RELATED PARTY TRANSACTIONS

12 Months Ended

Jul. 31, 2024

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS

NOTE 5 - RELATED PARTY TRANSACTIONS

During the year ended July 31, 2023, the Company issued 2,000,000 shares of common stock to two directors for $2,000. As of July 31, 2023, the Company recorded a common stock subscriptions receivable – related parties of $2,000. During the year ended July 31, 2024, the payments were collected. This issuance resulted in stock-based compensation of $7,018,000.

On May 15, 2024, the Company entered into a three year employment agreement with Cristopher Proler to serve as President and Member of the Board of Directors. The agreement calls for an annual salary of $200,000 with an increase to $325,000 as soon as practical.  Mr. Proler also received 5,000,000 shares of restricted company stock, valued at $7,500,000. As of Juily 31,2024, the Company had accrued unpaid salaries to Mr. Proler  of $41,667.

On June 13, 2024, the Company entered into an employment agreement with Juan Juarez for the position of Senior Vice President of Finance with an annual salary of $100,000. Mr. Juarez will receive 125,000 shares of restricted common stock of Panamera Holdings Corporation having a 3-year vesting period, he will be entitled to 50,000 three -year stock options at $1.50 per share vesting fully in the first year on a monthly basis (Note-8). As of July 31,2024, the Company had accrued unpaid salaries to Mr. Juarez of $9,818.

On February 6,2024, the Company also issued 5,000,000 shares of restricted common stock to Jeffrey Kilgore, valued at $7,500,000 for purchase of Kilgore Industrials which has not been finalized as of July 31, 2024 (Note- 4). Jeffery Kilgore was not related party before issuance of stock, as of July 31,2024, Jeffrey Kilgore was stockholder with over 5% ownership, therefore we considered the issuance of 5,000,000 shares of common stock as related party transactions because the stockholder’s ownership is greater than 5%.

During the years ended year ended July 31, 2024 and 2023, related parties financed $62,000 and $13,553 for operation expenses and repaid related parties’ loan of $33,351 and $0, respectively.

As of July 31, 2024, and 2023, the Company was obliged for an unsecured, none-interest bearing demand loans to three related parties, with balances of $76,148 and $47,499, respectively. on June 2, 2023, the Company’s Board of Directors approved and authorized any debt holder in the Company to voluntarily convert their debt into Controlled and Restricted shares of common stock at a conversion price of $1.00 per share within a 5-day period following receipt of notice from the Company in either electronic, verbal, or written form.

During the years ended July 31, 2024 and 2023, the Company recognized $4,435 and $3,990 interest on related party loans and imputed in additional paid-in-capital, respectively.

During the years ended July 31, 2024 and 2023, the Company recognized and paid $56,000 and $86,000 of salary to a member of the board of directors for services rendered to the Company, respectively.

During the years ended July 31, 2024 and 2023, the Company paid $30,475 and $0 salary to Robin Fuller Jennings, the Company’s corporate secretary – related party.

On March 1, 2022, the Company entered in a consulting agreement in the field of Healthcare with a monthly payment of $8,333, with First DP Ventures, LP. The services were performed by a member of the Company’s board of directors. During the years ended July 31, 2024 and 2023, the Company generated revenues of $66,667 and $100,001 and recognized and paid $56,000 and $86,000 salary to a member of the board of directors, respectively. On March 29, 2024, the consulting agreement was terminated, and the result of Healthcare operations was recognized as discontinued operations (Note 3).

During the year ended July 31,2024, the Company generated revenues of $8,320 from sales of material to a company controlled by a related party.

The Company does not own or lease property or lease office space. The office space used by the Company was arranged by the founder, who is also a director of the Company, to use at no charge. On July 1, 2024, The company enter into a lease agreement with third party and moved in new office leased.