CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) |
3 Months Ended | |
|---|---|---|
Oct. 31, 2021 |
Oct. 31, 2020 |
|
| Operating Expenses | ||
| General & Administrative | $ 164,431,181 | $ 2,749,770 |
| Total Operating Expenses | 164,431,181 | 2,749,770 |
| Loss From Operations | (164,431,181) | (2,749,770) |
| Other Expense | ||
| Interest expenses | (200) | (800) |
| Total Other Expense | (200) | (800) |
| Net Loss | $ (164,431,381) | $ (2,750,570) |
| Net Loss Per Share - Basic & Diluted | $ (0.04) | $ (0.00) |
| Weighted Average Common Shares Outstanding - Basic & Diluted | 4,597,207,947 | 3,391,327,000 |
CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT (Unaudited) - USD ($) |
Preferred Stock [Member] |
Common Stock Class A [Member] |
Common Stock Class B [Member] |
Common Stock Class C [Member] |
Common Stock Class D [Member] |
Additional Paid-in Capital [Member] |
Stock Subscription Receivable [Member] |
Accumulated Deficit [Member] |
Total |
|---|---|---|---|---|---|---|---|---|---|
| Balance at Jul. 31, 2020 | $ 2 | $ 2 | $ 2,939 | $ 145 | $ 96 | $ 237,463,587,140 | $ (237,457,597,000) | $ (59,311,348) | $ (53,318,024) |
| Balance, shares at Jul. 31, 2020 | 1,800,000 | 1,684,000 | 2,939,018,899 | 145,045,680 | 96,000,000 | ||||
| Stock-based compensation | 64 | 64 | |||||||
| Issuance of Class B shares at par | $ 400 | (400) | |||||||
| Issuance of Class B shares at par, shares | 400,000,000 | ||||||||
| Issuance of Class C shares at par | $ 23 | (23) | |||||||
| Issuance of Class C shares at par, shares | 23,000,000 | ||||||||
| Issuance of Class C shares at par | $ 23 | (23) | |||||||
| Issuance of Class C shares at par, shares | 23,000,000 | ||||||||
| Shares issued to officers for cash | $ 2 | 9,839,999,998 | (9,840,000,000.00) | ||||||
| Shares issued to officers for cash, shares | 2,400,000 | ||||||||
| Net Loss | (2,750,570) | (2,750,570) | |||||||
| Balance at Oct. 31, 2020 | $ 2 | $ 2 | $ 3,341 | $ 191 | $ 96 | 247,303,586,756 | (247,297,597,000) | (62,061,918) | (56,068,530) |
| Balance, shares at Oct. 31, 2020 | 1,800,000 | 1,684,000 | 3,341,418,899 | 191,045,680 | 96,000,000 | ||||
| Balance at Jul. 31, 2021 | $ 2 | $ 1 | $ 4,289 | $ 191 | $ 114 | 247,303,957,909 | (247,297,597,000) | (65,460,478) | (59,094,972) |
| Balance, shares at Jul. 31, 2021 | 1,800,000 | 1,684,000 | 4,692,037,844 | 191,051,320 | 114,000,000 | ||||
| Stock-based compensation | $ 2 | 164,048,908 | 164,048,910 | ||||||
| Stock-based compensation, shares | 1,600,000 | ||||||||
| Net Loss | (164,431,381) | (164,431,381) | |||||||
| Balance at Oct. 31, 2021 | $ 2 | $ 3 | $ 4,289 | $ 191 | $ 114 | $ 247,468,006,817 | $ (247,297,597,000) | $ (229,891,859) | $ (59,477,443) |
| Balance, shares at Oct. 31, 2021 | 1,800,000 | 3,284,000 | 4,692,037,844 | 191,051,320 | 114,000,000 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
3 Months Ended |
|---|---|
Oct. 31, 2021 | |
| Accounting Policies [Abstract] | |
| 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. 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 condensed consolidated financial statements of the Company. have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, the instructions to Form 10-Q and Article 8 of Regulation S-X, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s financial statements filed with the Securities and Exchange Commission (“SEC”) on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for the unaudited interim condensed 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. The unaudited interim condensed consolidated statements do not include all of the information and notes required by U.S. GAAP for complete financial statements. Notes to the consolidated financial statements which would substantially duplicate the disclosure contained in the audited consolidated financial statements for the most recent fiscal year 2021 as reported in Form 10-K, have been omitted. Principles of Consolidation and Investments The consolidated financial statements present the financial position, results of operations and cash flows for Ameri Metro 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 the results of operations for Ameri Metro and GTI. The Company accounts for all investments where it has significant influence over the investee and related ownership of greater than 20% and less than 50% ownership. The Company evaluates all investees to determine if they are considered variable interest entities. The Company does not believe it has any variable interest entities where it is the primary beneficiary of the investee, nor is the Company required to absorb or guarantee debt obligations and net losses of any of its investees. Participating Profits Interest As at October 31, 2021 and 2020, the Company has a 25% participating profits interest in nineteen related entities and a 10% participating profit in one other entity. The remaining 75% participating profits interest (and 100% voting control) is owned by the Company’s majority shareholder, Chairman of the Board of Directors and Chief Executive Officer. These entities have had no operations, assets, or liabilities, and as of October 31, 2021 and 2020, the Company’s participating profits interest in these companies was $0. On October 29th, 2021, Jewel’s Real Estate 1086 MASTER LLLP Pennsylvania partnership established in 1997, and Ameri Metro, Infrastructure Cryptocurrency Inc., a Delaware company (together, “Seller”) established in 2021, and Ameri Metro, Inc., a Delaware company (“Buyer”) established in 2011 entered into a Real Property’s Purchase of Development Rights and Sale Agreement (the “Agreement”). Pursuant to the Agreement, Seller provided Buyer all rights to develop and acquire easements and other rights that relate to certain real property consisting of 4,443 single-family building lots, two golf courses, 30 acres of commercial mixed-use land, 20 acres for development of public schools, 20 acres for construction of civic buildings, and land for construction of sewer treatment facilities, located in California (the “Property”). The purchase price for the Property (the “Purchase Price”) is Three Hundred Million Dollars ($300,000,000.00). Pursuant to this Agreement, Buyer paid to Seller an Option Fee in the form of shares of stock of Ameri Metro, Inc., equal to Thirty Million Dollars ($30,000,000.00) in the form of class B shares (6,383 shares) for a negotiated price of $4,700 per share. The class B shares were loaned to the Company from Ameri Metro Inc. Trust. Jewel’s Real Estate 1086 MASTER LLLP is owned by the daughter of the CEO, Chairman and Founder of Ameri Metro, Inc. F-5 The Company’s management has determined that acquisition of the Property does not constitute a business under S-X 3-05 and Item 2.01 of Form 8-K with reference to S-X 11-01(d) nor does the asset acquisition meet the business criteria under ASC-MG and ASC 805 for accounting purposes. Therefore, no historical financial statements are required to be provided. Until the deed of trust is transferred from Jewel Real Estate 1086 MASTER LLLP to Ameri Metro, Inc., management will treat the contractual assets transferred as an indefinite life intangible asset, subject to annual impairment analysis. Upon transfer of the deed of trust to Ameri Metro, Inc. management will fully conduct a thorough accounting of the assets transferred in accordance with U.S. GAAP. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the year. Management bases its estimates on historical experience and on other assumptions considered to be reasonable under the circumstances. However, actual results may differ from the estimates. Loss Per Share Basic loss per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. Due to loss for the period ended October 31, 2021 and 2020, the outstanding options are anti-dilutive. As a result, the computations of net loss per common shares is the same for both basic and fully diluted common stock. Potentially dilutive securities, which includes 24,420,000 and 10,490,000 stock options as at October 31, 2021, and 2020, have been excluded from the computation of diluted net loss per share because the effect of their inclusion would have been antidilutive. Recent Accounting Pronouncements In December 2019, the FASB issued a new standard to simplify the accounting for income taxes. The guidance eliminates certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences related to changes in ownership of equity method investments and foreign subsidiaries. The guidance also simplifies aspects of accounting for franchise taxes and enacted changes in tax laws or rates, and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. The standard will be effective for us beginning August 1, 2021. Management determined that the adoption of this new standard had no material impact on our consolidated financial statements. There were no other accounting pronouncements to be adopted or required to be adopted in the quarter ended October 31, 2021. For the impact of potential announcements on the Company’s Fiscal 2022 financial statements please see the July 31, 2021 Form 10-K. |
GOING CONCERN |
3 Months Ended |
|---|---|
Oct. 31, 2021 | |
| Going Concern [Abstract] | |
| GOING CONCERN |
NOTE 2 – GOING CONCERN These unaudited condensed 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, management’s business strategy involves commencing development of various economic development projects and closing of acquisitions that are expected to be profitable subject to the availability of financing to make these projects and acquisitions commercially successful. As at October 31, 2021, the Company has continuing losses from operations. 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 our coins for consumptive use, 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 consolidated financial statements do not include any adjustment that might be necessary if the Company is unable to continue as a going concern. |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES - RELATED PARTIES |
3 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Oct. 31, 2021 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Payables and Accruals [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| ACCOUNTS PAYABLE AND ACCRUED EXPENSES - RELATED PARTIES |
NOTE 3 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES – RELATED PARTIES As of October 31, 2021, $59,033,333 (July 31, 2021 - $58,721,593 ) is accrued in relation to various employment agreements, directorship agreements, audit committee agreements and other payables. F-6 To enhance disclosures although not required under US GAAP, as the balances and transactions are already disclosed throughout this Form 10-Q, or have not materially changed since our July 31, 2021 Form 10-K. The Company has summarized the related party balances as of October 31, 2021 and July 31, 2021 and the transactions between related parties recorded for the three months ended October 31, 2021 and 2020 below:
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
LOANS PAYABLE - RELATED PARTY |
3 Months Ended |
|---|---|
Oct. 31, 2021 | |
| Related Party Transactions [Abstract] | |
| LOANS PAYABLE - RELATED PARTY |
NOTE 4 – LOANS PAYABLE – RELATED PARTY As of October 31, 2021, $444,217 (July 31, 2021 - $378,216) is due to the majority shareholder as he paid expenses on behalf of the Company. The amount is unsecured, bears interest at 1% per annum and is due on demand. |
CAPITAL STOCK |
3 Months Ended |
|---|---|
Oct. 31, 2021 | |
| Stockholders' Equity Note [Abstract] | |
| CAPITAL STOCK |
NOTE 5 – CAPITAL STOCK On September 13, 2021, the Company issued 1,600,000 Class A shares to its Founder, Chairman and CEO, which recorded as compensation expense in the consolidated statements of operations. |
SHARE BASED COMPENSATION |
3 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Oct. 31, 2021 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based Payment Arrangement [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| SHARE BASED COMPENSATION |
NOTE 6 – SHARE BASED COMPENSATION On March 8, 2016, the Company adopted a stock option plan named 2015 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. During the three months ended October 31, 2021 and 2020, the Company recorded stock-based compensation of $164,048,908 and $64 on the consolidated statement of operations for all stock based compensation. On June 12, 2019, the Company amended Equity Incentive Plans, Subscription Agreements and Equity Agreements so that options issued after June 12, 2019 would have a strike price equal to the market price at that grant date. The outstanding equity compensation is as follows:
F-7 A summary of the Company’s stock option activity is as follow:
All Officer and Director Share Options and Share Based Compensation are fully vested. The only share options that are not fully vested are the WSMG advisory stock options as they are contingent upon the Company listing on the NYSE and / or the NASDAQ. The fair value of each share option granted was estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions:
At October 31, 2021 and 2020, there was approximately $166 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 October 31, 2021 and 2020. |
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
COMMITMENTS AND CONTINGENCIES |
3 Months Ended |
|---|---|
Oct. 31, 2021 | |
| Commitments and Contingencies Disclosure [Abstract] | |
| COMMITMENTS AND CONTINGENCIES |
NOTE 7 – COMMITMENTS AND CONTINGENCIES Related and Non-related Party Agreements The Company has entered into agreements with related and non-related parties for identified projects. As of October 31, 2020 and through October 31, 2021 the Company has no commitments or obligations under these agreements due to lack of financing and the need for a feasibility study before each project is begun. The Company will be committed to perform agreed upon services once feasibility study is complete and financing is available. There were no material changes in the Company’s commitments and contingencies since filing its July 31, 2021 Form 10-K. |
INCOME TAXES |
3 Months Ended |
|---|---|
Oct. 31, 2021 | |
| Income Tax Disclosure [Abstract] | |
| INCOME TAXES |
NOTE 8 – INCOME TAXES At October 31, 2021 and July 31, 2021, the Company’s deferred tax assets consisted of principally net operating loss carry forwards. The material reconciling items between the tax benefit computed at the statutory rate and the actual benefit recognized in the financial statements consisted of accrued expenses and the change in the valuation allowance during the applicable period. The Company has recorded a 100% valuation allowance as management is uncertain that the Company will realize the deferred tax assets, which as of July 31, 2021 were 100% related to carry forward net operating losses. The Company has not filed its federal and state tax returns for the year ended July 31, 2021 and has filed its federal and state tax returns for the year ended July 31, 2020. The Net operating losses (“NOLs”) for July 31, 2021 will not be available to reduce future taxable income until the returns are filed. Assuming these returns are filed, as of July 31, 2021, the Company had approximately $8.8 million of federal and state net operating losses that may be available to offset future taxable income. The Company due to the complicated nature of the transactions closed in the first quarter October 31, 2021, are determining the impact of the transactions from an accounting and tax perspective, if any. Additionally, the contract asset acquired during the three months ended October 31, 2021, has real property attached to the intangible but the deed of trust has not transferred to Ameri Metro, Inc., therefore its too complicated to effectively determine the tax implications of this transaction at this time. The Company will update the transaction tax implications which will determine the accounting for income taxes. However, due to continued losses it is expected at this time that the tax implications for accounting purposes would indicate and require full valuation allowance and any changes to the deferred tax assets and liabilities would not be material to investors. The tax years 2014 to 2021 remain open to examination by the major taxing jurisdictions to which the Company is subject. |
SUBSEQUENT EVENTS |
3 Months Ended |
|---|---|
Oct. 31, 2021 | |
| Subsequent Events [Abstract] | |
| SUBSEQUENT EVENTS |
NOTE 9 – SUBSEQUENT EVENTS On November 30, 2021, Global Infrastructure Finance and Development Authority approved $300,000,000 in Ameri Coin and $300,000,000 in Crypto Infrastructure Bond as a first draw on a $1B grant package. The Company will use $270,000,000 of the Ameri Coin grant to settle $270,000,000 liability associated with the October 29, 2021 acquisition of the residential and commercial property in California. The grants would thereafter be used toward other economic development opportunities world-wide. |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) |
3 Months Ended |
|---|---|
Oct. 31, 2021 | |
| Accounting Policies [Abstract] | |
| 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. 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 |
Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements of the Company. have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, the instructions to Form 10-Q and Article 8 of Regulation S-X, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s financial statements filed with the Securities and Exchange Commission (“SEC”) on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for the unaudited interim condensed 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. The unaudited interim condensed consolidated statements do not include all of the information and notes required by U.S. GAAP for complete financial statements. Notes to the consolidated financial statements which would substantially duplicate the disclosure contained in the audited consolidated financial statements for the most recent fiscal year 2021 as reported in Form 10-K, have been omitted. |
| Principles of Consolidation and Investments |
Principles of Consolidation and Investments The consolidated financial statements present the financial position, results of operations and cash flows for Ameri Metro 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 the results of operations for Ameri Metro and GTI. The Company accounts for all investments where it has significant influence over the investee and related ownership of greater than 20% and less than 50% ownership. The Company evaluates all investees to determine if they are considered variable interest entities. The Company does not believe it has any variable interest entities where it is the primary beneficiary of the investee, nor is the Company required to absorb or guarantee debt obligations and net losses of any of its investees. |
| Participating Profits Interest |
Participating Profits Interest As at October 31, 2021 and 2020, the Company has a 25% participating profits interest in nineteen related entities and a 10% participating profit in one other entity. The remaining 75% participating profits interest (and 100% voting control) is owned by the Company’s majority shareholder, Chairman of the Board of Directors and Chief Executive Officer. These entities have had no operations, assets, or liabilities, and as of October 31, 2021 and 2020, the Company’s participating profits interest in these companies was $0. On October 29th, 2021, Jewel’s Real Estate 1086 MASTER LLLP Pennsylvania partnership established in 1997, and Ameri Metro, Infrastructure Cryptocurrency Inc., a Delaware company (together, “Seller”) established in 2021, and Ameri Metro, Inc., a Delaware company (“Buyer”) established in 2011 entered into a Real Property’s Purchase of Development Rights and Sale Agreement (the “Agreement”). Pursuant to the Agreement, Seller provided Buyer all rights to develop and acquire easements and other rights that relate to certain real property consisting of 4,443 single-family building lots, two golf courses, 30 acres of commercial mixed-use land, 20 acres for development of public schools, 20 acres for construction of civic buildings, and land for construction of sewer treatment facilities, located in California (the “Property”). The purchase price for the Property (the “Purchase Price”) is Three Hundred Million Dollars ($300,000,000.00). Pursuant to this Agreement, Buyer paid to Seller an Option Fee in the form of shares of stock of Ameri Metro, Inc., equal to Thirty Million Dollars ($30,000,000.00) in the form of class B shares (6,383 shares) for a negotiated price of $4,700 per share. The class B shares were loaned to the Company from Ameri Metro Inc. Trust. Jewel’s Real Estate 1086 MASTER LLLP is owned by the daughter of the CEO, Chairman and Founder of Ameri Metro, Inc. F-5 The Company’s management has determined that acquisition of the Property does not constitute a business under S-X 3-05 and Item 2.01 of Form 8-K with reference to S-X 11-01(d) nor does the asset acquisition meet the business criteria under ASC-MG and ASC 805 for accounting purposes. Therefore, no historical financial statements are required to be provided. Until the deed of trust is transferred from Jewel Real Estate 1086 MASTER LLLP to Ameri Metro, Inc., management will treat the contractual assets transferred as an indefinite life intangible asset, subject to annual impairment analysis. Upon transfer of the deed of trust to Ameri Metro, Inc. management will fully conduct a thorough accounting of the assets transferred in accordance with U.S. GAAP. |
| Use of Estimates |
Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the year. Management bases its estimates on historical experience and on other assumptions considered to be reasonable under the circumstances. However, actual results may differ from the estimates. |
| Loss Per Share |
Loss Per Share Basic loss per share is calculated by dividing the Company’s net loss applicable to common shareholders by the weighted average number of common shares during the period. Diluted earnings per share is calculated by dividing the Company’s net income available to common shareholders by the diluted weighted average number of shares outstanding during the period. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted for any potentially dilutive debt or equity. Due to loss for the period ended October 31, 2021 and 2020, the outstanding options are anti-dilutive. As a result, the computations of net loss per common shares is the same for both basic and fully diluted common stock. Potentially dilutive securities, which includes 24,420,000 and 10,490,000 stock options as at October 31, 2021, and 2020, have been excluded from the computation of diluted net loss per share because the effect of their inclusion would have been antidilutive. |
| Recent Accounting Pronouncements |
Recent Accounting Pronouncements In December 2019, the FASB issued a new standard to simplify the accounting for income taxes. The guidance eliminates certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities for outside basis differences related to changes in ownership of equity method investments and foreign subsidiaries. The guidance also simplifies aspects of accounting for franchise taxes and enacted changes in tax laws or rates, and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. The standard will be effective for us beginning August 1, 2021. Management determined that the adoption of this new standard had no material impact on our consolidated financial statements. There were no other accounting pronouncements to be adopted or required to be adopted in the quarter ended October 31, 2021. For the impact of potential announcements on the Company’s Fiscal 2022 financial statements please see the July 31, 2021 Form 10-K. |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES - RELATED PARTIES (Tables) |
3 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Oct. 31, 2021 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Payables and Accruals [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Expenditure Incurred |
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Transactions of Company and Related Parties |
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
SHARE BASED COMPENSATION (Tables) |
3 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Oct. 31, 2021 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based Payment Arrangement [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Share Based Compensation |
The outstanding equity compensation is as follows:
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Summary of Stock Option Activity |
F-7 A summary of the Company’s stock option activity is as follow:
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Fair Value of Each Option Granted Weighted Average Assumptions |
The fair value of each share option granted was estimated on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions:
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) |
1 Months Ended | 3 Months Ended | |
|---|---|---|---|
Oct. 29, 2021 |
Oct. 31, 2021 |
Oct. 31, 2020 |
|
| Related Party Transaction [Line Items] | |||
| Participating profits interest | $ 0 | $ 0 | |
| Potentially dilutive securities stock options excluded from computation of diluted net loss per share | 24,420,000 | 10,490,000 | |
| Property [Member] | |||
| Related Party Transaction [Line Items] | |||
| Purchase price | $ 300,000,000.00 | ||
| Property [Member] | Class B Common Stock [Member] | |||
| Related Party Transaction [Line Items] | |||
| Shares issued under acquisition | 6,383 | ||
| Per share price of acquisition | $ 4,700 | ||
| One other entity [Member] | |||
| Related Party Transaction [Line Items] | |||
| Participating profits interest | 10.00% | ||
| Majority Shareholder [Member] | |||
| Related Party Transaction [Line Items] | |||
| Participating profits interest, percentage | 75.00% | ||
| Participating profits interest, voting control | 100.00% | ||
| Nineteen related entities [Member] | |||
| Related Party Transaction [Line Items] | |||
| Participating profits interest | 25.00% | ||
ACCOUNTS PAYABLE AND ACCRUED EXPENSES - RELATED PARTIES (Narrative) (Details) - USD ($) |
Oct. 31, 2021 |
Jul. 31, 2021 |
|---|---|---|
| Payables and Accruals [Abstract] | ||
| Accrued compensation expenses - related parties | $ 59,033,333 | $ 58,721,593 |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES - RELATED PARTIES (Schedule of Expenditure Incurred) (Details) - USD ($) |
Oct. 31, 2021 |
Jul. 31, 2021 |
|---|---|---|
| Payables and Accruals [Abstract] | ||
| Accrued Interest - Related Parties | $ 2,705 | $ 2,505 |
| Accrued Consulting Fees - Related Parties | 1,249,006 | 1,249,006 |
| Due to related parties | 1,060 | 1,060 |
| Accrued Compensation - Audit Committee | 1,530,000 | 1,530,000 |
| Accrued Compensation - Officers and Directors | 49,949,059 | 49,949,059 |
| Total | $ 52,731,830 | $ 52,731,630 |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES - RELATED PARTIES (Schedule of Transactions of Company and Related Parties) (Details) - USD ($) |
3 Months Ended | |
|---|---|---|
Oct. 31, 2021 |
Oct. 31, 2020 |
|
| Payables and Accruals [Abstract] | ||
| Share Based Compensation - Shares issued to CEO | $ 164,040,387 | |
| Share Based Compensation - Stock Based Options issued | 8,522 | 64 |
| Officers Salaries | 1,300,000 | |
| Director | 487,500 | |
| Audit Committee | 90,000 | |
| Majority Shareholder | 375,000 | |
| Total | $ 164,048,909 | $ 2,252,564 |
CAPITAL STOCK (Details) |
Sep. 13, 2021
shares
|
|---|---|
| Class A Common Stock [Member] | Founder, Chairman and CEO [Member] | |
| Capital Unit [Line Items] | |
| Shares issued | 1,600,000 |
SHARE BASED COMPENSATION (Narrative) (Details) - USD ($) |
3 Months Ended | ||
|---|---|---|---|
Oct. 31, 2021 |
Oct. 31, 2020 |
Jul. 31, 2021 |
|
| Share-based Payment Arrangement [Abstract] | |||
| Stock-based compensation | $ 164,048,908 | $ 64 | |
| Unrecognized compensation costs related to non-vested stock-based compensation | 166 | ||
| Intrinsic value associated with outstanding stock options | |||
SHARE BASED COMPENSATION (Schedule of Share Based Compensation) (Details) - shares |
3 Months Ended | |
|---|---|---|
Oct. 31, 2021 |
Oct. 31, 2020 |
|
| Share-based Payment Arrangement [Abstract] | ||
| Total Shares Outstanding | 2,000,000 | 2,000,000 |
| Total Shares Exercisable | 2,000,000 | 2,000,000 |
| Total Shares and Options Outstanding | 26,240,000 | 12,890,000 |
| Total Shares and Options Exercisable | 24,040,000 | 8,400,000 |
SHARE BASED COMPENSATION (Schedule of Summary of Stock Option Activity) (Details) - USD ($) |
3 Months Ended | 12 Months Ended | ||
|---|---|---|---|---|
Oct. 31, 2021 |
Oct. 31, 2020 |
Jul. 31, 2021 |
Jul. 31, 2020 |
|
| Number of Options | ||||
| Outstanding | 21,630,000 | 10,890,000 | 10,890,000 | |
| Granted | 2,610,000 | |||
| Exercised | ||||
| Outstanding | 24,240,000 | 10,890,000 | 21,630,000 | 10,890,000 |
| Exercisable | 22,040,000 | 6,400,000 | ||
| Weighted Average Exercise Price | ||||
| Outstanding | $ 637.76 | $ 134.82 | $ 134.82 | |
| Granted | 4,566.00 | |||
| Exercised | ||||
| Outstanding | 1,060.72 | 134.82 | $ 637.76 | $ 134.82 |
| Exercisable | $ 1,114.26 | $ 189.43 | ||
| Weighted Average Remaining Contractual Term | ||||
| Outstanding | 20 years 9 months 3 days | 30 years | 19 years 7 months 24 days | 30 years |
| Granted | 30 years | |||
| Exercisable | 20 years 9 months 3 days | 30 years | ||
| Aggregate Intrinsic Value | ||||
| Outstanding | ||||
| Granted | ||||
| Exercised | ||||
| Outstanding | ||||
SHARE BASED COMPENSATION (Schedule of Fair Value of Each Option Granted Weighted Average Assumptions) (Details) |
3 Months Ended | |
|---|---|---|
Oct. 31, 2021 |
Oct. 31, 2020 |
|
| Share-based Payment Arrangement [Abstract] | ||
| Expected dividend yield | 0.00% | 0.00% |
| Expected volatility | 17.00% | 150.00% |
| Expected life (in years) | 30 years | 10 years |
| Risk-free interest rate | 0.14% | 0.92% |
INCOME TAXES (Narrative) (Details) - USD ($) $ in Millions |
3 Months Ended | 12 Months Ended |
|---|---|---|
Oct. 31, 2021 |
Jul. 31, 2021 |
|
| Income Tax Disclosure [Abstract] | ||
| Percentage of valuation allowance as management is uncertain that Company will realize the deferred tax assets | 100.00% | |
| Percentage of carry forward net operating losses | 100.00% | |
| Federal and state net operating losses | $ 8.8 |
SUBSEQUENT EVENTS (Details) - Subsequent Event [Member] - Global Infrastructure Finance and Development Authority [Member] |
1 Months Ended |
|---|---|
|
Nov. 30, 2021
USD ($)
| |
| Ameri Coin [Member] | |
| Subsequent Event [Line Items] | |
| Amount of package grant | $ 300,000,000 |
| Settlement of liability | 270,000,000 |
| Crypto Infrastructure Bond [Member] | |
| Subsequent Event [Line Items] | |
| Amount of package grant | $ 300,000,000 |