Cannabis Suisse Corp. developed an IT product called Cannabis Life. It is a mobile application based on an AI-chatbot that will have access to the most up-to-date information and find out data about companies and brands that sell seeds, cannabis types, etc.

Cannabis Life is an innovative way of searching and learning any cannabis related data. Using the most relevant sources of today, the app will keep its users up with the trends and tendencies of cannabis industry. Communicating with the chatbot will be as smooth as it would be with a real human being thus giving users additional immersion into the learning process.

As of May 31, 2022, we had no operations and were no longer involved with any aspect of the cannabis business.

The following discussion should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere in this Annual Report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward-looking statements. Our audited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.

Results of Operations for the years ended May 31, 2022, and 2021:





Revenue


For the year ended May 31, 2021, the Company generated total revenue of $50,850 from selling products to the customer. The cost of goods sold for the year ended May 31, 2021, was $102,648, which represent the cost of raw materials.

For the year ended May 31, 2022, the Company generated total revenue of $7,770 from selling products to the customer. The cost of goods sold for the year ended May 31, 2022, was $1,734.

The decrease in revenues and cost of goods sold is a result of the separation of Cannabis Suisse LLC in November 2020.





Operating expenses


Total operating expenses for the year ended May 31, 2021, were $306,655. The operating expenses for the year ended May 31, 2021 included professional fees of $39,592; depreciation expense of $9,649 and general and administrative expenses of $257,414.

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Total operating expenses for the year ended May 31, 2022, were $163,191. The operating expenses for the year ended May 31, 2022 included professional fees of $25,580; depreciation expense of $1,999 and general and administrative expenses of $135,612.

The decrease in operating expenses is related to the decrease of general and administrative expenses due to significant reduction of business activities in the year ended May 31, 2022.

Changes in Fair Value of Derivatives

The gain in fair value of derivatives for the years ended May 31, 2022 and 2021, was $2,454 and $7,903, respectively.





Net Loss


The net loss for the years ended May 31, 2022 and 2021 was $187,890 and $410,894, respectively.





Comprehensive Loss


The comprehensive loss for the years ended May 31, 2022 and 2021 was $187,890 and $419,372, respectively.

Liquidity and Capital Resources and Cash Requirements

As of May 31, 2022, the Company had cash of $0. Furthermore, the Company had a working capital deficit of $274,092 and $191,877 as of May 31, 2022 and 2021, respectively.

During the year ended May 31, 2022, the Company used $32,089 of cash in operating activities due to its net loss of $187,890; depreciation and amortization of $1,999; gain on extinguishment of debt of $32,774; change in fair value of derivative liability $2,454; amortization of debt discount $63,579; increase in accounts payable of $883; increase in accrued wages of $120,000, decrease in inventory of $1,734; increase in loss on asset disposal of $2,384 and decrease in prepaid expenses of $450.

During the year ended May 31, 2021, the Company used $130,606 of cash in operating activities due to its net loss of $419,372; depreciation and amortization of $9,650; provision for doubtful accounts $78,827; amortization expense $12,772, change in fair value of derivative liability $25,228; decrease in accounts receivable of $1,979; decrease in related party receivables $8,422; amortization of debt discount $27,213; decrease in VAT tax receivable $9,563; decrease in inventory of $26,425; increase in accounts payable of $30,100; increase in accrued wages of $62,995 and increase in prepaid expenses of $450.

During the years ended May 31, 2022 and 2021 the Company did not have cash in investing activities.

During the year ended May 31, 2022, the Company increase $32,089 of cash in financing activities, which came from advances from related parties.

During the year ended May 31, 2021, the Company generated $130,601 of cash in financing activities, which came from advances from related parties of $(20,414), convertible notes payable of $130,000 and bank indebtedness of $21,015.

Our auditors have issued a "going concern" opinion, meaning that there is substantial doubt we can continue as an on-going business for the next twelve months unless we obtain additional capital. Our only sources for cash during the period were investments by others, selling our products and loans from our director.

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company's financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

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Related Party Transactions


The Company's then CEO had agreed to provide interest free advances, due on demand, to the Company up to $100,000. As of May 31, 2022 and 2021, Suneetha Nandana Silva Sudusinghe advanced to the Company $1,589 and $0, respectively.

The Company also owed the former shareholder, then CEO, compensation for his services as CEO. The Company accrued $70,000 and $56,620 for the years ended May 31, 2022 and 2021, respectively. As of May 31, 2022 and 2021, the Company owed to the former CEO $126,620 and $56,620, respectively.

In June 2022, the current major stockholder made asset contributions to the Company. The total value of the assets contributed was $33,100. The condensed balance sheet before and after the contribution is illustrated as follows:





         Pro forma Balance Sheets Before and After Asset Contributions



                                             Before                            After
Description of Line Items                 Contribution     Contribution    Contribution

Assets
Current assets                            $           -    $           -   $           -
Property and Equipment - net                          -           33,100          33,100
Total Assets                                          -           33,100          33,100

Liabilities & Stockholders' Deficit
Convertible notes payable                       135,000                -   $     135,000
Other Liabilities                               139,092                -         139,092
Total liabilities                               274,092                -         274,092

Commitments and Contingencies



Stockholders' Deficit
Preferred stock, par: $0.001, 20,00,000
Shares authorized, 5,000,000 issued
And outstanding                                   5,000                -           5,000
Common stock, par: $0.001; 250,000,000
Shares authorized, 40,654,938 issued
And outstanding                                  40,655                -          40,655
Additional paid-in-capital                      742,997           33,100         776,097
Accumulated deficit                         (1,062,744)                -     (1,062,744)
Total stockholders' deficit                   (274,092)           33,100       (240,992)

Total Liabilities & Stockholders'
Deficit                                   $           -    $      33,100   $      33,100

In February 2023, the Company signed a lease to rent the office at 10 Newman Street, Jacksonville, FL 32202, with 10 N Newnan LLC, a related party owned by our CEO. The lease commencement date is February 1, 2023 and the lease term is thirty-six months. Based on the criteria and according to ASC 842, the Right-of-Use (ROU) asset is $194,758, and the lease liability and lease commitment is also the same amount, respectively. The monthly base rental payment is $6,469, and the Company has the option to pay all or a portion of the rent in shares of its common stock.

In February 2023, the Company signed a lease to rent the property at 2652 Blanding Blvd, Jacksonville, FL 32210, with 2600 Blanding Blvd., LLC, a related party Owned by our CEO. The lease commencement date is February 1, 2023 and the lease term is thirty-six months. Based on the criteria and according to ASC 842, the Right-of-Use (ROU) asset is $135,833, and the lease liability and lease commitment is also the same amount, respectively. The monthly base rental payment is $5,000 with incentives of free-rent for the first three months, and the Company has the option to pay all or a portion of the rent in shares of its common stock.

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In February 2023, the Company signed a sub-lease as the lessor to rent portion of the property at 2652 Blanding Blvd to a third party private company. The monthly rent is $2,500 which will bring the Company rental revenue of $30,000 annually. The term of the sub-lease is one year from February 2023 to January 2024.





The leases signed in February 2023 had a significant impact on the Company's
balance sheet. Here are the balance sheets shown before and after signing the
leases:



                                               Balance Sheets Before and After Leases
                                                 Before         Leases         After
ASSETS
  Current Assets
          1050 Cash - Escrow Account                 38,339            -         38,339
  Total Current Assets                               38,339            -         38,339
  Property and Equipment                             30,978            -         30,978
  Operating Leases Right of Use Assets                    -      330,591        330,591
TOTAL ASSETS                                         69,317      330,591        399,908
LIABILITIES & EQUITY
  Liabilities
     Current Liabilities
          Accounts Payable                           23,562            -         23,562
          Accrued Expenses                              675            -            675
          Advances from Related Parties               1,209            -          1,209
          Convertible Notes Payable                 135,000            -        135,000
          Lease liabilities - Short-term                  -       93,920         93,920
     Total Current Liabilities                      160,446       93,920        254,366
     Convertible Notes Payable - Related
     Party                                          135,000            -        135,000
     Lease liabilities - Long-term                               236,671        236,671
  Total Liabilities                                 295,446      330,591        626,037

Commitments and Contingencies


  Stockholders' Deficit
     Preferred stock, par value $0.001;
     20,000,000 shares
     authorized, 5,000,000 shares issued and
     outstanding                                      5,000            -          5,000
     Common stock, par value $0.001;
     250,000,000 shares
     authorized, 40,654,938 shares issued
     and outstanding                                 40,655            -         40,655
     Additional Paid-In-Capital                     915,189            -        915,189
     Accumulated Deficit                        (1,186,973)            -    (1,186,973)
  Total Stockholders' Deficit                     (226,129)            -      (226,129)
TOTAL LIABILITIES & STOCKHOLDERS' DEFICIT            69,317      330,591        399,908




Critical Accounting Policies


The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. A change in managements' estimates or assumptions could have a material impact on our financial condition and results of operations during the period in which such changes occurred. Actual results could differ from those estimates. Our financial statements reflect all adjustments that management believes are necessary for the fair presentation of their financial condition and results of operations for the periods presented.

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