Kindcard, Inc 10-K for FY2023

Kindcard, Inc. (KCRD)

10-K 2023-05-19 For: 2023-01-31

Added on April 06, 2026

About this 10-K

Kindcard, Inc filed this 10-K on May 19, 2023, covering the fiscal year ended January 31, 2023 (FY2023).

Headline figures

Fiscal year ended January 31, 2023, as reported in this filing, compared with the same period a year earlier where the filing states it.

Revenue: $592.74K; up 60.1% from $370.24K a year earlier
Net loss: $398.3K; compared with a net loss of $397.12K a year earlier

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Title of each class		Trading Symbol(s)		Name of each exchange on which registered
None		N/A		N/A

Large accelerated filer	☐	Non-accelerated Filer	☐
Accelerated filer	☐	Smaller reporting company	☒
		Emerging growth company.	☐

PART I		1
Item 1.	Business	1
Item 1A.	Risk Factors	5
Item 1B.	Unresolved Staff Comments	5
Item 2.	Properties	5
Item 3.	Legal Proceedings	5
Item 4.	Mine Safety Disclosure	5
PART II		6
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	6
Item 6.	Selected Financial Data	6
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	6
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	15
Item 8.	Financial Statements	15
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	15
Item 9A.	Controls and Procedures	16
Item 9B.	Other Information	17
PART III		18
Item 10.	Directors, Executive Officers and Corporate Governance	18
Item 11.	Executive Compensation	20
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	22
Item 13.	Certain Relationships and Related Transactions, and Director Independence	22
Item 14.	Principal Accountant Fees and Services	23
Item 15.	Exhibits	24
	Signatures	25

	For the Years ended
	January 31,		January 31,
	2023		2022
Advertising and Marketing	$	7,045	$	47,464
Communications	$	38,373	$	27,233
Consulting	$	282,212	$	-
Employee Benefits	$	20,026	$	21,193
Legal and Professional Fees	$	115,399	$	106,428
General and Administrative	$	165,637	$	106,707
Salaries and Wages	$	202,488	$	289,327
Depreciation and Amortization	$	59,179	$	-
Bad Debt Expense	$	1,660	$	1,716
Taxes	$	3,210	$	-
Impairment	$	-	$	110,291
	$	895,229	$	710,359

	·	Expenses for the year ended January 31, 2023 totaled $895,229, consisting primarily of advertising and marketing expense of $7,045, communications expense of $38,373, consulting expense of $282,212, employee benefits of $20,026, legal and professional fees of $115,399, general and administrative expenses of $165,637, salaries and wages of $202,488, depreciation and amortization of $59,179, bad debt expense of $1,660 and taxes of $3,210 resulting in a net loss of $398,304.

	·	Expenses for the year ended January 31, 2022 totaled $710,359, consisting primarily of advertising and marketing expense of $47,464, communications expense of $27,233, employee benefits of $21,193, legal and professional fees of $106,428, general and administrative expenses of $106,707, salaries and wages of $289,327, bad debt expense of $1,716 and impairment of $110,291, resulting in a net loss of $397,118.

	·	The increase in expenses between fiscal 2023 and fiscal 2022 was primarily due to the increase in operating activities of Tendercard, Inc. and development of the Deb, Inc. “Pay with Deb” platform.

Name		Age		Position
Michael Rosen		55		Chief Executive Officer, President, Chief Financial officer, Secretary, Treasurer, and Chairman of the Board of Directors

Name and Principal Position	Fiscal Year	Salary		Stock Award		Option Awards		Non-Equity Incentive Plan Compensation		Change in Pension Value and Non- Qualified Deferred Compensation Earnings		All Other Compensation		Total
		$		$		$		$		$		$		$

Michael Rosen	2022		0		0		0		0		0		0		0
CEO, President, CFO, Secretary, Treasurer	2023		0		0		0		0		0		0		0

(2)	Includes 49,000,000 shares of common stock held by RMR Management LLC. RMR Management LLC is owned and controlled by our CEO, Michael Rosen. Mr. Rosen has sole voting control over the shares of common stock of the Company held by RMR Management LLC.

(3)	Current officer and/or director of the Company.

Fee Category	2023		2022
Audit Related Fees Paid to Assurance Dimensions, Inc	$	25,000	$	25,000
Tax Fees Paid to Elizabeth A Dunn CPA, PA (2)	$	12,308		-
All Other Fees		-		25,000

Total Fees	$	52,308	$	50,000

(1)	Consists of fees for professional services rendered in connection with the financial statements included in our Annual Report on Form 10-K and quarterly reports on Form 10-Q.

(2)	Consists of fees relating to any tax compliance and tax planning.

Exhibit No.		Exhibit Description

3.1		Articles of Incorporation (filed as an exhibit to the Company’s Form S-1 Registration Statement filed with the Commission on July 24, 2017, and incorporated herein by reference).

3.2		By-Laws Inc. (filed as an exhibit to the Company’s Form S-1 Registration Statement filed with the Commission on July 24, 2017, and incorporated herein by reference)

10.1		Advisor Agreement by and between Kindcard, Inc. and VSR LLC dated May 25, 2022 (filed as an exhibit to the Company’s Form 10-Q Quarterly Report filed with the Commission on September 19, 2022, and incorporated herein by reference).

10.2		Advisor Agreement by and between Kindcard, Inc. and Geoff Ostrove dated May 25, 2022 (filed as an exhibit to the Company’s Form 10-Q Quarterly Report filed with the Commission on September 19, 2022, and incorporated herein by reference).

10.3		Corporate Advisory Agreement by and between Kindcard, Inc. and Brian Schultz dated December 12, 2022 (filed as an exhibit to the Company’s Form 10-Q Quarterly Report filed with the Commission on December 14, 2022, and incorporated herein by reference).

10.4		Corporate Advisory Agreement by and between Kindcard, Inc. and Nicholas Cardoso dated December 12, 2022 (filed as an exhibit to the Company’s Form 10-Q Quarterly Report filed with the Commission on December 14, 2022, and incorporated herein by reference).

31.1*		Certification of Chief Executive Officer pursuant to Rule 13(a)-14(a)/15(d)-14(a) of the Securities Act of 1934

31.2		Certification of Chief Financial Officer pursuant to Rule 13(a)-14(a)/15(d)-14(a) of the Securities Act of 1934 **

32.1*		Certification of Chief Executive Officer Executive Officer under Section 1350 as Adopted pursuant Section 906 of the Sarbanes-Oxley Act of 2002

32.2		Certification of Chief Financial Officer under Section 1350 as Adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. ***

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104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

	Kindcard, Inc.

Dated: May 19, 2023	By:	/s/ Michael Rosen
		Michael Rosen Chief Executive Officer, President, Chief Financial Officer, and Director Principal Executive Officer Principal Financial Officer Principal Accounting Officer

Signature	Title	Date

/s/ Michael Rosen	Chief Executive Officer, President, Chief Financial Officer, and Director	May 19, 2023
Michael Rosen	(Principal Executive Officer and Principal Financial Officer and Principal Accounting Officer)

Report of Independent Registered Public Accounting Firm Assurance Dimensions (Firm ID: 5036)		F-1

Consolidated Balance Sheets		F-2

Consolidated Statements of Operations		F-3

Consolidated Statements of Stockholders’ Deficit		F-4

Consolidated Statements of Cash Flows		F-5

Notes to Consolidated Financial Statements		F-6 – F-16

	January 31, 2023			January 31, 2022
Assets
Current Assets:
Cash	$	12,750		$	21,131
Accounts receivable, net - unbilled		44,705			31,525
Prepaid expenses		46,949			-
Total Current Assets		104,404		$	52,656
Property, plant and equipment, net		11,753			11,375
Intangible Assets, net		170,296			95,040
Total Other Assets		182,049			106,415
Total Assets	$	286,453		$	159,071
Liabilities and Stockholders’ Deficit
Current Liabilities
Accounts payable	$	251,567		$	106,395
Accrued interest		11,324			-
Accrued tax expenses		48,735			69,003
Deferred revenue		25,000			-
Due to related party		296,498			296,498
Notes payable		155,124			-
Current portion SBA loan		2,224			-
Total Current Liabilities		790,472			471,896
Long-term Liabilities
Accrued interest long term portion		7,750			7,212
SBA loan		147,776			150,000
Total Long-term Liabilities		155,526			157,212
Total Liabilities		945,998			629,108
Commitments and Contingencies - See Note 10		-			-
Stockholders’ Deficit
Common Stock		96,945			83,825
Authorized 200,000,000 shares of common stock, $0.001 par value, Issued and outstanding 96,945,000 of common stock as of January 31, 2023 (January 31, 2022 – 83,825,000)
Additional Paid In Capital		152,051			(43,625	)
Accumulated Deficit		(908,541	)		(510,237	)
Total Stockholders’ Deficit		(659,545	)		(470,037	)
Total Liabilities and Stockholders’ Deficit	$	286,453		$	159,071

	Common Stock				Additional
	Number of Shares		Amount		Paid-in Capital			Accumulated Deficit			Total
Balance at January 31, 2021		75,825,000		75,825		(59,625	)		(113,119	)		(96,919	)
Shares issued for acquisition		8,000,000		8,000		16,000						24,000
Net loss for year ended January 31, 2022		-		-		-			(397,118	)		(397,118	)
Balance at January 31, 2022		83,825,000		83,825		(43,625	)		(510,237	)		(470,037	)
Shares issued in exchange for services		10,020,000		10,020		43,776			-			53,796
Shares issued for cash		3,000,000		3,000		147,000			-			150,000
Shares issued with issuance of notes payable		100,000		100		4,900			-			5,000
Net loss for year ended January 31, 2023		-		-		-			(398,304	)		(398,304	)
Balance, January 31, 2023		96,945,000	$	96,945	$	152,051		$	(908,541	)	$	(659,545	)

	For the Years Ended December 31,
	2023		2022

Kindcard Commission Revenue	$	122,849	$	40,644

Tendercard Program Revenue	$	444,886	$	329,600

Other Revenue	$	25,000		-

Total Program Revenue	$	592,735	$	370,244

Purchase Price Considerations	Fair Value
Stock Consideration	$	24,000
SBA Loan		153,160
Total Purchase Consideration & Assumed Liabilities	$	177,160
Tangible Assets
Cash		19,048
Accounts Receivable		26,721
Intangible Assets
Customer Lists		9,900
Website		5,200
Trade Name		2,800
Technology		3,200
Goodwill		110,291
Total Assets	$	177,160

Year ending January 31,
2024 -		75,105
2025 -		75,105
2026 -		20,086
Total -	$	170,296

	January 31, 2023			January 31, 2022

Net loss before income taxes per financial statements	$	(398,304	)	$	(397,118	)
Income tax rate		21	%		21	%
Income tax recovery		(83,644	)		(83,395	)
Valuation allowance change		83,644			83,395

Provision for income taxes	$	-		$	-

	January 31, 2023			January 31, 2022
Net operating loss carry-forward	$	190,794		$	107,150
Valuation allowance		(190,794	)	$	(107,150	)

Net deferred income tax asset	$	-		$	-

	January 31, 2023		January 31, 2022
Federal
Current	$	-	$	-
Deferred		-		-
Total	$	-	$	-

State				-
Current	$	3,210	$	-
Deferred		-		-
Total	$	3,210	$	-

Foreign				-
Current	$	-	$	-
Deferred		-		-
Total	$	-	$	-
Provision for Income Taxes	$	3,210	$	-

	January 31, 2023		January 31, 2022
Computed expected tax	$	-		-
State taxes, net of federal effect		2,624		-
Impacts of the Act		-		-
Earnings of foreign subsidiaries		-		-
Foreign-derived intangible income deduction		-		-
Research and development credit, net		-		-
Excess tax benefits from equity awards		-		-
Other-Penalties and Interest		586		-
Provision for Income Taxes	$	3,210	$	-

2024:	$	2,224
2025:		2,762
2026:		2,867
2027:		2,977
2028:		3,343
Thereafter		135,827
Total future minimum loan payments	$	150,000
Less: current portion		(2,224	)
Long-term portion	$	147,776

1.	I have reviewed this annual report on Form 10-K of Kindcard, Inc.;

2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.	The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

	(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

	(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

	(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

	(d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

	(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

	(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

	1.	the annual report on Form 10-K of Kindcard, Inc. for the fiscal year ended January 31, 2023 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

	2.	the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Kindcard, Inc..

	Kindcard, Inc.

Dated: May 19, 2023	By:	/s/ Michael Rosen.
		Michael Rosen CEO, President, CFO, and Director Principal Executive Officer Principal Financial Officer Principal Accounting Officer