CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) |
12 Months Ended | |
|---|---|---|
Jul. 31, 2019 |
Jul. 31, 2018 |
|
| OPERATING EXPENSES | ||
| General and administrative | $ 9,335,975 | $ 10,800,569 |
| TOTAL OPERATING EXPENSES | 9,335,975 | 10,800,569 |
| LOSS FROM OPERATIONS | (9,335,975) | (10,800,569) |
| OTHER INCOME (EXPENSE) | ||
| Interest expense | (65,016) | (46,949) |
| TOTAL OTHER INCOME (EXPENSE) | (65,016) | (46,949) |
| NET LOSS | $ (9,400,991) | $ (10,847,518) |
| LOSS PER COMMON SHARE - BASIC AND DILUTED | $ (0.01) | $ (0.01) |
| WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - BASIC AND DILUTED | 1,106,409,857 | 1,088,490,659 |
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT - 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, 2017 | $ 2 | $ 2 | $ 991 | $ 48 | $ 48 | $ 5,593,594 | $ (47,000) | $ (29,977,275) | $ (24,429,590) |
| Balance, shares at Jul. 31, 2017 | 1,800,000 | 1,600,000 | 990,890,659 | 48,000,000 | 48,000,000 | ||||
| Stock-based compensation | 315 | 315 | |||||||
| Net loss | (10,847,518) | (10,847,518) | |||||||
| Balance at Jul. 31, 2018 | $ 2 | $ 2 | $ 991 | $ 48 | $ 48 | 5,593,909 | (47,000) | (40,824,793) | (35,276,793) |
| Balance, shares at Jul. 31, 2018 | 1,800,000 | 1,600,000 | 990,890,659 | 48,000,000 | 48,000,000 | ||||
| Shares issued for option exercise | $ 16 | 1,583,549,984 | (1,583,550,000) | ||||||
| Shares issued for option exercise, shares | 15,610,000 | 15,610,000 | |||||||
| Stock-based compensation | 343 | $ 5,493 | |||||||
| Shares issued for services | $ 2 | 149 | 151 | ||||||
| Shares issued for services, shares | 2,050,000 | ||||||||
| Shares issued for amended opportunity licensing agreement | $ 54 | $ 13,429 | $ 13,483 | ||||||
| Shares issued for amended opportunity licensing agreement, shares | 53,931,475 | ||||||||
| Shares issued pursuant to stock split | 40,000 | ||||||||
| Net loss | $ (9,400,991) | $ (9,400,991) | |||||||
| Balance at Jul. 31, 2019 | $ 2 | $ 2 | $ 1,063 | $ 48 | $ 48 | $ 1,589,157,814 | $ (1,583,597,000) | $ (50,225,784) | $ (44,663,807) |
| Balance, shares at Jul. 31, 2019 | 1,800,000 | 1,600,000 | 1,062,522,134 | 48,000,000 | 48,000,000 |
NATURE OF BUSINESS |
12 Months Ended |
|---|---|
Jul. 31, 2019 | |
| Nature Of Business | |
| NATURE OF BUSINESS | NOTE 1 – 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. In December 2019, an outbreak of a new strain of coronavirus (“COVID-19”) began in Wuhan, Hubei Province, China. In March 2020, the World Health Organization declared COVID-19 a pandemic. The COVID-19 pandemic has negatively impacted the global economy, disrupted global supply chains and created significant volatility and disruption of financial markets. The extent of the impact of the COVID-19 pandemic on our ability to secure funding and to execute our business plans in the expected time frame, will depend on future developments, including the duration and spread of the pandemic, all of which are uncertain and cannot be predicted. The management team is closely following the progression of COVID-19 and its potential impact on the Company. Since the Company is not currently trading and has not begun full-scale operations, there is minimal impact on the Company’s current financial condition. The Company sees an opportunity for additional U.S. projects given the Administration’s interest in advancing a $2 Trillion infrastructure package. Although the Company expects a significant reduction in GDP globally, the Company anticipates a return to growth later in the fiscal year 2020. Management will continue to monitor the situation and take appropriate actions when the Company is capitalized. |
GOING CONCERN |
12 Months Ended |
|---|---|
Jul. 31, 2019 | |
| Going Concern [Abstract] | |
| 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 July 31, 2019, the Company has a working capital deficiency of $43,506,607 and has accumulated losses of $50,225,784 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. |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
12 Months Ended |
|---|---|
Jul. 31, 2019 | |
| Accounting Policies [Abstract] | |
| SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation The consolidated financial statements present the financial position, results of operations and cash flows for Ameri Metro and its wholly-owned subsidiaries, Global Transportation & Infrastructure, Inc. (“GTI”) and Ameri Metro Ireland Ltd. (“AMI”). 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 Ameri Metro as GTI was inactive for the period from December 1, 2010 to July 31, 2019, and AMI and was inactive for the period from June 13, 2018 to July 31, 2019. Accounting Basis The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“GAAP” accounting). The Company has adopted a July 31 fiscal year end. Basis of Presentation The financial statements of the Company have been prepared in accordance with GAAP accounting and are presented in US dollars. Investment in Related Companies As at July 31, 2019, the Company has a 25% ownership interest in sixteen related entities. The remaining 75% ownership interest (and 100% voting control) is owned by the Company’s majority shareholder. These entities have had no operations, no assets other than the 33,931,475 shares of common stock of the Company, and no liabilities, as of July 31, 2019. Participating Profits Interest As at July 31, 2019, the Company has a 10% participating profits interest in a project. The remaining 90% participating profits interest (and 100% voting control) is owned by the Company’s majority shareholder. As of July 31, 2019, the project has not commenced and the Company’s participating profits interest in the project was $0. Financial Instruments According to FASB ASC 820, Fair Value Measurements and Disclosures, fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Guidance under ACS 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Observable inputs such as quoted prices in active markets; Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The Company's financial instruments consist of cash, accounts payable, and loans payable to related parties. The carrying amounts of these financial instruments approximate fair value due either to length of maturity or interest rates that approximate prevailing rates unless otherwise disclosed in these financial statements. Property and Equipment The capital assets are being depreciated over their estimated useful lives using the straight-line method of depreciation. Office equipment has a useful life of five years. Concentrations of Credit Risk The Company maintains its cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. The Company continually monitors its banking relationships and consequently has not experienced any losses in such accounts. The Company believes it is not exposed to any significant credit risk on cash and cash equivalents. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles of the United States 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. Income (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 year. 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 years ended July 31, 2019 and 2018, 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 include 12,500,000 and 22,000,000 stock options as at July 31, 2019 and 2018, have been excluded from the computation of diluted net loss per share because the effect of their inclusion would have been anti-dilutive. Income Taxes Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the temporary differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. It is the Company’s policy to classify interest and penalties on income taxes as interest expense or penalties expense. As of July 31, 2019, there have been no interest or penalties incurred on income taxes. Stock-Based Compensation The Company accounts for employee stock-based compensation including grants of employee stock options, based on their fair values. The fair value of the equity instrument is charged directly to compensation expense and credited to additional paid-in capital over the period during which services are rendered. Stock options and warrants issued to consultants and other non-employees as compensation for services provided to the Company are accounted for based upon the fair value of the services provided or the estimated fair market value of the option or warrant, whichever can be more clearly determined. The fair value of the equity instrument is charged directly to compensation expense and additional paid-in capital over the period during which services are rendered. Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which, among other things, requires lessees to recognize most leases on their balance sheets related to the rights and obligations created by those leases. The new standard also requires new disclosures to help financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. The amendments in this update should be applied under a modified retrospective approach. The new standard is effective for annual reporting periods beginning after December 15, 2018. Early adoption is permitted. Management does not plan to early adopt this guidance. The Company’s only lease as at August 1, 2019 is a month-to-month rent agreement for office space. The month-to-month rent agreement is considered a lease with a term of 12 months or less. As the leases standard does not require lessees to apply the guidance to arrangements with a lease term of 12 months or less, the Company expects the new standard to have no material impact on its consolidated financial statements. The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
PROPERTY AND EQUIPMENT |
12 Months Ended | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jul. 31, 2019 | ||||||||||||||||
| Property, Plant and Equipment [Abstract] | ||||||||||||||||
| PROPERTY AND EQUIPMENT | NOTE 4 - PROPERTY AND EQUIPMENT Property and equipment consist of the following as of July 31, 2019 and 2018:
Depreciation expense totaled $470 and $526 for the years ended July 31, 2019 and 2018, respectively. |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES - RELATED PARTIES |
12 Months Ended |
|---|---|
Jul. 31, 2019 | |
| Payables and Accruals [Abstract] | |
| ACCOUNTS PAYABLE AND ACCRUED EXPENSES - RELATED PARTIES | NOTE 5 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES – RELATED PARTIES As of July 31, 2019, $40,605,372 (2018 - $31,720,348) is accrued in relation to various employment agreements, directorship agreements and audit committee agreements as described in Note 10. At July 31, 2019, the Company is indebted to the majority shareholder for $1,315,350 (2018 - $1,282,361) for accrued interest of $66,344 on related party loans and $1,249,006 of consulting fees owed. At July 31, 2019 and 2018, the Company is indebted to three directors of the Company for an aggregate of $1,050 for expenditures incurred on behalf of the Company. The amount is unsecured, non-interest bearing and due on demand. |
LOANS PAYABLE - RELATED PARTIES |
12 Months Ended |
|---|---|
Jul. 31, 2019 | |
| Related Party Transactions [Abstract] | |
| LOANS PAYABLE - RELATED PARTIES | NOTE 6 – LOANS PAYABLE – RELATED PARTIES As of July 31, 2018, $978,745 is due to the majority shareholder as they paid expenses on behalf of the Company, of which $521,737 is unsecured, non-interest bearing and due on demand, $449,408 is due on October 31, 2018 with an interest rate of 3.50% per annum, $7,600 is due on demand with an interest rate of 2% per annum. Effective August 1, 2018 the loans were consolidated with the repayment term extended to April 30, 2021 at an interest rate of 3% per annum. As of July 31, 2019, $1,157,924 is due a company owned by the majority shareholder. At July 31, 2019 and 2018, accrued interest on these loans is $66,651 and $33,662, respectively, which is included in accounts payable and accrued expenses – related parties. |
STOCK PAYABLE |
12 Months Ended |
|---|---|
Jul. 31, 2019 | |
| Stock Payable [Abstract] | |
| STOCK PAYABLE | NOTE 7 – STOCK PAYABLE Effective October 2, 2014, the Company entered into an employment agreement with Mr. Shah Mathias (the Company’s founder and a majority shareholder) for the Head of Mergers and Acquisitions and Business Development, and as non-board member President (See Note 9). According to the agreement, the Company agreed to issue stock options of 1.2% of all authorized stock capitalization to Mr. Shah Mathias at the time of appointment. In addition, the Company agreed to issue shares of common stock equal to 10% of any shares issued under a public offering pursuant to a Form S-1 registration statement; and if shares are issued at such time to any other party Mr. Shah Mathias is to be issued an equal amount of shares. As of July 31, 2019, the Company has not completed its public offering pursuant to a Form S-1 registration statement. On April 3, 2015, the Company amended the employment agreement to eliminate the requirement to issue stock options of 1.2% of all authorized stock capitalization and, instead, agreed to issue Mr. Shah Mathias a total of 1.2% of Class A and Class B shares of common stock, and 1% of Class C and D shares of common stock at the time of the amendment. As of July 31, 2019, the Company has issued 48,000,000 shares of Class D common stock and 43,200,000 shares of Class C common stock pursuant to the employment agreement, and recorded $13,281 of stock payable for unissued stock consisting of 84,000 unissued Class A common stock, 4,800,000 unissued Class B common stock, and 48,000,000 unissued Class D Stock. |
CAPITAL STOCK |
12 Months Ended |
|---|---|
Jul. 31, 2019 | |
| Stockholders' Equity Note [Abstract] | |
| CAPITAL STOCK | NOTE 8 – CAPITAL STOCK
The Company currently has authorized 12,207,000,000 shares, consisting of 12,007,000,000 shares of common stock with a par value of $0.000001 per share and 200,000,000 shares of preferred stock with a par value of $0.000001 per share. The pertinent rights and privileges of the authorized capital stock is as follows: • Class A common stock – 7,000,000 shares, each share having a 1000:1 voting right compared to all other classes of shares and have equal dividend rights as all other classes of shares, and a par value of $.000001 per share; • Class B common stock – 4,000,000,000 shares, each share with 1 vote, dividend rights, and a par value $0.000001 per share; • Class C common stock (a/k/a Equity Participation Dividend Shares) – 4,000,000,000 shares with no voting rights, but with dividend rights, and a par value of $0.000001 per share. The Company may issue these shares as it deems necessary, for the purposes including but not limited to: purchasing goods and services for the Company; serving as an investment vehicle in acquisitions; for engaging in long term and short term joint ventures; for engaging in single purpose joint ventures; purchasing commodities, supplies, equipment and other tangible items for current and future projects; for engaging in like-kind exchanges as authorized by Internal Revenue Code Section 1031; for purchase of stocks and other securities; for purchase of real estate; for employee awards; and such other lawful purposes not in conflict with the said Board resolution, the Company Bylaws or applicable law and regulations. In the event Class C shares are used to purchase or complete a project, the initial 7% of the net profits are distributed to the applicable class shareholders. Thereafter, all classes of stock share equally in any dividends; • Class D common stock (a/k/a Equity Participation Shares) – 4,000,000,000 shares with no voting rights, no dividend rights, and a par value of $0.000001 per share. The Company may issue these shares as it deems necessary, for the following purposes but not limited to: purchasing goods and services for the Company; serving as an investment vehicle in acquisitions; for engaging in long term and short term joint ventures; for engaging in single purpose joint ventures; purchasing commodities, supplies, equipment and other tangible items for current and future projects; for engaging in like-kind exchanges as authorized by Internal Revenue Code Section 1031; for purchase of stocks and other securities; for purchase of real estate; for employee awards; and such other lawful purposes not in conflict with the said Board resolution, the Company Bylaws or applicable law and regulations. In the event Class D shares are used to purchase or complete a project, the initial 7% of the net profits are distributed to the applicable class shareholders. Thereafter, all classes of stock share equally in any dividends; and • Preferred stock – 200,000,000 shares with no voting rights, no dividend rights, and a par value of $0.000001 per share. There were no common stock transactions during the year ended July 31, 2018. On August 20, 2018, the Company reserved 100,000,000 Class B shares of common stock in the name of the Ameri Metro, Inc. 2015 Equity Incentive Plan. The shares are being administered by HSRF Statutory Trust on behalf of the Company. Upon exercise of stock options granted pursuant to the 2015 Equity Incentive Plan, HSRF Statutory Trust will issue the relevant employee, director or consultant shares from trust. On August 20, 2018, the Company reserved 100,000,000 Class B shares of common stock in the name of the Ameri Metro, Inc. 2018 Equity Incentive Plan. The shares are being administered by HSRF Statutory Trust on behalf of the Company. Upon exercise of stock options granted pursuant to the 2018 Equity Incentive Plan, HSRF Statutory Trust will issue the relevant employee, director or consultant shares from trust. On August 21, 2018, the Company reserved 18,000,000 each of Class C and Class D shares of common stock in the name of the Ameri Metro, Inc. Trust, in order to meet public float regulatory requirements for each series of Class C and Class D shares of common stock. The Company established a minimum of 500,000 shares as a public float for each series of Class C and Class D shares of common stock from series II to series XXXIII. The Class B shareholders on record as of September 15, 2018, will each be issued 1,670 shares of series II to series XXXIII Class C and Class D common stock. The shares are being administered by HSRF Statutory Trust on behalf of the Company and will be issued to the Class B shareholders out of trust when deemed appropriate by the Company. On September 18, 2018, the Company reserved 150,000,000 Class B shares of common stock in the name of the Ameri Metro, Inc. Trust, for the purpose of any future purchases of commodities, supplies, equipment and other tangible items for current and future projects. The shares are being administered by the HSRF Statutory Trust on behalf of the Company and will be issued out of trust when the Company deems it appropriate to issue Class B shares of common stock for these purchases. On October 12, 2018, the Company issued 3,600,000 shares of Class B common stock to 3 officers and directors of the Company pursuant to the exercise of stock options granted on March 3, 2015 with an exercise price of $42 per share. The shares were issued from the 2015 Equity Incentive Plan reserved shares. At July 31, 2019, the $151,200,000 proceeds receivable upon the exercise of the options had yet to be received and was recorded as stock subscriptions receivable. On October 12, 2018, the Company issued 7,200,000 shares of Class B common stock to 6 officers and directors of the Company pursuant to the exercise of stock options granted on November 1, 2016 with an exercise price of $42 per share. The shares were issued from the 2015 Equity Incentive Plan reserved shares. At July 31, 2019, the $302,400,000 proceeds receivable upon the exercise of the options had yet to be received and was recorded as stock subscriptions receivable. On October 12, 2018, the Company issued 2,000,000 shares of Class B common stock to a consultant of the Company pursuant to subscription agreement entered on February 7, 2018. The shares were issued from the 2015 Equity Incentive Plan reserved shares. At July 31, 2019, the $503,750,000 of proceeds receivable for the sale of the shares had yet to be received and was recorded as stock subscriptions receivable. On October 12, 2018, the Company issued 10,000 shares of Class B common stock to a consultant of the Company pursuant to the exercise of stock options granted on October 11, 2018 with an exercise price of $460 per share. The shares were issued from the 2015 Equity Incentive Plan reserved shares. At July 31, 2019, the $4,600,000 proceeds receivable upon the exercise of the options had yet to be received and was recorded as stock subscriptions receivable. October 12, 2018, the Company issued 1,600,000 shares of Class B common stock to two officers and directors of the Company pursuant to the exercise of stock options granted on August 30, 2018 with an exercise price of $357 per share. The shares were issued from the 2015 Equity Incentive Plan reserved shares. At July 31, 2019, the $571,200,000 proceeds receivable upon the exercise of the options had yet to be received and was recorded as stock subscriptions receivable. On November 5, 2018, the Company issued 2,000,000 shares of Class B common stock with a fair value of $500 to two officers and directors of the Company for services pursuant to directorship agreements dated August 30, 2018. The shares were issued from the 2015 Equity Incentive Plan reserved shares. The shares vest 285,714 per year for seven years. During the period ended July 31, 2019, the Company recorded $138 for the vested portion of the shares, leaving $362 of unvested compensation expense to be recognized in future periods. On January 10, 2019 the Company issued 25,000 Class B common shares with a fair value of $6 from the 2015 Equity Incentive Plan reserved shares and 25,000 Class B common shares with a fair value of $6 from the 2018 Equity Incentive Plan reserved shares for services rendered. On January 10, 2019 the Company issued 40,000 Class B common shares from the 2015 Equity Incentive Plan reserved shares to a Director for shares he should have received during a prior 4:1 stock split. On January 10, 2019 the Company transferred 10,000,000 Class B common shares from the 2015 Equity Incentive Plan reserved shares to the Ameri Metro North American Pension/HSRF Statutory Trust for future employee benefit programs. On January 10, 2019 the Company transferred 10,000,000 Class B common shares from the 2015 Equity Incentive Plan reserved shares to the Ameri Metro Universal Pension/HSRF Statutory Trust for future employee benefit programs. On January 10, 2019 the Company transferred 10,000,000 Class B common shares from the 2018 Equity Incentive Plan reserved shares to the Ameri Metro North American Pension/HSRF Statutory Trust for future employee benefit programs. On January 10, 2019 the Company transferred 10,000,000 Class B common shares from the 2018 Equity Incentive Plan reserved shares to the Ameri Metro Universal Pension/HSRF Statutory Trust for future employee benefit programs. On January 10, 2019 the Company issued 10,000,000 Class B common shares from the Ameri Metro Inc. Trust reserved shares to the Ameri Metro North American Pension/HSRF Statutory Trust for future employee benefit programs. On January 10, 2019 the Company issued 10,000,000 Class B common shares from the Ameri Metro Inc. Trust reserved shares to the Ameri Metro Universal Pension/HSRF Statutory Trust for future employee benefit programs. On June 17, 2019, the Company issued 1,200,000 shares of Class B common stock to an officer and director of the Company pursuant to the exercise of stock options granted on November 1, 2016 with an exercise price of $42 per share. The shares were issued from the 2015 Equity Incentive Plan reserved shares. At July 31, 2019, the $50,400,000 proceeds receivable upon the exercise of the options had yet to be received and was recorded as stock subscriptions receivable. On June 29, 2019, the Company issued 33,931,475 shares of Class B common stock with a fair value of $8,483 from the 2015 Incentive Plan to acquire 25% ownership interest in 16 related entities and 20,000,000 shares of Class B common stock with a fair value of $5,000 from the 2015 Incentive Plan to acquire 10% participating profits interest in the Portus de Jewel project. On July 12, 2019, the Company reserved an additional 200,000,000 Class B shares of common stock in the name of Ameri Metro, Inc. 2015 Equity Incentive Plan. The shares are being administered by HSRF Statutory Trust on behalf of the Company. Upon exercise of stock options granted pursuant to the 2015 Equity Incentive Plan, HSRF Statutory Trust will issue the relevant employee, director or consultant shares from trust. |
STOCK OPTIONS |
12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jul. 31, 2019 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based Payment Arrangement [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| STOCK OPTIONS | NOTE 9 – STOCK OPTIONS 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. 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 was $0.00009 per share. On June 12, 2019, the Company amended the vesting terms through a Directors’ Resolution so that the remaining 2,400,000 unvested options will vest on November 1 instead of March 8 of each subsequent year. On January 5, 2020, the Company amended the vesting terms of the remaining options and the vesting date was changed to August 30 of each subsequent year. During the year ended July 31, 2019 and 2018, the Company recorded stock-based compensation of $61 and $94, respectively, 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. On June 12, 2019, the Company amended the vesting terms through a Directors’ Resolution so that 1,400,000 options originally vesting on November 1, 2018 are to be vested on October 12, 2018. On October 12, 2018, 7,200,000 shares were issued upon exercise of the stock options. On January 5, 2020, the Company amended the vesting terms of the remaining options and the vesting date was changed to August 30 of each subsequent year. Furthermore, the exercise price was amended to $565 per share for all options vesting on or after August 30, 2019. The weighted average grant date fair value of stock options granted was $0.00009 per share. During the year ended July 31, 2019 and 2018, the Company recorded stock-based compensation of $140 and $221, respectively, on the consolidated statement of operations. On February 7, 2018, the Company granted 2,000,000 stock options to a consultant of the Company, exercisable at various prices per share and expire on May 1, 2022. The exercise prices are as follows: 250,000 options at $60 per share, 350,000 options at $225 per share, 300,000 options at $250 per share, 300,000 options at $275 per share, 300,000 options at $300 per share, 500,000 options at $325 per share. On June 12, 2019, the Company amended the vesting terms so that all 2,000,000 options vested by October 12, 2018. On October 12, 2018, 2,000,000 shares that vested pursuant to the amendment were issued. The weighted average grant date fair value of stock options granted was $0.000005 per share. During the year ended July 31, 2019, the Company recorded stock-based compensation of $4 on the consolidated statement of operations. On August 30, 2018, the Company granted 4,000,000 stock options to two officers and directors of the Company, exercisable at $357 per share and expire on August 30, 2028. The 4,000,000 options vest according to the following schedule: 1,600,000 options vest immediately, and 400,000 vest annually for the next 6 years. The weighted average grant date fair value of stock options granted was $0.000008 per share. On January 5, 2020, the exercise price was amended to $565 per share for all options vesting on or after August 30, 2019. During the year ended July 31, 2019, the Company recorded stock-based compensation of $138 on the consolidated statement of operations. On August 30, 2018, the Company granted 100,000 stock options to a consultant of the Company, exercisable at $460 per share and expire on August 30, 2028. The 100,000 options vest according to the following schedule: 40,000 options vest immediately, and 10,000 vest annually for the next 6 years. On October 11, 2018, the Company issued 10,000 shares upon the exercise of stock option. On January 5, 2020, the exercise price was amended to $565 per share for all options vesting on or after August 30, 2019. The weighted average grant date fair value of stock options granted was $0.000009 per share. During the year ended July 31, 2019, the Company recorded stock-based compensation of $1 on the consolidated statement of operations. 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. A summary of the Company’s stock option activity is as follow:
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:
At July 31, 2019, there was $330 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 July 31, 2019. |
COMMITMENTS AND CONTINGENCIES |
12 Months Ended |
|---|---|
Jul. 31, 2019 | |
| Commitments and Contingencies Disclosure [Abstract] | |
| COMMITMENTS AND CONTINGENCIES | NOTE 10 – 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 July 31, 2019 and through April 14, 2020, 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. On June 25, 2019, the Company amended the Opportunity License Agreements it entered with 16 related entities. The amendment clarifies ownership, voting rights, and distribution of profits for the Company and the Company founder. The amendment also provides that the Company will purchase non-controlling interest of each of the sixteen entities and the Portus de Jewel project. On June 29, 2019, the Company issued 33,931,475 shares of Class B common stock from the 2015 Incentive Plan which equal to 25% of the Founder’s shares in 15 of the 16 entities and 20,000,000 shares of Class B common stock from the 2015 Incentive Plan which equal to 10% of the Founder’s shares in the Portus de Jewel project. At July 31, 2019, the Company recorded an impairment of $8,483 and opportunity license fees of $5,000 which are included in general and administrative expense. 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 with Mr. Shah Mathias (Company Founder) for the Head of Mergers and Acquisitions and Business Development, and as non-board member President, 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 (See Note 6). Effective September 1, 2019, the Company Founder’s annual base salary is increased to $1,500,000. 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 shares of Class “B” common stock as a signing bonus. On December 30, 2014, the Company issued 1,000,000 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 shares of Class B common stock. On July 24, 2015, the Company issued 1,000,000 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 General Counsel with an effective date of August 4, 2015. The term of the employment agreement is 3 years, with an annual base of $500,000. On March 17, 2016, the term of the agreement was extended to July 31, 2021. The Company entered into thirteen directorship agreements with thirteen 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 thirteen 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. The Company has entered into an employment agreement with the Chief Operations Officer of the Company with an effective date of August 30, 2018. The term of the employment agreement is three years, with an annual base salary of $425,000. Effective September 1, 2019, the Chief Operations Officer’s annual base salary is increased to $500,000. The Company has entered into an employment agreement with the Chief Financial Officer of the Company with an effective date of August 30, 2018. The term of the employment agreement is three years, with an annual base salary of $375,000. Effective September 1, 2019, the Chief Financial Officer’s annual base salary is increased to $500,000. As of July 31, 2019, and 2018, total accrued compensation expenses to related parties related to the above employment agreements were $40,605,372 and $31,720,348, respectively. At July 31, 2019, and 2018, the Company has accrued payroll taxes of $1,154,197 and $911,382, respectively, related to the accrued compensation expenses. 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 or as to any early termination fees. According to the lease agreement, the Company’s unpaid rental balance shall bear interest until paid at a rate equal to the prime rate of interest charged by the M&T Bank, plus 2 percent. Late payment charge is $25 per day beginning with the first day following the due date. As of July 31, 2019, and 2018, the Company recorded unpaid rent expense of $27,753 and $27,753, respectively, and accrued interest and late fee of $163,389 and $136,780, respectively. Legal Proceedings On September 14, 2017, the Company received a letter from Zimmerman & Associates, on behalf of J. Harold Hatchett, III and Ronald Silberstein, claiming breach of contract, wrongful termination, and wrongful violations of the Business Corporations Act, and knowingly inaccurate SEC Reporting against the Company and the board of directors. The Company plans to work amicably to come to a settlement. As of July 31, 2019 the Company has accrued $1,263,870 and $1,295,120 in salaries for J. Harold Hatchett III and Ronald Silberstein, respectively. The Company received a lawsuit on June 13, 2017 by Estate of Robert A. Berry Esq. (decedent, Oct 22, 2015), plaintiff (the “Plaintiff Estate”). The Plaintiff Estate asserted a claim for $50,000 and 11,000 common class “B” shares of the Company relating to shares and accrued stipend beginning 2015. The Company, in 2015, had previously booked the liability of $50,000 without interest accruing and issued the 11,000 shares of common class “B” stock of the Company to decedent Robert A. Berry Esq. Company anticipates paying the $50,000 when the Company raises capital. Memorandum of Understanding On September 30, 2018, the Company entered into a memorandum of understanding (“MOU”) to purchase 100% of Air Cyprus Aviation Limited (ACA) in exchange for £9,500,000. An amendment to the MOU was signed to cause the MOU to become binding which is subject to government regulatory approval. |
INCOME TAXES |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jul. 31, 2019 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Income Tax Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| INCOME TAXES | NOTE 11 – INCOME TAXES The potential benefit of net operating losses has not been recognized in the consolidated financial statements. The Company did not incur any income tax expense for the years ended July 31, 2018 and 2017. On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the 2017 Tax Cuts and Jobs Act ("2017 Tax Reform"). The 2017 Tax Reform significantly revised the future ongoing U.S. corporate income tax by, among other things, lowering U.S. corporate income tax rates and implementing a territorial tax system. The Company has reasonably estimated the effects of the 2017 Tax Reform and recorded provisional amounts in the consolidated financial statements as of July 31, 2019. This amount is primarily comprised of the re-measurement of federal net deferred tax assets resulting from the permanent reduction in the U.S. statutory corporate tax rate to 21%, from 34%. A blended rate of 26.4% is utilized for the year ended July 31, 2018. A rate of 21% is utilized for the year ended July 31, 2019. The Company will continue to monitor additional guidance issued by the U.S. Treasury Department, the IRS, and other standard-setting bodies, so we may make adjustments to the provisional amounts (if any). However, management's opinion is that future adjustments due to the 2017 Tax Reform should not have a material impact on the Company's provision for income taxes. The items accounting for the difference between income taxes computed at the statutory rate and the provision for income taxes consisted of the following for the years ended July 31, 2019 and 2018, respectively:
The reconciliation of the provision for income taxes at the United States federal statutory rate compared to the Company’s income tax expense as reported is as follows for the years ended July 31, 2019 and 2018, respectively:
The significant components of deferred income tax assets and liabilities at July 31, 2019 and 2018, are as follows:
The Company has not filed its federal and state tax returns for the year ended July 31, 2019 and has filed its federal and state tax returns for the year ended July 31, 2018. The Net operating losses (“NOLs”) for these years will not be available to reduce future taxable income until the returns are filed. Assuming these returns are filed, as of July 31, 2019, the Company had approximately $8.2 million of federal and state net operating losses that may be available to offset future taxable income. The net operating loss carryforwards will begin to expire in 2030 unless utilized. Given the uncertainty as to the likelihood of future taxable income, the Company has recorded a 100% valuation reserve against the anticipated recovery from the use of the net operating losses created at the inception or generated thereafter. The Company will evaluate the appropriateness of the valuation allowance on an annual basis and adjust the allowance as considered necessary. In accordance with Section 382 of the Internal Revenue Code, deductibility of the Company’s U.S. net operating carryovers may be subject to an annual limitation in the event of a change of control as defined the regulations. A Section 382 analysis has not been prepared and the Company’s NOLs could be subject to limitation. |
SUBSEQUENT EVENTS |
12 Months Ended |
|---|---|
Jul. 31, 2019 | |
| Subsequent Events [Abstract] | |
| SUBSEQUENT EVENTS | NOTE 11 – SUBSEQUENT EVENTS The Company has evaluated all transactions through the financial statement issuance date for subsequent event disclosure consideration. Effective September 1, 2019, the annual base salary for the Company Founder, CFO and COO was increased to $1,500,000, $500,000 and $500,000 respectively. On December 15, 2019, the Company issued a stock dividend of 14,769,480 shares of Class C common stock from the Ameri Metro, Inc. Trust reserved shares. On January 5, 2020, the Company amended the employment agreement the Company entered with the Company Founder. Pursuant to the amendment, the annual base salary is increased to $1,500,000 commencing September 1, 2019 and the Company Founder shall be entitled to receive shares of the Company’s Class B common stock equal to 12% of the authorized number of shares or 480,000,000 shares. At no other time in the future will the Founder receive any additional shares of any class, other than additional shares resulting from future stock splits or granted by the Board of Directors. On January 5, 2020, the Company extended the term of the directorship agreements the Company entered with the CFO and COO till July 31, 2021. On January 5, 2020, the Company amended the terms of the outstanding options as follows: i) to change the vesting date for all options vesting on November 1 to August 30, and ii) to modify the exercise price for all options vesting on or after August 30, 2019 to $565 per share. On January 6, 2020, the Company registered HSRF Statutory Trust as the trustee for Ameri Metro Inc. Trust, Ameri Metro North America Pension Plan, Ameri Metro Universal Pension Plan, Ameri Metro Inc. 2018 Equity Incentive Plan and Ameri Metro 2015 Equity Incentive Plan. The related entity Slater and West Inc. along with the Ameri Metro Inc. Compensation Committee will act as oversight board of each entity. The Company has no jurisdiction or authority over the entities. On January 7, 2020, the Company increased the voting rights of its Class A common stock to 40,000:1. On January 7, 2020, the Company increased the number of authorized shares of its Class B common stock to 10,000,000,000 shares. On January 7, 2020, the Company created 40 series of Class C common stock for the purpose of equity participation in forty infrastructure projects. The Company increased the number of authorized shares of its Class C common stock to 8,000,000,000 shares, of which 7,500,000,000 shares are allocated evenly to the 40 series. On January 7, 2020, the Company created 40 series of Class D common stock for the purpose of equity participation in forty infrastructure projects. The Company increased the number of authorized shares of its Class D common stock to 8,000,000,000 shares, of which 7,500,000,000 shares are allocated evenly to the 40 series. On January 13, 2020, the Company issued 3,475,248 shares from the 2015 Incentive Plan to acquire 25% ownership interest in a related entity. On January 14, 2020, the Company issued 300,000,000 options to Penndel Land Company, a company owned by Company Founder, for approximately $1,370,000 of loans and accrued interest owed to the Company’s Founder as at December 31, 2019. These options are exercisable at various prices per share and expire on January 14, 2030. The exercise prices are as follows: 50,000,000 options at $665 per share, 50,000,000 options at $698 per share, 50,000,000 options at $735 per share, 50,000,000 options at $771 per share, 50,000,000 options at $810 per share, 50,000,000 options at $851 per share. On January 15, 2020, the Company issued 2,200,000 shares of Class B common stock upon the exercise of stock options. On January 18, 2020, the Company granted 2,000,000 stock options to a director of the Company, exercisable at $665 per share and expire on January 18, 2030. The 2,000,000 options vest according to the following schedule: 1,400,000 options vest immediately, 200,000 options vest on August 30, 2020, 200,000 options vest on August 30, 2021, and 200,000 options vest on August 30, 2022. The exercise price of the 600,000 options vesting on August 30, 2020, 2021 and 2022 are subject to re-set. On January 18, 2020, the Company issued 200,000 shares of Class B common stock pursuant to the exercise of stock options. The shares were issued from the 2015 Equity Incentive Plan reserved shares. On January 31, 2020, the Company approved a 100% stock dividend to all shareholders of Class B common stock at par. On February 14, 2020, the Company issued 300,000,000 shares of Class B common stock upon the exercise of stock options. On February 18, 2020, the Company issued 480,000,000 shares of Class B common stock to the Company Founder pursuant to the amendment to his employment agreement dated January 5, 2020. On February 18, 2020, the Company issued 3,230,520 shares of Class C common stock to acquire 2% of Global Infrastructure Bank. On March 11, 2020, the Company reinstated 11,292,240 shares of Class B common stock rescinded during the year ended July 31, 2014. The 11,292,240 shares of Class B common stock were originally issued to a related party as a deposit on a future development. On March 23, 2020, the Company issued 1,200,000 shares of Class B common stock upon the exercise of stock options. |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) |
12 Months Ended |
|---|---|
Jul. 31, 2019 | |
| Accounting Policies [Abstract] | |
| Principles of Consolidation | Principles of Consolidation The consolidated financial statements present the financial position, results of operations and cash flows for Ameri Metro and its wholly-owned subsidiaries, Global Transportation & Infrastructure, Inc. (“GTI”) and Ameri Metro Ireland Ltd. (“AMI”). 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 Ameri Metro as GTI was inactive for the period from December 1, 2010 to July 31, 2019, and AMI and was inactive for the period from June 13, 2018 to July 31, 2019. |
| Accounting Basis | Accounting Basis The Company uses the accrual basis of accounting and accounting principles generally accepted in the United States of America (“GAAP” accounting). The Company has adopted a July 31 fiscal year end. |
| Basis of Presentation | Basis of Presentation The financial statements of the Company have been prepared in accordance with GAAP accounting and are presented in US dollars. |
| Investment in Related Companies | Investment in Related Companies As at July 31, 2019, the Company has a 25% ownership interest in sixteen related entities. The remaining 75% ownership interest (and 100% voting control) is owned by the Company’s majority shareholder. These entities have had no operations, no assets other than the 33,931,475 shares of common stock of the Company, and no liabilities, as of July 31, 2019. |
| Participating Profits Interest | Participating Profits Interest As at July 31, 2019, the Company has a 10% participating profits interest in a project. The remaining 90% participating profits interest (and 100% voting control) is owned by the Company’s majority shareholder. As of July 31, 2019, the project has not commenced and the Company’s participating profits interest in the project was $0. |
| Financial Instruments | Financial Instruments According to FASB ASC 820, Fair Value Measurements and Disclosures, fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Guidance under ACS 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1: Observable inputs such as quoted prices in active markets; Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The Company's financial instruments consist of cash, accounts payable, and loans payable to related parties. The carrying amounts of these financial instruments approximate fair value due either to length of maturity or interest rates that approximate prevailing rates unless otherwise disclosed in these financial statements. |
| Property and Equipment | Property and Equipment The capital assets are being depreciated over their estimated useful lives using the straight-line method of depreciation. Office equipment has a useful life of five years. |
| Concentrations of Credit Risk | Concentrations of Credit Risk The Company maintains its cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. The Company continually monitors its banking relationships and consequently has not experienced any losses in such accounts. The Company believes it is not exposed to any significant credit risk on cash and cash equivalents. |
| Use of Estimates | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles of the United States 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. |
| Income (Loss) Per Share | Income (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 year. 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 years ended July 31, 2019 and 2018, 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 include 12,500,000 and 22,000,000 stock options as at July 31, 2019 and 2018, have been excluded from the computation of diluted net loss per share because the effect of their inclusion would have been anti-dilutive. |
| Income Taxes | Income Taxes Income taxes are computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the temporary differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. It is the Company’s policy to classify interest and penalties on income taxes as interest expense or penalties expense. As of July 31, 2019, there have been no interest or penalties incurred on income taxes. |
| Stock-Based Compensation | Stock-Based Compensation The Company accounts for employee stock-based compensation including grants of employee stock options, based on their fair values. The fair value of the equity instrument is charged directly to compensation expense and credited to additional paid-in capital over the period during which services are rendered. Stock options and warrants issued to consultants and other non-employees as compensation for services provided to the Company are accounted for based upon the fair value of the services provided or the estimated fair market value of the option or warrant, whichever can be more clearly determined. The fair value of the equity instrument is charged directly to compensation expense and additional paid-in capital over the period during which services are rendered. |
| Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which, among other things, requires lessees to recognize most leases on their balance sheets related to the rights and obligations created by those leases. The new standard also requires new disclosures to help financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. The amendments in this update should be applied under a modified retrospective approach. The new standard is effective for annual reporting periods beginning after December 15, 2018. Early adoption is permitted. Management does not plan to early adopt this guidance. The Company’s only lease as at August 1, 2019 is a month-to-month rent agreement for office space. The month-to-month rent agreement is considered a lease with a term of 12 months or less. As the leases standard does not require lessees to apply the guidance to arrangements with a lease term of 12 months or less, the Company expects the new standard to have no material impact on its consolidated financial statements. The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
PROPERTY AND EQUIPMENT (Tables) |
12 Months Ended | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jul. 31, 2019 | ||||||||||||||||
| Property, Plant and Equipment [Abstract] | ||||||||||||||||
| Schedule of Property and Equipment | Property and equipment consist of the following as of July 31, 2019 and 2018:
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STOCK OPTIONS (Tables) |
12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Jul. 31, 2019 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based Payment Arrangement [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Summary of Stock Option Activity | A summary of the Company’s stock option activity is as follow:
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| Schedule of Fair Value of Each Option Granted Weighted Average Assumptions | 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:
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INCOME TAXES (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||
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Jul. 31, 2019 | |||||||||||||||||||||||||||||||||||||
| Income Tax Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||
| Schedule of Difference between Income Taxes Computed at Statutory Rate and Provision for Income Taxes | The items accounting for the difference between income taxes computed at the statutory rate and the provision for income taxes consisted of the following for the years ended July 31, 2019 and 2018, respectively:
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| Schedule of Reconciliation of Provision for Income Taxes | The reconciliation of the provision for income taxes at the United States federal statutory rate compared to the Company’s income tax expense as reported is as follows for the years ended July 31, 2019 and 2018, respectively:
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| Schedule of Significant Components of Deferred Income Tax Assets and Liabilities | The significant components of deferred income tax assets and liabilities at July 31, 2019 and 2018, are as follows:
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NATURE OF BUSINESS (Details) $ in Billions |
12 Months Ended |
|---|---|
|
Jul. 31, 2019
USD ($)
| |
| Nature Of Business | |
| Infrastructure package amount advancing | $ 2,000 |
GOING CONCERN (Details) - USD ($) |
Jul. 31, 2019 |
Jul. 31, 2018 |
|---|---|---|
| Going Concern [Abstract] | ||
| Working capital deficiency | $ 43,506,607 | |
| Accumulated losses | $ 50,225,784 | $ 40,824,793 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) |
12 Months Ended | |
|---|---|---|
Jul. 31, 2019 |
Jul. 31, 2018 |
|
| Related Party Transaction [Line Items] | ||
| Participating profits interest in sixteen related entities | 25.00% | |
| Participating profits interest | $ 0 | |
| Participating profits interest, percentage | 10.00% | |
| Useful life of office equipment | 5 years | |
| Potentially dilutive securities stock options excluded from computation of diluted net loss per share | 12,500,000 | 22,000,000 |
| Shares issued | 33,931,475 | |
| Majority Shareholder [Member] | ||
| Related Party Transaction [Line Items] | ||
| Participating profits interest in sixteen related entities | 75.00% | |
| Percentage of voting control | 100.00% | |
| Participating profits interest, percentage | 90.00% | |
| Participating profits interest, voting control | 100.00% | |
PROPERTY AND EQUIPMENT (Narrative) (Details) - USD ($) |
12 Months Ended | |
|---|---|---|
Jul. 31, 2019 |
Jul. 31, 2018 |
|
| Property, Plant and Equipment [Abstract] | ||
| Depreciation expense | $ 470 | $ 526 |
PROPERTY AND EQUIPMENT (Schedule of Property and Equipment) (Details) - USD ($) |
Jul. 31, 2019 |
Jul. 31, 2018 |
|---|---|---|
| Property, Plant and Equipment [Abstract] | ||
| Office equipment | $ 3,663 | $ 3,663 |
| Less: accumulated depreciation | (2,939) | (2,469) |
| Property and equipment, net | $ 724 | $ 1,194 |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES - RELATED PARTIES (Details) - USD ($) |
Jul. 31, 2019 |
Jul. 31, 2018 |
|---|---|---|
| Accrued compensation expenses - related parties | $ 40,605,372 | $ 31,720,348 |
| Indebted amount | 978,745 | |
| Accrued interest | 66,651 | 33,662 |
| Unsecured, non-interest bearing and due on demand [Member] | ||
| Due to three directors | 1,050 | 1,050 |
| Majority Shareholder [Member] | ||
| Indebted amount | 1,315,350 | $ 1,282,361 |
| Accrued interest | 66,344 | |
| Consulting fees | $ 1,249,006 |
LOANS PAYABLE - RELATED PARTIES (Details) - USD ($) |
Jul. 31, 2019 |
Jul. 31, 2018 |
|---|---|---|
| Related Party Transaction [Line Items] | ||
| Due to majority shareholder | $ 1,157,924 | $ 978,745 |
| Accrued interest | $ 66,651 | 33,662 |
| Unsecured, non-interest bearing and due on demand [Member] | ||
| Related Party Transaction [Line Items] | ||
| Due to majority shareholder | 521,737 | |
| Due on October 31, 2018 [Member] | ||
| Related Party Transaction [Line Items] | ||
| Due to majority shareholder | $ 449,408 | |
| Interest rate | 3.50% | |
| Due on demand [Member] | ||
| Related Party Transaction [Line Items] | ||
| Due to majority shareholder | $ 7,600 | |
| Interest rate | 2.00% | |
| Due on April 30, 2021 [Member] | ||
| Related Party Transaction [Line Items] | ||
| Interest rate | 3.00% |
STOCK OPTIONS (Schedule of Summary of Stock Option Activity) (Details) - USD ($) |
12 Months Ended | |
|---|---|---|
Jul. 31, 2019 |
Jul. 31, 2018 |
|
| Number of Options | ||
| Outstanding | 22,000,000 | 22,000,000 |
| Granted | 6,100,000 | |
| Exercised | (15,610,000) | |
| Outstanding | 12,490,000 | 22,000,000 |
| Exercisable | 2,030,000 | |
| Weighted Average Exercise Price | ||
| Outstanding | $ 42.00 | $ 42.00 |
| Granted | 324.22 | |
| Exercised | 101.44 | |
| Outstanding | 105.56 | $ 42.00 |
| Exercisable | $ 48.18 | |
| Weighted Average Remaining Contractual Term | ||
| Outstanding | 7 years 4 months 24 days | |
| Exercisable | 6 years 7 months 21 days | |
| Aggregate Intrinsic Value | ||
| Outstanding | ||
| Outstanding | ||
STOCK OPTIONS (Schedule of Fair Value of Each Option Granted Weighted Average Assumptions) (Details) |
12 Months Ended | |
|---|---|---|
Jul. 31, 2019 |
Jul. 31, 2018 |
|
| Share-based Payment Arrangement [Abstract] | ||
| Expected dividend yield | 0.00% | 0.00% |
| Expected volatility | 150.00% | 150.00% |
| Expected life (in years) | 10 years | 10 years |
| Risk-free interest rate | 1.83% | 1.83% |
INCOME TAXES (Narrative) (Details) - USD ($) $ in Millions |
12 Months Ended | |
|---|---|---|
Jul. 31, 2019 |
Jul. 31, 2018 |
|
| Operating Loss Carryforwards [Line Items] | ||
| Federal and state net operating losses | $ 8.2 | |
| Federal and state net operating losses expiration period | Jul. 31, 2030 | |
| Percentage of valuation reserve against anticipated recovery from use of net operating losses | 100.00% | |
| Tax rate | 21.00% | 26.40% |
| Minimum [Member] | ||
| Operating Loss Carryforwards [Line Items] | ||
| Tax rate | 21.00% | |
| Maximum [Member] | ||
| Operating Loss Carryforwards [Line Items] | ||
| Tax rate | 34.00% | |
INCOME TAXES (Schedule of Difference between Income Taxes Computed at Statutory Rate and Provision for Income Taxes) (Details) |
12 Months Ended | |
|---|---|---|
Jul. 31, 2019 |
Jul. 31, 2018 |
|
| Income Tax Disclosure [Abstract] | ||
| Computed income tax benefit at statutory tax rate | 21.00% | 26.40% |
| Non-deductible accrued fees | (19.90%) | (23.70%) |
| Change in effective tax rates | (4.00%) | (5.00%) |
| Changes in allowance on deferred tax assets | 3.40% | 2.00% |
| Total income tax expense | ||
INCOME TAXES (Schedule of Reconciliation of Provision for Income Taxes) (Details) - USD ($) |
12 Months Ended | |
|---|---|---|
Jul. 31, 2019 |
Jul. 31, 2018 |
|
| Income Tax Disclosure [Abstract] | ||
| Loss before income taxes | $ (9,400,991) | $ (10,847,518) |
| Income tax recovery at statutory rate | (1,974,200) | (2,865,600) |
| Permanent differences | 1,900 | 100 |
| Deferred tax true up | 1,872,800 | 2,579,300 |
| Change in effective tax rates | 419,300 | 505,800 |
| Valuation allowance change | (319,800) | (219,600) |
| Provision for income taxes | ||
INCOME TAXES (Schedule of Significant Components of Deferred Income Tax Assets and Liabilities) (Details) - USD ($) |
Jul. 31, 2019 |
Jul. 31, 2018 |
|---|---|---|
| Income Tax Disclosure [Abstract] | ||
| Net operating losses | $ 3,602,500 | $ 4,627,700 |
| Accrued expenses | (1,874,000) | (2,579,300) |
| Deferred income tax assets | 1,728,500 | 2,048,400 |
| Valuation allowance | (1,728,500) | (2,048,400) |
| Net deferred income tax asset |