Nevada
|
74-3262176
|
(State
or other jurisdiction
|
(I.R.S.
Employer
|
of
incorporation or organization)
|
Identification
No.)
|
Title of each class
|
|
Trading symbol(s)
|
|
Name of exchange on
which registered
|
None
|
|
None
|
|
None
|
Large
accelerated filer ☐
|
Accelerated
filer ☐
|
Non-accelerated
filer ☒
|
Smaller
reporting company ☒
|
|
Emerging
growth company ☐
|
|
Page
|
PART I
|
|
3
|
|
|
|
12
|
|
|
|
22
|
|
|
|
22
|
|
|
|
23
|
|
|
|
23
|
|
|
|
PART II
|
|
24
|
|
|
|
31
|
|
|
|
31
|
|
|
|
44
|
|
|
|
44
|
|
|
|
44
|
|
|
|
44
|
|
|
|
46
|
|
|
|
PART III
|
|
47
|
|
|
|
49
|
|
|
|
52
|
|
|
|
53
|
|
|
|
55
|
|
|
|
PART IV
|
|
56
|
|
|
|
59
|
|
March
31,
|
March
31,
|
|
2020
|
2019
|
Current
assets
|
$1,155,394
|
$178,685
|
Current
liabilities
|
4,753,343
|
3,931,618
|
Working capital
deficiency
|
$3,597,949
|
$3,752,933
|
|
Year Ended March
31,
|
|
|
2020
|
2019
|
Net cash used in
operating activities
|
$(2,482,846)
|
$(990,334)
|
Net cash used in
investing activities
|
(1,232,704)
|
(211,830)
|
Net cash provided
by financing activities
|
3,687,542
|
1,315,383
|
Increase (decrease)
in cash and cash equivalents
|
$(28,008)
|
$113,219
|
Name
|
Age
|
Position
|
Since
|
Gerald
Easterling
|
72
|
President,
Secretary, Director
|
2015
|
William
Delgado
|
61
|
Treasurer,
Chief Financial Officer, Director
|
2014
|
Tom
Untermeyer
|
61
|
Chief
Operating Officer
|
2019
|
Name and
Principal
|
|
|
|
Stock
|
Option
|
Non-Equity
Incentive
Plan
|
All
Other
|
|
Position
|
Year
|
Salary
|
Bonus
|
Awards
|
Awards
|
Compensation
|
Compensation
|
Total
|
Bill G.
Williams,
|
2020
|
$96,000
|
-
|
-
|
-
|
-
|
$15,561
|
$111,561
|
Former Chairman
of the Board and
Former CEO (1)
|
2019
|
$56,000
|
-
|
-
|
-
|
-
|
$6,416
|
$62,416
|
|
|
|
|
|
|
|
|
|
Gerald
Easterling,
|
2020
|
$112,000
|
-
|
-
|
-
|
-
|
$14,745
|
$126,745
|
Chairman of the
Board and CEO (2)
|
2019
|
$116,000
|
-
|
-
|
-
|
-
|
$6,236
|
$122,636
|
|
|
|
|
|
|
|
|
|
William
Delgado,
|
2020
|
$-
|
-
|
-
|
-
|
-
|
-
|
$-
|
CFO (3)
|
2019
|
$-
|
-
|
-
|
-
|
-
|
-
|
$-
|
|
|
|
|
|
|
|
|
|
Tom
Untermeyer,
|
2020
|
$112,000
|
-
|
-
|
-
|
-
|
$699
|
$112,699
|
COO (4)
|
2019
|
$8,000
|
-
|
-
|
-
|
-
|
$-
|
$8,000
|
Services
|
2020
|
2019
|
Audit
fees
|
$53,750
|
$45,700
|
Audit related
fees
|
-
|
-
|
Tax
fees
|
-
|
-
|
All other
fees
|
-
|
-
|
Total
fees
|
$53,750
|
$45,700
|
|
|
Incorporated by Reference
|
||
Exhibit Number
|
Exhibit Description
|
Form
|
Exhibit
|
Filing
Date/Period
End Date
|
Asset Purchase
Agreement, dated November 26, 2014, by and between Multiplayer
Online Dragon, Inc. and NaturalShrimp Holdings, Inc.
|
8-K
|
2.1
|
12/3/2014
|
|
Articles of
Incorporation
|
S-1
|
3.1
|
6/11/2009
|
|
Amendment to
Articles of Incorporation
|
10-Q/A
|
3.3
|
5/19/2014
|
|
Bylaws
|
S-1
|
3.2
|
6/11/2009
|
|
4.1
|
Specimen Common
Stock Certificate
|
S-1
|
4.1
|
6/11/2009
|
Business Loan
Agreement, dated September 13, 2005, by and among NaturalShrimp
Holdings, Inc., Amarillo National Bank, NSC, NaturalShrimp
International, Inc., NaturalShrimp San Antonio, L.P., Shirley
Williams, Gerald Easterling, Mary Ann Untermeyer, and High Plain
Christian Ministries Foundation, as amended, modified and
assigned
|
8-K
|
10.1
|
2/11/2015
|
|
Secured Promissory
Note, dated September 13, 2005, issued by NaturalShrimp Holdings,
Inc. to Amarillo National Bank in the original principal amount of
$1,500,000, as amended, modified and assigned
|
8-K
|
10.2
|
2/11/2015
|
|
Assignment
Agreement, dated March 26, 2009, by and between Baptist Community
Services, Amarillo National Bank and NaturalShrimp Holdings,
Inc.
|
8-K
|
10.3
|
2/11/2015
|
|
Fifth Forbearance
Agreement, dated January 30, 2015, by and between the Company,
NaturalShrimp Holdings, Inc. and Baptist Community
Services
|
8-K
|
10.4
|
2/11/2015
|
|
Stock Pledge
Agreement, dated January 30, 2015, by and between the Company and
Baptist Community Services
|
8-K
|
10.5
|
2/11/2015
|
|
Agreement Regarding
Loan Documents, dated January 30, 2015, by and between the Company
and NaturalShrimp Holdings, Inc.
|
8-K
|
10.6
|
2/11/2015
|
|
Exclusive Rights
Agreement, dated August 19, 2014, between NaturalShrimp Holdings,
Inc., its subsidiaries and F&T Water Solutions,
LLC
|
8-K
|
10.7
|
2/11/2015
|
|
Members Agreement,
dated August 19, 2014, between NaturalShrimp Holdings, Inc.,
F&T Water Solutions, LLC and the members of Natural Aquatic
Systems, LLC
|
8-K
|
10.8
|
2/11/2015
|
|
Form of
Subscription Agreement
|
8-K
|
10.1
|
5/7/2015
|
|
Form of Promissory
Note
|
10-K
|
10.10
|
7/28/2015
|
|
Form of Loan
Agreement
|
10-K
|
10.11
|
7/28/2015
|
|
Form of Security
Agreement
|
10-K
|
10.12
|
7/28/2015
|
|
Form of Line of
Credit Agreement with Extraco Bank
|
10-K
|
10.13
|
7/28/2015
|
|
Employment
Agreement dated April 1, 2015 with Bill G. Williams
|
8-K
|
10.2
|
5/7/2015
|
|
Employment
Agreement dated April 1, 2015 with Gerald Easterling
|
8-K
|
10.3
|
5/7/2015
|
|
Form of Private
Placement Subscription Agreement and 6% Unsecured Convertible Note
with Dragon Acquisitions LLC.
|
10-K
|
10.16
|
6/29/2017
|
|
Form of Promissory
Note dated January 10, 2017 with Community National
Bank
|
10-Q
|
10.1
|
2/14/2017
|
|
Form of Guaranty
made by Gerald Easterling to Community National Bank
|
10-Q
|
10.1
|
2/14/2017
|
|
Payoff Letter,
Termination and Release dated January 13, 2017 from Baptist
Community Services
|
10-Q
|
10.2
|
2/14/2017
|
|
Securities Purchase
Agreement dated January 23, 2017 with Vista Capital Investments,
LLC
|
10-K
|
10.23
|
6/29/2017
|
|
Warrant to Purchase
Shares of Common Stock issued January 23, 2017 to Vista Capital
Investments, LLC
|
10-K
|
10.21
|
6/29/2017
|
Convertible Note
dated January 23, 2017 issued to Vista Capital Investments,
LLC
|
10-K
|
10.22
|
6/29/2017
|
|
Securities Purchase
Agreement dated March 16, 2017 with Vista Capital Investments,
LLC
|
10-K
|
10.23
|
6/29/2017
|
|
Convertible
Debenture dated March 28, 2017 issued to Peak One Opportunity Fund,
L.P.
|
10-K
|
10.24
|
6/29/2017
|
|
6% Convertible Note
dated January 20, 2017 issued Dragon Acquisitions LLC
|
10-Q
|
10.1
|
2/14/2018
|
|
Securities Purchase
Agreement dated March 16, 2017 with Peak One Opportunity Fund,
L.P.
|
10-Q
|
10.1
|
8/14/2017
|
|
Amendment #1 to the
Securities Purchase Agreement Entered into on March 16, 2017, dated
July 5, 2017, with Peak One Opportunity Fund, L.P.
|
10-Q
|
10.2
|
8/14/2017
|
|
6% Convertible Note
dated March 11, 2017 issued to Dragon Acquisitions LLC
|
10-Q
|
10.4
|
2/14/2018
|
|
6% Convertible Note
dated April 20, 2017 issued to Dragon Acquisitions LLC
|
10-Q
|
10.5
|
2/14/2018
|
|
Securities Purchase
Agreement dated July 31, 2017, with Crown Bridge Partners
LLC
|
10-Q
|
10.6
|
2/14/2018
|
|
5% Convertible Note
dated July 31, 2017, issued to Crown Bridge Partners
LLC
|
10-Q
|
10.7
|
2/14/2018
|
|
Common Stock
Purchase Warrant dated July 31, 2017, issued to Crown Bridge
Partners LLC
|
10-Q
|
10.8
|
2/14/2018
|
|
Securities Purchase
Agreement dated August 28, 2017 with Labrys Fund, LP
|
10-Q
|
10.9
|
2/14/2018
|
|
12% Convertible
Note dated August 28, 2017, with Labrys Fund, LP
|
10-Q
|
10.10
|
2/14/2018
|
|
Common Stock
Purchase Warrant dated August 28, 2017, issued to Labrys Fund,
LP
|
10-Q
|
10.11
|
2/14/2018
|
|
12% Convertible
Note dated September 11, 2017 issued to Auctus Funds,
LLC
|
10-Q
|
10.12
|
2/14/2018
|
|
Common Stock
Purchase Warrant dated September 11, 2017 issued to Auctus Funds,
LLC
|
10-Q
|
10.13
|
2/14/2018
|
|
12% Convertible
Note dated September 12, 2017 issued to JSJ Investments,
Inc.
|
10-Q
|
10.14
|
2/14/2018
|
|
Securities Purchase
Agreement dated September 28, 2017 with EMA Financial,
LLC
|
10-Q
|
10.1
|
10/17/2017
|
|
12% Convertible
Note issued to EMA Financial, LLC dated September 28,
2017
|
10-Q
|
10.2
|
10/17/2017
|
|
Common Stock
Purchase Warrant dated October 2, 2017, issued to Crown Bridge
Partners LLC
|
10-Q
|
10.17
|
2/14/2018
|
|
Securities Purchase
Agreement dated October 31, 2017 with Labrys Fund, LP
|
10-Q
|
10.18
|
2/14/2018
|
|
12% Convertible
Note dated October 31, 2017, issued to Labrys Fund, LP
|
10-Q
|
10.19
|
2/14/2018
|
|
Securities Purchase
Agreement dated November 9, 2017 with GS Capital Partners,
LLC.
|
10-Q
|
10.20
|
2/14/2018
|
|
8% Convertible
Secured Redeemable Note issued to GS Capital Partners, LLC dated
November 14, 2017
|
10-Q
|
10.21
|
2/14/2018
|
|
8% Convertible
Secured Redeemable Note issued to GS Capital Partners, LLC dated
November 14, 2017
|
10-Q
|
10.22
|
2/14/2018
|
|
8% Collateralized
Secured Promissory Note dated November 14, 2017, from GS Capital
Partners, LLC
|
10-Q
|
10.23
|
2/14/2018
|
|
Securities Purchase
Agreement dated December 20, 2017 with GS Capital Partners,
LLC.
|
10-Q
|
10.24
|
2/14/2018
|
|
8% Convertible
Secured Redeemable Note issued to GS Capital Partners, LLC dated
December 20, 2017
|
10-Q
|
10.25
|
2/14/2018
|
|
8% Convertible
Secured Redeemable Note issued to GS Capital Partners, LLC dated
December 20, 2017
|
10-Q
|
10.26
|
2/14/2018
|
|
8% Collateralized
Secured Promissory Note dated December 20, 2017, from GS Capital
Partners, LLC
|
10-Q
|
10.27
|
2/14/2018
|
|
Equity Financing
Agreement with GHS Investments LLC
|
8-K
|
10.1
|
8/27/2018
|
|
Registration Rights
Agreement with GHS Investments LLC
|
8-K
|
10.2
|
8/27/2018
|
|
12% Convertible
Promissory Note dated June 5, 2018 with JSJ Investments,
Inc.
|
10-Q
|
10.71
|
11/14/2018
|
|
Securities Purchase
Agreement dated July 27, 2018 with GS Capital Partners,
LLC
|
10-Q
|
10.72
|
11/14/2018
|
|
10% Convertible
Secured Redeemable Note issued to GS Capital Partners, LLC dated
July 27, 2018
|
10-Q
|
10.73
|
11/14/2018
|
|
10% Collateralized
Secured Promissory Note dated July 27, 2018, from GS Capital
Partners, LLC
|
10-Q
|
10.74
|
11/14/2018
|
|
Securities Purchase
Agreement dated August 24, 2018 with One44 Capital,
LLC
|
10-Q
|
10.75
|
11/14/2018
|
|
10% Convertible
Redeemable Note issued August 24, 2018 with One44 Capital,
LLC
|
10-Q
|
10.76
|
11/14/2018
|
|
Securities Purchase
Agreement dated September 14, 2018 with Labrys Fund LP
|
10-Q
|
10.77
|
11/14/2018
|
|
12% Convertible
Promissory Note dated September 14, 2018 issued to Labrys Fund,
LP
|
10-Q
|
10.78
|
11/14/2018
|
|
Securities Purchase
Agreement dated October 30, 2018 with Power Up Lending Group
Ltd
|
10-Q
|
10.79
|
11/14/2018
|
|
8% Convertible
Promissory Note dated October 30, 2018 with Power Up Lending Group
Ltd.
|
10-Q
|
10.80
|
11/14/2018
|
|
12% Convertible
Redeemable Note, Back End Note 1 of 2, dated January 29, 2018 from
Adar Bays, LLC
|
10-K
|
10.64
|
07/01/2019
|
12% Convertible
Redeemable Note, Back End Note, 2 of 2, dated January 29, 2018 with
Adar Bays, LLC
|
10-K
|
10.65
|
07/01/2019
|
|
12% Collateralized
Secured Promissory Note, 1 of 2, dated January 29, 2018 from Adar
Bays, LLC
|
10-K
|
10.66
|
07/01/2019
|
|
12% Collateralized
Secured Promissory Note 2of2, dated January 29, 2018 from Adar
Bays, LLC
|
10-K
|
10.67
|
07/01/2019
|
|
Securities Purchase
Agreement dated January 29, 2018 with Adar Bays, LLC
|
10-K
|
10.68
|
07/01/2019
|
|
12% Convertible
Promissory Note dated January 30, 2018 with Power Up Lending Group
Ltd.
|
10-K
|
10.69
|
07/01/2019
|
|
Securities Purchase
Agreement dated January 30, 2018 with Power Up Lending Group
Ltd.
|
10-K
|
10.70
|
07/01/2019
|
|
Debt Purchase
Agreement dated February 8, 2018 between Labrys Fund LP and Adar
Bays, LLC
|
10-K
|
10.71
|
07/01/2019
|
|
12% Convertible
Promissory Note dated March 9, 2018 with Power Up Lending Group
Ltd.
|
10-K
|
10.72
|
07/01/2019
|
|
Securities Purchase
Agreement dated March 9, 2018 with Power Up Lending Group
Ltd.
|
10-K
|
10.73
|
07/01/2019
|
|
Securities Purchase
Agreement dated March 20, 2018 with Jefferson Street Capital,
LLC
|
10-K
|
10.74
|
07/01/2019
|
|
12% Secured
Convertible Promissory Note dated March 20, 2018 with Jefferson
Street Capital, LLC
|
10-K
|
10.75
|
07/01/2019
|
|
Securities Purchase
Agreement dated March 20, 2018 with BlueHawk Capital,
LLC
|
10-K
|
10.76
|
07/01/2019
|
|
12% Secured
Convertible Promissory Note dated March 20, 2018 with BlueHawk
Capital, LLC
|
10-K
|
10.77
|
07/01/2019
|
|
Securities Purchase
Agreement dated April 12, 2018 with One44 Capital, LLC
|
10-K
|
10.78
|
07/01/2019
|
|
10% Collateralized
Secured Promissory Note dated April 12, 2018 with One44 Capital,
LLC
|
10-K
|
10.79
|
07/01/2019
|
|
10% Convertible
Redeemable Note, Back End Note, dated April 12, 2018 with One44
Capital, LLC
|
10-K
|
10.80
|
07/01/2019
|
|
Securities Purchase
Agreement dated April 27, 2018 with BlueHawk Capital,
LLC
|
10-K
|
10.81
|
07/01/2019
|
|
12% Convertible
Promissory Note dated April 27, 2018 from BlueHawk Capital,
LLC
|
10-K
|
10.82
|
07/01/2019
|
|
10% Secured
Promissory Note issued to GHS Investments, LLC dated December 6,
2018
|
10-K
|
10.83
|
07/01/2019
|
|
Securities Purchase
Agreement dated December 6, 2018 with GHS Investments
LLC
|
10-K
|
10.84
|
07/01/2019
|
|
10% Secured
Promissory Note issued to GHS Investments, LLC dated December 31,
2018
|
10-K
|
10.85
|
07/01/2019
|
|
Securities Purchase
Agreement dated December 31, 2018 with GHS Investments
LLC
|
10-K
|
10.86
|
07/01/2019
|
|
10% Convertible
Promissory Note dated January 16, 2019 with GHS Investments
LLC
|
10-K
|
10.87
|
07/01/2019
|
|
10% Convertible
Promissory Note dated February 4, 2019 with GHS Investments
LLC
|
10-K
|
10.88
|
07/01/2019
|
|
10% Convertible
Promissory Note dated March 1, 2019 with GHS Investments
LLC
|
10-K
|
10.89
|
07/01/2019
|
|
Securities Purchase
Agreement dated March 1, 2019 with GHS Investments LLC
|
10-K
|
10.90
|
07/01/2019
|
|
10%
Convertible Promissory Note dated April 17 2019 with GHS
Investments LLC
|
10-Q
|
10.1
|
08/14/2019
|
|
Securities
Purchase Agreement dated April 17, 2019 with GHS Investments
LLC
|
10-Q
|
10.2
|
08/14/2019
|
|
Services,
Consumables, Equipment Lease Agreement dated June 6, 2019 with
Hydrenesis Aquaculture, LLC
|
10-Q
|
10.3
|
08/14/2019
|
|
Equity
Financing Agreement dated August 23, 2019 with GHS Investments
LLC
|
8-K
|
10.1
|
09/19/2019
|
|
Registration
Rights Agreement dated August 23, 2019 with GHS Investments
LLC
|
8-K
|
10.2
|
09/19/2019
|
|
Securities
Purchase Agreement dated September 17, 2019 with GHS Investments
LLC
|
10-Q
|
10.1
|
11/14/2019
|
21.1*
|
Subsidiaries of the Registrant.
|
|
|
|
31.1**
|
Rule
13a-14(a) / 15d-14(a) Certification of Chief Executive
Officer.
|
|
|
|
31.2**
|
Rule
13a-14(a) / 15d-14(a) Certification of Chief Financial
Officer.
|
|
|
|
32.1**
|
Section
1350 Certification of Chief Executive Officer.
|
|
|
|
32.2**
|
Section
1350 Certification of Chief Financial Officer.
|
|
|
|
101.INS*
|
XBRL
Instance Document
|
|
|
|
101.SCH*
|
XBRL
Taxonomy Extension Schema Document
|
|
|
|
101.CAL*
|
XBRL
Taxonomy Extension Calculation Linkbase Document
|
|
|
|
101.DEF*
|
XBRL
Taxonomy Extension Definition Linkbase Document
|
|
|
|
101.LAB*
|
XBRL
Taxonomy Extension Label Linkbase Document
|
|
|
|
101.PRE*
|
XBRL
Taxonomy Extension Presentation Linkbase Document
|
|
|
|
By:
/s/ Gerald
Easterling
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Gerald
Easterling
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Chief
Executive Officer (Principal Executive Officer)
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Date:
June 26, 2020
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By:
/s/ William
Delgado
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William
Delgado
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Chief
Financial Officer and Treasurer (Principal Financial Officer and
Principal Accounting Officer)
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Date:
June 26, 2020
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Signatures
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Title(s)
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Date
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/s/ Gerald Easterling
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Chief
Executive Officer and Chairman of the Board of Directors (Principal
Executive Officer)
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Date:
June 26, 2020
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Gerald
Easterling
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/s/ William Delgado
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Chief
Financial Officer, Treasurer
and
Director (Principal Financial Officer and Principal Accounting
Officer)
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Date:
June 26, 2020
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William
Delgado
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Page
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F-1
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CONSOLIDATED
FINANCIAL STATEMENTS:
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F-2
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F-3
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F-4
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F-5
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F-6
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ASSETS
|
March 31,
2020
|
March 31,
2019
|
Current
assets
|
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Cash
|
$109,491
|
$137,499
|
Notes
receivable
|
-
|
1,700
|
Inventory
|
-
|
4,200
|
Prepaid
expenses
|
128,693
|
35,286
|
Insurance
settlement
|
917,210
|
-
|
|
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|
Total
current assets
|
1,155,394
|
178,685
|
|
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Fixed
assets
|
707,808
|
1,178,589
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|
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Other
assets
|
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|
Construction-in-process
|
-
|
377,504
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Right
of Use asset
|
275,400
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-
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Deposits
|
178,198
|
10,500
|
|
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Total
other assets
|
453,598
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388,004
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Total
assets
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$2,316,800
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$1,745,278
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LIABILITIES
AND STOCKHOLDERS' DEFICIT
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Current
liabilities
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Accounts
payable
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$641,147
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$576,029
|
Accrued
interest
|
81,034
|
96,735
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Accrued
interest - related parties
|
296,624
|
295,184
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Other
accrued expenses
|
1,204,815
|
512,508
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Short-term
Promissory Note and Lines of credit
|
570,497
|
119,225
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Bank
loan
|
8,904
|
228,725
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Notes
payable - related parties
|
1,221,162
|
1,271,162
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Derivative
liability
|
176,000
|
157,000
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Warrant
liability
|
90,000
|
93,000
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Total
current liabilities
|
4,753,343
|
3,931,618
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Bank
loans, less current maturities
|
225,837
|
20,193
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Lines
of credit
|
-
|
650,453
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Lease
Liability
|
275,400
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-
|
|
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Total
liabilities
|
5,254,580
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4,602,264
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Commitments and
contingencies (Note 12)
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Stockholders'
deficit
|
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|
Series A Convertible Preferred stock, $0.0001 par
value, 5,000,000 shares authorized, 5,000,000
shares issued and outstanding at March 31, 2020 and March 31,
2019
|
500
|
500
|
Series B
Convertible Preferred stock, $0.0001 par value, 5,000 shares
authorized, 2,250 and 0 shares issued and outstanding at March 31,
2020 and March 31, 2019, respectively
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-
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-
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Common stock,
$0.0001 par value, 900,000,000 shares authorized, 379,742,524 and
301,758,293 shares issued and outstanding at March 31, 2020 and
March 31, 2019, respectively
|
37,975
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30,177
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Additional paid in
capital
|
43,533,242
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38,335,782
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Accumulated
deficit
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(46,427,396)
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(41,223,445)
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Total
stockholders' deficit attributable to NaturalShrimp, Inc.
shareholders
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(2,855,679)
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(2,856,986)
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Non-controlling
interest in National Acquatic Systems, Inc.
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(82,101)
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-
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Total
stockholders' deficit
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(2,937,780)
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(2,856,986)
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Total
liabilities and stockholders' deficit
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$2,316,800
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$1,745,278
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For the Year Ended
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March 31,
2020
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March 31,
2019
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Sales
|
$-
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$-
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Operating
expenses:
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Facility
operations
|
232,318
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100,596
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General
and administrative
|
1,610,331
|
869,821
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Research
and development
|
153,250
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-
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Depreciation
and amortization
|
100,359
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30,296
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Total
operating expenses
|
2,096,258
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1,000,713
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Net loss from
operations
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(2,096,258)
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(1,000,713)
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109.5%
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Other
income (expense):
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Interest
expense
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(178,425)
|
(223,350)
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Amortization
of debt discount
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(577,228)
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(1,613,984)
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Financing
costs
|
(236,718)
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(1,899,935)
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Change
in fair value of derivative liability
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(27,000)
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1,319,500
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Change
in fair value of warrant liability
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3,000
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(47,000)
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Loss
on exercise of warrants
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-
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(3,745,099)
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Loss
on warrant settlement
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(635,000)
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-
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Loss
on disposal of fixed assets
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(71,138)
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-
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Loss
due to fire
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(992,285)
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-
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-
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Total
other income (expense)
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(2,714,794)
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(6,209,868)
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Loss
before income taxes
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(4,811,052)
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(7,210,581)
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Provision
for income taxes
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-
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-
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Net
loss
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(4,811,052)
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(7,210,581)
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Less
net loss attributable to non-controlling interest
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(82,101)
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-
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Net loss
attributable to NaturalShrimp Inc.
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(4,728,951)
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(7,210,581)
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Amortization of
beneficial conversion feature on Series B PS
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(475,000)
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-
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Net loss available
for common stockholders
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$(5,203,951)
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$(7,210,581)
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EARNINGS
PER SHARE (Basic and diluted)
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$(0.02)
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$(0.04)
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WEIGHTED
AVERAGE SHARES OUTSTANDING (Basic and diluted)
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326,835,226
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171,325,837
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March
31,
2020
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March
31,
2019
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CASH
FLOWS FROM OPERATING ACTIVITIES
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Net loss
attributable to NaturalShrimp Inc.
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$(4,728,951)
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$(7,210,578)
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Adjustments to
reconcile net loss to net cash used in operating
activities
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Depreciation
expense
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100,359
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30,296
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Amortization of
debt discount
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577,228
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1,613,984
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Change in fair
value of derivative liability
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27,000
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(1,319,500)
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Change in fair
value of warrant liability
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(3,000)
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47,000
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Financing costs
related to convertible debentures
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-
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1,899,935
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Loss on exercise of
warrants
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-
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3,745,099
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Default
penalty
|
27,000
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-
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Net loss
attributable to non-controlling interest
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(82,101)
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-
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Loss on warrant
settlement
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635,000
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-
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Loss on disposal of
fixed assets
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71,138
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-
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Loss due to
fire
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992,286
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-
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Changes
in operating assets and liabilities:
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Inventory
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4,200
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-
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Prepaid expenses
and other current assets
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(93,407)
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(6,585)
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Deposits
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(167,698)
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(4,203)
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Accounts
payable
|
66,818
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47,489
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Other accrued
expenses
|
57,307
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111,922
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Accrued
interest
|
32,537
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-
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Accrued interest -
related parties
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1,440
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54,807
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Cash
used in operating activities
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(2,482,846)
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(990,334)
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CASH FLOWS FROM
INVESTING ACTIVITIES
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Cash paid for
machinery and equipment
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(1,232,704)
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(5,376)
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Cash paid for
construction in process
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-
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(206,454)
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CASH
USED IN INVESTING ACTIVITIES
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(1,232,704)
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(211,830)
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CASH
FLOWS FROM FINANCING ACTIVITIES
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Payments on bank
loan
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(14,177)
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(7,688)
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Repayment line of
credit short-term
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(199,181)
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(5,105)
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Notes
receivable
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-
|
239,500
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Proceeds from
issuance of common shares under equity agreement
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1,774,000
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464,516
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Proceeds from sale
of stock
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|
15,400
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Proceeds from sale
of Series B Convertible Preferred stock
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2,250,000
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-
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Proceeds from
convertible debentures
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100,000
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977,060
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Payments on notes
payable - related party
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(50,000)
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-
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Payments on
convertible debentures
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(85,500)
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(368,300)
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Payments on
convertible debentures, related party
|
(87,600)
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-
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Cash
provided by financing activities
|
3,687,542
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1,315,383
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NET
CHANGE IN CASH
|
(28,008)
|
113,219
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CASH
AT BEGINNING OF PERIOD
|
137,499
|
24,280
|
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CASH
AT END OF PERIOD
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$109,491
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$137,499
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INTEREST
PAID
|
$176,985
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$168,543
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Supplemental
Disclosure of Non-Cash Investing and Financing
Activities:
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Shares issued upon
conversion
|
$639,708
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$1,360,898
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Right of Use asset
and Lease liability
|
$275,400
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$-
|
Notes receivable
for convertible debentures
|
$-
|
$90,000
|
Conversion of
common shares to Series A Preferred Shares
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$-
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$500
|
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2020
|
2019
|
Derivative
liability balance at beginning of period
|
$157,000
|
$3,455,000
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Additions to
derivative liability for new debt
|
-
|
2,090,000
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Reclass to equity
upon conversion or redemption
|
(8,000)
|
(4,068,500)
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Change in fair
value
|
27,000
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(1,319,500)
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Balance at end of
period
|
$176,000
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$157,000
|
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2020
|
2019
|
Warrant liability
balance at beginning of period
|
$93,000
|
$277,000
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Additions to
warrant liability for new warrants
|
-
|
-
|
Reclass to equity
upon exercise
|
|
(231,000)
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Change in fair
value
|
(3,000)
|
47,000
|
Balance at end of
period
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$90,000
|
$93,000
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Buildings
|
27.5
– 39 years
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Other
Depreciable Property
|
5
– 10 years
|
Furniture
and Fixtures
|
3
– 10 years
|
Land
|
$202,293
|
$202,293
|
Buildings
|
509,762
|
1,328,161
|
Machinery
and equipment
|
221,987
|
934,621
|
Autos
and trucks
|
19,063
|
14,063
|
Furniture
and fixtures
|
-
|
22,060
|
Accumulated
depreciation
|
(245,297)
|
(1,322,609)
|
Fixed
assets, net
|
$707,808
|
$1,178,589
|
Years
ended:
|
|
March 31,
2021
|
$8,904
|
March 31,
2022
|
20,730
|
March 31,
2023
|
9,240
|
March 31,
2024
|
9,786
|
March 31,
2025
|
10,364
|
Thereafter
|
175,717
|
|
$234,741
|
|
2020
|
2019
|
Federal Tax
statutory rate
|
21.00%
|
21.00%
|
Permanent
differences
|
3.52%
|
10.23%
|
Valuation
allowance
|
(24.52)%
|
(31.23)%
|
Effective
rate
|
0.00%
|
0.00%
|
|
2020
|
2019
|
Deferred tax
assets:
|
|
|
Net operating loss
carryforwards
|
$1,970,000
|
$1,126,000
|
Deferred tax
benefit
|
5,000
|
287,000
|
Total deferred tax
asset
|
1,975,000
|
1,413,000
|
Valuation
allowance
|
(1,975,000)
|
(1,413,000))
|
|
$-
|
$-
|
Subsidiary Name
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Jurisdiction of Incorporation
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NaturalShrimp
Corporation
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Delaware
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NaturalShrimp
Global, Inc.
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Delaware
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Natural
Aquatic Systems, Inc.
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Texas
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1.
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I have
reviewed this Annual Report on Form 10-K of NaturalShrimp
Incorporated;
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2.
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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;
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3.
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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;
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4.
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The
registrant’s other certifying officer 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:
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(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;
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|
(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;
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|
(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
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|
(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 that has materially
affected, or is reasonably likely to materially affect, the
registrant’s internal control over financial reporting;
and
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5.
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The
registrant’s other certifying officer and I have disclosed,
based on our most recent evaluation of internal control over
financial reporting, to the registrant’s auditors and the
audit committee of the registrant’s board of directors (or
persons performing the equivalent functions):
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|
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(a)
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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.
|
I have
reviewed this Annual Report on Form 10-K of NaturalShrimp
Incorporated;
|
|
|
|
|
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;
|
|
|
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4.
|
The
registrant’s other certifying officer 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 that has materially
affected, or is reasonably likely to materially affect, the
registrant’s internal control over financial reporting;
and
|
|
|
|
5.
|
The
registrant’s other certifying officer and I have disclosed,
based on our most recent evaluation of internal control over
financial reporting, to the registrant’s auditors and the
audit committee of the registrant’s board of directors (or
persons performing the equivalent functions):
|
|
|
(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.
|