Quarterly report pursuant to Section 13 or 15(d)

SHARE CAPITAL

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SHARE CAPITAL
6 Months Ended
Sep. 30, 2018
Stockholders' Equity Note [Abstract]  
Stockholders' Equity Note Disclosure [Text Block]
10.
SHARE CAPITAL
 
 
 
September 30, 2018
 
 
March 31, 2018
 
 
 
Number of
 
 
 
 
 
Number of
 
 
 
 
 
 
shares
 
 
$
 
 
shares
 
 
$
 
Exchangeable Shares:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance beginning of year
 
 
295,146
 
 
 
295
 
 
 
319,396
 
 
 
319
 
Converted into common shares (a)
 
 
(21,572
)
 
 
(22
)
 
 
(24,250
)
 
 
(24
)
Balance at the end of period
 
 
273,574
 
 
 
273
 
 
 
295,146
 
 
 
295
 
Common Shares
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Balance at beginning of the period
 
 
1,368,856
 
 
 
1,369
 
 
 
325,901
 
 
 
326
 
Shares issued to exchangeable shares
 
 
21,572
 
 
 
22
 
 
 
24,250
 
 
 
24
 
Shares issued on conversion of loans (b)
 
 
947,034
 
 
 
947
 
 
 
985,370
 
 
 
986
 
Warrants exercised
 
 
-
 
 
 
-
 
 
 
33,335
 
 
 
33
 
Balance at end of the period
 
 
2,337,462
 
 
 
2,338
 
 
 
1,368,856
 
 
 
1,369
 
TOTAL SHARES
 
 
2,611,036
 
 
 
2,611
 
 
 
1,664,002
 
 
 
1,664
 
 
 
(a)
During the six month period ended September 30, 2018 21,572 exchangeable shares were exchanged on a 1 for 1 basis in accordance with their terms. (March 31, 2018 – 24,250)
 
 
(b)
During the six month period ended September 30, 2018, 947,034 shares of common stock were issued. Of this amount 263,639 shares of common stock were issued once the Company increased its authorized shares of common stock from 250,000,000 to 500,000,000. These shares relate to convertible loans and interest that converted on March 31, 2018 and were recorded as a liability on March 31, 2018 until the shares were issued on June 12, 2018. The liability was reclassified at June 12, 2018 into equity by recording the original value of $2,470,622 of the shares to be issued, as well as the fair value of options and warrants at June 12, 2018 net of fair value of options issued in the period ended June 12, 2018 of $1,173,534, which was charged to equity and a $2,048,697 gain on the fair value reevaluation was recognized as other income in the Statement of Operations and Comprehensive Loss. The Company converted $4,732,853 of convertible loans and interest into 683,395 common shares on July 20, 2018 in accordance with their terms.
 
 
(c)
On October 29, 2018 the Company completed the consolidation on a one-for-one to one hundred and fifty (1:150) reverse consolidation.
 
Special Voting Preferred Share
 
In connection with the Merger (Note 1), on February 26, 2015, the Company entered into a voting and exchange trust agreement (the “Trust Agreement”). Pursuant to the Trust Agreement, the Company issued one share of the Special Voting Preferred Stock, par value $
0.001
per share, of the Company (the Special Voting Preferred Share”) to the Trustee, and the parties created a trust for the Trustee to hold the Special Voting Preferred Share for the benefit of the holders of the Exchangeable Shares (the “Beneficiaries”). Pursuant to the Trust Agreement, the Beneficiaries have voting rights in the Company equivalent to what they would have had, had they received shares of common stock in the same amount as the Exchangeable Shares held by the Beneficiaries.
 
In connection with the Merger and the Trust Agreement, effective February 20, 2015, the Company filed a certificate of designation of the Special Voting Preferred Share (the “Special Voting Certificate of Designation”) with the Delaware Secretary of State. Pursuant to the Special Voting Certificate of Designation, one share of the Company’s blank check preferred stock was designated as the Special Voting Preferred Share. The Special Voting Preferred Share entitles the Trustee to exercise the number of votes equal to the number of Exchangeable Shares outstanding on a one-for-one basis during the term of the Trust Agreement.
 
The Special Voting Preferred Share is not entitled to receive any dividends or to receive any assets of the Company upon liquidation, and is not convertible into common shares of the Company.
 
The voting rights of the Special Voting Preferred Share will terminate pursuant to and in accordance with the Trust Agreement. The Special Voting Preferred Share will be automatically cancelled at such time as no Exchangeable Shares are held by a Beneficiary.