Exhibit 99.1

BYND CANNASOFT ENTERPRISES INC.

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

FOR THREE MONTHS ENDED MARCH 31, 2023

(EXPRESSED IN CANADIAN DOLLARS)

(UNAUDITED)

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NOTICE TO READER

Under National Instrument 51-102, Part 4, subsection 4.3(3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the condensed consolidated interim financial statements have not been reviewed by an auditor.

The accompanying unaudited condensed consolidated interim financial statements of the Company have been prepared by and are the responsibility of the Company’s management.

The Company’s independent auditors have not audited, reviewed or otherwise attempted to verify the accuracy or completeness of these condensed consolidated interim financial statements. Readers are cautioned that these statements may not be appropriate for their intended purposes.

May 15, 2023

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BYND CANNASOFT ENTERPRISES INC.

Consolidated Interim Statements of the Financial Position

(Expressed in Canadian dollars)

(Unaudited)

As at	Notes		March 31, 2023			December 31, 2022
Assets
Cash			$	1,629,240		$	2,392,871
Amounts receivable		4		137,385			227,804
Prepaid expenses				650,602			825,563
Total Current Assets				2,417,227			3,446,238
Intangible assets		5		45,210,685			45,139,683
Property and equipment		6		1,288,218			1,317,287
Total Assets			$	48,916,130		$	49,903,208
Liabilities and Shareholders’ Equity
Liabilities
Trade payables and accrued liabilities		7	$	132,764		$	191,455
Deferred revenue		12		18,161			219,068
Long term loan – current portion		9		46,846			47,740
Total Current Liabilities				197,771			458,263
Long term loan		9		73,398			88,231
Liabilities for employee benefits		10		84,759			86,015
Total Liabilities			$	355,928		$	632,509
Shareholders’ equity
Share capital		11	$	54,848,397		$	54,806,522
Share purchase warrants reserve				639,879			639,879
Shares to be issued				41,875			41,875
Share-based payment reserve				573,012			570,446
Translation differences reserve				295			15,746
Capital reserve for re-measurement of defined benefit plan		10		14,225			13,279
Deficit				(7,557,481	)		(6,817,048	)
Total equity			$	48,560,202		$	49,270,699
Total Liabilities and Shareholders’ Equity			$	48,916,130		$	49,903,208

Nature of operations and going concern (Note 1)

These condensed consolidated interim financial statements were approved for issue by the Board of Directors on May 15, 2023 and signed on its behalf by:

“Yftah Ben Yaackov”	“Gabi Kabazo”
Director	Director

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

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BYND CANNASOFT ENTERPRISES INC.

Consolidated Interim Statements of Income (Loss) and Comprehensive Income (Loss)

(Expressed in Canadian dollars)

(Unaudited)

For the three months ended	Notes		March 31, 2023			March 31, 2022
Revenue		12	$	420,635		$	455,279
Cost of revenue		13		(103,692	)		(100,168	)
Gross profit				316,943			355,111
Consulting and marketing				-			4,783
Depreciation		6		3,032			9,093
Share-based compensation				2,566			85,432
General and administrative expenses				282,839			164,488
Professional fees				676,867			151,294
				965,304			415,090
Income (loss) before other income (loss)			$	(648,361	)	$	(59,979	)
Other income (loss)
Foreign exchange loss				(53,778	)		(109,825	)
Finance expenses, net				(5,381	)		(2,970	)
				(59,159	)		(112,795	)
Loss before tax			$	(707,520	)	$	(172,774	)
Tax recovery (expense)				(32,913	)		7,491
Loss for the period			$	(740,433	)	$	(165,283	)
Other comprehensive income (loss)
Items that may be reclassified to profit or loss
Exchange differences on translation of foreign operations			$	(15,451	)	$	(7,493	)
Remeasurement of a defined benefit plan, net				946			1,588
Other comprehensive income (loss) for the period			$	(14,505	)	$	(5,905	)
Total comprehensive loss			$	(754,938	)	$	(171,188	)
loss per share – basic and diluted			$	(0.02)		$	(0.01)
Weighted average shares outstanding – basic and diluted				37,892,435			29,514,163

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

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BYND CANNASOFT ENTERPRISES INC.

Consolidated Interim Statements of Changes in Shareholders’ Equity

(Expressed in Canadian dollars)

(Unaudited)

	Number of shares		Share capital		Shares to be issued			Share purchase warrants reserve		Translation differences reserve			Share-based payment reserve		Capital reserve for re-measurement of defined benefit plan		Retained earnings (Deficiency)			Total
			$		$			$		$			$		$		$			$
Balance, January 1, 2022		29,479,100		10,843,471		81,967			639,879		27,455			550,517		9,444		(5,152,364	)		7,000,369
Proceeds for shares issued		40,983		122,950		(81,967	)		-		-			-		-		-			40,983
Share-based payments		-		-		-			-		-			85,432		-		-			85,432
Loss for the period		-		-		-			-		-			-		-		(165,283	)		(165,283	)
Other comprehensive loss for the period		-		-		-			-		(7,493	)		-		1,588		-			(5,905	)
Balance at March 31, 2022		29,520,083		10,966,421		-			639,879		19,962			635,949		11,032		(5,317,647	)		6,955,596
Balance at January 1, 2023		37,855,932		54,806,522		41,875			639,879		15,746			570,446		13,279		(6,817,048	)		49,270,699
Loss for the period		-		-		-			-		-			-		-		(740,433	)		(740,433	)
Shares issued for services		6,727		41,875		(41,875	)		-		-			-		-		-			-
Share-based payments		-		-		-			-		-			2,566		-		-			2,566
Shares to be issued for services		-		-		41,875			-		-			-		-		-			41,875
Other comprehensive loss for the period		-		-		-			-		(15,451	)		-		946		-			(14,505	)
Balance at March 31, 2023		37,892,659		54,848,397		41,875			639,879		295			573,012		14,225		(7,557,481	)		48,560,202

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

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BYND CANNASOFT ENTERPRISES INC.

Consolidated Interim Statements of Cash Flows

For the three months ended March 31, 2023 and 2022

(Expressed in Canadian dollars)

(Unaudited)

As at	March 31, 2023			March 31, 2022
Operating activities:
Loss for the period	$	(740,433	)	$	(165,283	)
Non-working capital adjustments:
Finance expense		1,006			1,380
Share-based compensation		2,566			85,432
Depreciation		3,395			9,822
Shares issued for services		41,875			-
Unrealized foreign exchange loss		76,562			92,766
Working capital adjustments:
Change in amount receivables		90,419			(29,487	)
Change in trade payables and accrued liabilities		(58,691	)		18,154
Change in deferred revenue		(200,907	)		(9,269	)
Change in prepaid expenses		174,961			31,250
Change in benefits to employees		(310	)		(1,237	)
Net cash provided by (used in) operating activities		(609,557	)		33,528
Investing activities:
Purchase of property and equipment		(860	)		(488,638	)
Disposal of property and equipment		-			1,530
Investment in intangible assets		(107,434	)		(90,978	)
Net cash used in investing activities		(108,294	)		(578,086	)
Financing activities:
Proceeds from private placements		-			40,983
Proceeds (repayment of) from long term loan		(11,709	)		(11,767	)
Net cash provided by (used in) financing activities		(11,709	)		29,216
Net Decrease in cash	$	(729,560	)	$	(515,342	)
Effect of foreign exchange rate changes		(34,071	)		(90,145	)
Cash at beginning of period		2,392,871			5,509,984
Cash at end of period	$	1,629,240		$	4,904,497

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

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BYND CANNASOFT ENTERPRISES INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2023

(Expressed in Canadian dollars)

(Unaudited)

NOTE 1 – NATURE OF OPERATIONS AND GOING CONCERN

BYND Cannasoft Enterprises Inc. (the “Company” or “BYND Cannasoft”) is a Canadian company which was amalgamated under the Business Corporations Act (British Columbia) on March 29, 2021. The Company’s registered address is 2264 East 11^th Avenue, Vancouver, Canada.

The Company currently operates only in Israel and through its subsidiaries (i) develops, markets and sells a proprietary client relationship management software known as “Benefit CRM” and its new Cannabis CRM platform, and (ii) manages the construction, licensing and operation of a cannabis farm and indoor cannabis growing facility

On March 29, 2021, the Company completed the business combination transactions with BYND – Beyond Solutions Ltd. (“BYND”) (note 3). As a result of the business combination transactions, BYND became a wholly owned subsidiary of the Company. This transaction is accounted for as a reverse asset acquisition of the Company by BYND (“RTO”) (note 3).

On September 22, 2022, the Company and the former shareholder of Zigi Carmel Initiatives and Investments Ltd. (“ZC”) entered into a share exchange agreement, whereby the Company would acquire 100% ownership interest in ZC from the former shareholder in exchange for 7,920,000 common shares of the Company. The share exchange agreement was executed and fully completed on September 22, 2022

Covid-19

On January 30, 2020, the World Health Organization declared the outbreak of the coronavirus disease (Covid-19) a “Public Health Emergency of International Concern.” On March 11, 2020, the World Health Organization characterized the outbreak as a “pandemic”. The significant outbreak of Covid-19 has resulted in a widespread health crisis that is adversely affecting the economies and financial markets worldwide, including the businesses which we operate. Furthermore, restrictions on travel and the limited ability to have meetings with personnel, vendors and services providers are expected to have an adverse effect on the Company’s businesses. The extent to which Covid-19 impacts the Company’s businesses will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of Covid-19 and the actions to contain Covid-19 or treat its impact, among others. If the disruptions posed by Covid-19 or other matters of global concern continue for an extensive period of time, the Company’s operations may be materially adversely affected.

The Covid-19 pandemic, including the recent Omicron variant, has also caused, and is likely to continue to cause, severe economic, market and other disruptions worldwide. We cannot predict whether conditions in the global financial markets will continue to deteriorate as a result of the pandemic, or that access to capital and other sources of funding will not become constrained, which could adversely affect the availability and terms of any future financings the Company may wish to undertake.

These condensed interim consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities in the normal course of business. These financial statements do not reflect the adjustments to the carrying values of assets and liabilities, the reported revenues and expenses, and the statement of financial position classifications used, that would be necessary if the Company were unable to realize its assets and settle its liabilities as a going concern in the normal course of operations. Such adjustments could be material.

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BYND CANNASOFT ENTERPRISES INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2023

(Expressed in Canadian dollars)

(Unaudited)

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND USE OF ESTIMATES AND JUDGMENTS

a. Basis of presentation and statement of compliance

These condensed interim consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board (“IASB”) and interpretations of the International Financial Reporting Issues Committee (“IFRIC”) applicable to the preparation of interim financial statements, including International Accounting Standard (“IAS”) 34 Interim Financial Reporting.

The notes presented in these condensed consolidated interim financial statements include only significant events and transactions occurring since the Company’s last fiscal year end and they do not include all of the information required in the Company’s most recent annual consolidated financial statements. Except as noted below, these condensed consolidated interim financial statements follow the same accounting policies and methods of application as the Company’s annual financial statements and should be read in conjunction with the Company’s annual financial statements for the year ended December 31, 2022, which were prepared in accordance with IFRS as issued by IASB. There have been no significant changes in judgement or estimates from those disclosed in the consolidated financial statements for the year ended December 31, 2022.

b. Basis of Consolidation

The condensed consolidated interim financial statements incorporate the financial statements of the Company and of its wholly owned subsidiaries, BYND, Zigi Carmel and B.Y.B.Y.. B.Y.B.Y is owned directly through BYND and 24% of the shares of B.Y.B.Y. are held by a related party in trust for the Company for the purpose to comply with Israeli Cannabis Laws regarding the ownership of medical cannabis license rights.

A subsidiary is an entity over which the Company has control, directly or indirectly, where control is defined as the power to govern the financial and operating policies of an enterprise so as to obtain benefits from its activities. A subsidiary is consolidated from the date upon which control is acquired by the Company and all intercompany transactions and balances have been eliminated on consolidation.

c. Basis of Measurement

The condensed consolidated interim financial statements were prepared based on the historical costs, except for financial instruments classified as fair value through profit and loss (“FVTPL”) and assets or liabilities for employee benefits, which are stated at their fair value. In addition, these financial statements have been prepared using the accrual basis of accounting, except for cash flow information.

d. Currency of Operation and Currency of Presentation

The condensed consolidated interim financial statements are presented in Canadian dollars. The functional currency of the Company is Canadian dollars, and the functional currency of its subsidiaries is the New Israeli Shekel (“NIS”). NIS represents the main economic environment in which the subsidiaries operate.

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BYND CANNASOFT ENTERPRISES INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2023

(Expressed in Canadian dollars)

(Unaudited)

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND USE OF ESTIMATES AND JUDGMENTS (continued)

e. Significant estimates and assumptions

The preparation of these condensed consolidated interim financial statements in accordance with IFRS requires the Company to use judgment in applying its accounting policies and make estimates and assumptions about reported amounts at the date of the financial statements and in the future. The Company’s management reviews these estimates and underlying assumptions on an ongoing basis, based on experience and other factors, including expectations of future events that are believed to be reasonable under the circumstances. Revisions to estimates are adjusted for prospectively in the period in which the estimates are revised.

Income taxes

Provisions for income taxes are made using the best estimate of the amount expected to be paid based on a qualitative assessment of all relevant factors. The Company reviews the adequacy of these income tax provisions at the end of each reporting period. However, it is possible that at some future date an additional liability could result from audits by tax authorities. Where the final outcome of these tax-related matters is different from the amounts that were initially recorded, such differences will affect the tax provisions in the period in which such determination is made. Deferred tax assets are recognized when it is determined that the company is likely to recognize their recovery from the generation of taxable income.

Useful lives of property and equipment

Estimates of the useful lives of property and equipment are based on the period over which the assets are expected to be available for use. The estimated useful lives are reviewed annually and are updated if expectations differ from previous estimates due to physical wear and tear, technical or commercial obsolescence, and legal or other limits on the use of the relevant assets. In addition, the estimation of the useful lives of the relevant assets may be based on internal technical evaluation and experience with similar assets. It is possible, however, that future results of operations could be materially affected by changes in the estimates brought about by changes in the factors mentioned above. The amounts and timing of recorded expenses for any period would be affected by changes in these factors and circumstances. A reduction in the estimated useful lives of the equipment would increase the recorded expenses and decrease the non-current assets.

Convertible debentures

The identification of convertible note components is based on interpretations of the substance of the contractual arrangement and therefore requires judgement from management. The separation of the components affects the initial recognition of the convertible debenture at issuance and the subsequent recognition of interest on the liability component. The determination of the fair value of the liability is also based on a number of assumptions, including contractual future cash flows, discount rates and the presence of any derivative financial instruments.

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BYND CANNASOFT ENTERPRISES INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2023

(Expressed in Canadian dollars)

(Unaudited)

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND USE OF ESTIMATES AND JUDGMENT (continued)

e. Significant estimates and assumptions (continued)

Other Significant Judgments

The preparation of financial statements in accordance with IFRS requires the Company to make judgments, apart from those involving estimates, in applying accounting policies. The most significant judgments in applying the Company’s financial statements include:

● the assessment of the Company’s ability to continue as a going concern and whether there are events or conditions that may give rise to significant uncertainty;

● the classification of financial instruments;

● the assessment of revenue recognition using the five-step approach under IFRS 15 and the collectability of amounts receivable; and

● the determination of the functional currency of the company.

NOTE 3 – ACQUISITIONS

Acquisition of Zigi Carmel

On September 22, 2022, the Company and the former shareholder of Zigi Carmel Initiatives and Investments Ltd. (“ZC”) entered into a share exchange agreement, whereby the Company would acquire 100% ownership interest in ZC from the former shareholder in exchange for 7,920,000 common shares of BYND. The share exchange agreement was executed and fully completed on September 22, 2022.

The acquisition of ZC has been accounted for as asset acquisition according to IFRS 2 Share-based Payment as the acquired assets and liabilities do not constitute a business under IFRS 3 Business Combinations. The transaction price of the acquisition was measured according to the fair value of the common shares given in consideration for the assets and liabilities assumed from the acquisition, with equity increased by the corresponding amount equal to the total fair value of the common shares given. As a result, the acquisition was recorded with the consideration as detailed in the table below:

Consideration transferred:	$
Value allocated to shares issued (7,920,000 shares at $5.40 per share)		42,768,000
Fair value of assets and liabilities acquired:
Investments		137,811
Intangible asset – patents pending		42,768,000
Shareholder loan		(137,811	)
		42,768,000

The intangible asset acquired in the acquisition of ZC is attributed to 2 patents pending for a therapeutic device (the “EZ-G” device) owned by ZC. The company has determined that the patents pending shall not be amortized until they are approved and then will be amortized over the course of their life.

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BYND CANNASOFT ENTERPRISES INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2023

(Expressed in Canadian dollars)

(Unaudited)

NOTE 3 – ACQUISITIONS (continued)

Acquisition of B.Y.B.Y.

On October 1, 2020, BYND and the former shareholders of B.Y.B.Y. entered into a share exchange agreement, whereby BYND would acquire 74% ownership interest in B.Y.B.Y from the former shareholders in exchange for 54.58% ownership interest in BYND. One of the former shareholders would hold the remaining 26% ownership interest in B.Y.B.Y. in trust for BYND, for the purpose to comply with Israeli Cannabis Laws regarding the ownership of medical cannabis license rights. The share exchange agreement was executed and held in escrow, and the share exchange was fully completed on March 29, 2021.

The acquisition of B.Y.B.Y. has been accounted for as asset acquisition according to IFRS 2 Share-based Payment as the acquired assets and liabilities do not constitute a business under IFRS 3 Business Combinations. The fair value of the common shares given in consideration were not readily determinable, the transaction price of the acquisition was measured by the fair value of the assets and liabilities assumed from the acquisition, with equity increased by the corresponding amount equal to the total fair value of the assets and liabilities assumed. As a result, the acquisition was recorded with the consideration as detailed in the table below:

Consideration transferred:	$
Value allocated to 9,832,495 shares issued	840,941
Fair value of assets and liabilities acquired:
Amount receivable	3,759
Intangible asset	850,000
Trade payable and other liabilities	(12,818	)
	840,941

The intangible asset acquired in the acquisition of B.Y.B.Y. is attributed to the primary growing license for medical cannabis in Israel held by B.Y.B.Y.. The company has determined that the license shall not be amortized, but rather will be tested for impairment at least annually or when there are any further indicators of impairment.

Reverse Takeover of BYND Cannasoft

On December 16, 2019, BYND entered into a Business Combination Agreement (“BCA”) with 1232986 B.C. Ltd. (“NumberCo”), Lincoln Acquisitions Corp. (“Lincoln”) and the shareholders of BYND. Pursuant to the terms of the BCA: (i) Lincoln and NumberCo would amalgamate to form a new company to be named “BYND Cannasoft Enterprises Inc.” (the “Company” or “BYND Cannasoft”), and (ii) the Company would acquire all of the issued and outstanding shares of BYND from its shareholders in exchange for a pro rated number of shares of BYND Cannasoft (the “Share Exchange Transaction” and together with the Amalgamation Transaction, the “Business Combination Transactions”).

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BYND CANNASOFT ENTERPRISES INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2023

(Expressed in Canadian dollars)

(Unaudited)

NOTE 3 – ACQUISITIONS (continued)

Reverse Takeover of BYND Cannasoft (continued)

On March 29, 2021, the Company issued an aggregate of 18,015,883 common shares to BYND shareholders in consideration for all the 1,761 shares issued and outstanding of BYND. Upon completion of the Share Exchange, BYND became a wholly-owned subsidiary of the Company, and the Company continued to carry out the business operations of BYND.

As a result of the Share Exchange, BYND is deemed to be the acquirer for accounting purposes (“Reverse Takeover”) and therefore its assets, liabilities and operations are included in the consolidated interim financial statements at their historical carrying value, with the operations of the Company being included from March 29, 2021, the closing date of the Reverse Takeover, and onwards.

At the time of the reverse takeover, the Company did not constitute a business as defined under IFRS 3 Business Combination; therefore, the Reverse Takeover of the Company by BYND is accounted for under IFRS 2 Share-based Payments. The transaction price of the acquisition was measured by reference to the fair value of the shares issued in the acquisition because the fair value of the listing service BYND received could not be reliably measured. As a result, the consideration was first allocated to the identifiable assets and liabilities based on their fair values, and the difference between the consideration given to acquire the Company and the fair values of the identifiable assets and liabilities acquired by BYND is recorded as a listing expense to profit and loss. The fair value of the consideration issued to acquire the Company is as follows:

Consideration transferred:	$
Fair value of shares retained by former BYND Cannasoft shareholders (6,269,117 shares at $0.82 per share)	5,140,676
Forgiveness of BYND debt	(276,210	)
Total consideration transferred	4,864,466
Fair value of identifiable assets and liabilities acquired:
Cash	494,144
Amount receivable	1
Trade payable and other liabilities	(24,069	)
Total net assets acquired	470,076
Listing expense	4,394,390

NOTE 4 – AMOUNTS RECEIVABLES

	March 31, 2023		December 31, 2022
Trades receivable	$	130,281	$	136,274
Income tax advances		6,129		90,528
Due from shareholders		975		1,002
	$	137,385	$	227,804

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BYND CANNASOFT ENTERPRISES INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2023

(Expressed in Canadian dollars)

(Unaudited)

NOTE 5 – INTANGIBLE ASSETS

The Company’s intangible assets relate to the proprietary Cannabis CRM software the Company is Developing, Patents pending for the EZ-G device (Note 3) as well as the primary growing license for medical cannabis in Israel (Note 3). The Additions for the Software include cost of wages of the software developers for the time they spend on developing the Cannabis CRM software.

The additions for the Patents include the fair value attributed to the Patents upon the acquisition of ZC as well as transaction and other costs in the amount of $221,018.

	Software			License		Patents		Total
Cost
Balance, December 31, 2021	$	450,429		$	850,000	$	-	$	1,300,429
Additions		910,197			-		42,961,382		43,871,579
Translation differences		(32,325	)		-		-		(32,385	)
Balance, December 31, 2022		1,328,301			850,000		42,961,382		45,139,683
Additions		79,798			-		27,636		107,434
Translation differences		(36,432	)		-		-		(36,432	)
Balance, March 31, 2023	$	1,371,667		$	850,000		42,989,018	$	45,210,685
Accumulated depreciation
Balance, December 31, 2021	$	-		$	-		-	$	-
Depreciation		-			-		-		-
Balance, December 31, 2022		-			-		-		-
Depreciation		-			-		-		-
Balance, March 31, 2023	$	-		$	-		-	$	-
Net book value
At December 31, 2022	$	1,328,301		$	850,000		42,961,382	$	45,139,683
At March 31, 2023	$	1,371,667		$	850,000		42,989,018	$	45,210,685

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BYND CANNASOFT ENTERPRISES INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2023

(Expressed in Canadian dollars)

(Unaudited)

NOTE 6 – PROPERTY AND EQUIPMENT

	Computers & Equipment			Vehicles			Furniture & Equipment			Capital Work In Progress			Total
Cost
Balance, January 1, 2022	$	31,944		$	192,482		$	35,414		$	390,059		$	649,899
Additions		460			-			-			938,175			938,635
Disposals		(1,500	)		-			-			-			(1,500	)
Translation differences		(1,885	)		(11,430	)		(2,104	)		(27,037	)		(42,456	)
Balance, December 31, 2022		29,019			181,052			33,310			1,301,197			1,544,578
Additions		-			-			860			-			860
Disposals		-			-			-			-			-
Translation differences		(764	)		(4,760	)		(891	)		(26,159	)		(32,574	)
Balance, March 31, 2023	$	28,255		$	176,292		$	33,279		$	1,275,038		$	1,512,864
Accumulated depreciation
Balance as of January 1, 2022	$	26,794		$	150,219		$	29,645			-		$	206,658
Depreciation		2,399			28,405			2,297			-			33,101
Translation differences		(1,605	)		(9,089	)		(1,774	)		-			(12,468	)
Balance, December 31, 2022		27,588			169,535			30,168			-			227,291
Depreciation		363			2,449			582			-			3,394
Translation differences		(733	)		(4,503	)		(803	)		-			(6,039	)
Balance, March 31, 2023	$	27,218		$	167,481		$	29,947			-		$	224,646
Net book value
At December 31, 2022	$	1,431		$	11,517		$	3,142		$	1,301,197		$	1,317,287
At March 31, 2023	$	1,037		$	8,811		$	3,332		$	1,275,038		$	1,288,218

During the three months ended March 31, 2023, depreciation of $363 (2022 - $729) related to computer and equipment is included in cost of revenue.

As at March 31, 2023 and December 31, 2022 the Company’s Capital work in progress relates to the ongoing investment in the future medical cannabis cultivation facility in Moshav Kochav Michael, Israel which includes permits, design, software development and IT infrastructure.

The Company considered indicators of impairment at December 31, 2022 and 2021. The Company did not record any impairment loss during the years ended December 31, 2022 and 2021.

-14-

BYND CANNASOFT ENTERPRISES INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2023

(Expressed in Canadian dollars)

(Unaudited)

NOTE 7 – TRADE PAYABLES AND ACCRUED LIABILITIES

	March 31, 2023		December 31, 2022
Trades payable	$	20,200	$	40,241
Due to related parties		48,262		37,094
VAT, income and dividend taxes payable		9,919		43,703
Salaries payable		54,383		70,417
	$	132,764	$	191,455

NOTE 8– RELATED PARTY TRANSACTIONS BALANCES

Key management personnel include those persons having authority and responsibility for planning, directing and controlling the activities of the Company as a whole. The Company has determined that key management personnel consist of members of the Company’s Board of Directors and corporate officers. The remuneration of directors and key management personnel, not including normal employee compensation, made during the three months ended March 31, 2023 and the three months ended March 31, 2022 is set out below:

	March 31, 2023		March 31, 2022
salary (cost of sales)		20,498		40,028
consulting (capital work in progress)		-		57,737
consulting (professional fees)		30,000		27,000
salary (general and administrative expenses)		116,250		-
	$	166,748	$	124,765

As at March 31, 2023, $975 was owed from shareholders of the company (December 31, 2022– $1,002). Amounts owed were recorded in amounts receivable are non-interest bearing and unsecured.

As at March 31, 2023, $48,262 was owed to directors of the Company (December 31, 2022– $37,094). Amounts due were recorded in accounts payable are non-interest bearing and unsecured.

NOTE 9 – LONG TERM LOAN

During the year ended December 31, 2020, the Company secured a term loan with a principal amount of $187,498 (NIS 500,000) from an Israeli bank. The loan bears interest at the rate of 3.14% per annum and matures on September 18, 2025. The loan is subject to 48 monthly payments commencing October 18, 2021. $9,374 (NIS 25,000) was deposited in the bank as security for the loan.

-15-

BYND CANNASOFT ENTERPRISES INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2023

(Expressed in Canadian dollars)

(Unaudited)

NOTE 9 – LONG TERM LOAN (continued)

The activities of the long term loan during the three month ended March 31, 2023 are as follows:

	March 31, 2023			December 31, 2022
Balance, opening	$	135,971		$	192,651
Repayments		(11,709	)		(46,561	)
Interest expense, accrued		1,006			4,977
Translation difference		(5,024	)		(15,096	)
Balance, ending		120,244			135,971
Less:
Long term loan – current portion		46,846			47,740
Long term loan	$	73,398		$	88,231

The undiscounted repayments for each of the next three years and in the aggregate are:

Year ended	Amount
December 31, 2023	$	34,998
December 31, 2024		47,947
December 31, 2025		37,299
	$	120,244

NOTE 10 – EMPLOYEE BENEFITS

The severance pay liability constitutes a defined benefit plan and was calculated using actuarial assumptions. In measuring the present value of the defined benefit obligation and the current service costs the projected unit credit method was used.

a. Plan assets (liability)

Information on the Company’s defined benefit pension plans and other defined benefit plans, in aggregate, is summarized as follows:

	March 31, 2023			December 31, 2022
Defined benefit plan liabilities	$	(84,759	)	$	(86,015	)
Less: fair value of plan assets or asset ceiling		-			-
	$	(84,759	)	$	(86,015	)

-16-

BYND CANNASOFT ENTERPRISES INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2023

(Expressed in Canadian dollars)

(Unaudited)

NOTE 10 – EMPLOYEE BENEFITS (continued)

b. Changes in the present value of the defined benefit plan liability

The following are the continuities of the fair value of plan assets and the present value of the defined benefit plan obligations:

	March 31, 2023			December 31, 2022
Balance, opening	$	(86,015	)	$	(87,058	)
Recognized in profit this year:
Interest costs		(484	)		(1,964	)
Current service cost		(1,485	)		(6,023	)
Recognized in other comprehensive profit:
Actuary loss for change of assumptions		946			3,835
Translation differences		2,279			5,195
Balance, ending	$	(84,759	)	$	(86,015	)

The actual amount paid may vary from the estimate based on actuarial valuations being completed, investment performance, volatility in discount rates, regulatory requirements and other factors.

c. Major assumptions in determining the defined benefit plan liability

The principal actuarial assumptions used in calculating the Company’s defined benefit plan obligations and net defined benefit plan cost for the year were as follows (expressed as weighted averages):

	March 31, 2023			December 31, 2022
Capitalization rate		2.73	%		2.73	%
Salary growth rate		0	%		0	%
Retirement rate		5	%		5	%

NOTE 11 – SHARE CAPITAL

Authorized

Unlimited number of common shares without par value.

Issued

As at March 31, 2023 37,892,659 common shares were issued and outstanding.

During the three months ended March 31, 2023

On January 3, 2023, the Company issued 6,727 common shares to two directors following the vesting of RSU’s.

During the three months ended March 31, 2022

On January 13, 2022, the Company completed a non-brokered private placement financing wherein it raised $122,950 through the issuance of 40,983 common shares at a price of $3.00 per share.

-17-

BYND CANNASOFT ENTERPRISES INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2023

(Expressed in Canadian dollars)

(Unaudited)

NOTE 11 – SHARE CAPITAL (continued)

Stock options

The Company has a stock option plan to grant incentive stock options to directors, officers, employees and consultants. Under the plan, the aggregate number of common shares that may be subject to option at any one time may not exceed 10% of the issued common shares of the Company as of that date, including options granted prior to the adoption of the plan. The exercise price of these options is not less than the Company’s closing market price on the day prior to the grant of the options less the applicable discount permitted by the CSE. Options granted may not exceed a term of five years.

A summary of the stock options outstanding for the three months ended March 31, 2023 are summarized as follows:

	Number of Options			Weighted Average Exercise Price
Outstanding at January 1, 2022	-			-
Granted during the period		895,000			1.16
Exercised during the period		(290,000	)	$	0.82
Granted during the period		10,000		$	6.20
Outstanding at March 31, 2023 and December 31, 2022		615,000		$	1.41
Exercisable at December 31, 2022		612,500		$	1.39
Exercisable at March 31, 2023		615,000		$	1.41

Additional information regarding stock options outstanding as of March 31, 2023, is as follows:

Outstanding				Exercisable
Number of stock options		Weighted average remaining contractual life (years)		Weighted Average Exercise Price		Number of stock options		Weighted Average Exercise Price
	250,000		3.00	$	0.82		250,000	$	0.82
	240,000		3.25	$	1.22		240,000	$	1.22
	115,000		3.58	$	2.65		115,000	$	2.65
	10,000		4.25	$	6.20		10,000	$	6.20
	615,000		3.23	$	1.41		615,000	$	1.41

During the year ended December 31, 2021, there were 780,000 stock options granted to the directors and officers of the Company with an exercise price of $0.82 per share. The options are exercisable for a period five years from the grant date and are subject to the following vesting schedule: 25% upon listing of the Company’s shares on the Canadian Stock Exchange, 25% on 90 days thereafter, 25% on 180 days thereafter and the remainder on 270 days thereafter. In addition, 240,000 stock options were granted to a director of the Company with an exercise price of $1.22 per share and 115,000 stock options were granted to a director of the Company with an exercise price of $2.65 per share.

-18-

BYND CANNASOFT ENTERPRISES INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2023

(Expressed in Canadian dollars)

(Unaudited)

NOTE 11 – SHARE CAPITAL (continued)

During the year ended December 31, 2022, there were 10,000 stock options granted to a director of the Company with an exercise price of $6.20 per share and 290,000 stock options were exercised to shares.

As at December 31, 2022, 612,500 of these stock options were vested (March 31, 2023 – 615,000). During the year ended December 31, 2021, the Company recorded $550,517 in share-based payment expense. During the year ended December 31, 2022, the Company recorded $153,909 in share-based payment expense.

During the period ended March 31, 2023, the Company recorded $2,566 in share-based payment expense.

Details of the fair value of options granted and the assumptions used in the Black-Scholes option pricing model are as follows:

	2023		2022
Weighted average fair value of options granted	$	-	$	3.96
Risk-free interest rate		-		3.56	%
Estimated life (in years)		-		5
Expected volatility		-		75.91	%
Expected dividend yield		-		0	%

NOTE 12 – REVENUE AND DEFERRED REVENUE

	March 31, 2023		March 31, 2022
Software development	$	190,702	$	191,090
Software license		203,187		210,751
Software supports		14,109		27,275
Cloud hosting		11,010		23,912
Others		1,627		2,251
	$	420,635	$	455,279

The Company recognized revenues from contracts with customers in accordance with the following timing under IFRS 15:

	March 31, 2023		March 31, 2022
Revenue recognized over time	$	217,448	$	244,528
Revenue recognized at a point of time		203,187		210,751
	$	420,635	$	455,279

-19-

BYND CANNASOFT ENTERPRISES INC.

Notes to the Condensed Consolidated Interim Financial Statements

For the three months ended March 31, 2023

(Expressed in Canadian dollars)

(Unaudited)

NOTE 12 – REVENUE AND DEFERRED REVENUE (continued)

Deferred revenue represents contract liabilities for customer payments received related to services yet to be provided subsequent to the reporting date. Significant changes in deferred revenue are as follows:

	March 31, 2023		December 31, 2022
Deferred revenue, beginning	$	219,068	$	30,046
Customer payments received attributable to contract liabilities for unearned revenue		10,460		263,404
Revenue recognized from fulfilling contract liabilities		211,367		74,381
Deferred revenue, ending	$	18,161	$	219,068

The Company derives significant revenues from one customer, which exceeds 10% of total revenues. Revenues earned from that customer were 91% of total revenues for the period ended March 31, 2023 (Three months ended March 31, 2022 – 87%)

NOTE 13 – COST OF REVENUE

Cost of revenue incurred are comprised of the following:

	March 31, 2023		March 31, 2022
Salaries and benefits	$	90,533	$	92,202
Subcontractors		-		-
Software and other		12,796		7,237
Depreciation		363		729
	$	103,692	$	100,168

NOTE 14 – SUBSEQUENT EVENTS

On April 3, 2023, the Company issued 6,727 common shares to two directors following the vesting of RSU’s.

On April 27, 2023, the Company granted 10,000 stock options to a director with an exercise price of $3.82 per share.

On April 27, 2023, the Company granted 43,847 RSU’s to two directors, the RSUs will vest over one year.

-20-