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 [X]
|
Smaller
reporting company [X]
|
|
Emerging
growth company [ ]
|
|
Page
|
|
|
3
|
|
|
|
14
|
|
|
|
28
|
|
|
|
28
|
|
|
|
28
|
|
|
|
28
|
|
|
|
|
|
29
|
|
|
|
30
|
|
|
|
30
|
|
|
|
42
|
|
|
|
42
|
|
|
|
43
|
|
|
|
43
|
|
|
|
44
|
|
|
|
|
|
45
|
|
|
|
48
|
|
|
|
52
|
|
|
|
53
|
|
|
|
55
|
|
|
|
|
|
56
|
|
|
|
57
|
|
Years Ended March
31,
|
|
|
2021
|
2020
|
|
|
|
Salaries and
related expenses
|
$499,280
|
$486,088
|
Professional
fees
|
1,121,371
|
454,571
|
Other general and
administrative expenses
|
836,069
|
652,476
|
Rent
|
15,518
|
17,196
|
Facility
operations
|
403,029
|
232,318
|
Research and
development
|
79,550
|
153,250
|
Depreciation
|
346,437
|
100,359
|
Total
|
$3,301,254
|
$2,096,258
|
|
March
31,
|
March
31,
|
|
2021
|
2020
|
Current
assets
|
$811,134
|
$1,155,394
|
Current
liabilities
|
4,425,512
|
4,753,343
|
Working capital
deficiency
|
$3,614,378
|
$3,597,949
|
|
Years Ended March
31,
|
|
|
2021
|
2020
|
Net cash used in
operating activities
|
$(2,377,377)
|
$(2,482,846)
|
Net cash used in
investing activities
|
(7,537,630)
|
(1,232,704)
|
Net cash provided
by financing activities
|
9,961,311
|
3,687,542
|
Net change in
cash
|
$46,304
|
$(28,008)
|
Name
|
Age
|
Position
|
Since
|
Gerald
Easterling
|
73
|
Chief Executive Officer, President, Secretary, and Director
|
2015
|
William
Delgado
|
62
|
Treasurer,
Chief Financial Officer, and
Director
|
2014
|
Tom
Untermeyer
|
62
|
Chief
Operating Officer, Chief Technology
Officer, Secretary and Director
|
2019
|
Name and
Principal
|
|
|
|
Stock
|
Option
|
Non-Equity
Incentive
Plan
|
All
Other
|
|
Position
|
Year
|
Salary
|
Bonus
|
Awards
|
Awards
|
Compensation
|
Compensation
|
Total
|
Bill G.
Williams,
|
2021
|
$16,000
|
-
|
-
|
-
|
-
|
$1,120
|
$17,120
|
Former Chairman
of the Board and
Former CEO (1)
|
2020
|
$96,000
|
-
|
-
|
-
|
-
|
$15,561
|
$111,561
|
|
|
|
|
|
|
|
|
|
Gerald
Easterling,
|
2021
|
$116,000
|
-
|
-
|
-
|
-
|
$42,334.
|
$158,334
|
Chairman of the
Board and CEO (2)
|
2020
|
$112,000
|
-
|
-
|
-
|
-
|
$14,745
|
$126,745
|
|
|
|
|
|
|
|
|
|
William
Delgado,
|
2021
|
$-
|
-
|
-
|
-
|
-
|
-
|
$-
|
CFO (3)
|
2020
|
$-
|
-
|
-
|
-
|
-
|
-
|
$-
|
|
|
|
|
|
|
|
|
|
Tom
Untermeyer,
|
2021
|
$112,000
|
-
|
-
|
-
|
-
|
$12,885
|
$124,885
|
COO (4)
|
2020
|
$112,000
|
-
|
-
|
-
|
-
|
$699
|
$112,699
|
|
(1)
|
Mr.
Williams was entitled to receive medical insurance reimbursement,
of which $8,061 was paid during the fiscal year ending March 31,
2020. Mr. Williams was also entitled to an automobile allowance of
$500 per month, of which none was paid, and for which $7,500 was
paid during the fiscal year ending March 31, 2020 and $16,000 was
accrued at March 31, 2020. On August 15, 2019, Mr. Williams retired
from his position as CEO of the Company. Mr. Williams passed away
on April 12, 2020, although the Company continues to make payments
per agreements with Mr. Williams before his death.
|
|
(2)
|
Mr.
Easterling is entitled to receive medical insurance reimbursement,
of which $7,245 was paid during the fiscal year ending March 31,
2020 and for which $9,448 was accrued as of March 31, 2020 and for
which $17,834 was paid during the fiscal year ending March 31,
2021. Mr. Easterling is also entitled to an automobile allowance of
$500 per month, of which $24,500 was paid during the year ended
March 31, 2021. As of March 31, 2021 and 2020, Mr. Easterling is
owed $33,836 and $53,836, respectively, for accrued and unpaid
salary.
|
|
|
|
|
(3)
|
Mr.
Delgado received no compensation from the Company during the fiscal
years ended March 31, 2021 and 2020.
|
|
|
|
|
(4)
|
As of
March 31, 2021 and 2020, Mr. Untermeyer is owed $96,000 and
$116,000, respectively, for accrued and unpaid salary. Mr.
Untermeyer is entitled to receive medical insurance reimbursement,
of which $8,385 was paid during the fiscal year ending March 31,
2021. Mr. Untermeyer is also entitled to an automobile allowance of
$500 per month, of which $4,500 was paid during the fiscal year
ending March 31, 2021.
|
(1)
|
|
The
Series A Preferred Stock is convertible, at the written consent of
a majority of the outstanding shares of Series A Stock, in an
amount of shares of common stock equal to 100% of the then
outstanding shares of common stock at the time of such conversion.
Each share of Series A Preferred Stock is entitled to vote sixty
(60) shares of Common Stock for each one (1) share of Series A
Preferred Stock held. For purposes of this calculation, the % of
total voting power for this calculation is based on a limit of our
authorized shares of 900,000,000.
|
|
|
|
(2)
|
|
Series
B designation
|
|
|
|
(3)
|
|
Based
on 594,419,728 shares of common stock outstanding as of June 28,
2021
|
|
|
|
(4)
|
|
Based
on 5,000,000 shares of Series A Preferred outstanding as of June
28, 2021
|
|
|
|
(5)
|
|
Based
on 5,000 shares of Series B Preferred outstanding as of June 28,
2021
|
|
|
|
(6)
|
|
The
shares are held by NaturalShrimp Holdings, Inc.
(“NaturalShrimp”), of which Mr. Easterling is Chairman
of the Board and the Chief Executive Officer. Mr. Easterling has
shared voting and dispositive power over the shares held by
NaturalShrimp Holdings, Inc.
|
|
|
|
(7)
|
|
On
August 21, 2018, the Company entered into a Stock Exchange
Agreement (the “Exchange Agreement”) with
NaturalShrimp, the Company’s majority shareholder, which is
controlled by our Chief Executive Officer, whereby the Company
issued to NaturalShrimp 5,000,000 shares of Series A Preferred in
exchanged for 75,000,000 shares of common stock of the Company. The
75,000,000 shares of common stock were subsequently returned to the
Company’s treasury and cancelled.
|
|
|
|
(8)
|
|
The
shares are held by Dragon Acquisitions LLC, of which Mr. Delgado is
the managing member.
|
Services
|
2021
|
2020
|
Audit
fees
|
$51,000
|
$53,750
|
Audit related
fees
|
-
|
-
|
Tax
fees
|
-
|
-
|
All other
fees
|
-
|
-
|
Total
fees
|
$51,000
|
$53,750
|
|
|
Incorporated by Reference
|
||
Exhibit Number
|
Exhibit Description
|
Form
|
Exhibit
|
Filing
Date/Period
End
Date
|
|
|
|
|
|
Articles of Incorporation
|
S-1
|
3.1
|
6/11/2009
|
|
Amendment to Articles of Incorporation
|
10-Q/A
|
3.3
|
5/19/2014
|
|
Amendment
to Articles of Incorporation
|
8-K
|
3.1
|
3/3/2015
|
|
Bylaws
|
S-1
|
3.2
|
6/11/2009
|
|
Certificate
of Designation of Series A Preferred Stock
|
8-K
|
3.1
|
8/22/2018
|
|
Certificate
of Designation of Series B Preferred Stock
|
10-Q
|
3.1
|
11/14/2019
|
|
Certificate
of Designation of Series D Preferred Stock
|
8-K
|
3.1
|
12/22/2020
|
|
Certificate
of Designation of Series E Preferred Stock
|
8-K
|
3.1
|
4/15/2021
|
|
Specimen Common Stock Certificate
|
S-1
|
4.1
|
6/11/2009
|
|
Employment Agreement dated April 1, 2015 with Gerald
Easterling
|
8-K
|
10.3
|
5/7/2015
|
|
Warrant
to Purchase Shares of Common Stock issued January 23, 2017 to Vista
Capital Investments, LLC
|
10-K
|
10.21
|
6/29/2017
|
|
Common Stock Purchase Warrant dated July 31, 2017, issued to Crown
Bridge Partners LLC
|
10-Q
|
10.8
|
2/14/2018
|
|
Common Stock Purchase Warrant dated August 28, 2017, issued to
Labrys Fund, LP
|
10-Q
|
10.11
|
2/14/2018
|
|
Common Stock Purchase Warrant dated October 2, 2017, issued to
Crown Bridge Partners LLC
|
10-Q
|
10.17
|
2/14/2018
|
|
Settlement
Agreement and Release dated April 9, 2020, by and between
NaturalShrimp, Inc., Vista Capital Investments, LLC and David
Clark
|
8-K
|
10.1
|
4/14/2020
|
|
Form
Securities Purchase Agreement
|
8-K
|
10.1
|
12/22/2020
|
|
Asset
Purchase Agreement between NaturalShrimp Incorporated and VeroBlue
Farms USA, Inc. and certain subsidiaries of VeroBlue Farms, dated
December 15, 2020.
|
10-Q
|
10.2
|
2/16/2021
|
|
Subsidiaries of the Registrant.
|
10-K
|
21.1
|
6/26/2020
|
|
Rule
13a-14(a) / 15d-14(a) Certification of Chief Executive
Officer.
|
|
|
|
|
Rule
13a-14(a) / 15d-14(a) Certification of Chief Financial
Officer.
|
|
|
|
|
Section
1350 Certification of Chief Executive Officer.
|
|
|
|
|
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
|
|
|
|
* Filed herewith.
|
** Furnished herewith.
|
By:
/s/ Gerald
Easterling
|
|
Gerald
Easterling
|
|
Chief
Executive Officer (Principal Executive Officer)
|
|
Date:
June 29, 2021
|
|
By:
/s/ William
Delgado
|
|
William
Delgado
|
|
Chief
Financial Officer and Treasurer (Principal Financial Officer and
Principal Accounting Officer)
|
|
Date:
June 29, 2021
|
|
Signatures
|
|
Title(s)
|
|
Date
|
/s/ Gerald Easterling
|
|
Chief
Executive Officer and Chairman of the Board of Directors (Principal
Executive Officer)
|
|
Date:
June 29, 2021
|
Gerald
Easterling
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/ William Delgado
|
|
Chief
Financial Officer, Treasurer
and
Director (Principal Financial Officer and Principal Accounting
Officer)
|
|
Date:
June 29, 2021
|
William
Delgado
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Tom Untermeyer
|
|
Operating
Officer, Chief Technology Officer, Secretary, and
Director
|
|
Date:
June 29, 2021
|
Tom
Untermeyer
|
|
|
|
|
|
|
|
|
|
|
Page
|
|
|
F-1
|
|
|
|
CONSOLIDATED
FINANCIAL STATEMENTS:
|
|
|
|
F-3
|
|
|
|
F-4
|
|
|
|
F-5
|
|
|
|
F-6
|
|
|
|
F-7
|
ASSETS
|
March 31, 2021
|
March 31, 2020
|
Current
assets
|
|
|
Cash
|
$155,795
|
$109,491
|
Prepaid
expenses
|
655,339
|
128,693
|
Insurance
settlement
|
-
|
917,210
|
|
|
|
Total
current assets
|
811,134
|
1,155,394
|
|
|
|
Fixed
assets
|
12,236,557
|
707,808
|
|
|
|
Other
assets
|
|
|
Construction-in-process
|
1,873,219
|
-
|
Right
of Use asset
|
275,400
|
275,400
|
Deposits
|
20,633
|
178,198
|
|
|
|
Total
other assets
|
2,169,252
|
453,598
|
|
|
|
Total
assets
|
$15,216,943
|
$2,316,800
|
|
|
|
LIABILITIES
AND STOCKHOLDERS' DEFICIT
|
|
|
Current
liabilities
|
|
|
Accounts
payable
|
$963,289
|
$641,146
|
Accrued
interest
|
73,350
|
81,034
|
Accrued
interest - related parties
|
187,520
|
296,624
|
Other
accrued expenses
|
602,368
|
1,204,815
|
Short-term
Promissory Note and Lines of credit
|
573,621
|
570,497
|
Bank
loan
|
8,725
|
8,904
|
PPP
loan
|
103,200
|
-
|
Convertible
debentures
|
483,637
|
463,161
|
Note
payable
|
96,000
|
-
|
Notes
payable - related parties
|
1,151,162
|
1,221,162
|
Dividends
payable
|
182,639
|
-
|
Derivative
liability
|
-
|
176,000
|
Warrant
liability
|
-
|
90,000
|
|
|
|
Total
current liabilities
|
4,425,511
|
4,753,343
|
|
|
|
Bank
loans, less current maturities
|
206,127
|
225,837
|
Notes
payable
|
5,000,000
|
-
|
Note
payable, less current maturities
|
215,604
|
-
|
Lease
Liability
|
275,400
|
275,400
|
|
|
|
Total
liabilities
|
10,122,642
|
5,254,580
|
|
|
|
|
March
31, 2021
|
March
31, 2020
|
|
|
|
Sales
|
$-
|
$-
|
|
|
|
Operating
expenses:
|
|
|
|
|
|
General
and administrative
|
2,472,238
|
1,610,331
|
Research
and development
|
79,550
|
153,250
|
Facility
operations
|
403,029
|
232,318
|
Depreciation
and amortization
|
346,437
|
100,359
|
|
|
|
Total
operating expenses
|
3,301,254
|
2,096,258
|
|
|
|
Net loss from
operations
|
(3,301,254)
|
(2,096,258)
|
|
|
57.5%
|
Other
income (expense):
|
|
|
Interest
expense
|
(144,204)
|
(178,425)
|
Amortization
of debt discount
|
(47,273)
|
(577,228)
|
Financing
costs
|
(64,452)
|
(236,718)
|
Change
in fair value of derivative liability
|
(29,000)
|
(27,000)
|
Change
in fair value of warrant liability
|
-
|
3,000
|
Loss
on warrant settlement
|
-
|
(635,000)
|
Loss
on disposal of fixed assets
|
-
|
(71,138)
|
Loss
due to fire
|
-
|
(992,285)
|
|
-
|
|
|
|
|
Total
other income (expense)
|
(284,929)
|
(2,714,794)
|
|
|
|
Loss
before income taxes
|
(3,586,183)
|
(4,811,052)
|
|
|
|
Provision
for income taxes
|
-
|
-
|
|
|
|
Net
loss
|
(3,586,183)
|
(4,811,052)
|
|
|
|
Less
net loss attributable to non-controlling interest
|
(5,729)
|
(82,101)
|
|
|
|
Net loss
attributable to NaturalShrimp Inc.
|
(3,580,454)
|
(4,728,951)
|
|
|
|
Amoritzation of
beneficial conversion feature on Preferred shares
|
(1,720,833)
|
(475,000)
|
Accretion on Series
D Preferred shares
|
(302,500)
|
|
Dividends
|
(317,083)
|
-
|
|
|
|
Net loss available
for common stockholders
|
$(5,920,870)
|
$(5,203,951)
|
|
|
|
EARNINGS
PER SHARE (Basic and diluted)
|
$(0.01)
|
$(0.02)
|
|
|
|
WEIGHTED
AVERAGE SHARES OUTSTANDING (Basic and diluted)
|
501,477,593
|
326,835,226
|
|
Series A
Preferred stock
|
Series B
Preferred stock
|
Common
stock
|
|
|
|
|
|
|||
|
Shares
|
Amount
|
Shares
|
Amount
|
Shares
|
Amount
|
Additional paid
in Capital
|
Stock
Payable
|
Accumulated
deficit
|
Non-controlling
interest
|
Total
stockholders' deficit
|
Balance March 31,
2019
|
5,000,000
|
$500
|
-
|
$-
|
301,758,293
|
$30,177
|
$38,335,782 #
|
$-
|
$(41,223,445)
|
$-
|
(2,856,986)
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance of shares under equity
financing agreement
|
|
|
|
|
14,744,646
|
1,474
|
1,772,526
|
|
|
|
1,774,000
|
Issuance of shares upon
conversion
|
|
|
|
|
63,239,585
|
6,323
|
633,386
|
|
|
|
639,710
|
Reclass of derivative liability
upon conversion or redemption of related convertible
debentures
|
|
|
|
|
|
|
8,000
|
|
|
|
8,000
|
Purchase of Series B Preferred
shares
|
|
|
2,250
|
-
|
|
|
2,250,000
|
|
|
|
2,250,000
|
Beneficial conversion feature
related to the Series B Preferred Shares
|
|
|
|
|
|
|
475,000
|
|
(475,000)
|
|
-
|
Beneficial conversion
feature
|
|
|
|
|
|
|
58,548
|
|
|
|
58,548
|
|
|
|
|
|
|
|
|
|
|
|
-
|
Net loss
|
|
|
|
|
|
|
|
|
(4,728,951)
|
(82,101)
|
(4,811,052)
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance March 31,
2020
|
5,000,000
|
$500
|
2,250
|
$-
|
379,742,524
|
$37,975
|
$43,533,242
|
$-
|
$(46,427,396)
|
$(82,101)
|
$(2,937,780)
|
|
|
|
|
|
|
|
|
|
|
|
|
Issuance of common stock upon
conversion
|
|
|
|
|
39,735,626
|
3,974
|
547,047
|
|
|
|
551,021
|
Reclass of derivative liability
upon conversion or redemption of related convertible
debentures
|
|
|
|
|
|
|
205,000
|
|
|
|
205,000
|
Purchase of Series B Preferred
shares
|
|
|
3,250
|
-
|
|
|
3,250,000
|
|
|
|
3,250,000
|
Beneficial conversion feature
related to the Series B Preferred Shares
|
|
|
|
|
|
|
1,335,000
|
|
(1,335,000)
|
|
-
|
Dividends payable on Series B
PS
|
|
|
|
|
|
|
|
|
(317,085)
|
|
(317,085)
|
Series B PS Dividends in kind
issued
|
|
|
115
|
-
|
|
|
134,442
|
|
|
|
134,442
|
Conversion of Series B PS to common
stock
|
|
|
(5,008)
|
-
|
113,517,030
|
11,351
|
(11,351)
|
|
|
|
-
|
Common stock issued in Vista
Warrant settlement
|
|
|
|
|
17,500,000
|
1,750
|
608,250
|
|
|
|
610,000
|
Reclass of warrant liability upon
the cancellation of warrants under Vista Warrant
settlement
|
|
|
|
|
|
|
90,000
|
|
|
|
90,000
|
Common stock issued to
consultant
|
|
|
|
|
4,250,000
|
425
|
744,825
|
|
|
|
745,250
|
Beneficial conversion feature
related to the Series D Preferred Shares
|
|
|
|
|
|
|
6,050,000
|
|
|
|
6,050,000
|
Amortization of beneficial
conversion feature related to Series D Preferred
Shares
|
|
|
|
|
|
|
|
|
(1,720,833)
|
|
(1,720,833)
|
Accretion on Series D Preferred
shares
|
|
|
|
|
|
|
|
|
(302,500)
|
|
(302,500)
|
Commitment shares issued with
Series D Preferred Shares
|
|
|
|
|
6,000,000
|
600
|
(600)
|
|
|
|
-
|
Common stock to be issued as
finder's fees related to asset acquisition
|
|
|
|
|
|
|
|
136,000
|
|
|
136,000
|
Beneficial conversion feature
related to convertible debenture
|
|
|
|
|
|
|
163,636
|
|
|
|
163,636
|
|
|
|
|
|
|
|
|
|
|
|
-
|
Net loss
|
|
|
|
|
|
|
|
|
(3,580,454)
|
(5,729)
|
(3,586,183)
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance March 31,
2021
|
5,000,000
|
$500
|
607
|
$-
|
560,745,180
|
$56,075
|
$56,649,491
|
$136,000
|
$(53,683,268)
|
$(87,830)
|
$3,070,968
|
|
March 31,
2021
|
March 31,
2020
|
CASH
FLOWS FROM OPERATING ACTIVITIES
|
|
|
Net loss
attributable to NaturalShrimp Inc.
|
$(3,580,454)
|
$(4,728,951)
|
|
|
|
Adjustments to
reconcile net loss to net cash used in operating
activities
|
|
|
|
|
|
Depreciation
expense
|
346,437
|
100,359
|
Amortization of
debt discount
|
47,273
|
577,228
|
Change in fair
value of derivative liability
|
29,000
|
27,000
|
Change in fair
value of warrant liability
|
-
|
(3,000)
|
Loss on warrant
settlement
|
-
|
635,000
|
Default
penalty
|
41,112
|
27,000
|
Net loss
attributable to non-controlling interest
|
(5,729)
|
(82,101)
|
Loss on disposal of
fixed assets
|
-
|
71,138
|
Loss due to
fire
|
-
|
992,286
|
Shares issued for
services
|
745,250
|
-
|
|
|
|
Changes
in operating assets and liabilities:
|
|
|
Inventory
|
-
|
4,200
|
Prepaid expenses
and other current assets
|
(526,646)
|
(93,407)
|
Deposits
|
-
|
(167,698)
|
Accounts
payable
|
325,264
|
66,818
|
Other accrued
expenses
|
117,957
|
57,307
|
Accrued
interest
|
39,063
|
32,537
|
Accrued interest -
related parties
|
44,096
|
1,440
|
|
|
|
Cash
used in operating activitites
|
(2,377,377)
|
(2,482,846)
|
|
|
|
CASH FLOWS FROM INVESTING
ACTIVITIES
|
|
|
|
|
|
Cash paid for
machinery and equipment
|
(1,739,186)
|
(1,232,704)
|
Cash paid for asset
acquisition with VeroBlue Farms, Inc.
|
(5,000,000)
|
-
|
Cash received from
Insurance settlement
|
917,210
|
-
|
Cash paid for
construction in process
|
(1,715,654)
|
-
|
|
|
|
CASH
USED IN INVESTING ACTIVITIES
|
(7,537,630)
|
(1,232,704)
|
|
|
|
CASH
FLOWS FROM FINANCING ACTIVITIES
|
|
|
|
|
|
Payments on bank
loan
|
(19,889)
|
(14,177)
|
Payment of related
party notes payable
|
(72,000)
|
-
|
Repayment line of
credit short-term
|
-
|
(199,181)
|
Proceeds from PPP
loan
|
103,200
|
-
|
Proceeds from
issuance of common shares under equity agreeement
|
-
|
1,774,000
|
Proceeds from sale
of Series B Convertible Preferred stock
|
3,250,000
|
2,250,000
|
Proceeds from
convertible debentures
|
600,000
|
100,000
|
Payments on notes
payable, related party
|
-
|
(50,000)
|
Payments on
convertible debentures
|
-
|
(85,500)
|
Proceeds from sale
of Series D PS
|
6,050,000
|
-
|
Payments on
convertible debentures, related party
|
-
|
(87,600)
|
Cash received in
relation to Vista warrant settlement
|
50,000
|
-
|
|
|
|
Cash
provided by financing activitites
|
9,961,311
|
3,687,542
|
|
|
|
NET
CHANGE IN CASH
|
46,304
|
(28,008)
|
|
|
|
CASH
AT BEGINNING OF PERIOD
|
109,491
|
137,499
|
|
|
|
CASH
AT END OF PERIOD
|
$155,795
|
$109,491
|
|
|
|
INTEREST
PAID
|
$100,108
|
$170,911
|
|
|
|
Supplemental
Disclosure of Non-Cash Investing and Financing
Activities:
|
|
|
Shares issued upon
conversion
|
$551,021
|
$639,708
|
Right of Use asset
and Lease liability
|
$-
|
$275,400
|
Dividends in kind
issued
|
$134,442
|
$-
|
Shares issued on
Vista Warrant settlement
|
$610,000
|
$-
|
Note payable,
related party, issued in place of Settlement Agreement
|
$383,604
|
$-
|
Notes payable,
issued as consideration in VeroBlue Farms, Inc. asset
acquisition
|
$5,000,000
|
$-
|
Shares payable, to
be issued as finders fee in VeroBlue Farms, Inc. asset
acquisition
|
$136,000
|
$-
|
|
2021
|
2020
|
Derivative
liability balance at beginning of period
|
$176,000
|
$157,000
|
Reclass to equity
upon conversion or redemption
|
(205,000)
|
(8,000)
|
Change in fair
value
|
29,000
|
27,000
|
Balance at end of
period
|
$-
|
$176,000
|
|
2021
|
2020
|
Warrant liability
balance at beginning of period
|
$90,000
|
$93,000
|
Reclass to equity
upon cancellation or exercise
|
(90,000)
|
-
|
Change in fair
value
|
-
|
(3,000)
|
Balance at end of
period
|
$-
|
$90,000
|
Buildings
|
39
years
|
Machinery
and Equipment
|
7
– 10 years
|
Vehicles
|
10
years
|
Furniture
and Fixtures
|
3
– 10 years
|
Equipment
|
$7,015,000
|
69.2%
|
Vehicles
|
202,000
|
2.0%
|
Buildings
|
2,797,000
|
26.6%
|
Land
|
122,000
|
1.2%
|
|
$10,136,000
|
100%
|
|
March
31,
2021
|
March
31,
2020
|
Land
|
$324,293
|
$202,293
|
Buildings
|
4,702,063
|
509,762
|
Machinery and
equipment
|
7,580,873
|
221,987
|
Autos and
trucks
|
213,849
|
19,063
|
|
12,815,178
|
953,105
|
Accumulated
depreciation
|
(584,521)
|
(245,297)
|
Fixed assets,
net
|
$12,236,557
|
$707,808
|
Years
ended:
|
|
March 31,
2022
|
$115,049
|
March 31,
2023
|
9,240
|
March 31,
2024
|
9,786
|
March 31,
2025
|
10,364
|
March 31,
2026
|
10,975
|
Thereafter
|
165,762
|
|
$321,176
|
|
2021
|
2020
|
Federal Tax
statutory rate
|
21.00%
|
21.00%
|
Permanent
differences
|
3.46%
|
3.52%
|
Valuation
allowance
|
(24.46)%
|
(24.52)%
|
Effective
rate
|
0.00%
|
0.00%
|
|
2021
|
2020
|
Deferred tax
assets:
|
|
|
Net operating loss
carryforwards
|
$3,429,000
|
$1,970,000
|
Other
|
-
|
5,000
|
Total deferred tax
asset
|
3,429,000
|
1,975,000
|
Valuation
allowance
|
(3,429,000)
|
(1,975,000))
|
|
$-
|
$-
|
|
|
Exhibit 21.1
|
Subsidiaries of Natural Shrimp Incorporated
|
||
|
|
|
Subsidiary Name
|
|
Jurisdiction of Incorporation
|
NaturalShrimp
Corporation
|
|
Delaware
|
NaturalShrimp
Global, Inc.
|
|
Delaware
|
Natural
Aquatic Systems, Inc.
|
|
Texas
|
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;
|
|
|
|
|
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.
|
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;
|
|
|
|
|
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.
|