announced a research collaboration to study, both in vitro and in vivo (mouse models), the ability of pritumumab to block the SARS-Cov-2 virus from infecting cells. This notion has been raised by a published article in the scientific literature (Yu et al. Journal of Biomedical Science (2016) 23:14 DOI 10.1186/s12929-016-0234-7), which specifically mentioned cell surface vimentin (the protein to which pritumumab binds selectively) as a potential target in the treatment of conditions related to coronaviruses. These preliminary studies are on-going. Further, in May of 2020, Nascent announced a joint collaboration with Manhattan BioSolutions, Inc to employ Manhattan’s platform, based on the recombinant Mycobacterium bovis Bacillus Calmette-Guerin (BCG) vaccine, but engineered to target SARS-CoV-2. BCG is a live non-pathogenic bacterium that stimulates diverse innate and adaptive immune responses and is well-known for its long safety track record as a tuberculosis vaccine.

15

Results of Operations

The Company recorded zero revenue during the three and nine month periods ended December 31, 2022 and $1,000,000 in license payments for the same periods in 2021.

Total operating expenses for the three and nine month periods ended December 31, 2022 was $475,026 and $1,615,936 compared to $369,025 and $1,042,072 for the same periods ended December 31, 2021. Consulting expense for the three and nine month periods ending December 31, 2022 were $246,590 and $883,655 compared to $108,000 and $388,813 for the same periods in 2021. This increase in expenses for the nine month ended December 31, 2022 over the same period in 2021 was due primarily to increased consulting fee of $494,842, a result of the pricing of the shares issued to management for maintaining the percentage of ownership per their agreements.

Research and development expenses for the three and nine month periods ended December 31, 2022 was $55,875 and $188,503 compared to $41,000 and $139,531 in the same periods in 2021. Clinical trials costs were $39,627 and $219,155 for the three and nine month periods ended December 31, 2022 compared to $149,487 and $200,192 for same periods in 2021.

Total other expense incurred in the three and nine month periods ended December 31, 2022 was $362,294 and $666,974, compared to other expenses of $33,652 and $21,711 for the same periods in 2021. Other expense in three and nine month periods in 2022 consisted of interest expense of $648,900 and $994,738, original discount interest of zero and $329,390 and finance costs of zero and 5,124 offset by a gain on the change of fair value of $258,462 and $634,118. Other income/expenses in the three months and nine month periods ended December 31, 2021 consisted of income from the change in fair value of $57,703 and $375,585, interest expense of $5,041 and $11,177, original note discount expense of $86,314 and $287,979 and financing costs of zero and $101,150.

For the three and nine month periods ended December 31, 2022, our net loss was $837,320 and $2,282,910 compared to a net income of $597,323 and net loss of $63,783 for the same periods in 2021. The difference between the periods relates to higher consulting costs experienced in 2022 plus higher other expenses, during the nine months period in 2022 verses 2021 plus the license revenue earned in the nine month period ended December 31, 2021 with no income in the same period in 2022.

Liquidity and Capital Resources

The Company’s liquidity and capital is dependent on the capital it can raise to continue the Company’s testing and clinical trials of its product. The Company projects it must raise additional funds to complete its Phase II clinical studies for both brain and pancreatic cancer.

There are no agreements or understandings about future loans by or with the officers, directors, principals, affiliates, or shareholders of the Company. The Company will continue to raise outside capital through loans, equity sales and possible licensing agreements. These factors raise substantial doubt about the company’s ability to continue as a going concern.

At December 31, 2022, the Company had negative working capital of $1,364,074. Current assets consist of cash of $558,764 and prepaid of $7,083 with current liabilities $1,929,918 consisting of accounts payable and accrued expenses of $387,253, convertible notes, net of discount of $470,171, plus derivative liability of $1,072,494. The decrease in accounts payable and accrued expense was due primarily to the payment of an outstanding payment payable with a manufacturer of $325,000.

Net cash used in operating activities in the nine month period ended December 31, 2022 was $1,400,650 compared to net cash provided of $120,803 in the same period in 2021. The variance between the same periods in 2022 over 2021 relates mainly to a significant loss in 2022 of $2,282,910 compared to $ 63,783 resulting from higher expense in 2022 against revenue of $1,000,000 in 2021 with none in 2022.

16

Net cash provided by financing activities for the nine month period ended December 31, 2022 was $1,865,000 compared to net cash used in financing activities of $120,500 in the same period in 2021. Cash provided in the period ended December 31, 2022 was due to warrant conversion of $208,000, net proceeds from convertible notes of $1,932,000, offset by repayment of convertible note of $275,000 compared to proceeds from convertible note of $200,000 offset by repayment of convertible notes of $320,500 for the same period in 2021.

As of December 31, 2022, the Company had total assets of $565,844 and total liabilities of $1,929,918. Stockholders’ deficit as of December 31, 2022 was $1,364,074. This compares to a stockholders’ deficit of $671,476 as of March 31, 2022. Liabilities increased in 2022 mainly as a function of the issuance of convertible notes net of discount of $470,171 and derivative liability of $1.027,494 compared to zero for both as of March 31, 2021.

NEED FOR ADDITIONAL FINANCING:

The Company is engaged in research and development activities that must be satisfied in cash secured through outside funding. The Company will offer noncash consideration and seek equity lines as a means of financing its operations. If the Company is unable to obtain revenue producing contracts or financing or if the revenue or financing it does obtain is insufficient to cover any operating losses it may incur, it may substantially curtail or terminate its operations or seek other business opportunities through strategic alliances, acquisitions or other arrangements that may dilute the interests of existing stockholders.

Our current capital will take us through Phase I clinical trials which was completed as of December 31, 2022 and the FDA approval process for Phase 2. It is estimated Phase 2 trials will require an additional $20-25 million for completion of the brain and pancreatic cancer trials.

Off-Balance Sheet Arrangements

We had no off-balance sheet arrangements or guarantees of third party obligations at December 31, 2022.

Inflation

We believe that inflation has not had a significant impact on our operations since inception.

ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK

Not applicable.

ITEM 4: CONTROLS AND PROCEDURES

Under the supervision and the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation as of September30, 2022, of the effectiveness of the design and operation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended. Based on this evaluation, our principal executive officer and our principal financial officer concluded that our disclosure controls and procedures were not effective as of December 31, 2022. Such conclusion reflects the identification of material weakness as follows: (1) lack of accounting proficiency of our chief executive officer who is our sole officer and our principal accounting officer which has resulted in a reliance on part-time outside consultants to perform substantially all of our accounting functions, (2) a lack of adequate segregation of duties and necessary corporate accounting resources in our financial reporting process and accounting function, and (3) lack of control procedures that include multiple levels of review. Until we can remedy these material weaknesses, we have engaged third party consultants and accounting firm to assist with financial reporting.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal control over financial reporting that occurred during the nine months ended December 31, 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

17

PART II – OTHER INFORMATION

ITEM 1: LEGAL PROCEEDINGS

None

ITEM 1A: RISK FACTORS

There have been no material changes to Nascent Biotech’s risk factors as previously disclosed in our most recent Form 10-K filing.

ITEM 2: UNREGISERED SALES OF EQUITY AND USE OF PROCEEDS.

During the nine months ended December 31, 2022, two officers and a director were issued 1,983,129 shares of common stock with a value of $514,740 for service.

During the nine months ended December 31, 2022, four entities were issued 4,200,000 shares of common stock with a value of $208,000 for the exercise of 4,200,000 warrants.

During the nine months ended December 31, 2022, the Company issued 37,700 shares of common stock with a value of $9,275 for accounts payable.

During the nine months ended December 31, 2022, the medical director was issued 1,000,000 shares of common stock with a value of $60,000 for service.

During the nine months period ended December 31, 2022, the Company issued 3,512,168 shares of common stock with a value of $556,565 for the conversion of $550,000 of convertible notes and $6,565 in interest.

ITEM 3: DEFAULT ON SENIOR SECURITIES

None

ITEM 4: MINE SAFETY INFORMATION

None

ITEM 5: OTHER INFORMATION

None.

18

ITEM 6: EXHIBITS

Exhibit No.	Description
31	Certification of Principal Executive Officer and CFO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32	Certification of Principal Executive Officer and CFO Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	Inline XBRL Instance Document (the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document).
101.SCH	Inline XBRL Taxonomy Extension Schema Document.
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB	Inline XBRL Taxonomy Extension Labels Linkbase Document.
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101).

19

SIGNATURE

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

	NASCENT BIOTECH, INC.
Dated: February 14, 2023	By:	/s/ Sean Carrick
		Sean Carrick
		Principal Executive Officer

20

EX-31.1

EXHIBIT 31.1

OFFICER’S CERTIFICATE PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Sean Carrick, certify that:

1.	I have reviewed this Quarterly Report on Form 10-Q of Nascent Biotech, Inc. (the “registrant”) for the period ending December 31, 2022;
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 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 to 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.

Dated: February 14, 2023

/s/ Sean Carrick                                                                       

Sean Carrick

President

(Principal Executive Officer)

EX-31.2

EXHIBIT 31.2

OFFICER’S CERTIFICATE PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Lowell Holden, certify that:

1.	I have reviewed this Quarterly Report on Form 10-Q of Nascent Biotech, Inc. (the “registrant”) for the period ending December 31, 2022;
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 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 to 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.

Dated: February 14, 2023

/s/ Lowell Holden                                                                   

Lowell Holden

Chief Financial Officer

(Principal Financial Officer & Principal Accounting Officer)

EX-32.1

EXHIBIT 32.1

CERTIFICATE 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 (the “Report”) on the Form 10-Q of Nascent Biotech, Inc. (the “Company”) for the period ended December 31, 2022, as filed with the Securities and Exchange Commission on the date hereof, I, Sean Carrick, Chief Executive Officer, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

1.	The Report fully complies with the requirements of Section 13 (a) or 15 (d) of the Securities and Exchange Act of 1934 (15 U.S.C. 78m or 78o (d)), as amended; and
2.	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company.

Date: February 14, 2023

/s/ Sean Carrick                                                                      

Sean Carrick

President

(Principal Executive Officer)

EX-32.2

EXHIBIT 32.2

CERTIFICATE 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 (the “Report”) on the Form 10-Q of Nascent Biotech, Inc. (the “Company”) for the period ended December 31, 2022 as filed with the Securities and Exchange Commission on the date hereof, I, Lowell Holden, Chief Financial Officer, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of my knowledge and belief:

1.	The Report fully complies with the requirements of Section 13 (a) or 15 (d) of the Securities and Exchange Act of 1934 (15 U.S.C. 78m or 78o (d)), as amended; and
2.	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operation of the Company.

Date: February 14, 2023

/s/ Lowell Holden                                                                   

Lowell Holden

Chief Financial Officer

(Principal Financial Officer

& Principal Accounting Officer)

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Cover - shares	9 Months Ended
	Dec. 31, 2022	Feb. 14, 2023
Cover [Abstract]
Entity Registrant Name	NASCENT BIOTECH INC
Entity Central Index Key	0001622057
Document Type	10-Q
Amendment Flag	false
Current Fiscal Year End Date	--03-31
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	false
Entity Current Reporting Status	Yes
Document Period End Date	Dec. 31, 2022
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2023
Entity Common Stock Shares Outstanding		124,485,269
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	000-55299
Entity Incorporation State Country Code	NV
Entity Tax Identification Number	46-5001940
Entity Address Address Line 1	631 US Hwy 1, Suite 407
Entity Address City Or Town	North Palm Beach
Entity Address State Or Province	FL
Entity Address Postal Zip Code	33408
City Area Code	612
Local Phone Number	961-5656
Entity Interactive Data Current	Yes

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CONSOLIDATED BALANCE SHEETS - USD ($)	Dec. 31, 2022	Mar. 31, 2022
Current assets:
Cash	$ 558,761	$ 94,414
Prepaid	7,083	11,000
Total current assets	565,844	105,414
Total assets	565,844	105,414
Current liabilities:
Accounts payable and accrued liabilities	387,253	776,891
Convertible note- net of discount	470,171	0
Derivative liability	1,072,494	0
Total current liabilities	1,929,918	776,891
Total liabilities	1,929,918	776,891
Commitments and contingencies	0	0
Stockholders' deficit:
Preferred stock, $0.001 par value, 50,000,000 authorized, none issued and outstanding. respectively	0	0
Common stock, $0.001 par value; 500,000,000 authorized, 122,046,172 and 111,313,175 issued and outstanding, respectively	122,046	111,313
Additional paid-in capital	19,618,596	18,039,016
Accumulated deficit	(21,104,716)	(18,821,806)
Total stockholders' deficit	(1,364,074)	(671,476)
Total liabilities and stockholders' deficit	$ 565,844	$ 105,414

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CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2022	Mar. 31, 2022
Stockholders deficit
Preferred stock shares par value	$ 0.001	$ 0.001
Preferred stock shares authorized	50,000,000	50,000,000
Preferred stock shares issued	0	0
Preferred stock shares outstanding	0	0
Common stock shares par value	$ 0.001	$ 0.001
Common stock shares authorized	500,000,000	500,000,000
Common stock shares issued	122,046,172	111,313,175
Common stock shares outstanding	122,046,172	111,313,175

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CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2022	Dec. 31, 2021
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
License fee revenue	$ 0	$ 1,000,000	$ 0	$ 1,000,000
Operating expenses:
Consulting	246,590	108,000	883,655	388,813
General and administrative expense	132,934	70,538	324,623	313,536
Clinical trials	39,627	149,487	219,155	200,192
Research and development	55,875	41,000	188,503	139,531
Operating expense	(475,026)	(369,025)	(1,615,936)	(1,042,072)
Income (loss) from operations	(475,026)	630,975	(1,615,936)	(42,072)
Other income (expense):
Interest income	144	0	160	10
Gain on debt settlement	28,000	0	28,000	5,000
Change in fair value of derivative	258,462	57,703	634,118	373,585
Financing costs	0	0	(5,124)	(101,150)
Loss on original issuance discount	0	(86,314)	(329,390)	(287,979)
Interest expense	(648,900)	(5,041)	(994,738)	(11,177)
Total other income (expense)	(362,294)	(33,652)	(666,974)	(21,711)
Net income (loss) before taxes	(837,320)	597,323	(2,282,910)	(63,783)
Income tax	0	0	0	0
Net income (loss)	$ (837,320)	$ 597,323	$ (2,282,910)	$ (63,783)
Net income (loss) per share, basic	$ (0.01)	$ 0.01	$ (0.02)	$ (0.00)
Net income (loss) per share - diluted	$ (0.01)	$ 0.01	$ (0.02)	$ (0.00)
Weighted average number of shares outstanding, basic	119,500,985	107,728,175	115,398,628	107,471,003
Weighted average number of shares outstanding- diluted	119,500,985	112,358,175	115,398,628	107,471,003

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CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT (Unaudited) - USD ($)	Total	Preferred Stock	Common Stock	Additional Paid-In Capital	Retained Earnings (Accumulated Deficit)
Balance, amount at Mar. 31, 2021	$ (472,505)	$ 54	$ 104,834	$ 17,774,023	$ (18,351,416)
Balance, shares at Mar. 31, 2021		54,130	104,834,083
Common stock issued to related parties, shares			568,719
Common stock issued to related parties, amount	59,716	$ 0	$ 569	59,147	0
Common stock issued for service, shares			50,000
Common stock issued for service, amount	5,250	0	$ 50	5,200	0
Common stock issued for AP - related parties, shares			307,010
Common stock issued for AP - related parties, amount	23,332	$ 0	$ 307	23,025	0
Common stock issued for preferred shares, shares		(54,130)	1,968,363
Common stock issued for preferred shares, amount	0	$ (54)	$ 1,968	(1,914)	0
Net loss	(450,076)	0	$ 0	0	(450,076)
Balance, shares at Jun. 30, 2021			107,728,175
Balance, amount at Jun. 30, 2021	(834,283)	0	$ 107,728	17,859,481	(18,801,492)
Balance, amount at Mar. 31, 2021	(472,505)	$ 54	$ 104,834	17,774,023	(18,351,416)
Balance, shares at Mar. 31, 2021		54,130	104,834,083
Net loss	(63,783)
Balance, shares at Dec. 31, 2021			107,728,175
Balance, amount at Dec. 31, 2021	(447,990)	$ 0	$ 107,728	17,859,481	(18,415,199)
Balance, amount at Jun. 30, 2021	(834,283)	0	$ 107,728	17,859,481	(18,801,492)
Balance, shares at Jun. 30, 2021			107,728,175
Net loss	(211,030)		$ 0	0	(211,030)
Balance, shares at Sep. 30, 2021			107,728,175
Balance, amount at Sep. 30, 2021	(1,045,313)	0	$ 107,728	17,859,481	(19,012,522)
Net loss	597,323		$ 0	0	597,323
Balance, shares at Dec. 31, 2021			107,728,175
Balance, amount at Dec. 31, 2021	(447,990)	0	$ 107,728	17,859,481	(18,415,199)
Balance, amount at Mar. 31, 2022	(671,476)	0	$ 111,313	18,039,016	(18,821,806)
Balance, shares at Mar. 31, 2022			111,313,175
Common stock issued to related parties, shares			1,052,500
Common stock issued to related parties, amount	305,224	0	$ 1,052	304,172	0
Common stock issued for service, shares			1,000,000
Common stock issued for service, amount	60,000	0	$ 1,000	59,000	0
Net loss	(1,299,876)	0	$ 0	0	(1,299,876)
Common stock issued for warrant exercise, shares			3,700,000
Common stock issued for warrant exercise, amount	148,000	0	$ 3,700	144,300	0
Warrants issued with convertible notes	21,336	0	$ 0	21,336	0
Balance, shares at Jun. 30, 2022			117,065,675
Balance, amount at Jun. 30, 2022	(1,436,792)	0	$ 117,065	18,567,825	(20,121,682)
Balance, amount at Mar. 31, 2022	(671,476)	0	$ 111,313	18,039,016	(18,821,806)
Balance, shares at Mar. 31, 2022			111,313,175
Net loss	$ (2,282,910)
Common stock issued for convertible debt, shares	9,275
Balance, shares at Dec. 31, 2022			122,046,172
Balance, amount at Dec. 31, 2022	$ (1,364,074)	0	$ 122,046	19,618,596	(21,104,716)
Balance, amount at Jun. 30, 2022	(1,436,792)	0	$ 117,065	18,567,825	(20,121,682)
Balance, shares at Jun. 30, 2022			117,065,675
Common stock issued to related parties, shares			212,629
Common stock issued to related parties, amount	65,916		$ 213	65,703	0
Common stock issued for service, amount	9,275		38	9,237	0
Net loss	(145,714)		$ 0	0	(145,714)
Common stock issued for warrant exercise, shares			500,000
Common stock issued for warrant exercise, amount	60,000		$ 500	59,500	0
Warrants issued with convertible notes	157,402		$ 0	157,402	0
Common stock issued for convertible debt, shares			379,080
Common stock issued for convertible debt, amount	101,973		$ 379	101,594	0
Common stock issued for AP, shares			37,700
Balance, shares at Sep. 30, 2022			118,195,084
Balance, amount at Sep. 30, 2022	(1,187,940)	0	$ 118,195	19,961,261	(20,267,396)
Common stock issued to related parties, shares			718,000
Common stock issued to related parties, amount	143,600	0	$ 718	142,882	0
Net loss	(837,320)	0	$ 0	0	(837,320)
Common stock issued for convertible debt, shares			3,133,088
Common stock issued for convertible debt, amount	454,594	0	$ 3,133	451,461	0
Stock option expense	62,992	0	$ 0	62,992	0
Balance, shares at Dec. 31, 2022			122,046,172
Balance, amount at Dec. 31, 2022	$ (1,364,074)	$ 0	$ 122,046	$ 19,618,596	$ (21,104,716)

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CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	9 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Cash flows from operating activities:
Net loss	$ (2,282,910)	$ (63,783)
Stock based compensation - related parties	514,740	59,716
Stock-based compensation	60,000	5,250
(Gain) loss in fair value of derivative liability	(634,118)	(373,585)
Debt discount amortization	962,257	287,979
Loss on notes	$ 286,265	0
Option expense	62,992
Changes in operating assets and liabilities:
Accounts payable and accrued expenses	$ (373,796)	154,891
Prepaid	3,917	0
Due to related parties	0	50,335
Net cash provided by (used in) operating activities	(1,400,650)	120,803
Cash flows from financing activities:
Repayment of convertible notes	(275,000)	(320,500)
Proceeds from warrant exercise	208,000	0
Proceeds from convertible notes	1,932,000	200,000
Net cash provided (used) by financing activities	1,865,000	(120,500)
Net increase (decrease) in cash	464,350	303
Cash -beginning of year	94,414	1,434
Cash -end of period	558,764	1,737
SUPPLEMENT DISCLOSURES:
Interest paid	11,135	20,055
Income taxes paid	0	0
Non Cash Transactions
Common stock issued for conversion of preferred shares	0	1,968
Common stock issued for convertible debt	556,567	0
Common stock issued for accrued expenses- related party	0	23,332
Initial discount from derivatives	$ 178,739	$ 0
Common stock issued for AP	9,275

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ORGANIZATION AND NATURE OF OPERATIONS

9 Months Ended

Dec. 31, 2022

ORGANIZATION AND NATURE OF OPERATIONS

ORGANIZATION AND NATURE OF OPERATIONS

NOTE 1 - ORGANIZATION AND NATURE OF OPERATIONS

Nascent Biotech, Inc. (“Nascent” or the “Company”) was incorporated on March 3, 2014 under the laws of the State of Nevada. The Company is actively developing Pritumumab for the treatment of brain cancer and pancreatic cancer. Nascent is also actively researching other cancers that have a high probability of benefiting from the therapeutic effects of Pritumumab because they share a common target. Pritumumab has shown to be very effective at low doses in previous clinical studies in Japan. Nascent is a phase 1 clinical trial biopharmaceutical company that focuses on biologic drug candidates that are preparing for initial clinical testing for the treatment of brain and pancreatic cancer.

On March 31, 2017, the Company filed its IND submission with the United States Food and Drug Administration (FDA) for clearance to begin Phase I clinical trials. On December 7, 2018, the Company received a letter from the FDA allowing it to use a specific lot of drug substance to begin phase 1 clinical trials. On March 15, 2021, the Company opened phase1 clinical trials. As of December 31, 2022, the Company had completed dosing of patients in the last cohort of the phase 1 clinical trials. The company is in the process of completing the required protocol and submitting the data to the FDA for approval to commence phase 2 clinical trials.

On November 8, 2022 the Company was granted patient No. 11.492,394 from the Untied States Patient and Trademark Office for the patient entitled “Kits and Containers for Treating Vimentin Expressing Tumors.” This is the second patient issued in favor of the Company for Pritumumab.

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BASIS OF PRESENTATION

9 Months Ended

Dec. 31, 2022

BASIS OF PRESENTATION

BASIS OF PRESENTATION

NOTE 2 - BASIS OF PRESENTATION

The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles. The Company has elected a fiscal year ending on March 31.

The accompanying unaudited interim consolidated financial statements of the Company for the three and nine months ended December 31, 2022 and 2021 have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information in accordance with Securities and Exchange Commission and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s annual report on Form 10-K for the year ended March 31, 2022. In the opinion of management, the unaudited financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the financial position and the results of operations for the interim periods presented herein. The results of operations for the interim periods are not necessarily indicative of the results to be expected for any subsequent quarters or for an entire year.

Basis of Presentation

The Company computes net loss per share in accordance with ASC 260, Earnings per Share, which requires presentation of both basic and diluted loss per share (“EPS”) on the face of the statement of operations. Basic EPS is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of common shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period including stock options and warrants, using the treasury stock method, convertible preferred stock, and convertible debt, using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all potentially dilutive common shares if their effect is antidilutive.

We have identified the conversion features of certain of our convertible notes payable as derivatives. We estimate the fair value of the derivatives using the Black-Scholes pricing model. We estimate the fair value of the derivative liabilities at the inception of the financial instruments, at the date of conversions to equity and at each reporting date, recording a derivative liability, debt discount, and a gain or loss on change in derivative liabilities as applicable. These estimates are based on multiple inputs, including the market price of our stock, interest rates, our stock price volatility and variable conversion prices based on market prices as defined in the respective agreements. These inputs are subject to significant changes from period to period and to management's judgment; therefore, the estimated fair value of the derivative liabilities will fluctuate from period to period, and the fluctuation may be material.

Revenue recognition

In April 2016, the FASB issued ASU 2016–10 Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing. The amendments in this Update do not change the core principle of the guidance in Topic 606. Rather, the amendments in this Update clarify the following two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. Topic 606 includes implementation guidance on (a) contracts with customers to transfer goods and services in exchange for consideration and (b) determining whether an entity’s promise to grant a license provides a customer with either a right to use the entity’s intellectual property (which is satisfied at a point in time) or a right to access the entity’s intellectual property (which is satisfied over time). The amendments are intended to render more detailed implementation guidance with the expectation to reduce the degree of judgement necessary to comply with Topic 606.

ASC Topic 606 prescribes a new five-step model entities should follow in order to recognize revenue in accordance with the core principle. These five steps are:

1. Identify the contract(s) with a customer. 

2. Identify the performance obligations in the contract. 

3. Determine the transaction price. 

4. Allocate the transaction price to the performance obligations in the contract. 

5. Recognize revenue when (or as) the entity satisfied the performance obligations.

The Company implemented the transition using the modified retrospective method of transition. The funds are not earned on milestones that have not been reached per the contract. Based on the cut off treatment of the recognition of revenue per the milestones specific to the license agreements, the Company has determined that there are no adjustments in the value of the revenue recognized from these contracts.

The Company has one revenue stream, which are the milestone payments of the license agreement with BioRay Pharmaceutical which is not earned or billed until the milestone per the agreement is met. During the nine months period ended December 31, 2022, no revenue was received.

Accounts receivable

Accounts receivables are carried at face value less any provisions for uncollectible amounts. Accounts receivable are receivables from a license agreement. No allowance for bad debt was considered necessary for the three and nine months ended December 31, 2022 and 2021, respectively. As of December 31, 2022, the Company did not have any accounts receivable.

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GOING CONCERN

9 Months Ended

Dec. 31, 2022

GOING CONCERN

GOING CONCERN

NOTE 3 - GOING CONCERN

The Company’s consolidated financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern that contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has a working capital deficit and has incurred losses from operations. The Company has no revenue to cover its operating costs and the Company will incur additional expenses in the future developing their product. These factors raise substantial doubt about the company’s ability to continue as a going concern. The Company engages in research and development activities that must be satisfied in cash secured through outside funding. The Company may offer noncash consideration and seek equity lines as a means of financing its operations. If the Company is unable to obtain revenue producing contracts or financing or if the revenue or financing it does obtain is insufficient to cover any operating losses it may incur, it may substantially curtail or terminate its operations or seek other business opportunities through strategic alliances, acquisitions or other arrangements that may dilute the interests of existing stockholders. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

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RELATED PARTY TRANSACTIONS

9 Months Ended

Dec. 31, 2022

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS

NOTE 4 - RELATED PARTY TRANSACTIONS

On September 1, 2015, the Company entered five-year employment contracts with three of its officers and directors. One of the officers and director resigned as of September 30, 2020. Under the terms of the agreements the Company issued shares of common stock to the officers and directors equaling 11% of the outstanding shares of the Company as of the date of the contracts. As additional future shares are issued, the officers and directors are entitled to additional shares, so their aggregate ownership percentage initially remained at 11% (undated to 18% as noted below) of the outstanding shares of the Company. The agreements were amended on September 1, 2020, as noted below, and the table reflects the amendment to these agreements. The following table sets forth the shares earned under these contracts for the two active officers as of December 31, 2022:

Officer and Director	Initial Share Awards Under the Contracts		Additional Shares Earned to Maintain Ownership Percentage		Total Shares Earned
President		1,028,910		8,890,269		9,919,179
Chief Financial Officer		617,346		4,677,723		5,295,069
Total		1,646,256		13,567,992		15,214,248

On September 1, 2020, the Company entered five-year compensation agreements with two of its officers and directors. Under the terms of the agreements the Company issued shares of common stock to the two senior officers equaling 18% of the outstanding shares of the Company as additional future shares are issued. The officers are entitled to additional future shares, so their aggregate ownership percentage remains at 18% of the future outstanding shares of the Company.

Officer and Director	Fiscal Year Annualized Compensation Being Paid
President	$	250,000
Chief Financial Officer	$	180,000
Total	$	430,000

During the nine months ended December 31, 2022, two officers and a director were issued 1,983,129 shares of common stock with a value of $514,740 for service.

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EQUITY

9 Months Ended

Dec. 31, 2022

EQUITY

EQUITY

NOTE 5 - EQUITY

Preferred

On April 1, 2021, 54,130 shares of preferred stock were converted into 1,968,363 shares of common stock. The conversion eliminated all outstanding convertible preferred shares.

Common

During the nine months ended December 31, 2021, three officers and directors were issued 568,719 shares of common stock with a value of $59,716 for service.

During the nine months period ended December 31, 2021 a director of the Company converted $23,332 of accrued compensation into 307,010 shares of common stock of the Company.

During the nine months period ended December 31, 2021, the Company issued 50,000 shares of common stock with a value of $5,250 for service.

During the nine months period ended December 31, 2021, 54,130 shares of preferred stock were converted into 1,968,363 shares of common stock. The conversion eliminated all outstanding convertible preferred shares.

During the nine months ended December 31, 2022, two officers and a director were issued 1,983,129 shares of common stock with a value of $514,740 for service.

During the nine months ended December 31, 2022, four entities were issued 4,200,000 shares of common stock with a value of $208,000 for the exercise of 3,700,000 warrants.

During the nine months ended December 31, 2022, the Company issued 37,700 shares of common stock with a value of $9,275 for accounts payable.

During the nine months ended December 31, 2022, the medical director was issued 1,000,000 shares of common stock with a value of $60,000 for service.

During the nine months period ended December 31, 2022, the Company issued 3,512,168 shares of common stock with a value of $556,565 for the conversion of $550,000 of convertible notes and $6,565 in interest.

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OPTIONS

9 Months Ended

Dec. 31, 2022

OPTIONS

OPTIONS

NOTE 6 - OPTIONS

On November 17, 2022 the Company issued 500,000 options to one individual with an exercise price of $0.18 per share. The options have a 5 year life and vested 250,000 options at inception and 25,000 options per month thereafter until fully vested. The options were fair valued using a volatility of 250%, discount rate of 4.35% at $114,531 to be amortized over the 5 year period.

As of December 31, 2022, the Company expensed $5,727 in options.

The following sets forth the options granted and outstanding during the nine months ended December 31, 2022:

	Options		Weighted Average Exercise Price		Weighted Average Remaining Contract Life		Number of Options Exercisable		Intrinsic Value
Outstanding at March 31, 2022		930,000	$	0.34		3.80		930,000	$	-
Granted		500,000		0.18		5.0		250,000		-
Exercised		-		-		-		-		-
Outstanding at December 31, 2022		1,430,000	$	0.28		4.06		1,180,000	$	10,000

The weighted average remaining life and intrinsic value of the options as of December 31, 2022, was 4.06 years and zero, respectively.

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WARRANTS

9 Months Ended

Dec. 31, 2022

WARRANTS

WARRANTS

NOTE 7 - WARRANTS

During the year ended March 31, 2021 the Company issued 3,700,000 warrants and used the Black Scholes Pricing model to estimate the fair value of the warrants as of grant date, using the following key inputs: market prices of the Company’s common stock at dates of grant between $0.08-0.11 per share, conversion price of $0.15, volatility of 312.5%-314.49% and discount rate of 0.14-0.16%. Based on the fair value of the common stock of $437,000 and value of the warrants of $349,605 the fair value of the warrants was calculated to be 41% of the total value or $303,000. During the year ended March 31, 2021 the valuation resulted in a deemed dividend from the down round calculation of $555,000. As of December 31, 2022 3,700,000 warrants were converted into 3,700,000 shares of common stock for cash at a value for $148,000.

On April 7, 2022, the Company issued 500,000 warrants as part of a convertible note issued the same date. The Company used the Black Scholes Pricing model to estimate the fair value of the warrants as of grant date using the following key inputs; market prices of the Company’s stock at date of grant of $0.08 per share, conversion price of $0.12 per share, volatility of 132% and discount of 1.78%. The fair value of the warrants were calculated to be $ 26,000 and was used to allocate the proceeds to the two elements based on the relative fair value of the debt instruments without the warrants and of the warrants at the time of issuance. The portion of the proceeds were allocated to the warrants of $21,336 is accounted for as paid in capital. As of December 31, 2022 the 500,000 warrants were converted into 500,000 shares of common stock with a value of $60,000.

On August 31, 2022 the Company issued 750,000 warrants as part of a convertible note issued the same date. The Company used the Black Scholes Pricing model to estimate the fair value of the warrants as of grant date using the following key inputs; market prices of the Company’s stock at date of grant of $0.41 per share, conversion price of $0.60 per share, volatility of 137% and discount of 3.50%. The fair value of the warrants were calculated to be $ 188,760 and was used to allocate the proceeds to the two elements based on the relative fair value of the debt instruments without the warrants and of the warrants at the time of issuance. The portion of the proceeds were allocated to the warrants of $9,902 is accounted for as paid in capital.

On September 2, 2022 the Company issued 250,000 warrants as part of a convertible note issued the same date. The Company used the Black Scholes Pricing model to estimate the fair value of the warrants as of grant date using the following key inputs; market prices of the Company’s stock at date of grant of $0.345 per share, conversion price of $0.60 per share, volatility of 137% and discount of 3.47%. The fair value of the warrants were calculated to be $50,273 and was used to allocate the proceeds to the two elements based on the relative fair value of the debt instruments without the warrants and of the warrants at the time of issuance. The portion of the proceeds were allocated to the warrants of $2,484 is accounted for as paid in capital.

The weighted average remaining life and intrinsic value of the warrants as of December 31, 2022 was:

	Warrants			Weighted Average Exercise Price		Weighted Average Remaining Contract Life		Intrinsic Value
Outstanding at March 31, 2021		3,700,000		$	0.15		2.00	$	-
Granted		-			-		-		-
Exercised		-			-		-		-
Expired		-			-		-		-
Outstanding at March 31, 2022		3,700,000		$	0.15		1.35	$	-
Granted		1,500,000			0.44		1.83		-
Exercised		(4,200,000	)		-		-		-
Expired		-			-		-		-
Outstanding as of December 31, 2022		1,000,000		$	0.60		1.75	$	-

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CONVERTIBLE DEBT

9 Months Ended

Dec. 31, 2022

CONVERTIBLE DEBT

CONVERTIBLE DEBT

NOTE 8 - CONVERTIBLE DEBT

On October 28, 2020, the Company issued a $138,000 convertible note with an OID of $10,000. The note matured on October 28,2021 with interest at 10% per annum. After 180 days the note was convertible into common stock of the Company at $0.04 per share or a 30% discount to the VWAP during the 20 days prior to conversion. The initial derivative was calculated using risk free interest of .18%, volatility of 212% and expected life of .50 years. On April 20, 2021 note was paid with the principal of $138,000, accrued interest of $6,805 and financing costs of $41,400.

On November 11, 2020, the Company issued a $82,500 convertible note with an OID of $7,500. The note matured on October 28, 2021 with fixed interest of 10%. After 180 days the note was convertible into common stock of the Company at a 35% discount to the lowest trading price during the 20 days prior to conversion. On April 22, 2021, the note was paid consisting of principal of $82,500, accrued interest of $8,250 and finance costs of $24,750.

On February 16, 2021, the Company issued a $100,000 convertible note with an OID of $5,000. The note matured on February 16, 2022, with fixed interest of 10%. After 180 days the note was convertible into common stock of the Company at a 30% discount to the lowest trading price during the 15 days prior to conversion. The initial derivative was calculated using risk free interest of .18%, volatility of 213% and expected life of 1.00 years. On August 16, 2021, the note was paid consisting of principal of $100,000, accrued interest of $5,000 and financing costs of $35,000.

On August 10, 2021, the Company issued a $200,000 convertible note. The note matured on February 10, 2022, with fixed interest of 10%. Within 180 days of issuance the note may be repaid at an escalating premium up to 125% of the face value of the note. After 180 days the note was convertible into common stock of the Company at $0.06 per share or a 25% discount to the lowest trading price during the 10 days prior to conversion. The initial derivative was calculated using risk free interest of .05%, volatility of 132% and expected life of 0.50 years. On March 28, 2022, the Note was paid consisting of $200,000 in principal, accrued interest of $9,973 and financing costs of $50,000.

On April 7, 2022, the Company issued a $275,000 convertible note with an OID of $25,000. The note matures on March 29, 2023, bears fixed interest of 8% plus contains a most favored nations statement. Within 180 days of issuance, the note may be repaid at a premium of 115% of the face value of the note and 150% of the unconverted balance of the note after 180 days and prior to maturity. After 180 days the note may be converted into common stock of the Company at $0.075 per share or a 20% discount to the lowest VWAP (Volume- Weighted Average Pricing) price during the 10 days prior to conversion. The initial derivative was calculated using risk free interest of .05%, volatility of 132% and expected life of 0.50 years. On September 9, 2022 the note was paid with the note principal of $275,000, interest of $9,162 and premium of $42,624 for a total of $326,786.

On August 31, 2022 the Company entered into an agreement with an unrelated third party for convertible debentures totaling $1,500,000. The first $500,000 was paid at closing with the second $500,000 paid on September 20, 2022, upon filing of an S-1 Registration, and the third $500,000 paid on September 27, 2022, upon the S-1 becoming effective. Each debenture matures one year from date of issuance. The interest rate for each debenture is six percent (6%) per annum and the Debenture may be converted at the lesser of $0.30 per share or eighty percent (80%) of the lowest VWAP of the Company’s common stock for ten consecutive trading days immediately prior to the conversion date and carried an original discount of 3% of the debenture face value. The Company also issued a warrant to purchase 750,000 shares of the Company’s common stock for a period of two years, expiring on August 30, 2024, at an exercise price of $0.60 per share. As part of the agreement the Company filed an S-1 registration statement registering the underlying common shares for the debenture conversion and the warrants.

The initial derivatives were calculated for each debenture as follows:

1. Debenture 1- risk free interest of 3.50%, volatility of 137% and expected life of 1.00 years 

2. Debenture 2- risk free interest of 4.03%, volatility of 140% and expected life of 1.00 years 

3. Debenture 3- risk free interest of 3.98%, volatility of 141% and expected life of 1.00 years

During the nine months period ended December 31, 2022, the Company issued 2,524,629 shares of common stock with a value of $406,566 for the conversion of $400,000 of convertible note and $6,566 in interest, leaving a balance due of $1,100,000 of convertible notes plus accrued interest.

On September 2, 2022 the Company entered into an agreement with an unrelated third party for convertible debentures totaling $500,000. The first $250,000 was paid at closing with the second $250,000 to be paid upon the S-1 becoming effective. Each debenture matures one year from date of issuance. The interest rate for each debenture is six percent (6%) per annum and the Debenture may be converted at the lesser of $0.30 per share or eighty percent (80%) of the lowest VWAP of the Company’s common stock for ten consecutive trading days immediately prior to the conversion date and carried an original discount of 3% of the debenture face value. The Company also issued a warrant to purchase 250,000 shares of the Company’s common stock for a period of two years, expiring on August 30, 2024, at an exercise price of $0.60 per share. As part of the agreement the Company filed an S-1 registration statement registering the underlying common shares for the debenture conversion and the warrants. The initial derivative was calculated using risk free interest of 3.47%, volatility of 137% and expected life of 1 year. As of December 31, 2022 the funds for the second debenture had not been received. During the nine month period ended December 31, 2022 the Company issued 987,539 shares of common stock for the conversion of $150,000 of the convertible note leaving a balance of $100,000 plus accrued interest.

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FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES

9 Months Ended

Dec. 31, 2022

FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES

FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES

NOTE 9 - FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES

As defined in (Financial Accounting Standards Board ASC 820), fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilized the market data of similar entities in its industry or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. FASB ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement).

The three levels of the fair value hierarchy are as follows:

Level 1	–	Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities, and listed equities.
Level 2	–	Pricing inputs are other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reported date and includes those financial instruments that are valued using models or other valuation methodologies. These models are primarily industry-standard models that consider various assumptions, including quoted forward prices for commodities, time value, volatility factors, and current market and contractual prices for the underlying instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace throughout the full term of the instrument, can be derived from observable data or are supported by observable levels at which transactions are executed in the marketplace. Instruments in this category generally include non-exchange-traded derivatives such as commodity swaps, interest rate swaps, options, and collars.
Level 3	–	Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value

As December 31, 2022, the Company believes the amounts reported for cash, payables, accrued liabilities and amounts due to related parties approximate their fair values, due to the nature or duration of these instruments.

The following table represents the change in the fair value of the derivative liabilities during the quarter ended December 31, 2022:

	Level 1		Level 2		Level 3
Fair value of derivative liability as of March 31, 2022	$	-	$	-	$	-
Additions at fair value		-		-		1,706,612
Change in fair value of the derivative		-		-		(634,118	)
Balance at December 31, 2022	$	-	$	-	$	1,072,494

The estimated fair value of the derivative liabilities at December 31, 2022 was calculated using the Black Scholes pricing model with the following assumptions:

Risk-free interest rate	4.73	%
Expected life in years	.67-.74
Dividend yield	0	%
Expected volatility	135-163

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COMMITMENTS AND CONTINGENCIES

9 Months Ended

Dec. 31, 2022

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES

NOTE 10 –COMMITMENTS AND CONTINGENCIES

On September 30, 2016, the Company entered a cell line sales agreement with the product manufacturer. Under the terms of the agreement the Company is obligated to make future payments based on the milestones of its achievements. These future payments may be as followed;

1.	$100,000 upon the initiation (first dose/first patient) of the first Phase I clinical trial (or equivalent) of a Product;
2.	$225,000 upon the initiation (first dose/first patient) of the first Phase III clinical trial (or equivalent) of a Product
3.	$225,000 payable upon the first Biologics License Application approval (or equivalent) of a product.
4.	Annual maintenance fee upon completion of phase I manufacturing or the transfer of the cell line from Catalent’s control of $50,000;
5.	A contingent sales fee upon first commercial sale of a product of 1% of sales or $150,000 whichever is greater payable quarterly.

As of December 31, 2022, the Company paid the outstanding net balance of $325,000 due the manufacture for the balance of the annuals fees due and initiation of the phase 1 clinical trials payment.

On March 9, 2020, the Board of Directors of the Company adapted an expense bonus program. Under the program, if an acquisition, merger or change in control is affected, 10% of the value of the transaction will be allocated to pay the expenses of the transaction including but not limited to legal, accounting, transfer fees and other miscellaneous expense. The balance of the fund after expenses will be allocated 20% to directors and 80% to officers and employees of the Company as allocated by the Chief Executive Officer and approved by the Board of Directors.

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LICENSE AGREEMENT

9 Months Ended

Dec. 31, 2022

LICENSE AGREEMENT

LICENSE AGREEMENT

NOTE 11 - LICENSE AGREEMENT

On March 31, 2021, the Company issued a license agreement for US $5,000,000 to BioRay Pharmaceutical Co, LTD, licensing Pritumumab internationally with the exclusion of North and Central America and the Caribbean Islands. Under the terms of the agreement the Company receives $250,000 upon signing of the agreement plus $750,000 with the start of the phase 1 clinical trials, which started in March 2021. In addition, the Company received $750,000 upon the enrollment of the 12th patient or the dosage level of 8.0 mg/kg, whichever was achieved first. Further payment of $2,500,000 will be received when the FDA approves the phase 2 clinical trials and $750,000 when the phase 2 clinical trials begin. Upon commercialization by the Licensee, the Company will receive a 9% royalty on net sales for 20 years. As of December 31, 2022 the Company had received the three initial payments totaling $1,750,000.

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SUBSEQUENT EVENTS

9 Months Ended

Dec. 31, 2022

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS

NOTE 12 - SUBSEQUENT EVENTS

On January 23, 2023 the Company issued 1,028,697 shares of common stock for the conversion of $100,000 of convertible debt and $1,841 in interest for a total value of $101,841.

On February 9, 2023 the Company issued 1,410,400 shares of common stock for the conversion of $100,000 of convertible debt and $279 of interest for a total of $100,279.

The Company has evaluated subsequent events to determine events occurring after December 31, 2022 through the date of this filing that would have a material impact on the Company’s financial results or require disclosure and have determined none exist other than those noted above in this footnote.

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BASIS OF PRESENTATION (Policies)

9 Months Ended

Dec. 31, 2022

BASIS OF PRESENTATION

Basis of Presentation

The Company computes net loss per share in accordance with ASC 260, Earnings per Share, which requires presentation of both basic and diluted loss per share (“EPS”) on the face of the statement of operations. Basic EPS is computed by dividing net loss available to common shareholders (numerator) by the weighted average number of common shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period including stock options and warrants, using the treasury stock method, convertible preferred stock, and convertible debt, using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all potentially dilutive common shares if their effect is antidilutive.

We have identified the conversion features of certain of our convertible notes payable as derivatives. We estimate the fair value of the derivatives using the Black-Scholes pricing model. We estimate the fair value of the derivative liabilities at the inception of the financial instruments, at the date of conversions to equity and at each reporting date, recording a derivative liability, debt discount, and a gain or loss on change in derivative liabilities as applicable. These estimates are based on multiple inputs, including the market price of our stock, interest rates, our stock price volatility and variable conversion prices based on market prices as defined in the respective agreements. These inputs are subject to significant changes from period to period and to management's judgment; therefore, the estimated fair value of the derivative liabilities will fluctuate from period to period, and the fluctuation may be material.

Revenue recognition

In April 2016, the FASB issued ASU 2016–10 Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing. The amendments in this Update do not change the core principle of the guidance in Topic 606. Rather, the amendments in this Update clarify the following two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. Topic 606 includes implementation guidance on (a) contracts with customers to transfer goods and services in exchange for consideration and (b) determining whether an entity’s promise to grant a license provides a customer with either a right to use the entity’s intellectual property (which is satisfied at a point in time) or a right to access the entity’s intellectual property (which is satisfied over time). The amendments are intended to render more detailed implementation guidance with the expectation to reduce the degree of judgement necessary to comply with Topic 606.

ASC Topic 606 prescribes a new five-step model entities should follow in order to recognize revenue in accordance with the core principle. These five steps are:

1. Identify the contract(s) with a customer. 

2. Identify the performance obligations in the contract. 

3. Determine the transaction price. 

4. Allocate the transaction price to the performance obligations in the contract. 

5. Recognize revenue when (or as) the entity satisfied the performance obligations.

The Company implemented the transition using the modified retrospective method of transition. The funds are not earned on milestones that have not been reached per the contract. Based on the cut off treatment of the recognition of revenue per the milestones specific to the license agreements, the Company has determined that there are no adjustments in the value of the revenue recognized from these contracts.

The Company has one revenue stream, which are the milestone payments of the license agreement with BioRay Pharmaceutical which is not earned or billed until the milestone per the agreement is met. During the nine months period ended December 31, 2022, no revenue was received.

Accounts receivable

Accounts receivables are carried at face value less any provisions for uncollectible amounts. Accounts receivable are receivables from a license agreement. No allowance for bad debt was considered necessary for the three and nine months ended December 31, 2022 and 2021, respectively. As of December 31, 2022, the Company did not have any accounts receivable.

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RELATED PARTY TRANSACTIONS (Tables)

9 Months Ended

Dec. 31, 2022

RELATED PARTY TRANSACTIONS

Schedule of shares earned by related party

Officer and Director	Initial Share Awards Under the Contracts		Additional Shares Earned to Maintain Ownership Percentage		Total Shares Earned
President		1,028,910		8,890,269		9,919,179
Chief Financial Officer		617,346		4,677,723		5,295,069
Total		1,646,256		13,567,992		15,214,248

Schedule of future outstanding shares

Officer and Director	Fiscal Year Annualized Compensation Being Paid
President	$	250,000
Chief Financial Officer	$	180,000
Total	$	430,000

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OPTIONS (Tables)

9 Months Ended

Dec. 31, 2022

OPTIONS

Schedule of Summary of stock options outstanding

	Options		Weighted Average Exercise Price		Weighted Average Remaining Contract Life		Number of Options Exercisable		Intrinsic Value
Outstanding at March 31, 2022		930,000	$	0.34		3.80		930,000	$	-
Granted		500,000		0.18		5.0		250,000		-
Exercised		-		-		-		-		-
Outstanding at December 31, 2022		1,430,000	$	0.28		4.06		1,180,000	$	10,000

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WARRANTS (Tables)

9 Months Ended

Dec. 31, 2022

WARRANTS

Schedule of weighted average remaining life and intrinsic value of the warrants

	Warrants			Weighted Average Exercise Price		Weighted Average Remaining Contract Life		Intrinsic Value
Outstanding at March 31, 2021		3,700,000		$	0.15		2.00	$	-
Granted		-			-		-		-
Exercised		-			-		-		-
Expired		-			-		-		-
Outstanding at March 31, 2022		3,700,000		$	0.15		1.35	$	-
Granted		1,500,000			0.44		1.83		-
Exercised		(4,200,000	)		-		-		-
Expired		-			-		-		-
Outstanding as of December 31, 2022		1,000,000		$	0.60		1.75	$	-

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FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES (Tables)

9 Months Ended

Dec. 31, 2022

FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES

Schedule of change in fair value of derivative liabilities

	Level 1		Level 2		Level 3
Fair value of derivative liability as of March 31, 2022	$	-	$	-	$	-
Additions at fair value		-		-		1,706,612
Change in fair value of the derivative		-		-		(634,118	)
Balance at December 31, 2022	$	-	$	-	$	1,072,494

Schedule of estimated fair value drivative assumptions

Risk-free interest rate	4.73	%
Expected life in years	.67-.74
Dividend yield	0	%
Expected volatility	135-163

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RELATED PARTY TRANSACTIONS (Details)	9 Months Ended
	Dec. 31, 2022 shares
Initial Share Awards Under the Contracts	1,646,256
Additional Shares Earned to Maintain Ownership Percentage	13,567,992
Total Shares Earned	15,214,248
Chief Financial Officer [Member]
Additional Shares Earned to Maintain Ownership Percentage	4,677,723
Total Shares Earned	5,295,069
Initial Share Awards Under the Contracts	617,346
President Stock
Additional Shares Earned to Maintain Ownership Percentage	8,890,269
Total Shares Earned	9,919,179
Initial Share Awards Under the Contracts	1,028,910

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RELATED PARTY TRANSACTIONS (Details 1)	9 Months Ended
	Dec. 31, 2022 USD ($)
Total	$ 430,000
Preferred Stock
Fiscal Year Annualized Compensation Being Paid	250,000
Chief Financial Officer [Member]
Fiscal Year Annualized Compensation Being Paid	$ 180,000

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RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	3 Months Ended			9 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2022	Dec. 31, 2021
Common stock shares issued for services, amount	$ 9,275	$ 60,000	$ 5,250
September 1, 2020 [Member]
Officers and directors employment agreement terms, description				Under the terms of the agreements the Company issued shares of common stock to the two senior officers equaling 18% of the outstanding shares of the Company as additional future shares are issued. The officers are entitled to additional future shares, so their aggregate ownership percentage remains at 18% of the future outstanding shares of the Company.
Two Officers And A Director
Common stock shares issued for services, shares				1,983,129
Common stock shares issued for services, amount				$ 514,740
Three Officers and Director [Member]
Common stock shares issued for services, shares					59,716
Common stock shares issued for services, amount					$ 568,719
Three Officers and Director [Member] | September 1, 2015 [Member]
Officers and directors employment agreement terms, description				the Company entered five-year employment contracts with three of its officers and directors. One of the officers and director resigned as of September 30, 2020. Under the terms of the agreements the Company issued shares of common stock to the officers and directors equaling 11% of the outstanding shares of the Company

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EQUITY (Details Narrative) - USD ($)	3 Months Ended				9 Months Ended
	Dec. 31, 2022	Sep. 30, 2022	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2022	Dec. 31, 2021	Mar. 31, 2022
Common stock shares, issued	122,046,172				122,046,172		111,313,175
Common stock shares issued for exercise of warrants					9,275
Common stock shares value for services, amount		$ 9,275	$ 60,000	$ 5,250
Common stock shares value for account payable, amount	$ 454,594	$ 101,973
Preferred Stock
Preferred stock converted into common stock					1,968,363	1,968,363
Preferred stock shares issued upon common stock, shares					54,130
Number of preferred stock share for conversion						54,130
Common stock shares issued for services					37,700	50,000
Common stock issue for conversion convertible note and interest					3,512,168
Common stock issue for conversion convertible note and interest Amount					$ 556,565
Conversion amount convertible note					550,000
Common stock issue amount interest					6,565
Common stock shares value for services, amount					9,275	$ 5,250
Four Entities [Member]
Common stock shares value for exercise of warrants, amount					$ 208,000
Common stock shares, issued	3,700,000				3,700,000
Common stock shares issued for exercise of warrants					4,200,000
Three Officers and Director [Member]
Common stock shares value for services, amount						$ 568,719
Common stock shares issued for services						59,716
Medical Director [Member]
Common stock shares value for services, amount					$ 60,000
Common stock shares issued for services					1,000,000
Two Officers and Director [Member]
Common stock shares issued for services					1,983,129
Common stock shares value for account payable, amount					$ 514,740
Director [Member]
Common stock shares issued for compensation, value						$ 23,332
Common stock shares issued for compensation, shares						307,010

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OPTIONS (Details) - USD ($)	9 Months Ended	12 Months Ended
	Dec. 31, 2022	Mar. 31, 2022
Options
Option, Beginning Balance	930,000
Option, granted	500,000
Option, ending Balance	1,430,000
Weighted average exercise price
Weighted average exercise price, Beginning	$ 0.34
Weighted average exercise price, Granted	0.18
Weighted average exercise price, Exercised	0
Weighted average exercise price, ending	$ 0.28	$ 0.34
Weighted Average Remaining Contract Life
Weighted Average Remaining Contract life, Beginning	3 years 9 months 18 days
Weighted Average Remaining Contract life, granted	5 years
Weighted Average Remaining Contract life, Ending	4 years 21 days
Number of option exercisable
Number of option exercisable, Beginning	930,000
Number of option exercisable, granted	250,000
Number of option exercisable, ending	1,180,000	930,000
Intrinsic value
Intrinsic value, Beginning	$ 0
Intrinsic value, Granted	0	$ 0
Intrinsic value, Exercised	0	$ 0
Intrinsic value ending	$ 10,000

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OPTIONS (Details Narrative) - USD ($)	1 Months Ended	9 Months Ended
	Nov. 17, 2022	Dec. 31, 2022
OPTIONS
Company expensed	$ 5,727
Company issued options	500,000
Exercise price	$ 0.18
Stock options Contractual life	5 years
Vested options	250,000
Options fair value volatility	250.00%
Discount rate	4.35%
Amortization	$ 114,531
Weighted average remaining life and intrinsic value		4 years 21 days

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WARRANTS (Details) - USD ($)	9 Months Ended	12 Months Ended
	Dec. 31, 2022	Mar. 31, 2022
Number of warrants
Outstanding warrants, Beginning	3,700,000	3,700,000
Outstanding warrants, granted	1,500,000
Outstanding warrants, Exercised	(4,200,000)
Outstanding warrants, Ending	1,000,000	3,700,000
Weighted average exercise price
Weighted average exercise price, Beginning	$ 0.15	$ 0.15
Weighted average exercise price, Granted	0.44	0
Weighted average exercise price, Exercised	0	0
Weighted average exercise price, Expired	0	0
Weighted average exercise price, Ending	$ 0.60	$ 0.15
Weighted Average Remaining Contract Life
Weighted Average Remaining Contract life, Beginning	1 year 4 months 6 days	2 years
Weighted Average Remaining Contract life, Granted	1 year 9 months 29 days
Weighted Average Remaining Contract life, Ending	1 year 9 months	1 year 4 months 6 days
Intrinsic value
Intrinsic value, Beginning	$ 0	$ 0
Intrinsic value, Granted	0	0
Intrinsic value, Exercised	0	0
Intrinsic value, Expired	0	0
Intrinsic value, Ending	$ 0	$ 0

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WARRANTS (Details Narrative) - USD ($)			1 Months Ended		9 Months Ended	12 Months Ended
	Sep. 02, 2022	Apr. 07, 2022	Nov. 17, 2022	Aug. 31, 2022	Dec. 31, 2022	Mar. 31, 2021
Deemed dividend from down round						$ 555,000
Warrant converted into common stock					3,700,000
Warrant converted into common stock amount					$ 148,000
Exercise price of warrants	$ 0.345	$ 0.08		$ 0.41
Warrants issued	250,000	500,000		750,000		3,700,000
Conversion price	$ 0.60	$ 0.12		$ 0.60		$ 0.15
Volatility rate	137.00%	132.00%		137.00%
Adjustments to additional paid-in capital, warrant issued	$ 2,484	$ 21,336		$ 9,902
Discount rate	3.47%	1.78%		3.50%
Fair value of warrant	$ 50,273	$ 26,000		$ 188,760
Volatility rate			250.00%
Warrant [Member]
Fair value of warrants						41.00%
value of warrants						$ 349,605
Total value of warrant						303,000
Fair value of common stock						$ 437,000
Minimum [Member]
Volatility rate					135.00%
Minimum [Member] | Warrant [Member]
Exercise price of warrants						$ 0.08
Discount rate						0.14%
Volatility rate						312.50%
Maximum [Member]
Volatility rate					163.00%
Maximum [Member] | Warrant [Member]
Exercise price of warrants						$ 0.11
Discount rate						0.16%
Volatility rate						314.49%
April 07, 2022 [Member]
Warrant converted into common stock					500,000
Warrant converted					500,000

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CONVERTIBLE DEBT (Details Narrative) - USD ($)					1 Months Ended							9 Months Ended
	Sep. 09, 2022	Apr. 07, 2022	Aug. 10, 2021	Nov. 11, 2020	Nov. 17, 2022	Mar. 28, 2022	Aug. 16, 2021	Apr. 22, 2021	Apr. 20, 2021	Feb. 16, 2021	Oct. 28, 2020	Dec. 31, 2022	Sep. 27, 2022	Sep. 20, 2022	Sep. 02, 2022	Aug. 31, 2022	Mar. 31, 2022
Payment of Financing costs						$ 50,000	$ 35,000	$ 24,750	$ 41,400
Common stock												987,539
Convertible notes												$ 150,000
Interest												$ 100,000
Notes payable,principal	$ 275,000
Notes payable,interest	9,162
Notes payable,premium	42,624
Notes paid,total	$ 326,786
Debt conversion, principle balance						200,000	100,000	82,500	$ 138,000
Accrued interest						$ 9,973	$ 5,000	$ 8,250
Risk free interest rate												4.73%
Volatility rate					250.00%
Common share issued												122,046,172					111,313,175
Common share value												$ 122,046					$ 111,313
Debtenture 1
Risk free interest rate												3.50%
Volatility rate												137.00%
Expected life												1 year
Debtenture 2
Risk free interest rate												4.03%
Volatility rate												140.00%
Expected life												1 year
Debtenture 3
Risk free interest rate												3.98%
Volatility rate												141.00%
Expected life												1 year
August 31, 2022 [Member]
Conversion price, Description												Debenture may be converted at the lesser of $0.30 per share or eighty percent (80%) of the lowest VWAP of the Company’s common stock for ten consecutive trading days immediately prior to the conversion date and carried an original discount of 3% of the debenture face value
Warrant expiry date																Aug. 30, 2024
Exercise price of warrant												$ 0.60
Convertible debentures with unrelated party																$ 1,500,000
Debt paid,first installement																$ 500,000
Debt paid,second installement														$ 500,000
Interest rate on convertible debenture												6.00%
Common stock issued for warrant purchase																750,000
Debt paid,third installement													$ 500,000
September 02, 2022 [Member]
Conversion price, Description												Debenture may be converted at the lesser of $0.30 per share or eighty percent (80%) of the lowest VWAP of the Company’s common stock for ten consecutive trading days immediately prior to the conversion date and carried an original discount of 3% of the debenture face value
Risk free interest rate												3.47%
Volatility rate												137.00%
Expected life												1 year
Warrant expiry date															Aug. 30, 2024
Exercise price of warrant												$ 0.60
Convertible debentures with unrelated party															$ 500,000
Debt paid,first installement															250,000
Debt paid,second installement															250,000
Interest rate on convertible debenture												6.00%
Common stock issued for warrant purchase															$ 250,000
Convertible Debt
Convertible debt												$ 400,000
Common share issued												2,524,629
Common share value												$ 406,566
Interest on convertible notes												6,566
Accrued interest												$ 1,100,000
Series A Convertible Preferred Stock [Member]
Debt conversion, principle balance		$ 25,000	$ 200,000	$ 7,500						$ 5,000	$ 10,000
Convertible debt		$ 275,000		$ 82,500						$ 100,000	$ 138,000
Conversion price, Description		Within 180 days of issuance, the note may be repaid at a premium of 115% of the face value of the note and 150% of the unconverted balance of the note after 180 days and prior to maturity. After 180 days the note may be converted into common stock of the Company at $0.075 per share or a 20% discount to the lowest VWAP (Volume- Weighted Average Pricing) price during the 10 days prior to conversion	Within 180 days of issuance the note may be repaid at an escalating premium up to 125% of the face value of the note. After 180 days the note was convertible into common stock of the Company at $0.06 per share or a 25% discount to the lowest trading price during the 10 days prior to conversion. The initial derivative was calculated using risk free interest of .05%, volatility of 132% and expected life of 0.50 years	After 180 days the note was convertible into common stock of the Company at a 35% discount to the lowest trading price during the 20 days prior to conversion						After 180 days the note was convertible into common stock of the Company at a 30% discount to the lowest trading price during the 15 days prior to conversion. The initial derivative was calculated using risk free interest of .18%, volatility of 213% and expected life of 1.00 years	After 180 days the note was convertible into common stock of the Company at $0.04 per share or a 30% discount to the VWAP during the 20 days prior to conversion. The initial derivative was calculated using risk free interest of .18%, volatility of 212% and expected life of .50 years
Risk free interest rate		0.05%	10.00%	10.00%						10.00%
Debt maturity date		Mar. 29, 2023	Feb. 10, 2022	Oct. 28, 2021						Feb. 16, 2022	Oct. 28, 2021
Interest rate		8.00%									10.00%
Volatility rate		132.00%
Expected life		6 months

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FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES (Details)	Sep. 30, 2022 USD ($)
Fair Value, Inputs, Level 1 [Member]
Fair value of derivative liability as of March 31, 2022	$ 0
Additions at fair value	0
Change in fair value of the derivative	0
Balance at December 31, 2022	0
Fair Value, Inputs, Level 2 [Member]
Fair value of derivative liability as of March 31, 2022	0
Additions at fair value	0
Change in fair value of the derivative	1,706,612
Balance at December 31, 2022	0
Fair Value, Inputs, Level 3 [Member]
Fair value of derivative liability as of March 31, 2022	0
Additions at fair value	0
Change in fair value of the derivative	(634,118)
Balance at December 31, 2022	$ 1,072,494

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FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILITIES (Details 1)	1 Months Ended	9 Months Ended
	Nov. 17, 2022	Dec. 31, 2022
Risk-free interest rate		4.73%
Dividend yield		0.00%
Volatility rate	250.00%
Maximum [Member]
Expected life in years		8 months 26 days
Volatility rate		163.00%
Minimum
Expected life in years		8 months 1 day
Volatility rate		135.00%

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COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)		1 Months Ended	9 Months Ended
	Mar. 09, 2020	Sep. 30, 2016	Dec. 31, 2022
Merger, description	Under the program, if an acquisition, merger or change in control is affected, 10% of the value of the transaction will be allocated to pay the expenses of the transaction including but not limited to legal, accounting, transfer fees and other miscellaneous expense. The balance of the fund after expenses will be allocated 20% to directors and 80% to officers and employees of the Company as allocated by the Chief Executive Officer and approved by the Board of Directors
Annual Maintenance			$ 325,000
Investment description		A contingent sales fee upon first commercial sale of a product of 1% of sales or $150,000 whichever is greater payable quarterly
First Phase I clinical trial [Member]
Future payments		$ 100,000
Annual maintenance fee		50,000
First Phase III clinical trial [Member]
Future payments		225,000
First BLA [Member]
Future payments		$ 225,000

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LICENSE AGREEMENT (Details Narrative) - BioRay Pharmaceutical Co LTD [Member]	9 Months Ended
	Dec. 31, 2022 USD ($)
Agreement description	Under the terms of the agreement the Company receives $250,000 upon signing of the agreement plus $750,000 with the start of the phase 1 clinical trials, which started in March 2021. In addition, the Company received $750,000 upon the enrollment of the 12th patient or the dosage level of 8.0 mg/kg, whichever was achieved first. Further payment of $2,500,000 will be received when the FDA approves the phase 2 clinical trials and $750,000 when the phase 2 clinical trials begin
Issuance of license agreement	$ 5,000,000
Royalty rate	9.00%
Net sales	20 years
Agreement	$ 250,000
Initial payment received	$ 1,750,000

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SUBSEQUENT EVENTS (Details Narrative) - USD ($)	Feb. 09, 2023	Jan. 23, 2023	Dec. 31, 2022	Mar. 31, 2022
Common share issued			122,046,172	111,313,175
Subsequent Event
Common share issued	1,028,697	1,410,400
Conversion of convertible notes	$ 100,000	$ 100,000
Accrued interest	1,841	279
Interest principle	$ 101,841	$ 100,279