Capital Stock, Options and Warrants

12 Months Ended

Dec. 31, 2023

Equity [Abstract]

Capital Stock, Options and Warrants

Note 6. Capital Stock, Options and Warrants.

During the second quarter of 2018, the Company issued unregistered shares as follows: (i) 3,500,000 restricted shares to Tim Vance, the Company’s CEO, in connection with the execution of a new 5-year employment agreement; and 2,000,000 restricted shares to Gary Woerz, the Company’s CFO, in connection with the execution of a new 5-year employment agreement. The restricted shares were valued at $0.0034 per share using the closing price of the stock on the date of grant. Total expense associated with the issuances is calculated at $18,700 to be recognized over the 5-year term of the agreements. The expense recognized in the year ended December 31, 2023, was $1,183 (2022: $7,996). The April 30, 2018, employment agreements call for a 5-year term ending April 30, 2023, annual compensation of $98,000 per year for services as CEO, annual compensation of $57,200 per year for services as CFO.

The Company is authorized to issue up to 10,000,000 shares of Series A Preferred Stock, $0.001 par value per share, of which 800,000 are outstanding as of December 31, 2023 and 2022. The Preferred Stock may be issued in one or more series, the terms of which may be determined at the time of issuance by the Board of Directors, without further action by stockholders, and may include voting rights (including the right to vote as a series on particular matters), preferences as to dividends and liquidation, conversion, redemption rights and sinking fund provisions.

Each share of Series A Preferred Stock shall bear a preferential dividend of twelve percent (12%) per year and is convertible into a number shares of the Company’s common stock, par value $0.001 per share (“Common Stock”) based upon Fifty (50%) percent of the average closing bid price of the Common Stock During the ten (10) day period prior to the conversion. The Company has not declared or accrued any dividends as of December 31, 2023, or 2022. Unaccrued and undeclared dividends were $4,800 as of December 31, 2023, and 2022, respectively.

During the year ended December 31, 2021, the Company granted 500,000 shares of common stock to a consultant for services provided. The stock was value using the grant date closing price for the Company’s stock for a total compensation expense of $5,358 of which $4,900 was expensed during the year ended December 31, 2022 (2021: $458).