10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended March 31, 2022

[  ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from __________ to ___________

Commission file number: 000-55730

BLACKSTAR ENTERPRISE GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware	27-1120628
(State of Incorporation)	(IRS Employer ID Number)

4450 Arapahoe Ave., Suite 100, Boulder, CO 80303

(Address of principal executive offices)

(303) 500-3210

(Registrant’s Telephone number)

(Former Address and phone of principal executive offices)

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
N/A	N/A	N/A

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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 the filing requirements for the past 90 days.

Yes [X] No [  ]

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 for Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

Yes [X] No [  ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

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

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided to Section 7(a)(2)(B) of the Securities Act. [X] 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes [  ] No [X]

Indicate the number of share outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

As of April 30, 2022, there were 209,818,602 shares of the registrant’s common stock, $.001 par value, issued and outstanding, not including shares reserved for conversion of notes.

TABLE OF CONTENTS

		Page
	PART 1 – FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)	3
	Consolidated Balance Sheets– December 31, 2021 and March 31, 2022	3
	Consolidated Statements of Operations – Three months ended March 31, 2022 and 2021	4
	Consolidated Statements of Stockholder’s Deficit – Three months ended March 31, 2022 and 2021	5
	Consolidated Statements of Cash Flows – Three months ended March 31, 2022 and 2021	6
	Notes to the Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	14
Item 3.	Quantitative and Qualitative Disclosures About Market Risk – Not Applicable	17
Item 4.	Controls and Procedures	17
	PART II- OTHER INFORMATION
Item 1.	Legal Proceedings	18
Item 1A.	Risk Factors	18
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	18
Item 3.	Defaults Upon Senior Securities	18
Item 4.	Mine Safety Disclosure – Not Applicable	18
Item 5.	Other Information	18
Item 6.	Exhibits	19
	Signatures	20

2 

PART I – FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

BLACKSTAR ENTERPRISE GROUP, INC.
CONSOLIDATED BALANCE SHEETS MARCH 31, 2022 AND DECEMBER 31, 2021
	March 31, 2022			December 31, 2021
	(Unaudited)			(Audited)
ASSETS
Current Assets
Cash	$	426,916		$	518,539
Prepaid expenses		1,250			5,000
Total current assets		428,166			523,539
Intangibles		160,645			159,800
Total Assets	$	588,811		$	683,339
LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities
Accounts payable	$	32,794		$	43,042
Accrued payables		91,326			74,742
Convertible notes payable,  net of discounts of $189,989
and $534,856 at March 31, 2022 and December 31, 2021		808,886			689,169
Total current liabilities		933,006			806,953
Stockholders' Equity (Deficit)
Preferred stock, 10,000,000 shares authorized;
$0.001 par value; 1,000,000 shares issued and outstanding		1,000			1,000
Common stock, 700,000,000  shares authorized; $0.001 par value
192,001,253 and 128,689,319  shares issued and outstanding
at March 31, 2022 and December 31, 2021		192,001			128,689
Additional paid in capital		8,129,466			7,896,457
Accumulated deficit		(8,666,662	)		(8,149,760	)
Total stockholders' deficit		(344,195	)		(123,614	)
Total Liabilities and Stockholders' Deficit	$	588,811		$	683,339

The accompanying notes are an integral part of these consolidated financial statements.

3 

BLACKSTAR ENTERPRISE GROUP, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2022 AND 2021
(Unaudited)
	2022			2021
Operating expenses
Legal and professional		36,199			22,500
Management consulting - related party		86,613			51,142
General and administrative		13,468			55,646
Total operating expenses		136,280			129,288
Other expense (income)
Amortization of discount on convertible notes		313,923			98,582
Amortization of convertible debt issuance costs		20,328			4,433
Loss on note payable conversions					41,677
Interest expense		46,371			48,329
Other expense (income)		380,622			193,021
Net (loss)	$	(516,902	)	$	(322,309	)
Net  (loss) per share - basic and diluted	$	—		$	—
Weighted average number of common shares
outstanding - basic and diluted		146,414,764			105,250,795

The accompanying notes are an integral part of these consolidated financial statements.

4 

BLACKSTAR ENTERPRISE GROUP, INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
FOR THE THREE MONTHS ENDED MARCH 31, 2022 AND 2021
(Unaudited)
	Common Stock				Preferred Stock
	Shares		Amount		Shares		Amount		Additional Paid in Capital		Common Stock Subject to Cancellation			Accumulated Deficit			Stockholders' Equity (Deficit)
Balances - December 31, 2021		128,689,319	$	128,689		1,000,000	$	1,000	$	7,896,457	$	—		$	(8,149,760	)	$	(123,614	)
Shares issued for conversion of notes and interest		63,311,934		63,312		—		—		233,009		—			—			296,321
Net loss		—		—		—		—		—		—			(516,902	)		(516,902	)
Balances - March 31, 2022		192,001,253	$	192,001		1,000,000	$	1,000	$	8,129,466	$	—		$	(8,666,662	)	$	(344,195	)
Balances - December 31, 2020		101,063,806	$	101,063		1,000,000	$	1,000	$	5,829,279	$	—		$	(5,966,193	)	$	(34,851	)
Shares issued for conversion of notes payable		2,894,231		2,895		—		—		83,932		—			—			86,827
Beneficial conversion feature of convertible note		—		—		—		—		263,500		—			—			263,500
Shares issued for loan costs		300,000		300		—		—		23,700		—			—			24,000
Shares issued for financing fees		382,822		383		—		—		10,817		—			—			11,200
Shares issued subject to cancellation		2,666,666		2,667		—		—		104,000		(106,667	)		—			—
Net loss for the quarter ended March 31, 2021		—		—		—		—		—		—			(322,309	)		(322,309	)
Balances - March 31, 2021		107,307,525	$	107,308		1,000,000	$	1,000	$	6,315,228	$	(106,667	)	$	(6,288,502	)	$	28,367

The accompanying notes are an integral part of these consolidated financial statements.

5 

BLACKSTAR ENTERPRISE GROUP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE THREE MONTHS ENDED MARCH 31, 2022 AND 2021
(Unaudited)
	2022			2021
Cash Flows From Operating Activities
Net (loss)	$	(516,902	)	$	(322,309	)
Adjustments to reconcile net loss to net cash used
in operating activities
Amortization of convertible note issue costs		20,328			4,433
Amortization of discounts on convertible notes		313,923			98,582
Amortization of interest on convertible notes		14,366			5,950
Loss on conversion of notes payable		—			41,677
Interest and loan fees paid in stock		—			35,200
Changes in operating assets and liabilities
Decrease in prepaids		3,750			26,331
(Decrease) in accounts payable		(10,248	)		(12,200	)
Increase in accrued payables		32,005			11,799
Cash used in operating activities		(142,778	)		(110,537	)
Cash Flows From Investing Activities
Software and patent costs		(845	)		(11,000	)
Cash used in investing activities		(845	)		(11,000	)
Cash Flows From Financing Activities
Proceeds from convertible notes, net of offering costs
and original issue discount		52,000			217,500
Net cash provided by financing activities		52,000			217,500
Net increase (decrease) in cash		(91,623	)		95,963
Cash, beginning of period		518,539			32,987
Cash, end of period	$	426,916		$	128,950
Supplemental disclosure of non-cash investing
and financing activities
Notes payable and interest converted to common stock	$	296,321		$	45,150
Beneficial conversion feature initially recorded as debt discount	$	—		$	263,500

The accompanying notes are an integral part of these consolidated financial statements.

6 

BLACKSTAR ENTERPRISE GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

THREE MONTHS ENDED MARCH 31, 2022

(Unaudited)

NOTE 1 – NATURE OF OPERATIONS AND BASIS OF PRESENTATION

BlackStar Enterprise Group, Inc. (the “Company” or “BlackStar”) was incorporated in the State of Delaware on December 18, 2007. On January 25, 2016, International Hedge Group, Inc. (“IHG”) signed an agreement to acquire a 95% interest in the Company. IHG was issued 44,400,000 shares of common stock and 1,000,000 shares of Series A Preferred Stock. IHG is our controlling shareholder and is engaged in providing management services and capital consulting to companies. IHG and BlackStar are currently managed and controlled by two individuals each of whom is a beneficial owner of an additional 9% of the Company’s common stock.

The Company intends to act as a merchant banking firm seeking to facilitate venture capital to early stage revenue companies. BlackStar intends to offer consulting and regulatory compliance services to crypto-equity companies and blockchain entrepreneurs for securities, tax, and commodity issues. BlackStar is conducting ongoing analysis for opportunities in involvement in crypto-related ventures through a wholly-owned subsidiary, Crypto Equity Management Corp (“CEMC”). BlackStar intends to serve businesses in their early corporate lifecycles and may provide funding in the forms of ventures in which they control the venture until divestiture or spin-off by developing the businesses with capital. BlackStar formed a subsidiary nonprofit company, Crypto Industry SRO Inc. (“Crypto”) in 2017. Crypto’s business plan is to act as a self-regulatory membership organization for the crypto-equity industry and set guidelines and best-practice rules by which industry members would abide. BlackStar will provide management of this entity under a services contract.

Basis of presentation

The accompanying unaudited financial statements have been prepared in accordance with United States generally accepted accounting principles for financial information and with the instructions to Form 10-Q. They do not include all information and footnotes required by United States generally accepted accounting principles (US GAAP) for complete financial statements. However, except as disclosed herein, there has been no material change in the information disclosed in the notes to the financial statements for the year ended December 31, 2021 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. These unaudited financial statements are condensed and should be read in conjunction with those financial statements included in the Form 10-K and interim disclosures generally do not repeat those in the annual statements. In the opinion of management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the three months ended March 31, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022.

These unaudited consolidated financial statements include BlackStar and its wholly owned subsidiaries: Crypto Equity Management Corp. and Crypto Industry SRO Inc., and were prepared from the accounts of the Company in accordance with US GAAP. All significant intercompany transactions and balances have been eliminated on consolidation.

NOTE 2 – GOING CONCERN

The Company's financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the financial statements for the three months ended March 31, 2022 and the year ended December 31, 2021, the Company has generated no revenues and has incurred losses. As of March 31, 2022, the Company had cash of $426,916, working capital deficiency of $504,840 and an accumulated deficit of $8,666,662. These conditions raise substantial doubt as to the Company's ability to continue as a going concern. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going

7 

BLACKSTAR ENTERPRISE GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

THREE MONTHS ENDED MARCH 31, 2022

(Unaudited)

NOTE 2 – GOING CONCERN (continued)

concern. The continuation of the Company as a going concern is dependent upon the ability to raise equity or debt financing, and the attainment of profitable operations from the Company's planned business. Management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect 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. Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.

The Company’s significant estimates include income taxes provision and valuation allowance of deferred tax assets; the fair value of financial instruments; the carrying value and recoverability of long-lived assets, and the assumption that the Company will continue as a going concern. Those significant accounting estimates or assumptions bear the risk of change due to the fact that there are uncertainties attached to those estimates or assumptions, and certain estimates or assumptions are difficult to measure or value.

Management regularly reviews its estimates utilizing currently available information, changes in facts and circumstances, historical experience and reasonable assumptions. After such reviews, and if deemed appropriate, those estimates are adjusted accordingly. Actual results could differ from those estimates.

Recent Accounting Pronouncements

In August 2020, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-06, Accounting for Convertible Instruments and Contracts in an Entity; Own Equity (“ASU 2020-06”), as part of its overall simplification initiative to reduce costs and complexity of applying accounting standards while maintaining or improving the usefulness of the information provided to users of financial statements. Among other changes, the new guidance removes from Generally Accepted Accounting Principles (“GAAP”) separation models for convertible debt that require the convertible debt to be separated into a debt and equity component, unless the conversion feature is required to be bifurcated and accounted for as a derivative or the debt is issued at a substantial premium. As a result, after adopting the guidance, entities will no longer separately present such embedded conversion features in equity and will instead account for the convertible debt wholly as debt. The new guidance also requires use of the “if-converted” method when calculating the dilutive impact of convertible debt on earnings per share, which is consistent with the Company’s current accounting treatment under the current guidance. The guidance is effective for financial statements issued for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years, with early adoption permitted, but only at the beginning of the fiscal year. The Company has elected to adopt the guidance under ASU 2020-06 for the fiscal year commencing January 1, 2022.

Although there are several other new accounting pronouncements issued or proposed by the FASB, which the Company has adopted or will adopt, as applicable, the Company does not believe any of these accounting pronouncements has had or will have a material impact on its consolidated financial position or results of operations. Management has evaluated accounting standards and interpretations issued but not yet effective as of March 31, 2022 and does not expect such pronouncements to have a material impact on the Company’s financial position, operations, or cash flows.

8 

BLACKSTAR ENTERPRISE GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

THREE MONTHS ENDED MARCH 31, 2022

(Unaudited)

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Reclassifications

Certain amounts in the consolidated financial statements for prior year periods have been reclassified to conform with the current year presentation.

NOTE 4 – INTANGIBLES

Intangibles at March 31, 2022 and December 31, 2021 consist of capitalized costs for the Company’s proprietary software and patents as follows:

	2022		2021
Software	$	88,000	$	88,000
Patents		72,645		71,800
	$	160,645	$	159,800

NOTE 5 – STOCKHOLDERS’ EQUITY (DEFICIT)

Preferred Stock

The Company has an authorized number of preferred shares of 10,000,000, with a par value of $0.001 per share. On August 25, 2016, the Company issued 1,000,000 shares of its Series A Preferred Series stockto IHG in fulfillment of the purchase agreement. These shares are convertible at a ratio of 100 shares of the common stock of the Company for each share of preferred stock of the Company.

Common Stock

During the three months ended March 31, 2022, the Company issued shares of its common stock as follows:

● 63,311,934 shares for conversion of $296,321 principal and interest on convertible notes payable.

During the three months ended March 31, 2021, the Company issued shares of its common stock as follows:

● 2,894,231 shares for conversion of $45,150 principal and interest on convertible note payable, and recognized a loss conversion of $41,677.

● 300,000 shares valued at $24,000 ($0.08 per share) to a convertible note holder as consideration for the Company’s entering into certain third party transactions which were in default of the convertible promissory note, security purchase agreement and other related documents entered into on November 16, 2020.

● 382,822 shares valued at $11,200 ($0.029 per share) as consideration for finders fee for loans made to the Company.

● 2,666,666 shares valued at $106,667 ($0.04 per share) to a convertible note holder. These shares have been issued as condition that the Company files a resale registration statement covering the underlying convertible shares. The shares are returnable to the Company upon the effective date of the registration statement.

9 

BLACKSTAR ENTERPRISE GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

THREE MONTHS ENDED MARCH 31, 2022

(Unaudited)

NOTE 6 – WARRANTS

In April 2019, the Company issued a convertible note for $110,000. Pursuant to the terms of the note agreement, the Company issued warrants to the holder for the purchase 440,000 shares of the Company’s common stock. The warrants are exerecisable at $0.25 per share for a term of 5 years. The $132,953 fair value of the warrants was calculated using the Black-Scholes pricing model with the following assumptions: stock price $0.38; strike price $0.25; volatility 98%; risk free rate 2.25% and term of 5 years. The $132.953 fair value of the warrants was charged to operations when issued during the year ended December 31, 2019. At March 31, 2021, the intrinsic value of the outstanding warrants was $0, as the trading price of the Company’s common stock at that date was less than the underlying exercise price of the warrants.

A summary of warrant activity during the three months ended March 31, 2022 is presented below:

	Shares		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)
Outstanding and exercisable – December 31, 2021		540,000	$	0.31		1.99
Exercised		—
Expired		—
Outstanding and exercisable – March 31, 2022		540,000	$	0.31		1.74

NOTE 7 – CONVERTIBLE NOTES

During the three months ended March 31, 2022, the Company had the following transactions related to its convertible note financings:

(i) On February 14, 2022, the Company entered into a financing agreement with Sixth Street Lending LLC to borrow $55,750. The note matures on February 14, 2023, bears interest at 10%, with a default rate of 22%, and is convertible, commencing 180 days after the date of issuance. The conversion price is to be calculated at 65% of the average of the two lowest trading price of the Company’s common stock for the previous fifteen trading days prior to the date of conversion. The lender agrees to limit the amount of stock received to less than 4.99% of the total outstanding common stock. There are no warrants or options attached to this note, and the Company has reserved 47,871,198 shares for conversion. Net proceeds from the loan were $52,000, after legal fees and offering costs of $3,750.

(ii) In February and March 2022, Adar Alef LLC (“Adar Alef”) elected to make a partial conversion of $76,500 principal and $6,296 of accrued and unpaid interest thereon due on their note of April 29, 2021, in three tranches, into an aggregate 21,504,766 shares of the Company’s common stock at prices of $0.0023 to $0.0064 per share under the conversion provision and terms of the note agreement.

(iii) In January and February 2022, Power Up elected to convert, in five tranches, the total principal of $103,750 due on their note of July 26, 2021, together with accrued and upaid interest thereon of $5,188, into an aggregate 12,982,155 shares of the

10 

BLACKSTAR ENTERPRISE GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

THREE MONTHS ENDED MARCH 31, 2022

(Unaudited)

NOTE 7 – CONVERTIBLE NOTES (continued)

Company’s common stock (at conversion prices of $0.0075 to $0.0088 per share) under the conversion provision and terms of the note agreement

(iv) In February and March 2022, Power Up Lending Group Ltd. (Power Up) elected to convert, in four tranches, the total principal due on their note of July 28, 2021 of $78,750 and accrued and unpaid interest thereon of $3,938 into 21,273,289 shares of the Company’s common stock at conversion prices of $0.0029 to $0.0073 per share under the conversion provision and terms of the note agreement.

(v) In March 2022, Power Up elected to make a partial conversion of $21,900 principal due on their note of September 1, 2021 into 7,551,724 shares of the Company’s common stock at a price of $0.0029 per share under the conversion provision and terms of the note agreement.

As of March 31, 2022, the Company was in default on its certain of its convertible debt obligations as follows:

● Quick Capital LLC convertible note under the financing agreement entered into on November 23, 2020 in the principal amount of $33,275 due July 16, 2021. The Company has continued to accure interest on the note at the rate of 10% per annum.

● SE Holdings LLC (“SE Holdings”) convertible note under the financing agreement entered into on January 26, 2021 in the principal amount of $220,000 due January 26, 2022. The Company has accured default interest on the note at the rate of 24% per annum subsequent to the due date (See Note 9).

11 

BLACKSTAR ENTERPRISE GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

THREE MONTHS ENDED MARCH 31, 2022

(Unaudited)

NOTE 7 – CONVERTIBLE NOTES (continued)

Convertible notes payable at March 31, 2022 and December 31, 2021 are summarized as follows:

Note Holder	Face Amount		Interest Rate			Due Date	March 31, 2022			December 31, 2021
GS Capital Partners LLC	$	60,000		8	%	October 11, 2022	$	60,000		$	60,000
Power UP Lending Group Ltd.	$	103,750		10	%	July 26, 2022	$	—		$	103,750
	$	78,750		10	%	July 28, 2022	$	—		$	78,750
	$	53,750		10	%	September 1, 2022	$	31,850		$	53,750
	$	78,750		10	%	October 1, 2022	$	78,750		$	78,750
SE Holdings LLC	$	220,000		10	%	January 26, 2022	$	220,000		$	220,000
Quick Capital LLC	$	33,275		10	%	July 16, 2021	$	33,275		$	33,275
Adar Alef LLC	$	550,000		10	%	April 29, 2022	$	473,500		$	550,000
Sixth Street Lending LLC	$	45,750		10	%	November 29, 2022	$	45,750		$	45,750
	$	55,750		10	%	February 14, 2023	$	55,750		$	—
Discount							$	(189,989	)	$	(534,856	)
							$	808,886		$	689,169

NOTE 8 – RELATED PARTY TRANSACTIONS

In support of the Company’s efforts and cash requirements, it must rely on advances from related parties until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. There is no formal written commitment for continued support by shareholders. The advances are considered temporary in nature and have not been formalized by a promissory note.

IHG, controlling shareholder of the Company, provides management consulting services to the Company. There is no formal written agreement that defines the compensation to be paid. For the three months ended March 31, 2022 and 2021 the Company recorded related party management fees of $86,613 and $51,142, respectively.

12 

BLACKSTAR ENTERPRISE GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

THREE MONTHS ENDED MARCH 31, 2022

(Unaudited)

NOTE 8 – RELATED PARTY TRANSACTIONS (continued)

During the three months ended March 31, 2022 and 2021, there were no advances from related parties. At March 31, 2021, a former officer of the Company was owed $18,780, which amount was repaid during the year ended December 31, 2021.

NOTE 9 – SUBSEQUENT EVENTS

In April 2022, Power Up elected to convert, in two tranches, the remaining principal balance of $31,850 and accrued and upaid interest thereon of $2,688 due on their note of September 1, 2021 into 12,400,682 shares of the Company’s common stock at prices of $0.0024 to $0.0029 per share under the conversion provision and terms of the note agreement.

In April 2022, Quick Capital, LLC issued a notice of default on the convertible note dated November 16, 2020 and stated that the outstanding amount due on the note is $133,317.38, the default interest per annum is 24%, and that the conversion price is the lowest trading price during the delinquency period with a 50% discount.

In April and May 2022, Power Up elected to convert, in five tranches, the total principal balance of $78,750 and accrued and upaid interest thereon of $3,938 due on their note of October 1, 2021 into 40,260,417 shares of the Company’s common stock at prices of $0.0020 to $0.0024 per share under the conversion provision and terms of the note agreement.

In May 2022, GS Captial Partners LLC elected to make a partial conversion of $3,000 principal and accrued and upaid interest of $133 due on their note of October 11, 2021 into 1,898,679 shares of the Company’s common stock at a price of $0.0017 per share under the conversion provision and terms of the note agreement.

On April 29, 2022, the Company did not satisfy its obligations for final payment of outstanding principal of $473,500 and accured interest under a financing agreement entered into on April 29, 2021 with Adar Alef. Under the terms of the financing agreement, the stated interest rate of the note was 10% with default interest of 24%, and was convertible into common shares of the Company’s common stock at the option of the holder. The Company has accrued default interest of 24% on the outstanding principal amount subsequent to the due date of the note through March 31, 2022.

On April 27, 2022, the Company entered into an Amendment and Abatement Agreement (“Abatement Agreement”) with SE Holdings and Adar Alef (collectively “the Parties”) to address the Company’s default on the two outstanding convertible notes between the Parties. Under the terms of the Abatement Agreement, the Parties agreed to abate the conversion features under the notes for a period of fourty five (45) days from April 15, 2022, with the conversion features resuming no sooner than May 30, 2022. The Company has agreed to pay to Adar Alef a total of $50,000 upon execution of the Abatement Agreemet for principal, redemption penalty and accrued interest. The remaining principal and accrued interest on the both of the notes to SE Holdings and Adar Alef will be due on May 30, 2022, unless further extended under the terms of the Abatement Agreement. The notes may be extended for an additional thirty (30) days through June 30, 2022 upon an additional payment of $25,000 to Adar Alef on or before May 30, 2022.

The Company has analyzed its operations subsequent to March 31, 2022 through the date that these financial statements were issued, and has determined that it does not have any additional material subsequent events to disclose.

13 

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

Forward-Looking Statements and Associated Risks.

This Form 10-Q contains certain statements that are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. For this purpose any statements contained in this Form 10-Q that are not statements of historical fact may be deemed to be forward-looking statements. Without limiting the foregoing, words such as “may,” “will,” “expect,” “believe,” “anticipate,” “estimate,” or “continue” or comparable terminology are intended to identify forward-looking statements. These statements by their nature involve substantial risks and uncertainties, and actual results may differ materially depending on a variety of factors, many of which are not within our control. These factors include but are not limited to economic conditions generally and in the industries in which we may participate; competition within our chosen industry, including competition from much larger competitors; technological advances and failure to successfully develop business relationships.

Based on our financial history since inception, our auditor has expressed substantial doubt as to our ability to continue as a going concern. As reflected in the accompanying financial statements, as of March 31, 2022, we had an accumulated deficit of $(8,666,662) and a working capital deficiency of $504,840. This raises substantial doubts about our ability to continue as a going concern.

Overview

BlackStar Enterprise Group, Inc. (the “Company” or “BlackStar”) intends to act as a merchant bank as of the date of these financial statements. We currently trade on the OTC QB under the symbol “BEGI”. The Company is a merchant banking firm seeking to facilitate venture capital to early-stage revenue companies. BlackStar intends to offer consulting and regulatory compliance services to crypto-equity companies and blockchain entrepreneurs for securities, tax, and commodity issues. BlackStar is conducting ongoing analysis for opportunities in involvement in crypto-related ventures though our newly formed wholly-owned subsidiary, Crypto Equity Management Corp., (“CEMC”), mainly in the areas of blockchain and distributed ledger technologies (“DLT”). BlackStar intends to serve businesses in their early corporate lifecycles and may provide funding in the forms of ventures in which we control the venture until divestiture or spin-off by developing the businesses with capital. We have only engaged in one transaction as a merchant bank form to date.

Our investment strategy focuses primarily on ventures with companies that we believe are poised to grow at above-average rates relative to other sectors of the U.S. economy, which we refer to as "emerging growth companies." Under no circumstances does the Company intend to become an investment company and its activities and its financial statement ratios of assets and cash will be carefully monitored and other activities reviewed by its Board of Directors to prevent being classified or inadvertently becoming an investment company which would be subject to regulation under the Investment Company Act of 1940.

As a merchant bank, BlackStar intends to seek to provide access to capital for companies and is specifically seeking out ventures involved in DLT or blockchain. BlackStar intends to facilitate funding and management of DLT-involved companies through majority controlled joint ventures through its subsidiary CEMC. BlackStar, through CEMC, intends to initially control and manage each venture. Potential ventures for both BlackStar and CEMC will be analyzed using the combined business experience of its executives, with CEMC looking to fill those venture criteria with companies in crypto-related businesses such as blockchain or DLT technologies. The Company does not intend to develop Investment Objectives or “criteria” in any manner but will rely on the acumen and experience of its executives. BlackStar is currently building a digital equity trading platform in order to trade registered BlackStar common shares in digital form (DWAC), and intends to use the platform design to provide custom subscription services to other public companies.

Recent Updates

The Company is finalizing the marketing plan to promote and roll out the three features of its blockchain platform. The Company plans to offer its Private Funding and Corporate Governance Blockchain to individual private companies. The Company is currently evaluating its options for the next major step in its main feature. BlackStar’s Digital Trading Platform (“BDTP ^TM”) will need to be paired with an operating partner (a broker-dealer, clearing firm, and/or registered Alternative Trading System (“ATS”)) to quote the shares prior to implementation. To that end, the Company is exploring relationships

14 

with broker-dealers and existing ATS’s and other strategies to go live with BDTP in accordance with existing laws and regulations. As of the date of this filing, the core platform of BDTP ^TM is complete and will remain in the testing phase until we obtain an operating partner. BlackStar intends to continue to seek further input from various regulatory agencies and others on the functionality of the BDTP ^TM over the next several months. The BDTP ^TM has been completely designed in terms of the following components: data model, reports, web-based user interface, blockchain interface, transaction logic, cloud interface, and functional demonstration app. The software is complete in demonstrating a proof-of-concept trading ability, while recording activity using an immutable blockchain ledger. Currently, the working model platform is hosted on Amazon’s Quantum Ledger Database. During the year ended December 31, 2021, BlackStar and Artuova successfully completed a production ready and feature-complete user interface for the digital platform which is now in the final stages of quality assurance. BlackStar is actively pursuing relationships with various broker-dealers, clearing firms, and ATS’s to complete the final stages of this multi-year engineering effort. Additionally, during 2021, BlackStar has filed with the U.S. Patent and Trademark Office (“USPTO”) for patent protection of its proprietary software.

The Company’s success will be dependent upon its ability to analyze and manage the opportunities presented and is contingent upon successfully raising funds and, ultimately, the operationality of its digital trading platform.

Currently in the demonstration phase, we estimate $30,000 to be expended over the next three months. This budget will be used to finalize the integration of the digital platform into the broker-dealer ecosystem after the appropriate ATS and broker-dealer relationships are established.

Based on our current cash reserves of approximately $426,916 as of March 31, 2022, we have the cash for an operational budget of approximately twelve months. We intend to offer a private placement of common shares to investors in order to achieve at least $5,000,000 in funding in the next year to scale our business plan. We intend to commence this offering in mid-summer of 2022. If we are unable to generate enough revenue to cover our operational costs, we will need to seek additional sources of funds. Currently, we have no committed source for any funds as of date hereof. No representation is made that any funds will be available when needed. In the event funds cannot be raised if and when needed, we may not be able to carry out our business plan and could fail in business as a result of these uncertainties.

The independent registered public accounting firm’s report on our financial statements as of December 31, 2021, includes a “going concern” explanatory paragraph that describes substantial doubt about our ability to continue as a going concern.

Results of Operations

For the Three Months Ended March 31, 2022 compared to same period in 2021

Net loss for the three months ended March 31, 2022 was $516,902 as compared to $322,309 for the three months ended March 31, 2021, an increase of $194,593. As explained below, most of the losses in those periods was attributable to non-cash transactions from the issuance of convertible debt and other financings.

For the three months ended March 31, 2022, we had significantly higher non-operating (other) expenses, substantially all of which are non-cash, predominately due to amortization of discounts on debt issuance and conversion features of the convertible promissory notes that we have used to finance our continued operations. This resulted in total other expenses of $380,622 for the three months ended March 31, 2022 as compared to $193,021 for the same period in 2021. For the three months ended March 31, 2022, the Company recognized $313,923 for amortization of discount on convertible notes, as compared to $98,582 for the three months ended March 31, 2021. During the three months ended March 31, 2021, we recognized a loss of $41,677on notes payable conversions as compared to none in the three months ended March 31, 2022. This reduction is due to a change in the Company’s accounting treatment for conversion of debt to equity. The increase in amortization of discount on convertible notes is attributable to an increase in debt conversions in 2022 as compared to 2021.

General and administrative expenses in 2022 were $13,468 a decrease of $42,178 from general and administrative expenses of $55,646 in 2021. In 2021, the Company recorded an expense of $35,200 for cash and stock payments for fund raising fees as compared to no costs incurred of this nature in 2022. General and administrative costs, exclusive of fees for fund raising, were for investor relations, filing fees, transfer agent fees and overhead operational costs which were comparable for the 2022 and 2021 quarterly periods.

In 2022, the Company paid management consulting fees to IHG of $86,613 as compared to $51,142 paid in 2021.

15 

Legal and professional fees of $36,199 for the three months ended March 31, 2022 increased by $13,699 from $22,500 for the comparable period ended March 31, 2021. Fees for the 2022 and 2021 periods were predominately for SEC regulatory and statutory filings and audit and related fees for annual audits.

Liquidity and Capital Resources

At March 31, 2022, we had a working capital deficit of $504,840 and cash of $426,916 as compared to a working capital deficit of $283,414 and cash of $518,539, at December 31, 2021. The decrease in cash and increase in working capital deficit was due primarily to the utilization of available cash for operations and an increase in debt funding from December 31, 2021 as compared to March 31, 2022, with all new debt issuances maturing within one year from the date of issuance. The Company used new and existing fundings to maintain operating activities and complete software development and patent filings with the USPTO for its digital trading platform. During the three months ended March 31, 2022, we used $142,778 of cash for operating activities and paid $845 in investing activities for patent costs. In the comparable 2021 period, operating activities utilized cash of $110,537 and investing activities for software development and patent costs utilized cash of $11,000.

Substantially all of our funding has been from convertible debt financings in 2022 and 2021. The debt instruments were with non-related investment firms, carried an interest rate of 10%, matured six months to one year from date of financing and were convertible into shares of the Company’s common stock at a discount to the trading prices of the common shares of 35% to 40%. During three months ended March 31,2022, we issued convertible debt with a face value of $55,750, receiving cash proceeds, net of financing costs, of $52,000. During the three months ended March 31,2021, we issued convertible debt with a face value of $220,000, receiving cash proceeds, net of financing costs, of $217,500. During the three months ended March 31, 2022, convertible note holders were issued 63,311,934 shares of common stock for conversion of $296,321 face value of debt and related accrued interest and fees in 2022. In the comparable 2021 period, note holders were issued 2,894,231 shares of common stock for conversion of $86,827 face value of debt and related accrued interest and fees.

While management of the Company believes that the Company will be successful in its current and planned activities, there can be no assurance that the Company will be successful in obtaining sufficient revenues from our planned operations and raise sufficient equity, debt capital or strategic relationships to sustain the operations and future business of the Company.

Our ability to create sufficient working capital to sustain us over the next twelve-month period, and beyond, is dependent on our raising additional equity or debt capital, and ultimately to commence revenues form or digital trading platform.

There can be no assurance that sufficient capital will be available to us. We currently have no agreements, arrangements or understandings with any person to obtain funds through bank loans, lines of credit or any other sources.

Availability of Additional Capital

Notwithstanding our success in raising net cash proceeds of $52,000 and $217,500 from convertible debt financing in the periods ended March 31,2022 and 2021, respectively, there can be no assurance that we will continue to be successful in raising capital and have adequate capital resources to fund our operations or that any additional funds will be available to us on favorable terms or in amounts required by us. We estimate that we will need to raise $5,000,000 over the next twelve months to scale up our current plan. The Company feels it has sufficient capital to pay 2022 expenses and implement our platform of blockchain features in third quarter of 2022.

Any additional financings may be dilutive to our stockholders, new equity securities may have rights, preferences or privileges senior to those of existing holders of our shares of Common Stock. Debt or equity financing may subject us to restrictive covenants and significant interest costs.

Going Concern

We have only a very limited amount of cash and have incurred operating losses and limited cash flows from operations since inception. As of March 31, 2022 and December 31, 2021, we had accumulated deficit of $8,666,662 and $8,149,760, respectively and we will require additional working capital to fund operations through 2022 and beyond. These factors, among others, raise substantial doubt about our ability to continue as a going concern. Our financial statements included in this Form 10-Q do not include any adjustments related to recoverability and classification of asset carrying amounts or the amount and

16 

classification of liabilities that might result should we be unable to continue as a going concern. The audited financial statements included in the Company’s recent annual report on Form 10-K have been prepared assuming that we will continue as a going concern and do not include any adjustments that might result if we cease to continue as a going concern.

Our registered independent auditors have issued an opinion on our financial statements as of December 31, 2021 which includes a statement describing our going concern status. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills and meet our other financial obligations. This is because we have not generated any revenues and no revenues are anticipated until we our digital trading platform has been approved to begin trading. There is no assurance that any revenue will be realized in the future. Accordingly, we must raise capital from sources other than the actual revenue from issuance of memberships in our digital trading platform.

There can be no assurance that we will have adequate capital resources to fund planned operations or that any additional funds will be available to us when needed or at all, or, if available, will be available on favorable terms or in amounts required by us. If we are unable to obtain adequate capital resources to fund operations, we may be required to delay, scale back or eliminate some or all of our operations, which may have a material adverse effect on our business, results of operations and ability to operate as a going concern.

Off Balance Sheet Arrangements

None.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information required under this item.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time period specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is accumulated and communicated to management including our principal executive officer/principal financial officer as appropriate, to allow timely decisions regarding required disclosure.

Management has carried out an evaluation of the effectiveness of the design and operation of our company’s disclosure controls and procedures. Due to the lack of personnel and outside directors, management acknowledges that there may be deficiencies in these controls and procedures, but Management believes that the current procedures have been effective in disclosing all information required to be disclosed. The Company anticipates that with further resources, the Company will expand both management and the board of directors with additional officers and independent directors in order to provide sufficient disclosure controls and procedures.

Changes in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting (as defined in Rule 13a-15(f) or 15d-15(f)) during the quarter ended March 31, 2022 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

17 

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 1A. RISK FACTORS

There are no material changes to risk factors as previously disclosed in the Company’s Form 10-K for the year ended December 31, 2021.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

For the three months ended March 31, 2022, the Company had one unregistered sales of equity securities. Prior to the filing of this report, the Company entered into no unregistered transactions.

On February 14, 2022, the Company entered into a convertible promissory note with Sixth Street Lending LLC totaling $55,750 and a securities purchase agreement. The note matures on February 14, 2023, bears interest at 10%, with a default rate of 22%, and is convertible, commencing 180 days after the date of issuance. The conversion price is to be calculated at 65% of the average of the two lowest trading price of the Company’s common stock for the previous fifteen trading days prior to the date of conversion. The lender agrees to limit the amount of stock received to less than 4.99% of the total outstanding common stock. There are no warrants or options attached to this note, and the Company has reserved 47,871,198 shares for conversion. Net proceeds from the loan were $52,000, after legal fees and offering costs of $3,750. Details of the promissory note and securities purchase agreement can be found in the Form 8-K and exhibits filed on February 25, 2022. The Company and the holder executed the securities purchase agreement in accordance with and in reliance upon the exemption from securities registration for offers and sales to accredited investors afforded, inter alia, by Rule 506 under Regulation D as promulgated by the SEC under the 1933 Act, and/or Section 4(a)(2) of the 1933 Act.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

In April 2022, Quick Capital, LLC issued a notice of default on the convertible note dated November 16, 2020 and stated that the outstanding amount due on the note is $133,317.38, the default interest per annum is 24% and continues to accrue, and that the conversion price is the lowest trading price during the delinquency period with a 50% discount. As interest is accruing daily, the Company is exploring its options for resolving the default.

ITEM 4. MINE SAFETY DISCLOSURE

Not Applicable.

ITEM 5. OTHER INFORMATION

None.

18 

ITEM 6. EXHIBITS

Exhibits. The following is a complete list of exhibits filed as part of this Form 10-Q. Exhibit numbers correspond to the numbers in the Exhibit Table of Item 601 of Regulation S-K.

31.1	Certification of Chief Executive Officer Pursuant to Rule 13a–14(a) or 15d-14(a) of the Securities Exchange Act of 1934
31.2	Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934
32.1	Certification of Chief Executive Officer under Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Certification of Chief Financial Officer under Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document
104	Cover Page Interactive Data File (formatted as an Inline XBRL document and included in Exhibit 101)

19 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	BLACKSTAR ENTERPRISE GROUP, INC.
	(Registrant)
Dated: May 16, 2022	By:	/s/ John Noble Harris
		John Noble Harris
		(Chief Executive Officer, Principal Executive
		Officer)
Dated: May 16, 2022	By:	/s/ Joseph E. Kurczodyna
		Joseph E. Kurczodyna
		(Chief Financial Officer, Principal Accounting
		Officer)

20 

EX-31.1

 EXHIBIT 31.1 

CERTIFICATION OF PERIODIC REPORT

I, John Noble Harris, certify that:

1. I have reviewed this quarterly report on Form 10-Q of BlackStar Enterprise Group, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s 4th quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 16, 2022

/s/ John Noble Harris

John Noble Harris

(Chief Executive Officer and Principal Executive Officer)

EX-31.2

EXHIBIT 31.2 

CERTIFICATION OF PERIODIC REPORT

I, Joseph E. Kurczodyna, certify that:

1. I have reviewed this quarterly report on Form 10-Q of BlackStar Enterprise Group, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s 4th quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 16, 2022

/s/ Joseph E. Kurczodyna

Joseph E. Kurczodyna

(Chief Financial Officer and Principal Accounting Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION OF DISCLOSURE PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of BlackStar Enterprise Group, Inc. (the “Company”) on Form 10-Q for the period ending March 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”) I, John Noble Harris, Chief Executive Officer and Principal Executive Officer of the Company, certify, pursuant to 18 USC Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge and belief:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: May 16, 2022

/s/ John Noble Harris

John Noble Harris

(Chief Executive Officer and Principal Executive Officer)

This certification accompanies the Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

A signed original of this written statement required by Section 906 of Sarbanes-Oxley has been provided to the Company and will be retained and furnished to the SEC or its staff upon request.

EX-32.2

Exhibit 32.2

CERTIFICATION OF DISCLOSURE PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of BlackStar Enterprise Group, Inc. (the “Company”) on Form 10-Q for the period ending March 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”) I, Joseph E. Kurczodyna, Chief Financial Officer and Principal Accounting Officer of the Company, certify, pursuant to 18 USC Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge and belief:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated: May 16, 2022

/s/ Joseph E. Kurczodyna

Joseph E. Kurczodyna

(Chief Financial Officer and Principal Accounting Officer)

This certification accompanies the Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

A signed original of this written statement required by Section 906 of Sarbanes-Oxley has been provided to the Company and will be retained and furnished to the SEC or its staff upon request.

XML

Document And Entity Information - shares	3 Months Ended
	Mar. 31, 2022	Apr. 30, 2022
Document Information Line Items
Entity Registrant Name	BLACKSTAR ENTERPRISE GROUP, INC.
Trading Symbol	N/A
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		209,818,602
Amendment Flag	false
Entity Central Index Key	0001483646
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Mar. 31, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Shell Company	false
Entity Ex Transition Period	true
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	000-55730
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	27-1120628
Entity Address, Address Line One	4450 Arapahoe Ave
Entity Address, Address Line Two	Suite 100
Entity Address, City or Town	Boulder
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80303
City Area Code	(303)
Local Phone Number	500-3210
Title of 12(b) Security	N/A
Security Exchange Name	NONE
Entity Interactive Data Current	Yes

XML

CONSOLIDATED BALANCE SHEETS - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Current Assets
Cash	$ 426,916	$ 518,539
Prepaid expenses	1,250	5,000
Total current assets	428,166	523,539
Intangibles	160,645	159,800
Total Assets	588,811	683,339
Current liabilities
Accounts payable	32,794	43,042
Accrued payables	91,326	74,742
Convertible notes payable, net of discounts of $189,989 and $534,856 at March 31, 2022 and December 31, 2021	808,886	689,169
Total current liabilities	933,006	806,953
Stockholders' Equity (Deficit)
Preferred stock, 10,000,000 shares authorized; $0.001 par value; 1,000,000 shares issued and outstanding	1,000	1,000
Common stock, 700,000,000 shares authorized; $0.001 par value at March 31, 2022 and December 31, 2021	192,001	128,689
Additional paid in capital	8,129,466	7,896,457
Accumulated deficit	(8,666,662)	(8,149,760)
Total stockholders' deficit	(344,195)	(123,614)
Total Liabilities and Stockholders' Deficit	$ 588,811	$ 683,339

XML

CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Convertible notes payable discount (in Dollars)	$ 189,989	$ 534,856
Preferred stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	1,000,000	1,000,000
Preferred stock, shares outstanding	1,000,000	1,000,000
Common stock, par value per share (in Dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	700,000,000	700,000,000
Common stock, shares issued	192,001,253	128,689,319
Common stock, shares outstanding	192,001,253	128,689,319

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CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Operating expenses
Legal and professional	$ 36,199	$ 22,500
Management consulting - related party	86,613	51,142
General and administrative	13,468	55,646
Total operating expenses	136,280	129,288
Other expense (income)
Amortization of discount on convertible notes	313,923	98,582
Amortization of convertible debt issuance costs	20,328	4,433
Loss on note payable conversions		41,677
Interest expense	46,371	48,329
Other expense (income)	380,622	193,021
Net (loss)	$ (516,902)	$ (322,309)
Net (loss) per share - basic and diluted (in Dollars per share)
outstanding - basic and diluted (in Shares)	146,414,764	105,250,795

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CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) (Unaudited) - USD ($)	Common Stock	Preferred Stock	Additional Paid in Capital	Common Stock Subject to Cancellation	Accumulated Deficit	Total
Balances at Dec. 31, 2020	$ 101,063	$ 1,000	$ 5,829,279		$ (5,966,193)	$ (34,851)
Balances (in Shares) at Dec. 31, 2020	101,063,806	1,000,000
Shares issued for conversion of notes and interest	$ 2,895		83,932			86,827
Shares issued for conversion of notes and interest (in Shares)	2,894,231
Beneficial conversion feature of convertible note			263,500			263,500
Shares issued for loan costs	$ 300		23,700			24,000
Shares issued for loan costs (in Shares)	300,000
Shares issued for financing fees	$ 383		10,817			11,200
Shares issued for financing fees (in Shares)	382,822
Shares issued subject to cancellation	$ 2,667		104,000	(106,667)
Shares issued subject to cancellation (in Shares)	2,666,666
Net loss					(322,309)	(322,309)
Balances at Mar. 31, 2021	$ 107,308	$ 1,000	6,315,228	(106,667)	(6,288,502)	28,367
Balances (in Shares) at Mar. 31, 2021	107,307,525	1,000,000
Balances at Dec. 31, 2021	$ 128,689	$ 1,000	7,896,457		(8,149,760)	(123,614)
Balances (in Shares) at Dec. 31, 2021	128,689,319	1,000,000
Shares issued for conversion of notes and interest	$ 63,312		233,009			296,321
Shares issued for conversion of notes and interest (in Shares)	63,311,934
Net loss					(516,902)	(516,902)
Balances at Mar. 31, 2022	$ 192,001	$ 1,000	$ 8,129,466		$ (8,666,662)	$ (344,195)
Balances (in Shares) at Mar. 31, 2022	192,001,253	1,000,000

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CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Cash Flows From Operating Activities
Net (loss)	$ (516,902)	$ (322,309)
Adjustments to reconcile net loss to net cash used
Amortization of convertible note issue costs	20,328	4,433
Amortization of discounts on convertible notes	313,923	98,582
Amortization of interest on convertible notes	14,366	5,950
Loss on conversion of notes payable		41,677
Interest and loan fees paid in stock		35,200
Changes in operating assets and liabilities
Decrease in prepaids	3,750	26,331
(Decrease) in accounts payable	(10,248)	(12,200)
Increase in accrued payables	32,005	11,799
Cash used in operating activities	(142,778)	(110,537)
Cash Flows From Investing Activities
Software and patent costs	(845)	(11,000)
Cash used in investing activities	(845)	(11,000)
Cash Flows From Financing Activities
Proceeds from convertible notes, net of offering costs and original issue discount	52,000	217,500
Net cash provided by financing activities	52,000	217,500
Net increase (decrease) in cash	(91,623)	95,963
Cash, beginning of period	518,539	32,987
Cash, end of period	426,916	128,950
Supplemental disclosure of non-cash investing
Notes payable and interest converted to common stock	296,321	45,150
Beneficial conversion feature initially recorded as debt discount		$ 263,500

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NATURE OF OPERATIONS AND BASIS OF PRESENTATION

3 Months Ended

Mar. 31, 2022

Accounting Policies [Abstract]

NATURE OF OPERATIONS AND BASIS OF PRESENTATION

NOTE 1 – NATURE OF OPERATIONS AND BASIS OF PRESENTATION

BlackStar Enterprise Group, Inc. (the “Company” or “BlackStar”) was incorporated in the State of Delaware on December 18, 2007. On January 25, 2016, International Hedge Group, Inc. (“IHG”) signed an agreement to acquire a 95% interest in the Company. IHG was issued 44,400,000 shares of common stock and 1,000,000 shares of Series A Preferred Stock. IHG is our controlling shareholder and is engaged in providing management services and capital consulting to companies. IHG and BlackStar are currently managed and controlled by two individuals each of whom is a beneficial owner of an additional 9% of the Company’s common stock.

The Company intends to act as a merchant banking firm seeking to facilitate venture capital to early stage revenue companies. BlackStar intends to offer consulting and regulatory compliance services to crypto-equity companies and blockchain entrepreneurs for securities, tax, and commodity issues. BlackStar is conducting ongoing analysis for opportunities in involvement in crypto-related ventures through a wholly-owned subsidiary, Crypto Equity Management Corp (“CEMC”). BlackStar intends to serve businesses in their early corporate lifecycles and may provide funding in the forms of ventures in which they control the venture until divestiture or spin-off by developing the businesses with capital. BlackStar formed a subsidiary nonprofit company, Crypto Industry SRO Inc. (“Crypto”) in 2017. Crypto’s business plan is to act as a self-regulatory membership organization for the crypto-equity industry and set guidelines and best-practice rules by which industry members would abide. BlackStar will provide management of this entity under a services contract.

Basis of presentation

The accompanying unaudited financial statements have been prepared in accordance with United States generally accepted accounting principles for financial information and with the instructions to Form 10-Q. They do not include all information and footnotes required by United States generally accepted accounting principles (US GAAP) for complete financial statements. However, except as disclosed herein, there has been no material change in the information disclosed in the notes to the financial statements for the year ended December 31, 2021 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. These unaudited financial statements are condensed and should be read in conjunction with those financial statements included in the Form 10-K and interim disclosures generally do not repeat those in the annual statements. In the opinion of management, all adjustments considered necessary for a fair presentation, consisting solely of normal recurring adjustments, have been made. Operating results for the three months ended March 31, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022.

These unaudited consolidated financial statements include BlackStar and its wholly owned subsidiaries: Crypto Equity Management Corp. and Crypto Industry SRO Inc., and were prepared from the accounts of the Company in accordance with US GAAP. All significant intercompany transactions and balances have been eliminated on consolidation.

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GOING CONCERN

3 Months Ended

Mar. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

GOING CONCERN

NOTE 2 – GOING CONCERN

The Company's financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the financial statements for the three months ended March 31, 2022 and the year ended December 31, 2021, the Company has generated no revenues and has incurred losses. As of March 31, 2022, the Company had cash of $426,916, working capital deficiency of $504,840 and an accumulated deficit of $8,666,662. These conditions raise substantial doubt as to the Company's ability to continue as a going concern. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going

concern. The continuation of the Company as a going concern is dependent upon the ability to raise equity or debt financing, and the attainment of profitable operations from the Company's planned business. Management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

3 Months Ended

Mar. 31, 2022

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 3 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect 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. Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.

The Company’s significant estimates include income taxes provision and valuation allowance of deferred tax assets; the fair value of financial instruments; the carrying value and recoverability of long-lived assets, and the assumption that the Company will continue as a going concern. Those significant accounting estimates or assumptions bear the risk of change due to the fact that there are uncertainties attached to those estimates or assumptions, and certain estimates or assumptions are difficult to measure or value.

Management regularly reviews its estimates utilizing currently available information, changes in facts and circumstances, historical experience and reasonable assumptions. After such reviews, and if deemed appropriate, those estimates are adjusted accordingly. Actual results could differ from those estimates.

Recent Accounting Pronouncements

In August 2020, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-06, Accounting for Convertible Instruments and Contracts in an Entity; Own Equity (“ASU 2020-06”), as part of its overall simplification initiative to reduce costs and complexity of applying accounting standards while maintaining or improving the usefulness of the information provided to users of financial statements. Among other changes, the new guidance removes from Generally Accepted Accounting Principles (“GAAP”) separation models for convertible debt that require the convertible debt to be separated into a debt and equity component, unless the conversion feature is required to be bifurcated and accounted for as a derivative or the debt is issued at a substantial premium. As a result, after adopting the guidance, entities will no longer separately present such embedded conversion features in equity and will instead account for the convertible debt wholly as debt. The new guidance also requires use of the “if-converted” method when calculating the dilutive impact of convertible debt on earnings per share, which is consistent with the Company’s current accounting treatment under the current guidance. The guidance is effective for financial statements issued for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years, with early adoption permitted, but only at the beginning of the fiscal year. The Company has elected to adopt the guidance under ASU 2020-06 for the fiscal year commencing January 1, 2022.

Although there are several other new accounting pronouncements issued or proposed by the FASB, which the Company has adopted or will adopt, as applicable, the Company does not believe any of these accounting pronouncements has had or will have a material impact on its consolidated financial position or results of operations. Management has evaluated accounting standards and interpretations issued but not yet effective as of March 31, 2022 and does not expect such pronouncements to have a material impact on the Company’s financial position, operations, or cash flows.

Reclassifications

Certain amounts in the consolidated financial statements for prior year periods have been reclassified to conform with the current year presentation.

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INTANGIBLES

3 Months Ended

Mar. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

INTANGIBLES

NOTE 4 – INTANGIBLES

Intangibles at March 31, 2022 and December 31, 2021 consist of capitalized costs for the Company’s proprietary software and patents as follows:

	2022		2021
Software	$	88,000	$	88,000
Patents		72,645		71,800
	$	160,645	$	159,800

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STOCKHOLDERS’ EQUITY (DEFICIT)

3 Months Ended

Mar. 31, 2022

Stockholders' Equity Note [Abstract]

STOCKHOLDERS’ EQUITY (DEFICIT)

NOTE 5 – STOCKHOLDERS’ EQUITY (DEFICIT)

Preferred Stock

The Company has an authorized number of preferred shares of 10,000,000, with a par value of $0.001 per share. On August 25, 2016, the Company issued 1,000,000 shares of its Series A Preferred Series stockto IHG in fulfillment of the purchase agreement. These shares are convertible at a ratio of 100 shares of the common stock of the Company for each share of preferred stock of the Company.

Common Stock

During the three months ended March 31, 2022, the Company issued shares of its common stock as follows:

● 63,311,934 shares for conversion of $296,321 principal and interest on convertible notes payable.

During the three months ended March 31, 2021, the Company issued shares of its common stock as follows:

● 2,894,231 shares for conversion of $45,150 principal and interest on convertible note payable, and recognized a loss conversion of $41,677.

● 300,000 shares valued at $24,000 ($0.08 per share) to a convertible note holder as consideration for the Company’s entering into certain third party transactions which were in default of the convertible promissory note, security purchase agreement and other related documents entered into on November 16, 2020.

● 382,822 shares valued at $11,200 ($0.029 per share) as consideration for finders fee for loans made to the Company.

● 2,666,666 shares valued at $106,667 ($0.04 per share) to a convertible note holder. These shares have been issued as condition that the Company files a resale registration statement covering the underlying convertible shares. The shares are returnable to the Company upon the effective date of the registration statement.

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WARRANTS

3 Months Ended

Mar. 31, 2022

Warrants [Abstract]

WARRANTS

NOTE 6 – WARRANTS

In April 2019, the Company issued a convertible note for $110,000. Pursuant to the terms of the note agreement, the Company issued warrants to the holder for the purchase 440,000 shares of the Company’s common stock. The warrants are exerecisable at $0.25 per share for a term of 5 years. The $132,953 fair value of the warrants was calculated using the Black-Scholes pricing model with the following assumptions: stock price $0.38; strike price $0.25; volatility 98%; risk free rate 2.25% and term of 5 years. The $132.953 fair value of the warrants was charged to operations when issued during the year ended December 31, 2019. At March 31, 2021, the intrinsic value of the outstanding warrants was $0, as the trading price of the Company’s common stock at that date was less than the underlying exercise price of the warrants.

A summary of warrant activity during the three months ended March 31, 2022 is presented below:

	Shares		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)
Outstanding and exercisable – December 31, 2021		540,000	$	0.31		1.99
Exercised		—
Expired		—
Outstanding and exercisable – March 31, 2022		540,000	$	0.31		1.74

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CONVERTIBLE NOTES

3 Months Ended

Mar. 31, 2022

Convertible Notes [Abstract]

CONVERTIBLE NOTES

NOTE 7 – CONVERTIBLE NOTES

During the three months ended March 31, 2022, the Company had the following transactions related to its convertible note financings:

(i) On February 14, 2022, the Company entered into a financing agreement with Sixth Street Lending LLC to borrow $55,750. The note matures on February 14, 2023, bears interest at 10%, with a default rate of 22%, and is convertible, commencing 180 days after the date of issuance. The conversion price is to be calculated at 65% of the average of the two lowest trading price of the Company’s common stock for the previous fifteen trading days prior to the date of conversion. The lender agrees to limit the amount of stock received to less than 4.99% of the total outstanding common stock. There are no warrants or options attached to this note, and the Company has reserved 47,871,198 shares for conversion. Net proceeds from the loan were $52,000, after legal fees and offering costs of $3,750.

(ii) In February and March 2022, Adar Alef LLC (“Adar Alef”) elected to make a partial conversion of $76,500 principal and $6,296 of accrued and unpaid interest thereon due on their note of April 29, 2021, in three tranches, into an aggregate 21,504,766 shares of the Company’s common stock at prices of $0.0023 to $0.0064 per share under the conversion provision and terms of the note agreement.

(iii) In January and February 2022, Power Up elected to convert, in five tranches, the total principal of $103,750 due on their note of July 26, 2021, together with accrued and upaid interest thereon of $5,188, into an aggregate 12,982,155 shares of the

Company’s common stock (at conversion prices of $0.0075 to $0.0088 per share) under the conversion provision and terms of the note agreement

(iv) In February and March 2022, Power Up Lending Group Ltd. (Power Up) elected to convert, in four tranches, the total principal due on their note of July 28, 2021 of $78,750 and accrued and unpaid interest thereon of $3,938 into 21,273,289 shares of the Company’s common stock at conversion prices of $0.0029 to $0.0073 per share under the conversion provision and terms of the note agreement.

(v) In March 2022, Power Up elected to make a partial conversion of $21,900 principal due on their note of September 1, 2021 into 7,551,724 shares of the Company’s common stock at a price of $0.0029 per share under the conversion provision and terms of the note agreement.

As of March 31, 2022, the Company was in default on its certain of its convertible debt obligations as follows:

● Quick Capital LLC convertible note under the financing agreement entered into on November 23, 2020 in the principal amount of $33,275 due July 16, 2021. The Company has continued to accure interest on the note at the rate of 10% per annum.

● SE Holdings LLC (“SE Holdings”) convertible note under the financing agreement entered into on January 26, 2021 in the principal amount of $220,000 due January 26, 2022. The Company has accured default interest on the note at the rate of 24% per annum subsequent to the due date (See Note 9).

Convertible notes payable at March 31, 2022 and December 31, 2021 are summarized as follows:

Note Holder	Face Amount		Interest Rate			Due Date	March 31, 2022			December 31, 2021
GS Capital Partners LLC	$	60,000		8	%	October 11, 2022	$	60,000		$	60,000
Power UP Lending Group Ltd.	$	103,750		10	%	July 26, 2022	$	—		$	103,750
	$	78,750		10	%	July 28, 2022	$	—		$	78,750
	$	53,750		10	%	September 1, 2022	$	31,850		$	53,750
	$	78,750		10	%	October 1, 2022	$	78,750		$	78,750
SE Holdings LLC	$	220,000		10	%	January 26, 2022	$	220,000		$	220,000
Quick Capital LLC	$	33,275		10	%	July 16, 2021	$	33,275		$	33,275
Adar Alef LLC	$	550,000		10	%	April 29, 2022	$	473,500		$	550,000
Sixth Street Lending LLC	$	45,750		10	%	November 29, 2022	$	45,750		$	45,750
	$	55,750		10	%	February 14, 2023	$	55,750		$	—
Discount							$	(189,989	)	$	(534,856	)
							$	808,886		$	689,169

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RELATED PARTY TRANSACTIONS

3 Months Ended

Mar. 31, 2022

Related Party Transactions [Abstract]

RELATED PARTY TRANSACTIONS

NOTE 8 – RELATED PARTY TRANSACTIONS

In support of the Company’s efforts and cash requirements, it must rely on advances from related parties until such time that the Company can support its operations or attains adequate financing through sales of its equity or traditional debt financing. There is no formal written commitment for continued support by shareholders. The advances are considered temporary in nature and have not been formalized by a promissory note.

IHG, controlling shareholder of the Company, provides management consulting services to the Company. There is no formal written agreement that defines the compensation to be paid. For the three months ended March 31, 2022 and 2021 the Company recorded related party management fees of $86,613 and $51,142, respectively.

During the three months ended March 31, 2022 and 2021, there were no advances from related parties. At March 31, 2021, a former officer of the Company was owed $18,780, which amount was repaid during the year ended December 31, 2021.

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SUBSEQUENT EVENTS

3 Months Ended

Mar. 31, 2022

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

NOTE 9 – SUBSEQUENT EVENTS

In April 2022, Power Up elected to convert, in two tranches, the remaining principal balance of $31,850 and accrued and upaid interest thereon of $2,688 due on their note of September 1, 2021 into 12,400,682 shares of the Company’s common stock at prices of $0.0024 to $0.0029 per share under the conversion provision and terms of the note agreement.

In April 2022, Quick Capital, LLC issued a notice of default on the convertible note dated November 16, 2020 and stated that the outstanding amount due on the note is $133,317.38, the default interest per annum is 24%, and that the conversion price is the lowest trading price during the delinquency period with a 50% discount.

In April and May 2022, Power Up elected to convert, in five tranches, the total principal balance of $78,750 and accrued and upaid interest thereon of $3,938 due on their note of October 1, 2021 into 40,260,417 shares of the Company’s common stock at prices of $0.0020 to $0.0024 per share under the conversion provision and terms of the note agreement.

In May 2022, GS Captial Partners LLC elected to make a partial conversion of $3,000 principal and accrued and upaid interest of $133 due on their note of October 11, 2021 into 1,898,679 shares of the Company’s common stock at a price of $0.0017 per share under the conversion provision and terms of the note agreement.

On April 29, 2022, the Company did not satisfy its obligations for final payment of outstanding principal of $473,500 and accured interest under a financing agreement entered into on April 29, 2021 with Adar Alef. Under the terms of the financing agreement, the stated interest rate of the note was 10% with default interest of 24%, and was convertible into common shares of the Company’s common stock at the option of the holder. The Company has accrued default interest of 24% on the outstanding principal amount subsequent to the due date of the note through March 31, 2022.

On April 27, 2022, the Company entered into an Amendment and Abatement Agreement (“Abatement Agreement”) with SE Holdings and Adar Alef (collectively “the Parties”) to address the Company’s default on the two outstanding convertible notes between the Parties. Under the terms of the Abatement Agreement, the Parties agreed to abate the conversion features under the notes for a period of fourty five (45) days from April 15, 2022, with the conversion features resuming no sooner than May 30, 2022. The Company has agreed to pay to Adar Alef a total of $50,000 upon execution of the Abatement Agreemet for principal, redemption penalty and accrued interest. The remaining principal and accrued interest on the both of the notes to SE Holdings and Adar Alef will be due on May 30, 2022, unless further extended under the terms of the Abatement Agreement. The notes may be extended for an additional thirty (30) days through June 30, 2022 upon an additional payment of $25,000 to Adar Alef on or before May 30, 2022.

The Company has analyzed its operations subsequent to March 31, 2022 through the date that these financial statements were issued, and has determined that it does not have any additional material subsequent events to disclose.

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Accounting Policies, by Policy (Policies)

3 Months Ended

Mar. 31, 2022

Accounting Policies [Abstract]

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect 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. Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.

The Company’s significant estimates include income taxes provision and valuation allowance of deferred tax assets; the fair value of financial instruments; the carrying value and recoverability of long-lived assets, and the assumption that the Company will continue as a going concern. Those significant accounting estimates or assumptions bear the risk of change due to the fact that there are uncertainties attached to those estimates or assumptions, and certain estimates or assumptions are difficult to measure or value.

Management regularly reviews its estimates utilizing currently available information, changes in facts and circumstances, historical experience and reasonable assumptions. After such reviews, and if deemed appropriate, those estimates are adjusted accordingly. Actual results could differ from those estimates.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

In August 2020, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-06, Accounting for Convertible Instruments and Contracts in an Entity; Own Equity (“ASU 2020-06”), as part of its overall simplification initiative to reduce costs and complexity of applying accounting standards while maintaining or improving the usefulness of the information provided to users of financial statements. Among other changes, the new guidance removes from Generally Accepted Accounting Principles (“GAAP”) separation models for convertible debt that require the convertible debt to be separated into a debt and equity component, unless the conversion feature is required to be bifurcated and accounted for as a derivative or the debt is issued at a substantial premium. As a result, after adopting the guidance, entities will no longer separately present such embedded conversion features in equity and will instead account for the convertible debt wholly as debt. The new guidance also requires use of the “if-converted” method when calculating the dilutive impact of convertible debt on earnings per share, which is consistent with the Company’s current accounting treatment under the current guidance. The guidance is effective for financial statements issued for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years, with early adoption permitted, but only at the beginning of the fiscal year. The Company has elected to adopt the guidance under ASU 2020-06 for the fiscal year commencing January 1, 2022.

Although there are several other new accounting pronouncements issued or proposed by the FASB, which the Company has adopted or will adopt, as applicable, the Company does not believe any of these accounting pronouncements has had or will have a material impact on its consolidated financial position or results of operations. Management has evaluated accounting standards and interpretations issued but not yet effective as of March 31, 2022 and does not expect such pronouncements to have a material impact on the Company’s financial position, operations, or cash flows.

Reclassifications

Reclassifications

Certain amounts in the consolidated financial statements for prior year periods have been reclassified to conform with the current year presentation.

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INTANGIBLES (Tables)

3 Months Ended

Mar. 31, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangibles Capitalized Costs

	2022		2021
Software	$	88,000	$	88,000
Patents		72,645		71,800
	$	160,645	$	159,800

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WARRANTS (Tables)

3 Months Ended

Mar. 31, 2022

Warrants [Abstract]

Summary of Warrants Activity

	Shares		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)
Outstanding and exercisable – December 31, 2021		540,000	$	0.31		1.99
Exercised		—
Expired		—
Outstanding and exercisable – March 31, 2022		540,000	$	0.31		1.74

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CONVERTIBLE NOTES (Tables)

3 Months Ended

Mar. 31, 2022

Convertible Notes [Abstract]

Schedule of Convertible Notes Payable

Note Holder	Face Amount		Interest Rate			Due Date	March 31, 2022			December 31, 2021
GS Capital Partners LLC	$	60,000		8	%	October 11, 2022	$	60,000		$	60,000
Power UP Lending Group Ltd.	$	103,750		10	%	July 26, 2022	$	—		$	103,750
	$	78,750		10	%	July 28, 2022	$	—		$	78,750
	$	53,750		10	%	September 1, 2022	$	31,850		$	53,750
	$	78,750		10	%	October 1, 2022	$	78,750		$	78,750
SE Holdings LLC	$	220,000		10	%	January 26, 2022	$	220,000		$	220,000
Quick Capital LLC	$	33,275		10	%	July 16, 2021	$	33,275		$	33,275
Adar Alef LLC	$	550,000		10	%	April 29, 2022	$	473,500		$	550,000
Sixth Street Lending LLC	$	45,750		10	%	November 29, 2022	$	45,750		$	45,750
	$	55,750		10	%	February 14, 2023	$	55,750		$	—
Discount							$	(189,989	)	$	(534,856	)
							$	808,886		$	689,169

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NATURE OF OPERATIONS AND BASIS OF PRESENTATION (Details) - shares	Mar. 31, 2022	Jan. 25, 2016
Common Stock [Member]
NATURE OF OPERATIONS AND BASIS OF PRESENTATION (Details) [Line Items]
Percentage of Company purchased	9.00%
International Hedge Group Inc [Member]
NATURE OF OPERATIONS AND BASIS OF PRESENTATION (Details) [Line Items]
Percentage of Company purchased		95.00%
International Hedge Group Inc [Member] | Common Stock [Member]
NATURE OF OPERATIONS AND BASIS OF PRESENTATION (Details) [Line Items]
Shares issued to parent entity		44,400,000
International Hedge Group Inc [Member] | Class A Preferred Stock [Member]
NATURE OF OPERATIONS AND BASIS OF PRESENTATION (Details) [Line Items]
Shares issued to parent entity		1,000,000

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GOING CONCERN (Details)	Mar. 31, 2022 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash	$ 426,916
Working capital	504,840
Accumulated deficit	$ 8,666,662

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INTANGIBLES (Details) - Schedule of Intangibles Capitalized Costs - USD ($)	Mar. 31, 2022	Dec. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Intangibles	$ 160,645	$ 159,800
Software [Member]
Finite-Lived Intangible Assets [Line Items]
Intangibles	88,000	88,000
Patents [Member]
Finite-Lived Intangible Assets [Line Items]
Intangibles	$ 72,645	$ 71,800

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STOCKHOLDERS’ EQUITY (DEFICIT) (Details) - USD ($)	1 Months Ended		3 Months Ended
	Nov. 16, 2020	Aug. 25, 2016	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
STOCKHOLDERS’ EQUITY (DEFICIT) (Details) [Line Items]
Preferred stock, shares authorized			10,000,000		10,000,000
Preferred stock, par value per share (in Dollars per share)			$ 0.001		$ 0.001
Shares issued to parent entity			192,001,253		128,689,319
Debt conversion shares issued, value (in Dollars)			$ 296,321	$ 86,827
Common stock for conversion [Member]
STOCKHOLDERS’ EQUITY (DEFICIT) (Details) [Line Items]
Debt conversion shares issued			63,311,934	2,894,231
Debt conversion shares issued, value (in Dollars)			$ 296,321	$ 45,150
Recognized loss conversion (in Dollars)				$ 41,677
Shares issued			2,666,666
Shares issued, value (in Dollars)			$ 106,667
Shares issued price per share (in Dollars per share)			$ 0.04
International Hedge Group, Inc. [Member] | Series A Preferred Stock [Member]
STOCKHOLDERS’ EQUITY (DEFICIT) (Details) [Line Items]
Shares issued to parent entity		1,000,000
Convertible rate of common shares to preferred stock		100
Two individuals as partial consideration for loans [Member] | Common stock for conversion [Member]
STOCKHOLDERS’ EQUITY (DEFICIT) (Details) [Line Items]
Shares issued	300,000
Shares issued, value (in Dollars)	$ 24,000
Shares issued price per share (in Dollars per share)	$ 0.08
Financing Fees For Loans [Member] | Common stock for conversion [Member]
STOCKHOLDERS’ EQUITY (DEFICIT) (Details) [Line Items]
Shares issued			382,822
Shares issued, value (in Dollars)			$ 11,200
Shares issued price per share (in Dollars per share)			$ 0.029

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WARRANTS (Details) - Warrant [Member] - USD ($)	1 Months Ended
	Apr. 30, 2019	Mar. 31, 2021	Dec. 31, 2019
WARRANTS (Details) [Line Items]
Convertible note expense	$ 110,000
Warrants issued (in Shares)	440,000
Black-Scholes [Member]
WARRANTS (Details) [Line Items]
Warrants, exercise price per share (in Dollars per share)	$ 0.25
Warrants, expiration period	5 years
Value of warrants	$ 132,953		$ 132.953
Stock price (in Dollars per share)	$ 0.38
Strike price (in Dollars per share)	$ 0.25
Volatility	98.00%
Risk free rate	2.25%
Time to expiration	5 years
Intrinsic value of the outstanding warrants		$ 0

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WARRANTS (Details) - Summary of Warrants Activity - Warrant [Member]	3 Months Ended
	Mar. 31, 2022 $ / shares shares
Class of Warrant or Right [Line Items]
Shares, Beginning Balance	540,000
Weighted Average Exercise Price (in Dollars per share) | $ / shares	$ 0.31
Weighted Average Remaining Contractual Life (Years)	1 year 11 months 26 days
Shares, Exercised
Shares, Expired
Shares, Ending Balance	540,000
Weighted Average Exercise Price (in Dollars per share) | $ / shares	$ 0.31
Weighted Average Remaining Contractual Life (Years)	1 year 8 months 26 days

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CONVERTIBLE NOTES (Details) - USD ($)	1 Months Ended						3 Months Ended
	Mar. 31, 2022	Feb. 28, 2022	Feb. 14, 2022	Jan. 31, 2022	Jan. 26, 2021	Nov. 23, 2020	Mar. 31, 2022
CONVERTIBLE NOTES (Details) [Line Items]
Common stock shares issued (in Shares)	7,551,724						7,551,724
Common stock price per share (in Dollars per share)	$ 0.0029						$ 0.0029
Minimum [Member]
CONVERTIBLE NOTES (Details) [Line Items]
Debt convert conversion price (in Dollars per share)				$ 0.0075
Maximum [Member]
CONVERTIBLE NOTES (Details) [Line Items]
Debt convert conversion price (in Dollars per share)		$ 0.0088
Sixth Street Lending LLC [Member]
CONVERTIBLE NOTES (Details) [Line Items]
Fair value of expense portion of note amortized			$ 55,750
Maturity date			Feb. 14, 2023
Interest rate			10.00%
Default rate of interest			22.00%
Percentage of conversion			65.00%
Percentage of limit amount of stock			4.99%
Shares reserved for conversion (in Shares)			47,871,198
Company received net cash proceed			$ 52,000
Offering costs			$ 3,750
Adar Alef LLC [Member]
CONVERTIBLE NOTES (Details) [Line Items]
Maturity date	Apr. 29, 2021	Apr. 29, 2021
Borrowed amount	$ 76,500	$ 76,500					$ 76,500
Accrued interest	$ 6,296	$ 6,296					$ 6,296
Aggregate shares (in Shares)	21,504,766	21,504,766
Adar Alef LLC [Member] | Minimum [Member]
CONVERTIBLE NOTES (Details) [Line Items]
Debt convert conversion price (in Dollars per share)	$ 0.0023	$ 0.0023					$ 0.0023
Adar Alef LLC [Member] | Maximum [Member]
CONVERTIBLE NOTES (Details) [Line Items]
Debt convert conversion price (in Dollars per share)	$ 0.0064	$ 0.0064					$ 0.0064
Adar Alef LLC [Member]
CONVERTIBLE NOTES (Details) [Line Items]
Interest rate					24.00%
Percentage of conversion (in Dollars per share)					$ 220,000
Power Up elected to convert [Member]
CONVERTIBLE NOTES (Details) [Line Items]
Maturity date		Jul. 26, 2021		Jul. 26, 2021
Accrued interest		$ 5,188		$ 5,188
Principal amount		$ 103,750		$ 103,750
Common stock, shares issued (in Shares)		12,982,155		12,982,155
Power Up Lending Group Ltd. [Member]
CONVERTIBLE NOTES (Details) [Line Items]
Maturity date	Jul. 28, 2021	Jul. 28, 2021					Jul. 26, 2022
Interest rate	10.00%						10.00%
Accrued interest	$ 3,938	$ 3,938					$ 3,938
Principal amount	$ 78,750	$ 78,750					$ 78,750
Common stock, shares issued (in Shares)	21,273,289	21,273,289
Percentage of conversion (in Dollars per share)	$ 21,900
Power Up Lending Group Ltd. [Member] | Minimum [Member]
CONVERTIBLE NOTES (Details) [Line Items]
Debt convert conversion price (in Dollars per share)	0.0029	$ 0.0029					$ 0.0029
Power Up Lending Group Ltd. [Member] | Maximum [Member]
CONVERTIBLE NOTES (Details) [Line Items]
Debt convert conversion price (in Dollars per share)	$ 0.0073	$ 0.0073					$ 0.0073
Power Up Two [Member]
CONVERTIBLE NOTES (Details) [Line Items]
Maturity date	Sep. 01, 2021
Power Up Lending Group Ltd. [Member]
CONVERTIBLE NOTES (Details) [Line Items]
Maturity date						Jul. 16, 2021	Jul. 16, 2021
Interest rate	10.00%					10.00%	10.00%
Principal amount						$ 33,275

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CONVERTIBLE NOTES (Details) - Schedule of Convertible Notes Payable - USD ($)	1 Months Ended			3 Months Ended	12 Months Ended
	Mar. 31, 2022	Feb. 28, 2022	Nov. 23, 2020	Mar. 31, 2022	Dec. 31, 2021
CONVERTIBLE NOTES (Details) - Schedule of Convertible Notes Payable [Line Items]
Discount	$ (189,989)			$ (189,989)	$ (534,856)
Convertible notes payable				808,886	689,169
GS Capital Partners LLC [Member]
CONVERTIBLE NOTES (Details) - Schedule of Convertible Notes Payable [Line Items]
Face Amount	$ 60,000			$ 60,000
Interest Rate	8.00%			8.00%
Due Date				Oct. 11, 2022
Convertible notes payable	$ 60,000			$ 60,000	60,000
Power UP Lending Group Ltd. [Member]
CONVERTIBLE NOTES (Details) - Schedule of Convertible Notes Payable [Line Items]
Face Amount	$ 103,750			$ 103,750
Interest Rate	10.00%			10.00%
Due Date	Jul. 28, 2021	Jul. 28, 2021		Jul. 26, 2022
Convertible notes payable					103,750
Power UP Lending Group Ltd. One [Member]
CONVERTIBLE NOTES (Details) - Schedule of Convertible Notes Payable [Line Items]
Face Amount	$ 78,750			$ 78,750
Interest Rate	10.00%			10.00%
Due Date				Jul. 28, 2022
Convertible notes payable					78,750
Power UP Lending Group Ltd. Two [Member]
CONVERTIBLE NOTES (Details) - Schedule of Convertible Notes Payable [Line Items]
Face Amount	$ 53,750			$ 53,750
Interest Rate	10.00%			10.00%
Due Date				Sep. 01, 2022
Convertible notes payable	$ 31,850			$ 31,850	53,750
Power UP Lending Group Ltd. Three [Member]
CONVERTIBLE NOTES (Details) - Schedule of Convertible Notes Payable [Line Items]
Face Amount	$ 78,750			$ 78,750
Interest Rate	10.00%			10.00%
Due Date				Oct. 01, 2022
Convertible notes payable	$ 78,750			$ 78,750	78,750
SE Holdings LLC [Member]
CONVERTIBLE NOTES (Details) - Schedule of Convertible Notes Payable [Line Items]
Face Amount	$ 220,000			$ 220,000
Interest Rate	10.00%			10.00%
Due Date				Jan. 26, 2022
Convertible notes payable	$ 220,000			$ 220,000	220,000
Quick Capital LLC [Member]
CONVERTIBLE NOTES (Details) - Schedule of Convertible Notes Payable [Line Items]
Face Amount	$ 33,275			$ 33,275
Interest Rate	10.00%		10.00%	10.00%
Due Date			Jul. 16, 2021	Jul. 16, 2021
Convertible notes payable	$ 33,275			$ 33,275	33,275
Adar Alef LLC [Member]
CONVERTIBLE NOTES (Details) - Schedule of Convertible Notes Payable [Line Items]
Face Amount	$ 550,000			$ 550,000
Interest Rate	10.00%			10.00%
Due Date				Apr. 29, 2022
Convertible notes payable	$ 473,500			$ 473,500	550,000
Sixth Street Lending LLC [Member]
CONVERTIBLE NOTES (Details) - Schedule of Convertible Notes Payable [Line Items]
Face Amount	$ 45,750			$ 45,750
Interest Rate	10.00%			10.00%
Due Date				Nov. 29, 2022
Convertible notes payable	$ 45,750			$ 45,750	45,750
Sixth Street Lending LLC One [Member]
CONVERTIBLE NOTES (Details) - Schedule of Convertible Notes Payable [Line Items]
Face Amount	$ 55,750			$ 55,750
Interest Rate	10.00%			10.00%
Due Date				Feb. 14, 2023
Convertible notes payable	$ 55,750			$ 55,750

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RELATED PARTY TRANSACTIONS (Details) - USD ($)	Mar. 31, 2022	Mar. 31, 2021
Related Party Transaction [Line Items]
Amoutn owed to related party	$ 86,613	$ 51,142
Officer [Member]
Related Party Transaction [Line Items]
Amoutn owed to related party		$ 18,780

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SUBSEQUENT EVENTS (Details) - USD ($)	1 Months Ended								3 Months Ended
	May 31, 2022	Apr. 30, 2022	Apr. 29, 2022	Apr. 27, 2022	Mar. 31, 2022	Feb. 28, 2022	Jan. 31, 2022	Nov. 23, 2020	Mar. 31, 2022
Subsequent Event [Member]
Subsequent Event [Line Items]
Remaining principal balance		$ 31,850
Accrued interest		$ 2,688
Maturity date		Sep. 01, 2021
Common stock shares (in Shares)		12,400,682
Subsequent Event [Member] | Minimum [Member]
Subsequent Event [Line Items]
Common stock at prices (in Dollars per share)		$ 0.0024
Subsequent Event [Member] | Maximum [Member]
Subsequent Event [Line Items]
Common stock at prices (in Dollars per share)		$ 0.0029
Quick Capital LLC [Member]
Subsequent Event [Line Items]
Remaining principal balance					$ 33,275				$ 33,275
Maturity date								Jul. 16, 2021	Jul. 16, 2021
Interest rate					10.00%			10.00%	10.00%
Quick Capital LLC [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Maturity date		Nov. 16, 2020
Outstanding amount		$ 133,317.38
Interest rate		24.00%
Default rate of interest		50.00%
Power Up Elected to Convert [Member]
Subsequent Event [Line Items]
Remaining principal balance	$ 78,750
Maturity date						Jul. 26, 2021	Jul. 26, 2021
Power Up Elected to Convert [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Remaining principal balance		$ 78,750
Accrued interest	$ 3,938	$ 3,938
Maturity date	Oct. 01, 2021	Oct. 01, 2021
Common stock shares (in Shares)	40,260,417	40,260,417
Additional payment				$ 25,000
Power Up Elected to Convert [Member] | Subsequent Event [Member] | Minimum [Member]
Subsequent Event [Line Items]
Common stock at prices (in Dollars per share)	$ 0.002	$ 0.002
Power Up Elected to Convert [Member] | Subsequent Event [Member] | Maximum [Member]
Subsequent Event [Line Items]
Common stock at prices (in Dollars per share)	$ 0.0024	$ 0.0024
GS Captial Partners LLC [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Remaining principal balance	$ 3,000
Accrued interest	$ 133
Maturity date	Oct. 11, 2021
Common stock shares (in Shares)	1,898,679
Common stock at prices (in Dollars per share)	$ 0.0017
Adar Alef LLC [Member]
Subsequent Event [Line Items]
Remaining principal balance					$ 550,000				$ 550,000
Maturity date									Apr. 29, 2022
Interest rate					10.00%				10.00%
Adar Alef LLC [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Remaining principal balance			$ 473,500
Interest rate			10.00%
Default rate of interest			24.00%
Percentage of conversion price			24.00%
Power Up Lending Group Ltd [Member]
Subsequent Event [Line Items]
Remaining principal balance					$ 103,750				$ 103,750
Maturity date					Jul. 28, 2021	Jul. 28, 2021			Jul. 26, 2022
Interest rate					10.00%				10.00%
Power Up Lending Group Ltd [Member] | Subsequent Event [Member]
Subsequent Event [Line Items]
Remaining principal balance				$ 50,000