STOCK HOLDERS DEFICIT

3 Months Ended

Mar. 31, 2022

CONDENSED CONSOLIDATED BALANCE SHEETS

Note 9 - Stock Holders' Deficit

NOTE 9 – STOCK HOLDERS’ DEFICIT

Common Stock

During the three months ending March 31, 2022, the Company issued the following:

· On March 09, 2022, the Company issued 20,000 restricted shares of common stock for a total of $10,000 in cash. The shares were sold at the price of $0.50 per share on the purchased date.

On February 13, 2020, the Company granted non-qualified stock warrants purchasing up to 1,000,000 shares of common stock at an exercise price of $0.60 per share. The option to purchase can be exercised at or after the date of the Company’s next S registration filing, the date of filing of such S registration has not yet been determined.

On March 13, 2020, the Company granted non-qualified stock warrants purchasing up to 2,000,000 shares of common stock at an exercise price of $0.60 per share. The option to purchase can be exercised at or after the date of the Company’s S1 registration filing.

Equity Incentive Plan

The Company’s 2006 Equity Incentive Plan, as amended and restated (the “Equity Incentive Plan”), provides for grants of stock options as well as grants of stock, including restricted stock. Approximately 3.0 million shares of common stock are authorized for issuance under the Equity Incentive Plan, of which 3.0 million shares were available for issuance as of March 31, 2022.

Preferred Stock

The Company has designated 1,000 shares of its preferred stock as Series A Preferred Stock. Each share of Series A Preferred shall have no dividend, voting or other rights except for the right to elect Class I Directors. As of March 31, 2022, the Company has 1,000 shares of Series A Preferred Stock outstanding.