AMERI METRO, INC. (FORMERLY YELLOWWOOD), S-1/A filed on 9/21/2017
Securities Registration Statement
Document and Entity Information (USD $)
9 Months Ended
Apr. 30, 2017
Jan. 31, 2017
Jun. 8, 2017
Common Class A
Jun. 8, 2017
Common Stock B
Jun. 8, 2017
Common Class C
Jun. 8, 2017
Common Class D
Jun. 8, 2017
Preferred Class A
Entity Registrant Name
Ameri Metro, Inc. (formerly Yellowwood) 
 
 
 
 
 
 
Document Type
S-1 
 
 
 
 
 
 
Document Period End Date
Apr. 30, 2017 
 
 
 
 
 
 
Amendment Flag
true 
 
 
 
 
 
 
Amendment Description
 
 
 
 
 
 
Entity Central Index Key
0001534155 
 
 
 
 
 
 
Current Fiscal Year End Date
--07-31 
 
 
 
 
 
 
Entity Common Stock, Shares Outstanding
 
 
1,600,000 
988,038,587 
48,000,000 
48,000,000 
1,800,000 
Entity Filer Category
Smaller Reporting Company 
 
 
 
 
 
 
Entity Current Reporting Status
Yes 
 
 
 
 
 
 
Entity Voluntary Filers
No 
 
 
 
 
 
 
Entity Well-known Seasoned Issuer
No 
 
 
 
 
 
 
Document Fiscal Year Focus
2017 
 
 
 
 
 
 
Document Fiscal Period Focus
FY 
 
 
 
 
 
 
Entity Public Float
 
$ 0 
 
 
 
 
 
Trading Symbol
amgi 
 
 
 
 
 
 
STATEMENT OF FINANCIAL POSITION (USD $)
Apr. 30, 2017
Jul. 31, 2016
ASSETS
 
 
Cash and cash equivalents
$ 371 
$ 27,160 
Prepaid expenses
8,678 
Other receivable
6,000 
Total Current Assets
6,371 
35,838 
Office equipment, net
1,851 
2,245 
Prepaid Expenses and deposits
2,940 
2,940 
Total Assets:
11,162 
41,023 
Accounts payable
1,059,755 
1,069,608 
Accrued expenses
20,706,681 
14,320,245 
Due to related party
1,050 
1,050 
Loans payable - related party
517,086 
960,967 
Loans payable
3,403 
3,403 
Sub-total Liabilities
22,287,975 
16,355,273 
Loans payable - related parties
542,095 
Total Liabilities
22,830,070 
16,355,273 
Preferred stock, authorized
200,000,000 
200,000,000 
Preferred stock, par value
$ 0.000001 
$ 0.000001 
Preferred stock, shares issued and outstanding
1,800,000 
1,800,000 
Paid in Capital preferred stock
Common stock class A, authorized
7,000,000 
7,000,000 
Common stock class A, par value
0.000001 
0.000001 
Common stock class A, issued and outstanding
1,600,000 
1,600,000 
Paid in Capital Common stock class A
Common stock class B, authorized
4,000,000,000 
4,000,000,000 
Common stock class B, par value
0.000001 
0.000001 
Common stock class B, issued and outstanding
988,038,587 
987,934,483 
Paid in Capital Common stock class B
988 
988 
Common stock class C, authorized
4,000,000,000 
4,000,000,000 
Common stock class C, par value
0.000001 
0.000001 
Common stock class C, issued and outstanding
48,000,000 
4,800,000 
Paid in Capital Common stock class C
48 
Common stock class D, authorized
4,000,000,000 
4,000,000,000 
Common stock class D, par value
0.000001 
0.000001 
Common stock class D, issued and outstanding
48,000,000 
48,000,000 
Paid in Capital Common stock class D
48 
48 
Additional paid in Capital
5,593,486 
5,581,929 
Stock subscriptions receivable
(47,000)
(47,000)
Accumulated Deficit
(28,366,481)
(21,850,223)
Total Stockholders' Deficit
(22,818,908)
(16,314,250)
Total Liabilities and Equity Deficit
$ 11,162 
$ 41,023 
STATEMENTS OF OPERATIONS (USD $)
3 Months Ended 9 Months Ended
Apr. 30, 2017
Apr. 30, 2016
Apr. 30, 2017
Apr. 30, 2016
Income Statements
 
 
 
 
REVENUES
$ 0 
$ 0 
$ 0 
$ 0 
Professional fees
8,700 
29,850 
36,600 
833,118 
Directors fees
450,040 
450,000 
1,350,383 
1,500,750 
Audit Committee fees
90,000 
180,000 
Depreciation
131 
96 
394 
256 
General & administrative
156,528 
146,060 
491,510 
459,219 
Officer payroll
1,685,870 
1,169,074 
4,442,467 
3,448,241 
TOTAL OPERATING EXPENSES
2,391,269 
1,795,080 
6,501,354 
6,241,584 
LOSS FROM OPERATIONS
(2,391,269)
(1,795,080)
(6,501,354)
(6,241,584)
Interest expense
(4,946)
(1,192)
(14,904)
(2,001)
Termination Fee
(5)
TOTAL OTHER INCOME (EXPENSE)
(4,946)
(1,192)
(14,904)
(2,006)
NET LOSS
(2,396,215)
(1,796,272)
(6,516,258)
(6,243,590)
Net loss per Common share (Basic and Diluted)
$ 0.00 
$ 0.00 
$ (0.01)
$ (0.01)
Number of Common Shares - (Basic and Diluted)
1,042,923,980 
1,042,334,483 
1,042,595,303 
1,066,077,322 
STATEMENTS OF CASH FLOWS (USD $)
9 Months Ended
Apr. 30, 2017
Apr. 30, 2016
Statement of Cash Flows
 
 
Net Loss
$ (6,516,258)
$ (6,243,590)
Issuance of stock for services
750 
Issuance of stock for Termination fee
Cancellation of stock issued for services
(15,220)
Depreciation
394 
256 
Stock-based compensation
11,600 
324 
Adjustments, Noncash Items, to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities
11,994 
(13,885)
Prepaid expense and deposits - period
8,678 
(13,757)
Accounts Receivable - Other
(6,000)
Increase (Decrease) in Operating Assets
2,678 
(13,757)
Accounts payable - period
(9,853)
773,409 
Accrued expenses - period
6,386,436 
5,332,867 
Increase (Decrease) in Operating Liabilities
6,376,583 
6,106,276 
Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities
6,391,255 
6,078,634 
Net Cash Provided by (Used in) Operating Activities
(125,003)
(164,956)
Lease deposit
Purchase of property and equipment
(1,006)
Net Cash Provided by (Used in) Investing Activities
(1,006)
Bank indebtedness, for the period
(528)
Proceeds from related party loan
98,214 
252,914 
Repayment of related party loan
(32,619)
Due to related party
800 
Net Cash Provided by (Used in) Financing Activities
98,214 
220,567 
Net Decrease in Cash
(26,789)
54,605 
Cash, Beginning of Period
27,160 
Cash, End of Period
$ 371 
$ 54,605 
STATEMENT OF CASH FLOWS, SUPPLEMENTAL DISCLOSURES (USD $)
9 Months Ended
Apr. 30, 2017
Apr. 30, 2016
SUPPLEMENTAL DISCLOSURE WITH RESPECT TO CASH FLOWS
 
 
Interest paid
$ 0 
$ 0 
Income taxes paid
$ 0 
$ 0 
Note 1 - Summary of Significant Accounting Policies
Note 1 - Summary of Significant Accounting Policies

NOTE 1 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Nature of Business

 

Ameri Metro, Inc. (“Ameri Metro” and the “Company”) was formed to engage primarily in high-speed rail for passenger and freight transportation and related transportation projects.  The Company initially intends to develop a Midwest high-speed rail system for passengers and freight.  Currently the Company is engaged in raising capital and entering into relationships in furtherance of its planned activities.

 

The Company’s activities are subject to significant risks and uncertainties including failure to secure additional funding to properly execute the company’s business plan.

 

Basis of Presentation

 

The accompanying unaudited interim consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s financial statements filed with the SEC on Form 10K.  In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for the consolidated financial statements to be not misleading have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the consolidated financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year 2016 as reported in Form 10K, have been omitted.

 

Principles of Consolidation

 

The consolidated financial statements present the financial position, results of operations and cash flows for Ameri Metro, Inc. (“AMI”) and its wholly-owned subsidiary, Global Transportation & Infrastructure, Inc. (“GTI”). Intercompany transactions and balances have been eliminated in consolidation.

 

The financial position, results of operations and cash flows as of, and for the period reported include only the results of operations for AMI as GTI was not formed until December 1, 2010, and was inactive for the period from December 1, 2010 to April 30, 2017.

 

Note 2 - Going Concern
Note 2 - Going Concern

NOTE 2 – GOING CONCERN

 

These consolidated financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has not generated any revenues since inception and is unlikely to generate earnings in the immediate or foreseeable future. As at April 30, 2017, the Company has a working capital deficiency of $22,281,604 and has accumulated losses of $28,366,481 since inception. The ability of Ameri Metro to continue as a going concern is dependent on the Company generating cash from the sale of its common stock and/or obtaining debt financing and attaining future profitable operations.

 

Management’s plans include selling its equity securities and obtaining debt financing to fund its capital requirement and on-going operations; however, there can be no assurance the Company will be successful in these efforts. These factors create substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustment that might be necessary if the Company is unable to continue as a going concern.

Note 5 - Loan Payable
Note 5 - Loan Payable

NOTE 5 – LOAN PAYABLE

 

On January 30, 2014, the Company entered into a short-term loan of $6,000 with an interest rate of 3% per annum and a maturity date of April 30, 2015.  The Company has repaid $2,597 as of April 30, 2017. At April 30, 2017, accrued interest on these loans is $353 (July 31, 2016 - $277). At April 30, 2017, this loan is past due.

Note 6 - Capital Stock
Note 6 - Capital Stock

NOTE 6 – CAPITAL STOCK

 

Preferred Shares: 200,000,000 par value $0.000001 per share. There are 1,800,000 shares of preferred stock outstanding at April 30, 2017.

 

On November 3, 2014, the Company effected a 4:1 forward stock split of its issued and outstanding shares of common stock.  As of April 30, 2017, 99.71% of the shareholders participated and therefore the statements are retroactively adjusted to reflect a 3.99:1 forward split. Due to the 3.99:1 forward split, the shares increased to 938,192,724, and the shares issuable to effect a 4:1 split is 2,736,000 shares.  As a result, all share amounts have been retroactively adjusted for all periods presented for a 3.99:1 forward split.  Subsequent to April 30, 2017, the Company issued the remaining 2,736,000 shares of common stock. 

 

On August 4, 2016, the Company issued 104,104 Class B common shares to correct the amount of shares issued to a shareholder as a result of the forward stock split.

 

On April 30, 2017, the Company issued 43,200,000 shares of Class C common stock at a fair value of $10,800 to the Company’s Founder pursuant to the Employment agreement as described in Note 8.

Note 7 - Stock Options Share Based Compensation
Note 7 - Stock Options Share Based Compensation

NOTE 7 – STOCK OPTIONS 

 

On March 8, 2016, the Company adopted a stock option plan named 2016 Equity Incentive Plan, the purpose of which is to help the Company secure and retain the services of employees, directors and consultants, provide incentives to exert maximum efforts for the success of the Company and any affiliate and provide a means by which the eligible recipients may benefit from increases in value of the common stock. 

 

On March 8, 2016, the Company granted 8,000,000 stock options to 4 officers and directors of the Company, exercisable at $42 per share and expire on March 8, 2026.  The 8,000,000 options vest according to the following schedule: 3,200,000 options vest immediately and 800,000 vest annually for the next 6 years.  The weighted average grant date fair value of stock options granted during the year ended July 31, 2016 was $0.00009 per share.  During the nine months ended April 30, 2017, the Company recorded stock-based compensation of $125 (2016 - $324), as officer payroll on the consolidated statement of operations

 

On November 1, 2016, the Company granted 14,000,000 stock options to 7 officers and directors of the Company, exercisable at $42 per share and expire on November 1, 2026.  The 14,000,000 options vest according to the following schedule: 5,600,000 options vest immediately and 1,400,000 vest annually for the next 6 years.  The weighted average grant date fair value of stock options granted during the nine months ended April 30, 2017 was $0.00009 per share. During the nine months ended April 30, 2017, the Company recorded stock-based compensation of $675 (2016 - $ nil), as officer payroll on the consolidated statement of operations.

 

A summary of the Company’s stock option activity is as follow:

 

 

Number of Options

Weighted Average Exercise Price

$

Weighted Average Remaining

Contractual Term

Aggregate Intrinsic Value

$

Outstanding, July 31, 2015

 

 

 

 

 

 

 

Granted

8,000,000

42.00

 

 

 

 

 

 

 

Outstanding, July 31, 2016

8,000,000

42.00

 

 

 

 

 

 

 

Granted

14,000,000

42.00

 

 

 

 

 

 

 

Outstanding, April 30, 2017

22,000,000

42.00

9.28

 

The fair value of each option granted was estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions:

 

Nine Months

Ended

April 30,

2017

Nine Months

Ended

April 30,

2016

 

 

 

Expected dividend yield

0%

0%

Expected volatility

150%

150%

Expected life (in years)

10

10

Risk-free interest rate

1.83%

1.83%

A summary of the status of the Company’s non-vested stock options as of April 30, 2017, and changes during the period ended April 30, 2017 and July 31, 2016, is presented below:

Non-vested options:

Number of Options

Weighted Average

Grant Date

Fair Value

$

 

 

 

Non-vested at July 31, 2015

 

 

 

Granted

8,000,000

0.00009

Vested

(3,200,000)

0.00009

 

 

 

Non-vested at July 31, 2016

4,800,000

0.00009

 

 

 

Granted

14,000,000

0.00009

Vested

(6,400,000)

0.00009

 

 

 

Non-vested at April 30, 2017

12,400,000

0.00009

 

At April 30, 2017, there was $869 of unrecognized compensation costs related to non-vested stock-based compensation arrangements granted under the Plan.  There was $nil intrinsic value associated with the outstanding stock options at April 30, 2017.

Note 8 - Commitments and Contingencies
Note 8 - Commitments and Contingencies

NOTE 8 – COMMITMENTS AND CONTINGENCIES

 

Employee Agreements

 

The Company has entered into an employment agreement with the Chief Executive Officer (“CEO”) Debra Mathias with an effective date of April 21, 2014. The term of the employment agreements is 3 years, with an annual base salary of $1,200,000.  On April 21, 2017, the agreement was extended to April 21, 2021.

 

The Company has signed an employment agreement for the Head of Mergers and Acquisitions and Business Development, and as non-board member President, Mr. Shah Mathias (Company Founder), with an effective date of October 2, 2014. The term of the employment agreement is 20 years, with an annual base salary of $1,200,000 and ten percent (10%) of any revenue producing contract entered into by the Company while the Company Founder is in office, while holding any position under any title, and five percent (5%) of any such revenue producing contract afterward, for the benefit of the Company Founder or his estate, for a period of twenty (20) years. The Company Founder is also eligible to earn an annual bonus award of up to 100% of the annual base salary.  In addition, the Company Founder is entitled to receive shares of the Company’s common stock as follows: when the Company issue shares for the Initial Public Offering, the Company Founder is to be issued 10% of the said shares; and if shares are issued at such time to any other party the Company Founder is to be issued an equal amount of shares.

 

The Company has entered into an employment agreement with the Chief Engineer with an effective date of December 3, 2014.  The term of the employment agreement is 3 years, with an annual base salary of $175,000.  The Chief Engineer is also entitled to 1,000,000 post-split shares of Class “B” common stock as a signing bonus.  On December 30, 2014, the Company issued 1,000,000 post-split shares of Class “B” common stock to the Chief Engineer.

 

The Company has entered into a directorship agreement with a Director of the Company with an effective date of June 30, 2015.  The initial term of the directorship agreement is one year, with an annual base salary of $150,000.  The director is also entitled to 1,000,000 post-split shares of Class B common stock. On July 24, 2015, the Company issued 1,000,000 post-split shares of Class B common stock to the director.  On March 17, 2016, the term of the agreement was extended to July 31, 2021.

 

The Company entered into an employment agreement with the Chief Financial Officer (the “CFO”) with an effective date of August 4, 2015.  The term of the employment agreement is 3 years, with an annual base salary of $350,000.  On March 17, 2016, the term of the agreement was extended to July 31, 2021.  Effective November 1, 2016, the annual base salary was increased to $500,000.

 

The Company entered into an employment agreement with the Chief Operating Officer (the “COO”) with an effective date of August 4, 2015.  The term of the employment agreement is 3 years, with an annual base salary of $375,000.  On March 17, 2016, the term of the agreement was extended to July 31, 2021.  Effective November 1, 2016, the annual base salary was increased to $500,000.

 

The Company entered into an employment agreement with the Chief General Counsel with an effective date of August 4, 2015.  The term of the employment agreement is 3 years, with an annual base salary of $500,000.  On March 17, 2016, the term of the agreement was extended to July 31, 2021.

 

The Company entered into eleven directorship agreements with eleven Directors of the Company.  The initial term of the directorship agreements is one year, with an annual base salary of $150,000.  Each of the eleven directors is also entitled to 1,000,000 shares of Class B common stock. On March 17, 2016, the term of the agreements was extended to July 31, 2021.

 

On October 19, 2016, the Company appointed three individuals as Directors of the Company and the Audit Committee.   Effective November 1, 2016, the annual compensation for each of the individuals is $120,000.

 

The Company has entered into an employment agreement with the President of the Company with an effective date of November 1, 2016.  The term of the employment agreement is 3 years, with an annual base salary of $650,000.

 

The Company has entered into an employment agreement with the Chief Risk Officer of the Company with an effective date of November 1, 2016.  The term of the employment agreement is 3 years, with an annual base salary of $500,000.

 

The Company has entered into an employment agreement with the Vice CEO of the Company with an effective date of November 1, 2016.  The term of the employment agreement is 3 years, with an annual base salary of $750,000.

 

The Company has entered into an employment agreement with the Treasurer of the Company with an effective date of November 1, 2016.  The term of the employment agreement is 3 years, with an annual base salary of $600,000.

 

The Company has entered into an employment agreement with the Non-Executive General Manager of the Company with an effective date of November 1, 2016.  The term of the employment agreement is 3 years, with an annual base salary of $160,000.

 

Operating Lease

 

On April 30, 2014, the Company terminated its existing office space lease, and entered into a new month to month rent agreement for office space. The new agreement which commenced on November 1, 2015, calls for monthly rent payments of $1,440. The terminated lease agreement has not been resolved as to payment of existing amounts due in cash or stock, or as to any early termination fees.  As of April 30, 2017, no stock has been issued in payment of rent.

 

Master Consulting Agreement

 

On March 20, 2016, the Company entered into a Master Consulting Agreement with Global Infrastructure Finance & Development Authority, Inc. (“GIF&DA”), a division of Hi Speed Rail Facilities, Inc.  Hi Speed Rail Facilities, Inc. is a non-profit entity organized and established by the Founder of the Company.  GIF&DA has or is about to secure all necessary approvals by certain Joint Resolutions enacted by the federal and state(s) governmental agencies Legislature for the construction of a project consisting of financing, construction and operation of Hi Speed Rail Passenger, Freight, Air, Sea, Ground, Other Transportation Projects and other Parallel and Ancillary Infrastructure Projects.

 

Pursuant to the Agreement, the Company was appointed as the agent and representative of GIF&DA to facilitate GIF&DA in securing the first and future phases of financing the project and the construction of the project.  The Company shall receive 1.5% the face amount of each master trust indenture (bond indenture) in consideration for arranging financing and developing the sponsorship mechanism of the project.  The term of the Agreement shall continue until the completion of the project.  At April 30, 2017, the Company has not secured any financing for GIF&DA.

 

 

Agreement for Construction and Agreement of Sale and or Assignment of Assets in Phase One

 

On August 8, 2016, Company entered into a Construction Agreement with Port De Claudius, Inc. (“PDC”). Pursuant to the Construction Agreement, the Company shall perform all tasks and actions required to develop and construct the Port Trajan Pa. commercial properties (the “Project”) and to secure the first and future phases of the financing applicable to the design, planning, engineering, and related soft and hard costs of the construction of the Project.

 

The Project consists of two phases, phase one closing to take place on or before October 14, 2016 (“Phase One”) and phase two to take place on or before August 31, 2017. Due to delays in obtaining funding, the August 31, 2017 Phase Two closing date has been pushed back to a yet-to-be-determined future date. Phase One consists of land purchase and onsite /off site improvement and its estimated cost, for both phases, is $2,000,000,000.  PDC agreed to pay the Company 40% of the cost (i.e $800,000,000), plus 2% over the adjustment for the increase in inflation regardless of the cost to the Company to perform the required services.  A mobilization fee of $2,729,514 shall be due and payable by PDC to the Company upon the closing of Bond funding for Phase One. The bond proceeds from the first tranche are expected to be $950,000,000.  

 

On September 11, 2016, in relation to the August 8, 2016 Construction agreement, the Company, Jewel’s Real-Estate 10-86 Master LLLP (“Jewel”), Global Infrastructure Finance & Development Authority, Inc. (“GIF&DA”), Port De Claudius, Inc., and HSRF Statutory Trust (“HSRF”) entered into an Agreement of Sale and or Assignment of Assets in Phase One pursuant to which the Company agreed to assign and Jewel agreed to sell all rights, title and interest in and to any contractual agreements entered among Ameri Metro, Jewel and other related parties to PDC on completion of Phase One as governed by the Construction Agreement.  The cost of Phase One is $950,000,000. The net Phase One revenue to the Company is expected to be $66,719,514 which includes $33,740,000 from the assignment of the Land Purchase Agreement the Company entered into with Jewel on November 26, 2013, $14,250,000 in consulting fee in relation to the Master Consulting Agreement, $2,729,514 of mobilization fee and $16,000,000 of onsite / offsite improvement fee.  The $66,719,514 revenue will be paid from the proceeds from $950,000,000 bond issuance.  At April 30, 2017, the $950,000,000 bond has not been issued and the land has not been transferred from Jewel to PDC.

 

Note 9 - Income Taxes
Note 9 - Income Taxes

NOTE 9 INCOME TAXES

For the period ended April 30, 2017, the Company has net losses in addition to prior years’ net taxable losses, the result is a net taxable loss carry-forward, and therefore the Company has no tax liability.  The net deferred tax asset generated by the loss carry-forward has been fully reserved. For the periods ended April 30, 2017 and July 31, 2016, the cumulative net operating loss carry-forward from operations is approximately $7,593,000 and $7,265,000; respectively, and will expire beginning in the year 2030

 

 

The cumulative tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows:

 

April 30, 2017

July 31, 2016

Net loss before income taxes per financial statements

$      (6,516,258)

$   (4,447,318)

 

Income tax recovery

2,215,500

2,649,200

Timing difference and other

(2,104,100)

(2,317,600)

Change in valuation allowance

(111,400)

(331,600)

Provision for income taxes

$                   0

$                   0

 

 

 

 

 

 

 

 

 

 

April 30, 2017

July 31, 2016

Deferred tax asset attributable to:

Net operating loss carryover

$      2,581,500

$    2,470,200

Valuation allowance

(2,581,500)

(2,470,200)

Net deferred tax asset

$                    0

$                    0

 

 

Due to the change in ownership provisions of the Tax Reform Act of 1986, the net operating loss carry forwards for Federal income tax reporting purposes are subject to annual limitations.

Note 10 - Subsequent Event
Note 10 - Subsequent Event

NOTE 10 – SUBSEQUENT EVENT

 

Subsequent to April 30, 2017, the Company issued an additional 2,736,000 of Class B common stock in connection with the November 3, 2014 stock split.

Note 1 - Summary of Significant Accounting Policies: Nature of Business (Policies)
Nature of Business

Nature of Business

 

Ameri Metro, Inc. (“Ameri Metro” and the “Company”) was formed to engage primarily in high-speed rail for passenger and freight transportation and related transportation projects.  The Company initially intends to develop a Midwest high-speed rail system for passengers and freight.  Currently the Company is engaged in raising capital and entering into relationships in furtherance of its planned activities.

 

The Company’s activities are subject to significant risks and uncertainties including failure to secure additional funding to properly execute the company’s business plan.

Note 1 - Summary of Significant Accounting Policies: Basis of Presentation (Policies)
Basis of Presentation

Basis of Presentation

 

The accompanying unaudited interim consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s financial statements filed with the SEC on Form 10K.  In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for the consolidated financial statements to be not misleading have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the consolidated financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year 2016 as reported in Form 10K, have been omitted.

Note 1 - Summary of Significant Accounting Policies: Principles of Consolidation (Policies)
Principles of Consolidation

Principles of Consolidation

 

The consolidated financial statements present the financial position, results of operations and cash flows for Ameri Metro, Inc. (“AMI”) and its wholly-owned subsidiary, Global Transportation & Infrastructure, Inc. (“GTI”). Intercompany transactions and balances have been eliminated in consolidation.

 

The financial position, results of operations and cash flows as of, and for the period reported include only the results of operations for AMI as GTI was not formed until December 1, 2010, and was inactive for the period from December 1, 2010 to April 30, 2017.

Note 9 - Income Taxes: The Cumulative Tax Effect At The Expected Rate of 34% of Significant Items Comprising Our Net Deferred Tax Amount Is As Follows (Tables)
The Cumulative Tax Effect At The Expected Rate of 34% of Significant Items Comprising Our Net Deferred Tax Amount Is As Follows:

The cumulative tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows:

 

April 30, 2017

July 31, 2016

Net loss before income taxes per financial statements

$      (6,516,258)

$   (4,447,318)

 

Income tax recovery

2,215,500

2,649,200

Timing difference and other

(2,104,100)

(2,317,600)

Change in valuation allowance

(111,400)

(331,600)

Provision for income taxes

$                   0

$                   0

Note 9 - Income Taxes: Schedule of Deferred Tax Assets and Liabilities (Tables)
Schedule of Deferred Tax Assets and Liabilities

 

April 30, 2017

July 31, 2016

Deferred tax asset attributable to:

Net operating loss carryover

$      2,581,500

$    2,470,200

Valuation allowance

(2,581,500)

(2,470,200)

Net deferred tax asset

$                    0

$                    0

Note 9 - Income Taxes: Schedule of Deferred Tax Assets and Liabilities (Details) (USD $)
Apr. 30, 2017
Jul. 31, 2016
Details
 
 
Net operating loss carryover
$ 2,581,500 
$ 2,470,200 
Valuation allowance
(2,581,500)
(2,470,200)
Represents the monetary amount of NetDeferredTaxAsset, as of the indicated date.
$ 0 
$ 0