10-Q/A

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q/A

Amendment No. 1

Mark One

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2017

[  ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to _______

Commission File No. 333-141060

PetVivo Holdings Inc.

(Name of small business issuer in its charter)

Nevada	99-0363559
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

5251 Edina Industrial Blvd.

Edina, Minnesota 55439

(Address of principal executive offices)

(952) 405-6216

(Issuer’s telephone number)

Securities registered pursuant to Section 12(b) of the Act:	Name of each exchange on which registered:
None

Securities registered pursuant to Section 12(g) of the Act:

Common Stock, $0.001

(Title of Class)

Indicate by checkmark whether the issuer: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [  ] No [X]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files. Yes [X] No [  ]

Indicate by check mark whether the registrant is a large accelerated filed, an accelerated filer, a non-accelerated filer, or a smaller reporting company.

Large accelerated filer	[  ]	Accelerated filer	[  ]
Non-accelerated filer	[  ]	Smaller reporting company	[X]

Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [  ] No [X]

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the most practicable date:

Class	Outstanding as of December 27, 2017
Common Stock, $0.001	18,777,045

EXPLANATORY NOTE

This Amendment No. 1 to Quarterly Report on Form 10-Q/A (this “Amended Report”) is being filed with the Securities and Exchange Commission to amend the Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2017 (the “Original 10-Q”) of PetVivo Holdings Inc., solely to furnish XBRL (eXtensible Business Reporting Language) documents under Exhibit 101. Except for the foregoing, this Amended Report speaks as of the filing date of the Original 10-Q and does not update or discuss any other Company developments after the date of the Original 10-Q. This Amended Report restates only those portions of the Original 10-Q affected by the above changes.

ITEM 6. EXHIBITS

The following exhibits are filed as part of this Quarterly Report.

Exhibit No.	Description
10.19	Agreement and Plan of Merger dated March 20, 2017 among PetVivo Holdings, Inc., PetVivo Holdings NewCo, Inc., and Gel-Del Technologies Inc. incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on March 27, 2017.
31.1	Certification of Principal Executive Officer Required By Rule 13a-14(A) of the Securities Exchange Act of 1934, As Amended, As Adopted Pursuant To Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Principal Financial Officer Required By Rule 13a-14(A) of the Securities Exchange Act of 1934, As Amended, As Adopted Pursuant To Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Principal Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Certification of Principal Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.ins	XBRL Instance Document*
101.sch	XBRL Taxonomy Schema*
101.cal	XBRL Taxonomy Calculation Linkbase*
101.def	XBRL Taxonomy Definition Linkbase*
101.lab	XBRL Taxonomy Label Linkbase*
101.pre	XBRL Taxonomy Presentation Linkbase*

* Filed herewith.

PETVIVO HOLDINGS, INC.

SIGNATURES

Pursuant to the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

January 26, 2018	By:	/s/ Wesley Hayne
		Wesley Hayne
	Its:	Chief Executive Officer
January 26, 2018	By:	/s/ Cynthia Jenkins
		Cynthia Jenkins
	Its:	Chief Financial Officer

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Document and Entity Information - shares	3 Months Ended
	Jun. 30, 2017	Dec. 27, 2017
Document And Entity Information
Entity Registrant Name	PetVivo Holdings, Inc.
Entity Central Index Key	0001512922
Document Type	10-Q
Document Period End Date	Jun. 30, 2017
Amendment Flag	false
Current Fiscal Year End Date	--03-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		18,777,045
Trading Symbol	PETV
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2018

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Condensed Consolidated Balance Sheets (Unaudited) - USD ($)	Jun. 30, 2017	Mar. 31, 2017
Current Assets
Cash and cash equivalents	$ 5,359	$ 25,434
Accounts receivable	326	163
Prepaids	8,383	8,590
Security Deposit	8,201
Total Current Assets	22,269	34,187
Property and Equipment:
Property & equipment	103,504	103,503
Less: accumulated depreciation	(103,144)	(103,054)
Total Fixed Assets	360	449
Other Assets:
Trademark and patents-net	1,705,972	1,862,301
Total Other Assets	1,705,972	1,862,301
Total Assets	1,728,601	1,896,937
Current Liabilities
Accounts payable & accrued expenses	1,122,818	643,890
Note payable and accrued interest-related party	200,190	197,055
Notes payable and line of credit loan	127,295	131,247
Convertible notes payable	109,315	105,000
Total Current Liabilities	1,559,618	1,077,192
Commitments and Contingencies
Stockholders' Equity:
Common stock, par value $0.001, 250,000,000 shares authorized, issued 17,340,934 and 9,321,306 shares outstanding at June 30, 2017 and March 31, 2017	17,341	9,322
Stock subscription receivable	(342,727)
Common stock to be issued	112,500	1,349,919
Additional Paid-In Capital	46,293,716	30,567,761
Accumulated Deficit	(45,911,847)	(45,410,816)
Total Stockholders' Equity	168,983	(13,483,814)
Non-Controlling Interest		14,303,559
Total Stockholders' Equity	168,983	819,745
Total Liabilities and Stockholders' Equity	$ 1,728,601	$ 1,896,937

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Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Jun. 30, 2017	Mar. 31, 2017
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	250,000,000	250,000,000
Common stock, shares issued	17,340,934	9,321,306
Common stock, shares outstanding	17,340,934	9,321,306

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Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Income Statement [Abstract]
Revenues	$ 1,183	$ 2,009
Cost of Sales
Gross Profit	1,183	2,009
Operating Expenses:
Research and Development	23,866	5,497
General and Administration	460,638	622,738
Total Operating Expenses	484,504	628,235
Operating Loss	(483,321)	(626,226)
Other Income (Expense)
Gain on Settlement of Debt		24,460
Interest Expense	(17,710)	(8,686)
Total Other Income (Expense)	(17,710)	15,774
Net Loss before taxes	(501,031)	(610,452)
Income Tax Provision
Net Loss	(501,031)	(610,452)
Net Loss Attributable To Non-Controlling Interest		279,105
Net loss attributable to PetVivo	$ (501,031)	$ (331,347)
Net Income (Loss) Per Share- Basic And Diluted	$ (0.03)	$ (0.04)
Weighted Average Common Shares Outstanding-Basic And Diluted	14,984,193	8,761,823

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Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($)	Common Stock [Member]	Additional Paid-In Capital [Member]	Accumulated Deficit [Member]	Non-controlling Interest [Member]	Stock to be Issued [Member]	Shareholder Receivable [Member]	Total
Balance at Mar. 31, 2016	$ 7,931	$ 28,224,376	$ (29,879,283)	$ 15,280,865	$ 1,576,649		$ 15,210,538
Balance, shares at Mar. 31, 2016	7,931,639
Common stock to be issued					1,349,919		1,349,919
Common shares issued to settle debt	$ 789	1,575,860			(1,576,649)
Common shares issued to settle debt, shares	788,325
Common stock issued for cash	$ 67	99,684					99,751
Common stock issued for cash, shares	66,500
Common stock issued for services	$ 438	382,062					382,500
Common stock issued for services, shares	437,500
Common shares issued for interest	$ 97	151,379					151,476
Common shares issued for interest, shares	97,342
Stock issued for services-Gel-Del				12,859			12,859
Warrants issued for services		134,400					134,400
Net loss			(15,531,533)	(990,165)			(16,521,698)
Balance at Mar. 31, 2017	$ 9,322	30,567,761	(45,410,816)	14,303,559	1,349,919		819,745
Balance, shares at Mar. 31, 2017	9,321,306
Common stock to be issued					160,825		160,825
Common stock issued for cash	$ 90	31,410			(31,500)
Common stock issued for cash, shares	90,000
Common stock issued for services	$ 379	156,446			(156,825)
Common stock issued for services, shares	379,500
Stock issued for services-Gel-Del				32,171			32,171
Stock issued to reduce accrued salaries	$ 2,100	1,207,819			(1,209,919)
Stock issued to reduce accrued salaries, shares	2,100,128
Shareholder receivable						(342,727)	(342,727)
Change in ownership in VIE	$ 5,450	14,330,280		(14,335,730)
Change in ownership in VIE, shares	5,450,000
Net loss			(501,031)				(501,031)
Balance at Jun. 30, 2017	$ 17,341	$ 46,293,716	$ (45,911,847)		$ 112,500	$ (342,727)	$ 168,983
Balance, shares at Jun. 30, 2017	17,340,934

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Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended		12 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Mar. 31, 2017
CASH FLOWS USED IN OPERATING ACTIVITIES:
Net Loss For The Period	$ (501,031)	$ (610,452)	$ (16,521,698)
Adjustments to Reconcile Net Loss to Net Cash Used in Operating Activities:
Non-cash consulting expense	32,172
Stock issued for services	156,825	193,976
Depreciation and amortization	162,320	197,824
Amortization of debt issue costs		3,311
Derivative gain adjustment		(24,460)
Changes in Operating Assets and Liabilities
Decrease in prepaid expense and employee advances	206	5,667
Increase in advances and receivables	(163)	(7,177)
Increase in accounts payable and accrued expense	101,698	190,076
Net Cash Used in Operating Activities	(47,973)	(51,235)
CASH FLOWS USED IN INVESTING ACTVITITES
Increase in security deposit	(8,201)
Increase in patent costs	(5,901)
Net Cash Used in Investing Activities	(14,102)
CASH FLOWS USED IN FINANCING ACTIVITIES
Proceeds from stock sale	31,500	60,000
Common stock subscribed	10,500	39,750
Repayments of convertible notes		(35,000)
Repayments of loans and line of credit		(13,251)
Net Cash Provided by Financing Activities	42,000	51,499
Net (Decrease) Increase in Cash	(20,075)	264
Cash at Beginning of Period	25,434	258	258
Cash at End of Period	5,359	522	$ 25,434
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash Paid During The Year For: Interest
Cash Paid During The Year For: Income taxes paid
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
Shares issued as payment of note payable		1,576,649
Shares issued as payment for accrued salaries	1,209,919
Change in variable interest equity	$ 14,335,730

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Summary of Significant Accounting Policies and Organization

3 Months Ended

Jun. 30, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Summary of Significant Accounting Policies and Organization

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION

(A) Basis of Presentation

PetVivo Holdings, Inc. (the “Company”) was incorporated in Nevada under a former name in 2009, and entered it current business in 2014 through a stock exchange reverse merger with PetVivo, Inc., a Minnesota corporation. This merger resulted in Minnesota PetVivo becoming a wholly-owned subsidiary of the Company.

In April 2017, the Company acquired another Minnesota corporation, Gel-Del Technologies, Inc., through a statutory merger, which is also a wholly owned subsidiary of the Company.

The accompanying condensed consolidated financial statements are unaudited. These unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and pursuant to the rules and regulations of the SEC. Certain information and note disclosures, which are included in annual financial statements, have been omitted pursuant to these rules and regulations. We believe the disclosures made in these interim unaudited financial statements are adequate to make the information not misleading.

Although these interim financial statements at June 30, 2017 and for the three months ended June 30, 2017 and 2016 are unaudited, in the opinion of our management, such statements include all adjustments (consisting of normal recurring entries) necessary to present fairly our financial position, results of operations and cash flows for the periods presented. The results for the three months ended June 30, 2017 are not necessarily indicative of the results to be expected for the year ended March 31, 2018 or for any future period.

These unaudited interim financial statements should be read and considered in conjunction with our audited financial statements and the notes thereto for the year ended March 31, 2017, included in our annual report on Form 10-K filed with the SEC.

The Company is in the business of distribution of medical devices and biomaterials for the treatment of afflictions and diseases in animals. The Company’s management development and other operations are conducted from its headquarter facilities in suburban Minneapolis, Minnesota.

(B) Principles of Consolidation

The accompanying condensed consolidated financial statements include the accounts of the Company’s two wholly-owned Minnesota corporations. All intercompany accounts have been eliminated upon consolidation.

The accounting for the acquisition of Gel-Del Technologies, began with the closing of the Security Exchange Agreement on April 10, 2015 and completed with the Agreement and Plan of Merger on April 10, 2017, with the Company’s previously issued 5,450,000 shares valued at market at $0.40 per share, which equaled $2,180,000 on the date of completion (April 10, 2017).

(C) Use of Estimates

In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates. Significant estimates include estimated useful lives and potential impairment of property and equipment, estimate of fair value of share based payments and derivative instruments and recorded debt discount, valuation of deferred tax assets and valuation of in-kind contribution of services and interest.

(D) Cash and Cash Equivalents

The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. At June 30, 2017, the Company had $5,359 cash equivalents.

(E) Concentration-Risk

The Company maintains its cash with various financial institutions, which at times may exceed federally insured limits.

(F) Machinery & Equipment

Machinery and equipment are recorded at cost. Expenditures for major additions and betterments are capitalized. Maintenance and repairs are charged to operations as incurred. Depreciation of furniture fixtures and equipment is computed by the straight-line method (after taking into account their respective estimated residual values) over the assets estimated useful life of five (3) years for equipment, (5) years for automobile, and (7) years for furniture and fixtures.

(G) Patents and Trademarks

The company capitalizes direct costs for the maintenance and advancement of their patents and trademarks and amortizes these costs over a useful life of 60 months.

(H) Loss Per Share

Basic loss per share is computed by dividing net loss by weighted average number of shares of common stock outstanding during each period. Diluted loss per share is computed by dividing net loss by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period.

The Company has 133,500 warrants outstanding as of June 30, 2017 with varying exercise prices ranging from $3.50 to $1.50/share. The weighted average exercise price for these warrants is $ 2.23 per share. These warrants are excluded from the weighted average number of shares because they are considered anti-dilutive.

(I) Revenue Recognition

The Company will recognize revenue on arrangements in accordance with FASB ASC No. 605, “Revenue Recognition”. In all cases, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured. Revenues consist of Kush product sales to veterinary clinics.

(J) Research and Development

The Company expenses research and development costs as incurred.

(K) Fair Value of Financial Instruments

The Company applies the accounting guidance under Financial Accounting Standards Board (“FASB”) ASC 820-10, “Fair Value Measurements” , as well as certain related FASB staff positions. This guidance defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact business and considers assumptions that marketplace participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance.

The guidance also establishes a fair value hierarchy for measurements of fair value as follows:

● Level 1 - quoted market prices in active markets for identical assets or liabilities.

● Level 2 - inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

● Level 3 - unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The Company’s financial instruments consist of accounts receivable, accounts payable, accrued expenses, notes payable, notes payable - related party, and convertible notes payable. The carrying amount of the Company’s financial instruments approximates their fair value as of June 30, 2017 and March 31, 2017, due to the short-term nature of these instruments.

In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. The valuation of the Company’s notes recorded at fair value is determined using Level 3 inputs, which consider (i) time value, (ii) current market and (iii) contractual prices.

The Company had no assets and liabilities measured at fair value on a recurring basis at June 30, 2017 and December 31, 2016.

(L)Recent Accounting Pronouncements

The FASB issued ASC 606 as guidance on the recognition of revenue from contracts with customers in May 2014 with amendments in 2015 and 2016. Revenue recognition will depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance also requires disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The guidance permits two methods of adoption: retrospectively to each prior reporting period presented, or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the cumulative catch-up transition method). The company will adopt the guidance on January 1, 2018 and apply the cumulative catchup transition method. The transition adjustment to be recorded to stockholders’ equity upon adoption of the new standard is not expected to be material.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Topic 842 affects any entity that enters into a lease, with some specified scope exemptions. The guidance in this ASU supersedes Topic 840, Leases. The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from leases. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For public companies, the amendments in this ASU are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is currently evaluating the impact of adopting ASU No. 2016-02 on its financial statements.

All other newly issued accounting pronouncements but not yet effective have been deemed either immaterial or not applicable.

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Convertible Notes Payable

3 Months Ended

Jun. 30, 2017

Debt Disclosure [Abstract]

Convertible Notes Payable

NOTE 2 - CONVERTIBLE NOTES PAYABLE

The Company has one convertible note outstanding in the amount of $105,000 plus accrued interest of $4,315.

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Related Party Payable

3 Months Ended

Jun. 30, 2017

Related Party Transactions [Abstract]

Related Party Payable

NOTE 3 - RELATED PARTY PAYABLE

At June 30, 2017, the company is obligated for an officer note payable and accrued interest in the total amount of $200,190.

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Note Payable

3 Months Ended

Jun. 30, 2017

Debt Disclosure [Abstract]

Note Payable

NOTE 4 - NOTE PAYABLE

The Company is obligated on the following notes:

1.	Third Party Individuals	$	77,295
2.	Bank Credit Line*		50,000
	Total	$	127,295

*As of June 30, 2017, Gel-Del Technologies, Inc. was delinquent in the monthly payments of the Bank Credit Line and a Bank Credit Card issued by the same banking institution. The Company negotiated with the bank regarding restructuring the Bank Credit Line having an outstanding balance of $50,000 and the Bank Credit Card having an outstanding balance of $10,000; both were originally incurred by Gel-Del Technologies, Inc. The combined balance of $60,000 was settled for $38,000 on September 29, 2017 with a payment plan beginning on September 29th with an initial payment of $8,000 and three additional payments of $10,000 on the 15th of October, November, and December.

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Going Concern

3 Months Ended

Jun. 30, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Going Concern

NOTE 5 - GOING CONCERN

As reflected in the accompanying condensed consolidated financial statements, the Company had no significant revenue and had a negative equity and recurring material losses. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

Management intends to raise additional funds either through a private placement or public offering of its equity securities. Management believes that the actions presently being taken to further implement its business plan will enable the Company to continue as a going concern. While the Company believes in its viability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and raise additional funds.

These financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

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Common Stock

3 Months Ended

Jun. 30, 2017

Equity [Abstract]

Common Stock

NOTE 6 - COMMON STOCK

From April 1, 2017 to June 30, 2017, the Company issued 2,569,628 shares of common stock of which 2,100,128 were issued to reduce accrued salaries valued at $1,209,919; 379,500 shares were for services valued at market for $156,825; and 90,000 shares for cash of $31,500.

As of June 30, 2017, the Company had 133,250 warrants outstanding. On August 5, 2015, 40,000 warrants were issued as settlement for business advising, management consulting, fund raising and public relations consulting at exercise price of $3.50/share for a five year term. On April 11, 2016, 20,000 warrants were issued as part of subscription agreements at an exercise price of $2.00/share for a term of five years. On June 7, 2016, 13,250 warrants were issued as part of a subscription agreement at an exercise price of $2.00/share for a term of five years. On September 19, 2016, 60,000 warrants were issued as part of a subscription agreement at an exercise price of $1.50/share for a term of five years.

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Agreement and Plan of Merger

3 Months Ended

Jun. 30, 2017

Agreement And Plan Of Merger

Agreement and Plan of Merger

NOTE 7 - AGREEMENT AND PLAN OF MERGER

In April 10, 2017, the Agreement and Plan of Merger completed by the Company’s subsidiary, PetVivo Holdings Newco Inc. (“Newco”) and Gel-Del Technologies, Inc. with Gel-Del being the surviving corporation and becoming a wholly-owned subsidiary of the Company. Under the Merger Agreement, all shareholders of Gel-Del exchanged their shares for 5,540,000 shares of the Company’s restricted common stock, which represented approximately 30% of the total issued and outstanding shares of the Company’s common stock post-merger.

Through this Merger, the Company acquired all of Gel-Del’s technology and related patents and other intellectual property (IP) and production techniques, as well as Gel-Del’s modern and secure biomedical product manufacturing facilities under construction in Edina, Minnesota.

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Income Taxes

3 Months Ended

Jun. 30, 2017

Income Tax Disclosure [Abstract]

Income Taxes

NOTE 8 – INCOME TAXES

The Company has not filed tax returns for 2014, 2015, 2016, and 2017. The Company’s subsidiaries, Gel-Del Technologies, Inc., and Cosmeta Corp have not filed tax returns for tax years 2013, 2014, 2015, 2016, and 2017. It should be noted that the tax liability for all the companies for those years is likely to be none or minimal as a result of net operating losses recorded in those years. Gel-Del Technologies, Inc. and Cosmeta Corp file consolidated returns. There are penalties for not filing timely returns. These penalties have not been determined at this time, however, due to the operating losses, penalties are expected to be minimal.

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Lease and Commitments

3 Months Ended

Jun. 30, 2017

Commitments and Contingencies Disclosure [Abstract]

Lease and Commitments

NOTE 9 – LEASE AND COMMITMENTS

The Company entered into an eighty-four month lease for 3,577 square feet of newly constructed office, laboratory and warehouse space located in Edina, Minnesota on May 3, 2017. The base rent is $2,078 per month and the Company is responsible for its proportional share of common space expenses, property taxes, and building insurance.

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Subsequent Events

3 Months Ended

Jun. 30, 2017

Subsequent Events [Abstract]

Subsequent Events

NOTE 10 – SUBSEQUENT EVENTS

In June 2017, the Company issued 2,100,128 restricted shares in settlement of $1,209,919 in past due compensation owed to four officers/directors of the Company.

All of the foregoing securities issuances were unregistered and made as non-public transactions, and accordingly exempt from registration in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended.

In June 2017, the Company had issued too many shares as compensation to four officers/directors of the Company. The Company revised its calculation to 1,418,528 restricted shares in settlement of $1,209,919 in past due compensation. As of June 30, 2017, the revised calculation resulted in the stock subscription receivable of $342,727, which theses officers/directors agreed to return their shares. The corrected number of shares have been issued and the matter has been resolved.

In July 2017, the Company issued 750,000 warrants to John Lai providing incentive to John Lai to continue his functions of raising operating capital and providing other services as the President of the Company, The exercise price will be$0.30 per share.

In September 2017, the Company issued 5,450,000 shares of its common stock to Gel-Del Technologies, Inc. shareholders to complete the merger in exchange for Gel-Del’s surrendered outstanding shares.

As of December 2017, the Company raised $525,000 through a private offering of its common stock and purchase warrants at $0.35 per unit. The private offering was exempt from registration in accordance with Section 4(2) of the Securities Act of 1933.

In December 2017, the Company offered a discount on a warrant exercise price for shares from $1.50 per share to $1.00 per share in order to raise operating capital. This discount was accepted by the warrant holder and raised $60,000.

In December 2017, the Company raised $250,000 through a new private offering of its common stock at $1.00 per unit. The private offering was exempt from registration in accordance with Section 4(a)(2) of the Securities Act of 1933.

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Summary of Significant Accounting Policies and Organization (Policies)

3 Months Ended

Jun. 30, 2017

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

(A) Basis of Presentation

PetVivo Holdings, Inc. (the “Company”) was incorporated in Nevada under a former name in 2009, and entered it current business in 2014 through a stock exchange reverse merger with PetVivo, Inc., a Minnesota corporation. This merger resulted in Minnesota PetVivo becoming a wholly-owned subsidiary of the Company.

In April 2017, the Company acquired another Minnesota corporation, Gel-Del Technologies, Inc., through a statutory merger, which is also a wholly owned subsidiary of the Company.

The accompanying condensed consolidated financial statements are unaudited. These unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and pursuant to the rules and regulations of the SEC. Certain information and note disclosures, which are included in annual financial statements, have been omitted pursuant to these rules and regulations. We believe the disclosures made in these interim unaudited financial statements are adequate to make the information not misleading.

Although these interim financial statements at June 30, 2017 and for the three months ended June 30, 2017 and 2016 are unaudited, in the opinion of our management, such statements include all adjustments (consisting of normal recurring entries) necessary to present fairly our financial position, results of operations and cash flows for the periods presented. The results for the three months ended June 30, 2017 are not necessarily indicative of the results to be expected for the year ended March 31, 2018 or for any future period.

These unaudited interim financial statements should be read and considered in conjunction with our audited financial statements and the notes thereto for the year ended March 31, 2017, included in our annual report on Form 10-K filed with the SEC.

The Company is in the business of distribution of medical devices and biomaterials for the treatment of afflictions and diseases in animals. The Company’s management development and other operations are conducted from its headquarter facilities in suburban Minneapolis, Minnesota.

Principles of Consolidation

(B) Principles of Consolidation

The accompanying condensed consolidated financial statements include the accounts of the Company’s two wholly-owned Minnesota corporations. All intercompany accounts have been eliminated upon consolidation.

The accounting for the acquisition of Gel-Del Technologies, began with the closing of the Security Exchange Agreement on April 10, 2015 and completed with the Agreement and Plan of Merger on April 10, 2017, with the Company’s previously issued 5,450,000 shares valued at market at $0.40 per share, which equaled $2,180,000 on the date of completion (April 10, 2017).

Use of Estimates

(C) Use of Estimates

In preparing financial statements in conformity with generally accepted accounting principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reported period. Actual results could differ from those estimates. Significant estimates include estimated useful lives and potential impairment of property and equipment, estimate of fair value of share based payments and derivative instruments and recorded debt discount, valuation of deferred tax assets and valuation of in-kind contribution of services and interest.

Cash and Cash Equivalents

(D) Cash and Cash Equivalents

The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. At June 30, 2017, the Company had $5,359 cash equivalents.

Concentration-Risk

(E) Concentration-Risk

The Company maintains its cash with various financial institutions, which at times may exceed federally insured limits.

Machinery & Equipment

(F) Machinery & Equipment

Machinery and equipment are recorded at cost. Expenditures for major additions and betterments are capitalized. Maintenance and repairs are charged to operations as incurred. Depreciation of furniture fixtures and equipment is computed by the straight-line method (after taking into account their respective estimated residual values) over the assets estimated useful life of five (3) years for equipment, (5) years for automobile, and (7) years for furniture and fixtures.

Patents and Trademarks

(G) Patents and Trademarks

The company capitalizes direct costs for the maintenance and advancement of their patents and trademarks and amortizes these costs over a useful life of 60 months.

Loss Per Share

(H) Loss Per Share

Basic loss per share is computed by dividing net loss by weighted average number of shares of common stock outstanding during each period. Diluted loss per share is computed by dividing net loss by the weighted average number of shares of common stock, common stock equivalents and potentially dilutive securities outstanding during the period.

The Company has 133,500 warrants outstanding as of June 30, 2017 with varying exercise prices ranging from $3.50 to $1.50/share. The weighted average exercise price for these warrants is $ 2.23 per share. These warrants are excluded from the weighted average number of shares because they are considered anti-dilutive.

Revenue Recognition

(I) Revenue Recognition

The Company will recognize revenue on arrangements in accordance with FASB ASC No. 605, “Revenue Recognition”. In all cases, revenue is recognized only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the service is performed and collectability of the resulting receivable is reasonably assured. Revenues consist of Kush product sales to veterinary clinics.

Research and Development

(J) Research and Development

The Company expenses research and development costs as incurred.

Fair Value of Financial Instruments

(K) Fair Value of Financial Instruments

The Company applies the accounting guidance under Financial Accounting Standards Board (“FASB”) ASC 820-10, “Fair Value Measurements” , as well as certain related FASB staff positions. This guidance defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required to be recorded at fair value, the Company considers the principal or most advantageous market in which it would transact business and considers assumptions that marketplace participants would use when pricing the asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance.

The guidance also establishes a fair value hierarchy for measurements of fair value as follows:

● Level 1 - quoted market prices in active markets for identical assets or liabilities.

● Level 2 - inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

● Level 3 - unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The Company’s financial instruments consist of accounts receivable, accounts payable, accrued expenses, notes payable, notes payable - related party, and convertible notes payable. The carrying amount of the Company’s financial instruments approximates their fair value as of June 30, 2017 and March 31, 2017, due to the short-term nature of these instruments.

In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. The valuation of the Company’s notes recorded at fair value is determined using Level 3 inputs, which consider (i) time value, (ii) current market and (iii) contractual prices.

The Company had no assets and liabilities measured at fair value on a recurring basis at June 30, 2017 and December 31, 2016.

Recent Accounting Pronouncements

(L)Recent Accounting Pronouncements

The FASB issued ASC 606 as guidance on the recognition of revenue from contracts with customers in May 2014 with amendments in 2015 and 2016. Revenue recognition will depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance also requires disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. The guidance permits two methods of adoption: retrospectively to each prior reporting period presented, or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the cumulative catch-up transition method). The company will adopt the guidance on January 1, 2018 and apply the cumulative catchup transition method. The transition adjustment to be recorded to stockholders’ equity upon adoption of the new standard is not expected to be material.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Topic 842 affects any entity that enters into a lease, with some specified scope exemptions. The guidance in this ASU supersedes Topic 840, Leases. The core principle of Topic 842 is that a lessee should recognize the assets and liabilities that arise from leases. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. For public companies, the amendments in this ASU are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is currently evaluating the impact of adopting ASU No. 2016-02 on its financial statements.

All other newly issued accounting pronouncements but not yet effective have been deemed either immaterial or not applicable.

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Note Payable (Tables)

3 Months Ended

Jun. 30, 2017

Debt Disclosure [Abstract]

Summary of Note Payable

The Company is obligated on the following notes:

1.	Third Party Individuals	$	77,295
2.	Bank Credit Line*		50,000
	Total	$	127,295

*As of June 30, 2017, Gel-Del Technologies, Inc. was delinquent in the monthly payments of the Bank Credit Line and a Bank Credit Card issued by the same banking institution. The Company negotiated with the bank regarding restructuring the Bank Credit Line having an outstanding balance of $50,000 and the Bank Credit Card having an outstanding balance of $10,000; both were originally incurred by Gel-Del Technologies, Inc. The combined balance of $60,000 was settled for $38,000 on September 29, 2017 with a payment plan beginning on September 29th with an initial payment of $8,000 and three additional payments of $10,000 on the 15th of October, November, and December.

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Summary of Significant Accounting Policies and Organization (Details Narrative) - USD ($)		3 Months Ended
	Apr. 10, 2017	Jun. 30, 2017	Sep. 19, 2016	Jun. 07, 2016	Apr. 11, 2016	Aug. 05, 2015
Cash equivalents		$ 5,359
Estimated useful life of assets		5 years
Warrants outstanding		133,250	60,000	13,250	20,000	40,000
Weighted average exercise price of warrants price per share		$ 2.23	$ 1.50	$ 2.00	$ 2.00	$ 3.50
Patents And Trademarks [Member]
Estimated useful life of assets		60 months
Equipment [Member]
Estimated useful life of assets		3 years
Automobiles [Member]
Estimated useful life of assets		5 years
Furniture and Fixtures [Member]
Estimated useful life of assets		7 years
Minimum [Member]
Weighted average exercise price of warrants price per share		$ 1.50
Maximum [Member]
Weighted average exercise price of warrants price per share		$ 3.50
Gel-Del Technologies [Member]
Number of shares issued during period	5,450,000
Market price per share	$ 0.40
Issued shares equaled value	$ 2,180,000

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Convertible Notes Payable (Details Narrative)	Jun. 30, 2017 USD ($)
Debt Disclosure [Abstract]
Convertible note face amount	$ 105,000
Accrued interest	$ 4,315

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Related Party Payable (Details Narrative) - USD ($)	Jun. 30, 2017	Mar. 31, 2017
Related Party Transactions [Abstract]
Note payable and accrued interest	$ 200,190	$ 197,055

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Note Payable - Summary of Note Payable (Details) - USD ($)		Jun. 30, 2017	Mar. 31, 2017
Debt Disclosure [Abstract]
Third Party Individuals		$ 77,295
Bank Credit Line	[1]	50,000
Total		$ 127,295	$ 131,247

[1] As of June 30, 2017, Gel-Del Technologies, Inc. was delinquent in the monthly payments of the Bank Credit Line and a Bank Credit Card issued by the same banking institution. The Company negotiated with the bank regarding restructuring the Bank Credit Line having an outstanding balance of $50,000 and the Bank Credit Card having an outstanding balance of $10,000; both were originally incurred by Gel-Del Technologies, Inc. The combined balance of $60,000 was settled for $38,000 on September 29, 2017 with a payment plan beginning on September 29th with an initial payment of $8,000 and three additional payments of $10,000 on the 15th of October, November, and December.

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Note Payable - Summary of Note Payable (Details) (Parenthetical)	3 Months Ended
	Jun. 30, 2017 USD ($)
Payment plan due	$ 50,000	[1]
Due on September 29, 2017 [Member]
Line of credit combined balance	60,000
Settlement payment	38,000
Payment plan due	$ 8,000
Line of credit due date	Sep. 29, 2017
Due on October 15 2017 [Member]
Payment plan due	$ 10,000
Line of credit due date	Oct. 15, 2017
Due on November 15 2017 [Member]
Payment plan due	$ 10,000
Line of credit due date	Nov. 15, 2017
Due on December 15 2017 [Member]
Payment plan due	$ 10,000
Line of credit due date	Dec. 15, 2017
Bank Credit Line [Member]
Line of credit, outstanding balance	$ 50,000
Bank Credit Card [Member]
Line of credit, outstanding balance	$ 10,000

[1] As of June 30, 2017, Gel-Del Technologies, Inc. was delinquent in the monthly payments of the Bank Credit Line and a Bank Credit Card issued by the same banking institution. The Company negotiated with the bank regarding restructuring the Bank Credit Line having an outstanding balance of $50,000 and the Bank Credit Card having an outstanding balance of $10,000; both were originally incurred by Gel-Del Technologies, Inc. The combined balance of $60,000 was settled for $38,000 on September 29, 2017 with a payment plan beginning on September 29th with an initial payment of $8,000 and three additional payments of $10,000 on the 15th of October, November, and December.

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Common Stock (Details Narrative) - USD ($)					3 Months Ended	12 Months Ended
	Sep. 19, 2016	Jun. 07, 2016	Apr. 11, 2016	Aug. 05, 2015	Jun. 30, 2017	Mar. 31, 2017
Number of shares issued during period						$ (99,751)
Number of shares issued during period for services, value						$ (382,500)
Shares issuable against settlement					$ 1,209,919
Warrants outstanding	60,000	13,250	20,000	40,000	133,250
Exercise price per share of warrants	$ 1.50	$ 2.00	$ 2.00	$ 3.50	$ 2.23
Warrant term	5 years	5 years	5 years	5 years
Common Stock [Member]
Number of shares issued, shares					2,569,628
Number of shares issued during period, shares					90,000	66,500
Stock issued to reduce accrued salaries, shares					2,100,128
Number of shares issued during period					$ (90)	$ (67)
Number of shares issued during period for services					379,500	437,500
Number of shares issued during period for services, value					$ (379)	$ (438)
Stock to be Issued [Member]
Number of shares issued during period					31,500
Number of shares issued during period for services, value					$ 156,825

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Agreement and Plan of Merger (Details Narrative)	Apr. 10, 2017 shares
Agreement And Plan Of Merger
Capital stock exchanged for restricted common stock	5,540,000
Acquisition of common stock issued and outstanding, percentage	30.00%

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Lease and Commitments (Details Narrative)	3 Months Ended
	Jun. 30, 2017 USD ($) ft²
Commitments and Contingencies Disclosure [Abstract]
Area of land | ft²	3,577
Rent expense | $	$ 2,078

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Subsequent Events (Details Narrative) - USD ($)				1 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Dec. 31, 2017	Jul. 31, 2017	Mar. 31, 2017	Sep. 19, 2016	Jun. 07, 2016	Apr. 11, 2016	Aug. 05, 2015
Common stock subscription receivable			$ 342,727
Purchase warrants price per unit			$ 2.23				$ 1.50	$ 2.00	$ 2.00	$ 3.50
Minimum [Member]
Purchase warrants price per unit			1.50
Maximum [Member]
Purchase warrants price per unit			$ 3.50
Subsequent Event [Member]
Cash settlements in lieu			$ 1,209,919
Cash settlement converted into restricted share			1,418,528
Common stock subscription receivable			$ 342,727
Increase in warrants				$ 60,000
Subsequent Event [Member] | Private Offering [Member]
Purchase warrants price per unit	$ 0.35			$ 0.35
Proceeds from private offering	$ 525,000
Subsequent Event [Member] | New Private Offering [Member]
Purchase warrants price per unit	$ 1.00			1.00
Proceeds from private offering	$ 250,000
Subsequent Event [Member] | Gel Del Technologies Inc [Member]
Number of common stock shares issued		5,450,000
Subsequent Event [Member] | Minimum [Member]
Purchase warrants price per unit	$ 1.00			1.00
Subsequent Event [Member] | Maximum [Member]
Purchase warrants price per unit	$ 1.50			$ 1.50
Subsequent Event [Member] | Four Officers or Directors Member
Cash settlements in lieu			$ 1,209,919
Cash settlement converted into restricted share			2,100,128
Subsequent Event [Member] | John Lai [Member]
Number of warrant issued					750,000
Purchase warrants price per unit					$ 0.30