Capital Stock and Equity Transactions

3 Months Ended

Sep. 30, 2022

Capital Stock and Equity Transactions

Note 4 - Capital Stock And Equity Transactions

Note 4 — Capital Stock and Equity Transactions

The Company has 700,000,000 shares of common stock authorized with a par value of $0.001 per share as of September 30, 2021. On August 13, 2021 the Company filed Articles of Amendment to Amended and Restated Articles of Incorporation with the State of Nevada increasing the number of common shares from 150,000,000 to 700,000,000.

In addition, the Company has 10,000,000 preferred stock authorized with a par value of $0.001 per share as of September 30, 2021.

The 324,325 shares of Series A Convertible Preferred Stock are convertible into 125,014,495 shares of Common Stock so that the Series A Convertible Stock holders would hold 55% of the number of outstanding shares of Common Stock on a fully diluted basis after giving effect to such conversion as of September 30, 2021 compared to 111,942,356 as of September 30, 2020. The Series A Convertible Preferred Stock vote on an “as-converted” basis. The Company has recorded a derivative liability in accordance with FASB ASC 815 because of the conversion feature embedded in the Series A Convertible Preferred Stock. The value as of September 30, 2021 for the derivative liability was $3,671,051 which was a decrease from June 30, 2020 of $2,930,289. The difference was recorded as an unrealized gain on the consolidated statement of operations as of September 30, 2021 compared to a gain for this same period in 2020 of $922,314.

The 7,567 shares of Series B Convertible Preferred Stock are convertible into 1,120,064 shares of common stock.

Effective October 13, 2021, the Company executed and filed with the State of Nevada a Certificate of Designation of Preferred Stock of the Corporation fixing the designations, power, preferences, and rights of the shares. The total of 324,325 shares of preferred stock series A with a par value of $0.001 per share, of the Corporation are herby designated as Series A Super Voting Preferred Stock. These shares are not entitled to receive dividends and shall not be entitled to any liquidation preference. Further the holders shall have no conversion rights and the holders shall have the right to vote in an amount equal to 600 votes per share of Series A Preferred Stock.

Issuance of Common Stock

During the three months period ended September 30, 2022 the Company issued 698,735 shares of Common Stock to employees. These shares were valued at fair market value of $40,135 and expensed in the accompanying Condensed Consolidated Statement of Operations.

During the three months ended September 30, 2022, the Company issued 600,000 shares of Common Stock to vendors for services rendered. These shares were valued at fair market value of $29,500 and expensed in the accompanying Condensed Consolidated Statement of Operations.

During the three months period ended September 30, 2021 the Company issued 733,938 shares of Common Stock to employees. These shares were valued at fair market value of $65,514 and expensed in the accompanying Condensed Consolidated Statement of Operations.

During the three months ended September 30, 2021, the Company issued 290,000 shares of Common Stock to vendors for services rendered. These shares were valued at fair market value of $22,300 and expensed in the accompanying Condensed Consolidated Statement of Operations.