10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

Form 10-Q

☒  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2021

☐  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number: 000-56290

KeyStar Corp.

(Exact name of registrant as specified in its charter)

Nevada	85-0738656
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

9620 Las Vegas Blvd. S STE E4-98, Las Vegas, NV 89118

(Address of principal executive offices and Zip Code)

(702) 800-2511

(Registrant's telephone number, including area code)

Indicate by check mark whether the issuer (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 such filing requirements for the past 90 days. Yes ☒   No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒   No ☐

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

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☒
		Emerging growth company	☒

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 pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes   No ☒

State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 29,800,000 shares as of November 9, 2021.

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KeyStar Corp.

Form 10-Q

Table of Contents

PART I - FINANCIAL INFORMATION	3
ITEM 1. FINANCIAL STATEMENTS	3
BALANCE SHEETS	4
STATEMENTS OF OPERATIONS	5
STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)	6
STATEMENT OF CASH FLOWS	7
NOTES TO THE FINANCIAL STATEMENTS	8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	14
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISKS	15
ITEM 4. CONTROLS AND PROCEDURES	15
PART II – OTHER INFORMATION	17
ITEM 1. LEGAL PROCEEDINGS	17
ITEM 1A. RISK FACTORS	17
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	17
ITEM 3. DEFAULTS UPON SENIOR SECURITIES	17
ITEM 4. MINE SAFETY DISCLOSURES	17
ITEM 5. OTHER INFORMATION	17
ITEM 6. EXHIBITS	18
SIGNATURES	19

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PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Our financial statements included in this Form 10-Q are as follows:

Balance Sheets as of September 30, 2021 (unaudited) and June 30, 2021 (audited);

Statements of Operations for the three months ended September 30, 2021 and 2020 (unaudited);

Statement of Stockholders’ Equity (Deficit) for the periods ended September 30, 2021 and 2020 (unaudited);

Statements of Cash Flow for the three months ended September 30, 2021 and 2020 (unaudited);

Notes to Financial Statements.

These financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the Securities Exchange Commission (“SEC”) instructions to Form 10-Q. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Operating results for the interim period ended September 30, 2021 are not necessarily indicative of the results that can be expected for the full year.

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KEYSTAR CORP.

BALANCE SHEETS

	September 30, 2021		June 30, 2021
	(unaudited)
ASSETS
Current assets:
Cash	$	80,734	$	88,565
Inventory, net		3,996		8,341
Prepaid expenses		114		10,144
Total current assets		84,844		107,050
Other assets:
Security deposit		1,523		1,523
Total other assets		1,523		1,523
Total assets	$	86,367	$	108,573
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities:
Accounts payable and accrued expenses	$	9,128	$	$11,457
Accounts payable and accrued expenses - related party		28,670		24,870
Notes payable - related party		65,000		65,000
Convertible debt - related party		10,000		10,000
Total current liabilities		112,798		111,327
Total liabilities		112,798		111,327
Commitments and contingencies - See Note 6
Stockholders' equity (deficit):
Preferred stock, series A, $0.0001 par value, 25,000,000 shares  authorized 2,000,000 shares issued and outstanding  as of September 30, 2021 and June 30, 2021		200		200
Common stock, $0.0001 par value, 475,000,000 shares  authorized 29,800,000 shares issued and outstanding  as of September 30, 2021 and June 30, 2021		2,980		2,980
Additional paid-in capital		53,297		53,297
Accumulated deficit		(82,908)		(59,231)
Total stockholders' equity (deficit)		(26,431)		(2,754)
Total liabilities and stockholders' equity (deficit)	$	86,367	$	108,573

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

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KEYSTAR CORP.

STATEMENTS OF OPERATIONS

(unaudited)

	For the three months ended September 30,
	2021		2020
Revenue	$	7,172	$	12,244
Cost of goods sold		5,969		21,055
Gross profit		1,203		(8,811)
Operating expenses:
General and administrative		32,990		7,645
Selling expenses		-		407
Total operating expenses		32,990		8,052
Loss from operations		(31,787)		(16,863)
Other income (expense):
Gain on refund		10,000		-
Interest expense - related party		(1,890)		(1,134)
Total other expense		8,110		(1,134)
Net loss	$	(23,677)	$	(17,997)
Net loss per common share - basic and diluted	$	(0.00)	$	$(0.00)
Weighted average number of common shares outstanding - basic and diluted		29,800,000		29,000,000

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

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KEYSTAR CORP.

STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)

(unaudited)

	Preferred Shares $0.0001 Par Value			Common Shares $0.0001 Par Value
	Shares	Amount		Shares	Amount		Stock Subscriptions Receivable		Additional Paid-In Capital		Accumulated Deficit		Total Stockholders' Equity (Deficit)
Balance, June 30, 2021	2,000,000	$	200	29,800,000	$	2,980	$	-	$	53,297	$	(59,231)	$	(2,754)
Net loss for the period	-		-	-		-		-		-		(23,677)		(23,677)
Balance, September 30, 2021	2,000,000	$	200	29,800,000	$	2,980	$	-	$	53,297	$	(82,908)	$	(26,431)

	Preferred Shares $0.0001 Par Value			Common Shares $0.0001 Par Value
	Shares	Amount		Shares	Amount		Stock Subscriptions Receivable		Additional Paid-In Capital		Accumulated Deficit		Total Stockholders' Equity (Deficit)
Balance, June 30, 2020	2,000,000	$	200	29,000,000	$	2,900	$	(1,500)	$	13,400	$	(7,593)	$	7,407
Cash received in satisfaction for stock subscriptions receivable	-		-	-		-		1,500		-		-		1,500
Net loss for the period	-		-	-		-		-		-		(17,997)		(17,997)
Balance, September 30, 2020	2,000,000	$	200	29,000,000	$	2,900	$	-	$	13,400	$	(25,590)	$	(9,090)

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

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KEYSTAR CORP.

STATEMENT OF CASH FLOWS

(unaudited)

	For the three months ended September 30,
	2021		2020
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$	(23,677)	$	(17,997)
Adjustments to reconcile to net loss to net cash used in  operating activities:
Expenses paid on behalf of the company by related party		2,903		557
Inventory reserve		-		4,424
Changes in operating assets and liabilities:
Inventory		4,345		16,179
Prepaid expenses		10,030		(1,055)
Accounts payable and accrued expenses		(2,329)		1,648
Accounts payable and accrued expenses - related party		1,890		1,135
Net cash used in operating activities		(6,838)		4,892
CASH FLOWS FROM INVESTING ACTIVITIES
Net cash from investing activities		-		-
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of amounts due to related party		(993)		(9,204)
Cash received in satisfaction of stock subscriptions receivable		-		1,500
Net cash provided by financing activities		(993)		(7,704)
NET CHANGE IN CASH		(7,831)		(2,811)
CASH AT BEGINNING OF PERIOD		88,565		37,918
CASH AT END OF PERIOD	$	80,734	$	35,107
SUPPLEMENTAL INFORMATION:
Interest paid	$	-	$	-
Income taxes paid	$	-	$	-

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

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KEYSTAR CORP.

NOTES TO THE FINANCIAL STATEMENTS

SEPTEMBER 30, 2021

NOTE 1 - ORGANIZATION & SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The foregoing unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions for Form 10-Q and Regulation S-X as promulgated by the Securities and Exchange Commission (“SEC”). Accordingly, these financial statements do not include all of the disclosures required by generally accepted accounting principles in the United States of America for complete financial statements. These unaudited interim financial statements should be read in conjunction with the audited financial statements and the notes thereto included on Form 10-K for the year ended June 30, 2021, filed on September 28, 2021. In the opinion of management, the unaudited interim financial statements furnished herein include all adjustments, all of which are of a normal recurring nature, necessary for a fair statement of the results for the interim period presented.

Operating results for the three-month period ended September 30, 2021 are not necessarily indicative of the results that may be expected for the year ending June 30, 2022.  The condensed balance sheet at September 30, 2021 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles in the U.S. for complete financial statements.

Organization

The Company was incorporated on April 16, 2020 under the laws of the State of Nevada, as KeyStar Corp.

Nature of Operations

The Company sells KN95 facemasks, disposable facemasks and disinfectant wipes through an online store in the United States of America.

The Company is planning to offer convention services, which connect US buyers to Chinese manufacturers. Due to the COVID-19 pandemic, the traditional conventions have been postponed in the United States of America. As such, the Company is trying to bridge the gap and introduce the online conventions to potential buyers. The company had intended, as a result of the pandemic, to focus on virtual convention services. However, as a result of lifted travel restrictions, we have adjusted our convention services from coordinating virtual convention to focus on on-site services. We have launched KeyStarCorp.com to offer booth rental service and are working on securing projects. We plan to continue widen our resources and expand into other aspects of convention and event services.

Year End

The Company’s year-end is June 30.

Use of Estimates

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Going Concern

The Company's financial statements are prepared using the accrual method of accounting in accordance with accounting principles generally accepted in the United States of America, and have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities in the

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normal course of business. The Company has an accumulated deficit of $82,908 as of September 30, 2021. The Company had a net loss of $23,677 and negative cash flows of $6,838 from operations for the three months ended September 30, 2021. These conditions raise substantial doubt about the entity's ability to continue as a going concern for a period of one year from the issuance of these financial statements.

The Company will be dependent upon the raising of additional capital through placement of our common stock in order to implement its business plan. There can be no assurance that the Company will be successful in order to continue as a going concern. The Company is funding its initial operations by issuing notes and continuing to have related party pay for company expenses. We cannot be certain that capital will be provided when it is required.

Cash and Equivalents

Financial instruments and related items, which potentially subject the Company to concentrations of credit risk, are cash and cash equivalents. Cash and cash equivalents include cash in hand and cash in time deposits, certificates of deposits and all highly liquid debt instruments with original maturities of three months or less.

Inventory

Inventory is carried at the lower of cost and estimated net realizable value, with cost being determined using the first-in, first-out (FIFO) method. The Company establishes reserves for estimated excess and obsolete inventory equal to the difference between the cost of inventory and estimated net realizable value of the inventory based on estimated reserve percentage, which considers historical usage, known trends, inventory age and market conditions. When the Company disposes excess and obsolete inventories, the related disposals are charged against the inventory reserve. See Note 2 for additional information.

Lease Commitments

The Company has no lease commitments. The Company leases a storage facility with terms of month to month for its products.

Fair Value of Financial Instruments

The Company recognized the fair value of financial instruments in accordance with FASB ASC 820, Fair Value Measurements and Disclosures, “Fair Value Measurements”, which provides a framework for measuring fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The standard also expands disclosures about instruments measured at fair value and establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:

Level 1 - Quoted prices for identical assets and liabilities in active markets;

Level 2 - Quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and

Level 3 - Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

Cash reported on the balance sheet is estimated by management to approximate fair market value due to their short-term nature.

The Company has had no transfers between levels of its assets or liabilities as of September 30, 2021.

Revenue Recognition

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The Company recognizes revenue in accordance with generally accepted accounting principles as outlined in the Financial Accounting Standard Board’s (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue From Contracts with Customers, which consists of five steps to evaluating contracts with customers for revenue recognition: (i) identify the contract with the customer; (ii) identity the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price; and (v) recognize revenue when or as the entity satisfied a performance obligation.

Revenue recognition occurs at the time we satisfy a performance obligation to our customers, when control transfers to customers upon shipment, provided there are no material remaining performance obligations required of the Company or any matters of customer acceptance. We only record revenue when collectability is probable.

The Company provides quality merchandise through our online store in the United States of America. Due to COVID-19 pandemic, the Company is focusing on providing disposable face masks and KN-95 face masks at affordable price. The customers order and pay the products through our online store, when the Company confirms the order and payment, the Company delivers the product through common carriers, at which point the Company recognizes the revenue, as this is when our performance obligation is satisfied. The Company records actual sales returns when the customers return the products. The transaction price has not been affected by returns based on the Company not having significant returns.

As the date of filing, the Company has not recognized any convention services revenue.

For the three months ended September 30, 2021 and 2020, the Company recognized $7,172 and $12,244 in revenue, respectively.

Income Taxes

The Company accounts for income taxes under an asset and liability approach. This process involves calculating the temporary and permanent differences between the carrying amounts of the assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The temporary differences result in deferred tax assets and liabilities, which would be recorded on the Company’s balance sheet in accordance with ASC 740, which established financial accounting and reporting standards for the effect of income taxes. The Company must assess the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent the Company believes that recovery is not likely, the Company must establish a valuation allowance. Changes in the Company’s valuation allowance in a period are recorded through the income tax provision on the statements of operations.

ASC 740-10 clarifies the accounting for uncertainty in income taxes recognized in an entity’s financial statements and prescribes a recognition threshold and measurement attributes for financial statement disclosure of tax positions taken or expected to be taken on a tax return.

Under ASC 740-10, the impact of an uncertain income tax position on the income tax return must be recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant taxing authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. Additionally, ASC 740-10 provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. As a result of the implementation of ASC 740-10, the Company recognized no material adjustment in the liability for unrecognized income tax benefits.

Earnings per Share

Basic earnings per share (“EPS”) are determined by dividing the net earnings by the weighted-average number of shares of common shares outstanding during the period. Diluted EPS is determined by dividing net earnings by the weighted average number of common shares used in the basic EPS calculation plus the number of common shares that would be issued assuming conversion of all potentially dilutive securities outstanding under the treasury stock method. As of September 30, 2021, there were 211,447,000 potentially dilutive shares that need to be considered as common share equivalents and because of the net loss, the effect of these potential common shares is anti-dilutive.

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Recent Accounting Pronouncements

The Company does not expect the adoption of recently issued accounting pronouncements to have a potential impact on the Company’s results of operations, financial position or cash flow.

NOTE 2 - INVENTORY

As of September 30, 2021 and June 30, 2021, the value of inventory was $3,996 and $8,341, respectively.

Inventory reserves are established for estimated excess and obsolete inventory equal to the difference between the cost of the inventory and the estimated net realizable value of the inventory on estimated reserve percentage, which consider historical usage, known trends, inventory age and market conditions. As of September 30, 2021 and June 30, 2021, Inventory reserve was $705 and $1,472, respectively.

	September 30, 2021		June 30, 2021
Disinfectant Wipes	$	-	$	-
Disposable Face Masks		177		3,179
KN-95 Face Masks		4,524		6,634
Total inventory		4,701		9,813
Less: inventory reserve		(705)		(1,472)
Inventory, net	$	3,996	$	8,341

NOTE 3 - NOTES PAYABLE - RELATED PARTY

On April 27, 2020, the Company executed a promissory note with a related party for $35,000. The note bears interest at 10% per annum and is due in two business days after demand for payment. As of September 30, 2021, the principal balance is $35,000 and accrued interest is $4,996. The interest expense for the three months ended September 30, 2021 was $882.

On December 30, 2020, the Company executed a promissory note with a related party for cash proceeds of $30,000. The note bears interest at 10% per annum and is due in two business days after demand for payment. As of September 30, 2021, the principal balance is $30,000 and accrued interest is $2,252. The interest expense for the three months ended September 30, 2021 was $756.

NOTE 4 - CONVERTIBLE DEBT - RELATED PARTY

On April 20, 2020, the Company executed a convertible promissory note with a related party for $10,000. The note bears interest at 10% per annum and is due in two business days after demand for payment. This note is convertible at $0.001 per common share and can be converted by Notice of Conversion at the option of the holder. As of September 30, 2021, the principal balance is $10,000 and accrued interest is $1,447. The interest expense for the three months ended September 30, 2021 was $252.

NOTE 5 - STOCKHOLDERS’ EQUITY (DEFICIT)

The Company is authorized to issue 475,000,000 shares of its $0.0001 par value common stock and 25,000,000 shares of its $0.0001 par value preferred stock. The Series A convertible preferred stock has a liquidation preference of $0.10 per share, have super voting rights of 100 votes per share, and each share of Series A may be converted into 100 shares of common stock. The preferred shares authorized was increased during the prior year.

Preferred Stock

During the three months ended September 30, 2021, there were no issuances of preferred stock.

Common Stock

During the three months ended September 30, 2021, there were no issuances of common stock.

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NOTE 6 - COMMITMENTS AND CONTINGENCIES

As of September 30, 2021, the Company did not have any known commitments or contingencies.

Legal matter contingencies

The Company believes, based on current knowledge and after consultation with counsel, that it is not currently party to any material pending proceedings, individually or in the aggregate, the resolution of which would have a material effect on the Company. Provisions for losses are established in accordance with ASC 450, “Contingencies” when warranted. Once established, such provisions are adjusted when there is more information available about an event occurs requiring a change.

NOTE 7 - RELATED PARTY TRANSACTIONS

During the three months ended September 30, 2021, the Company officer paid $2,903 of expenses on behalf of the Company and demanded repayment of $993 leaving a balance due to related party of $19,976 as of September 30, 2021.

As of September 30, 2021, the balance of accounts payable and accrued expenses due to a related party was $28,670.

The Company has a note payable and convertible note payable with a related party, see Notes 3 and 4 for further discussion.

NOTE 8 - SUBSEQUENT EVENTS

In accordance with ASC 855-10, the Company has analyzed its operations subsequent to September 30, 2021 to the date these financial statements were issued, and there were no other material subsequent events to disclose in these financial statements.

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

Forward-Looking Statements

Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934.   These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions.  We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions.  Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain.  Factors which could have a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Further information concerning our business, including additional factors that could materially affect our financial results, is included herein and in our other filings with the SEC.

Overview

Keystar Corp. is a start-up company that was formed on April 16, 2020. Our business has two major segments: e-commerce and convention services.

First, we offer quality merchandise through our online store on both the retail and wholesale level in the United States. Currently, due to the global Covid pandemic, the focus has been on providing much needed 3-ply and KN95 masks at affordable rates. Through our extensive network of manufacturers and suppliers in China, we also had plans to offer a variety of products to our customers, including electronics and accessories, home and kitchen, apparel and accessories, seasonal products, and any in-demand merchandise.

Second, Keystar Corp. planned to offer convention services, which would connect US buyers to Chinese manufacturers. Due to the Covid pandemic, however, the traditional in person conventions have been paused or postponed worldwide. We had hoped that we could coordinate virtual convention services to bridge the gap and introduce these online conventions to potential buyers, and then resume services for traditional convention once shutdowns have eased. Despite our efforts to get this side of the business moving, we have not been successful at coordinating these events. The company had intended, as a result of the pandemic, to focus on virtual convention services. However, as a result of lifted travel restrictions, we have adjusted our convention services from coordinating virtual convention to focus on on-site services. We have launched KeyStarCorp.com to offer booth rental service and are working on securing projects. We plan to continue widen our resources and expand into other aspects of convention and event services.

Being a start-up company, we have limited revenues and have limited operating history. To the present, we have engaged in formation activities, raised initial capital, positioning our company to commence operations, completing our online ecommerce website, and obtaining an audit of our financials to raise money through a registered offering of shares.

Despite our best efforts, we have not achieved the level of success desired with our e-commerce side of the business or the convention side of the business.

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On the e-commerce side, our PPE sales have not been significant enough to achieve a steady level of increased revenues and profitability. In addition, the global pandemic has impacted international trade in both goods and services. The disturbance in supply chain, logistic and labor market have drove the cost of goods and freight to surge abnormally, accompany with unpredictable shortage on supply and delay in logistic. On the other hand, along with the recovering of the international trade, the costs are expecting to drop, thus, lowered retail price and crushed profit margin on existing inventories that were purchased at higher costs. For these reasons, we have not been expanding product category or inventories base, and will reconsider when the trade normalcy is restored or opportunity presents.

On the convention side, the white house lifted COVID-19 travel restrictions for fully vaccinated international visitors, starting Nov 8, 2021. With this change, we have adjusted our convention services from coordinating virtual convention to focus on on-site services. We have launched KeyStarCorp.com to offers booth rental service and are working on securing projects. We plan to continue widen our resources and expand into other aspects of convention and event services.

However, we cannot guarantee the success of this plan. Even if we can execute our plan successfully, due to the nature of convention and event planning, it might take months before we begin to see significant outcomes, in terms of revenue. As a result of our current predicament, we may have to seek out other business opportunities that provide a better return to our investors.

We are online based company with no demand of physical storefront location. The website for our retail ecommerce operations is https://www.keystarshop.com/. The information on our website is not made a part of this Quarterly Report. We have a mailbox service @ 9620 Las Vegas Blvd S., E4-98, Las Vegas, NV 89123. Our phone number: 702-800-2511.

Results of Operations for the Three Months Ended September 30, 2021 and 2020

We generated $7,172 and $12,244 in revenues for the three months ended September 30, 2021 and 2020, respectively. Our gross profit (loss) after payment for cost of goods and inventory reserve was $1,203 and $(8,811) for the three months ended September 30, 2021 and 2020, respectively. Our gross profit was small for the period ended September 30, 2021 and negative for  the period ended September 30, 2020 discussed above as a result of the high cost of PPE products and courier pricing, as well as inventory reserve per U.S. GAAP guidance, due to our promoting products at significantly discounted prices. Pricing for masks and courier services has since improved, and we have ended our aggressive promotions. We hope that our gross revenues will increase with time but there is no assurance that we will be able to absorb our cost of goods and sell our products at price points that will create margins to keep us in business.

We hope to generate more revenues and with better margins for the balance of the 2022 fiscal year as we implement our business plan. However, we have not achieved the level of revenue needed to keep us a going concern. We plan to seek out other business opportunities.

We incurred operating expenses of $32,990 and $8,052 for the three months ended September 30, 2021 and 2020, respectively. Our operating expenses for both periods consisted of general and administrative expenses and selling expenses.

We expect to incur more operating expenses for the balance of the year as a result of implementing our business plan and costs and fees associated with becoming a reporting company with the SEC.

We had a net loss of $23,677 and $17,997 for the three months ended September 30, 2021 and 2020, respectively.

Liquidity and Capital Resources

As of September 30, 2021, we had total current assets of $84,844 and total current liabilities of $112,798. We had a working capital deficit of $27,954 as of September 30, 2021.

Operating activities used $(6,838) for the three months ended September 30, 2021.  Our negative operating cash flow is largely the result of a $4,345 increase in inventory, $10,030 increase in prepaid and $(2,329) change in accounts payable and accrued expenses, offset by our net loss for the period.

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Financing activities used $(993) in cash for the three months ended September 30, 2021. Our negative financing cash flow is the result of $993 in repayments of amounts due to related parties.

We were incorporated on April 16, 2020. Our operations, to date, have been devoted primarily to startup, development activities, preparing our ecommerce site, establishing vendors for our products, collecting inventory, selling products and other activities. Because of our limited operating history, it is difficult to predict our capital needs on a monthly, quarterly or annual basis. We will have no capital available to us if we are unable to raise money from our registered offering or find alternate forms of financing, which we do not have in place at this time.

There can be no assurance that we will be successful in raising additional funding. If we are not able to secure additional funding, the implementation of our business plan will be impaired. There can be no assurance that such additional financing will be available to us on acceptable terms or at all.

Our plan specifies a minimum amount of $25,000 in additional operating capital to operate for the next twelve months. If we are unable to raise $25,000 from this offering, our business will be in jeopardy and we could be formed to suspend our operations or go out of business. As such, there can be no assurance that this offering will be successful. You may lose your entire investment.

Off Balance Sheet Arrangements

As of September 30, 2021, we had no off balance sheet arrangements.

Going Concern

As of September 30, 2021, the Company has a cumulative deficit of $82,908 and a working capital deficit of $27,954. The Company had a net loss of $23,677 for the three months ended September 30, 2021. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. Because of these conditions, the Company will require additional working capital to develop business operations. Management’s plans are to raise additional working capital through the sale of debt and/or equity instruments as well as to generate revenues for other services. There are no assurances that the Company will be able to achieve the level of revenues adequate to generate sufficient cash flow from operations to support the Company’s working capital requirements. To the extent that funds generated are insufficient, the Company will have to raise additional working capital. No assurance can be given that additional financing will be available, or if available, will be on terms acceptable to the Company. If adequate working capital is not available, the Company may not continue its operations.

The financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

As of the filing date, the Coronavirus has caused significant volatility in global markets, including the market price of our inventory. The demand for our products and services has fluctuated and the ability of our customers to make payments for the products and services they purchased has been impacted.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISKS

A smaller reporting company is not required to provide the information required by this Item.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of September 30, 2021.  This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer.  Based upon that evaluation, our Chief Executive Officer and Chief

15

Financial Officer concluded that, as of September 30, 2021, our disclosure controls and procedures were not effective due to the presence of material weaknesses in internal control over financial reporting.

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company’s annual or interim financial statements will not be prevented or detected on a timely basis. Management has identified the following material weaknesses which have caused management to conclude that, as of September 30, 2021, our disclosure controls and procedures were not effective: (i) inadequate segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both US GAAP and SEC guidelines.

Remediation Plan to Address the Material Weaknesses in Internal Control over Financial Reporting

Our company plans to take steps to enhance and improve the design of our internal controls over financial reporting.  During the period covered by this quarterly report on Form 10-Q, we have not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we plan to implement the following changes during our fiscal year ending June 30, 2022: (i) appoint additional qualified personnel to address inadequate segregation of duties and ineffective risk management; and (ii) adopt sufficient written policies and procedures for accounting and financial reporting. The remediation efforts set out are largely dependent upon our securing additional financing to cover the costs of implementing the changes required. If we are unsuccessful in securing such funds, remediation efforts may be adversely affected in a material manner.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting during the three months ended September 30, 2021 that have materially affected, or are reasonable likely to materially affect, our internal control over financial reporting.

16

PART II – OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We are not a party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.

ITEM 1A. RISK FACTORS

A smaller reporting company is not required to provide the information required by this Item.

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

Unregistered Sales

On April 16, 2020 we issued 29,000,000 shares of our common stock and 2,000,000 shares of our Series A Convertible Preferred Stock to our officers and directors at $0.001 for $31,000 in total proceeds.

These securities were issued pursuant to Section 4(2) of the Securities Act and/or Rule 506 promulgated thereunder. The holders represented their intention to acquire the securities for investment only and not with a view towards distribution. The investors were given adequate information about us to make an informed investment decision. We did not engage in any general solicitation or advertising. We directed our transfer agent to issue the stock certificates with the appropriate restrictive legend affixed to the restricted stock.

Use of Proceeds

On April 2, 2021, the SEC declared effective our Registration Statement on Form S-1 filed in connection with the offer and sale of 2,000,000 shares of our common stock at a purchase price of $.05 per share. The SEC assigned that registration statement file no. 333-252983.

The offering of the securities registered by that registration statement has commenced as of October 25, 2021 and is now completed. We have sold 800,000 shares for proceeds of $40,000. There has been no material change in the planned use of proceeds from the public offering as described in the Prospectus.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

Not applicable.

17

ITEM 6. EXHIBITS

Index to Exhibits.

Exhibit No.	Description
31.1**	Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2**	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1**	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2**	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101**	XBRL Instance Document

** Provided herewith.

18

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on this 15th day of November, 2021.

KeyStar Corp.
(Registrant)
Signature	Title	Date
/s/ Steven Lane	Chief Executive Officer, Secretary,	November 15, 2021
Steven Lane	Principal Executive Officer and Director
/s/ Zixiao Chen	Chief Financial Officer,	November 15, 2021
Zixiao Chen	Treasurer, Principal Financial Officer and Principal Accounting Officer

19

EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, Steven Lane, certify that:

1.I have reviewed this annual report on Form 10-K for the year ended September 30, 2021 (the “report”) of KeyStar Corp.; 

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(s) 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) and 15d-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 fourth fiscal 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; and 

5.The registrant's other certifying officer(s) 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: November 15, 2021	By: /s/ Steven Lane
	Steven Lane
	Chief Executive Officer
	(Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATIONS

I, Zixiao Chen, certify that:

1.I have reviewed this annual report on Form 10-K for the year ended September 30, 2021 (the “report”) of KeyStar Corp.; 

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(s) 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) and 15d-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 fourth fiscal 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; and 

5.The registrant's other certifying officer(s) 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: November 15, 2021	By: /s/ Zixiao Chen
	Zixiao Chen
	Chief Financial Officer
	(Principal Financial Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code), the undersigned officer of KeyStar Corp., a Nevada corporation (the “Company”), does hereby certify, to the best of his knowledge, that:

(1)The Annual Report on Form 10-K for the year ending September 30, 2021 (the “Report”) of the Company complies in all material respects with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and 

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

Date: November 15, 2021	By: /s/ Steven Lane
	Steven Lane
	Chief Executive Officer
	(Principal Executive Officer)

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code), the undersigned officer of KeyStar Corp., a Nevada corporation (the “Company”), does hereby certify, to the best of his knowledge, that:

(1)The Annual Report on Form 10-K for the year ending September 30, 2021 (the “Report”) of the Company complies in all material respects with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and 

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

Date: November 15, 2021	By: /s/ Zixiao Chen
	Zixiao Chen
	Chief Financial Officer
	(Principal Financial Officer)

XML

Document and Entity Information - shares	3 Months Ended
	Sep. 30, 2021	Nov. 09, 2021
Details
Registrant CIK	0001832161
Fiscal Year End	--06-30
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2021
Document Transition Report	false
Entity File Number	000-56290
Entity Registrant Name	KeyStar Corp.
Entity Incorporation, State or Country Code	NV
Entity Tax Identification Number	85-0738656
Entity Address, Address Line One	9620 Las Vegas Blvd. S STE E4-98
Entity Address, City or Town	Las Vegas
Entity Address, State or Province	NV
Entity Address, Postal Zip Code	89118
City Area Code	702
Local Phone Number	800-2511
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		29,800,000
Amendment Flag	false
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1

XML

BALANCE SHEETS - USD ($)	Sep. 30, 2021	Jun. 30, 2021
Current assets:
Cash	$ 80,734	$ 88,565
Inventory, net	3,996	8,341
Prepaid expenses	114	10,144
Total current assets	84,844	107,050
Other assets:
Security deposit	1,523	1,523
Total other assets	1,523	1,523
Total assets	86,367	108,573
Current liabilities:
Accounts payable and accrued expenses	9,128	11,457
Accounts payable and accrued expenses - related party	28,670	24,870
Notes payable - related party	65,000	65,000
Convertible debt - related party	10,000	10,000
Total current liabilities	112,798	111,327
Total liabilities	112,798	111,327
Stockholders' equity (deficit):
Preferred stock, series A, $0.0001 par value, 25,000,000 shares authorized 2,000,000 shares issued and outstanding as of September 30, 2021 and June 30, 2021	200	200
Common stock, $0.0001 par value, 475,000,000 shares authorized 29,800,000 shares issued and outstanding as of September 30, 2021 and June 30, 2021	2,980	2,980
Additional paid-in capital	53,297	53,297
Accumulated deficit	(82,908)	(59,231)
Total stockholders' equity (deficit)	(26,431)	(2,754)
Total liabilities and stockholders' equity (deficit)	$ 86,367	$ 108,573

XML

BALANCE SHEETS - Parenthetical - $ / shares	Sep. 30, 2021	Jun. 30, 2021
Details
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	25,000,000	25,000,000
Preferred Stock, Shares Issued	2,000,000	2,000,000
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	475,000,000	475,000,000
Common Stock, Shares, Issued	29,800,000	29,800,000

XML

STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Details
Revenues	$ 7,172	$ 12,244
Cost of goods sold	5,969	21,055
Gross profit	1,203	(8,811)
Operating expenses:
General and administrative	32,990	7,645
Selling expenses	0	407
Total operating expenses	32,990	8,052
Loss from operations	(31,787)	(16,863)
Other income (expense):
Gain on refund	10,000	0
Interest expense - related party	(1,890)	(1,134)
Total other expense	8,110	(1,134)
Net loss	$ (23,677)	$ (17,997)
Earnings Per Share, Basic and Diluted	$ (0.00)	$ (0.00)
Weighted Average Number of Shares Outstanding, Basic and Diluted	29,800,000	29,000,000

XML

STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT) - USD ($)	Preferred Stock	Common Stock	Deferred Compensation, Share-based Payments	Additional Paid-in Capital	Retained Earnings	Total
Equity Balance at Jun. 30, 2020	$ 200	$ 2,900	$ (1,500)	$ 13,400	$ (7,593)	$ 7,407
Equity Balance, Shares at Jun. 30, 2020	2,000,000	29,000,000
Cash received in satisfaction of subscriptions receivable	$ 0	$ 0	1,500	0	0	1,500
Net income (loss) for the period	$ 0	$ 0	0	0	(17,997)	(17,997)
Equity Balance, Shares at Sep. 30, 2020	2,000,000	29,000,000
Equity Balance at Sep. 30, 2020	$ 200	$ 2,900	0	13,400	(25,590)	(9,090)
Equity Balance at Jun. 30, 2021	$ 200	$ 2,980	0	53,297	(59,231)	(2,754)
Equity Balance, Shares at Jun. 30, 2021	2,000,000	29,800,000
Net income (loss) for the period	$ 0	$ 0	0	0	(23,677)	(23,677)
Equity Balance, Shares at Sep. 30, 2021	2,000,000	29,800,000
Equity Balance at Sep. 30, 2021	$ 200	$ 2,980	$ 0	$ 53,297	$ (82,908)	$ (26,431)

XML

STATEMENT OF CASH FLOWS - USD ($)	3 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (23,677)	$ (17,997)
Adjustments to reconcile to net loss to net cash used in operating activities:
Expenses paid on behalf of the company by related party	2,903	557
Inventory reserve	0	4,424
Changes in operating assets and liabilities:
Inventory:	4,345	16,179
Prepaid expenses:	10,030	(1,055)
Accounts payable and accrued expenses:	(2,329)	1,648
Accounts payable and accrued expenses - related party:	1,890	1,135
Net cash used in operating activities	(6,838)	4,892
CASH FLOWS FROM INVESTING ACTIVITIES
Net cash from investing activities	0	0
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of amounts due to related party	(993)	(9,204)
Cash received in satisfaction of stock subscriptions receivable	0	1,500
Net cash provided by financing activities	(993)	(7,704)
NET CHANGE IN CASH	(7,831)	(2,811)
CASH AT BEGINNING OF PERIOD	88,565	37,918
CASH AT END OF PERIOD	80,734	35,107
SUPPLEMENTAL INFORMATION:
Interest paid	0	0
Income taxes paid	$ 0	$ 0

XML

Organization and Summary of Significant Accounting Policies

3 Months Ended

Sep. 30, 2021

Notes

Organization and Summary of Significant Accounting Policies

NOTE 1 - ORGANIZATION & SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The foregoing unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions for Form 10-Q and Regulation S-X as promulgated by the Securities and Exchange Commission (“SEC”). Accordingly, these financial statements do not include all of the disclosures required by generally accepted accounting principles in the United States of America for complete financial statements. These unaudited interim financial statements should be read in conjunction with the audited financial statements and the notes thereto included on Form 10-K for the year ended June 30, 2021, filed on September 28, 2021. In the opinion of management, the unaudited interim financial statements furnished herein include all adjustments, all of which are of a normal recurring nature, necessary for a fair statement of the results for the interim period presented.

Operating results for the three-month period ended September 30, 2021 are not necessarily indicative of the results that may be expected for the year ending June 30, 2022.  The condensed balance sheet at September 30, 2021 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles in the U.S. for complete financial statements.

Organization

The Company was incorporated on April 16, 2020 under the laws of the State of Nevada, as KeyStar Corp.

Nature of Operations

The Company sells KN95 facemasks, disposable facemasks and disinfectant wipes through an online store in the United States of America.

The Company is planning to offer convention services, which connect US buyers to Chinese manufacturers. Due to the COVID-19 pandemic, the traditional conventions have been postponed in the United States of America. As such, the Company is trying to bridge the gap and introduce the online conventions to potential buyers. The company had intended, as a result of the pandemic, to focus on virtual convention services. However, as a result of lifted travel restrictions, we have adjusted our convention services from coordinating virtual convention to focus on on-site services. We have launched KeyStarCorp.com to offer booth rental service and are working on securing projects. We plan to continue widen our resources and expand into other aspects of convention and event services.

Year End

The Company’s year-end is June 30.

Use of Estimates

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

Going Concern

The Company's financial statements are prepared using the accrual method of accounting in accordance with accounting principles generally accepted in the United States of America, and have been prepared on a going concern basis, which contemplates the realization of assets and the settlement of liabilities in the

normal course of business. The Company has an accumulated deficit of $82,908 as of September 30, 2021. The Company had a net loss of $23,677 and negative cash flows of $6,838 from operations for the three months ended September 30, 2021. These conditions raise substantial doubt about the entity's ability to continue as a going concern for a period of one year from the issuance of these financial statements.

The Company will be dependent upon the raising of additional capital through placement of our common stock in order to implement its business plan. There can be no assurance that the Company will be successful in order to continue as a going concern. The Company is funding its initial operations by issuing notes and continuing to have related party pay for company expenses. We cannot be certain that capital will be provided when it is required.

Cash and Equivalents

Financial instruments and related items, which potentially subject the Company to concentrations of credit risk, are cash and cash equivalents. Cash and cash equivalents include cash in hand and cash in time deposits, certificates of deposits and all highly liquid debt instruments with original maturities of three months or less.

Inventory

Inventory is carried at the lower of cost and estimated net realizable value, with cost being determined using the first-in, first-out (FIFO) method. The Company establishes reserves for estimated excess and obsolete inventory equal to the difference between the cost of inventory and estimated net realizable value of the inventory based on estimated reserve percentage, which considers historical usage, known trends, inventory age and market conditions. When the Company disposes excess and obsolete inventories, the related disposals are charged against the inventory reserve. See Note 2 for additional information.

Lease Commitments

The Company has no lease commitments. The Company leases a storage facility with terms of month to month for its products.

Fair Value of Financial Instruments

The Company recognized the fair value of financial instruments in accordance with FASB ASC 820, Fair Value Measurements and Disclosures, “Fair Value Measurements”, which provides a framework for measuring fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The standard also expands disclosures about instruments measured at fair value and establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:

Level 1 - Quoted prices for identical assets and liabilities in active markets;

Level 2 - Quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and

Level 3 - Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

Cash reported on the balance sheet is estimated by management to approximate fair market value due to their short-term nature.

The Company has had no transfers between levels of its assets or liabilities as of September 30, 2021.

Revenue Recognition

The Company recognizes revenue in accordance with generally accepted accounting principles as outlined in the Financial Accounting Standard Board’s (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue From Contracts with Customers, which consists of five steps to evaluating contracts with customers for revenue recognition: (i) identify the contract with the customer; (ii) identity the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price; and (v) recognize revenue when or as the entity satisfied a performance obligation.

Revenue recognition occurs at the time we satisfy a performance obligation to our customers, when control transfers to customers upon shipment, provided there are no material remaining performance obligations required of the Company or any matters of customer acceptance. We only record revenue when collectability is probable.

The Company provides quality merchandise through our online store in the United States of America. Due to COVID-19 pandemic, the Company is focusing on providing disposable face masks and KN-95 face masks at affordable price. The customers order and pay the products through our online store, when the Company confirms the order and payment, the Company delivers the product through common carriers, at which point the Company recognizes the revenue, as this is when our performance obligation is satisfied. The Company records actual sales returns when the customers return the products. The transaction price has not been affected by returns based on the Company not having significant returns.

As the date of filing, the Company has not recognized any convention services revenue.

For the three months ended September 30, 2021 and 2020, the Company recognized $7,172 and $12,244 in revenue, respectively.

Income Taxes

The Company accounts for income taxes under an asset and liability approach. This process involves calculating the temporary and permanent differences between the carrying amounts of the assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The temporary differences result in deferred tax assets and liabilities, which would be recorded on the Company’s balance sheet in accordance with ASC 740, which established financial accounting and reporting standards for the effect of income taxes. The Company must assess the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent the Company believes that recovery is not likely, the Company must establish a valuation allowance. Changes in the Company’s valuation allowance in a period are recorded through the income tax provision on the statements of operations.

ASC 740-10 clarifies the accounting for uncertainty in income taxes recognized in an entity’s financial statements and prescribes a recognition threshold and measurement attributes for financial statement disclosure of tax positions taken or expected to be taken on a tax return.

Under ASC 740-10, the impact of an uncertain income tax position on the income tax return must be recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant taxing authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. Additionally, ASC 740-10 provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. As a result of the implementation of ASC 740-10, the Company recognized no material adjustment in the liability for unrecognized income tax benefits.

Earnings per Share

Basic earnings per share (“EPS”) are determined by dividing the net earnings by the weighted-average number of shares of common shares outstanding during the period. Diluted EPS is determined by dividing net earnings by the weighted average number of common shares used in the basic EPS calculation plus the number of common shares that would be issued assuming conversion of all potentially dilutive securities outstanding under the treasury stock method. As of September 30, 2021, there were 211,447,000 potentially dilutive shares that need to be considered as common share equivalents and because of the net loss, the effect of these potential common shares is anti-dilutive.

Recent Accounting Pronouncements

The Company does not expect the adoption of recently issued accounting pronouncements to have a potential impact on the Company’s results of operations, financial position or cash flow.

XML

INVENTORY DISCLOSURE

3 Months Ended

Sep. 30, 2021

Notes

INVENTORY DISCLOSURE

NOTE 2 - INVENTORY

As of September 30, 2021 and June 30, 2021, the value of inventory was $3,996 and $8,341, respectively.

Inventory reserves are established for estimated excess and obsolete inventory equal to the difference between the cost of the inventory and the estimated net realizable value of the inventory on estimated reserve percentage, which consider historical usage, known trends, inventory age and market conditions. As of September 30, 2021 and June 30, 2021, Inventory reserve was $705 and $1,472, respectively.

	September 30, 2021		June 30, 2021
Disinfectant Wipes	$	-	$	-
Disposable Face Masks		177		3,179
KN-95 Face Masks		4,524		6,634
Total inventory		4,701		9,813
Less: inventory reserve		(705)		(1,472)
Inventory, net	$	3,996	$	8,341

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NOTES PAYABLE - RELATED PARTY DISCLOSURE

3 Months Ended

Sep. 30, 2021

Notes

NOTES PAYABLE - RELATED PARTY DISCLOSURE

NOTE 3 - NOTES PAYABLE - RELATED PARTY

On April 27, 2020, the Company executed a promissory note with a related party for $35,000. The note bears interest at 10% per annum and is due in two business days after demand for payment. As of September 30, 2021, the principal balance is $35,000 and accrued interest is $4,996. The interest expense for the three months ended September 30, 2021 was $882.

On December 30, 2020, the Company executed a promissory note with a related party for cash proceeds of $30,000. The note bears interest at 10% per annum and is due in two business days after demand for payment. As of September 30, 2021, the principal balance is $30,000 and accrued interest is $2,252. The interest expense for the three months ended September 30, 2021 was $756.

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CONVERTIBLE DEBT - RELATED PARTY DISCLOSURE

3 Months Ended

Sep. 30, 2021

Notes

CONVERTIBLE DEBT - RELATED PARTY DISCLOSURE

NOTE 4 - CONVERTIBLE DEBT - RELATED PARTY

On April 20, 2020, the Company executed a convertible promissory note with a related party for $10,000. The note bears interest at 10% per annum and is due in two business days after demand for payment. This note is convertible at $0.001 per common share and can be converted by Notice of Conversion at the option of the holder. As of September 30, 2021, the principal balance is $10,000 and accrued interest is $1,447. The interest expense for the three months ended September 30, 2021 was $252.

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STOCKHOLDERS' EQUITY (DEFICIT) DISCLOSURE

3 Months Ended

Sep. 30, 2021

Notes

STOCKHOLDERS' EQUITY (DEFICIT) DISCLOSURE

NOTE 5 - STOCKHOLDERS’ EQUITY (DEFICIT)

The Company is authorized to issue 475,000,000 shares of its $0.0001 par value common stock and 25,000,000 shares of its $0.0001 par value preferred stock. The Series A convertible preferred stock has a liquidation preference of $0.10 per share, have super voting rights of 100 votes per share, and each share of Series A may be converted into 100 shares of common stock. The preferred shares authorized was increased during the prior year.

Preferred Stock

During the three months ended September 30, 2021, there were no issuances of preferred stock.

Common Stock

During the three months ended September 30, 2021, there were no issuances of common stock.

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COMMITMENTS AND CONTINGENCIES DISCLOSURE

3 Months Ended

Sep. 30, 2021

Notes

COMMITMENTS AND CONTINGENCIES DISCLOSURE

NOTE 6 - COMMITMENTS AND CONTINGENCIES

As of September 30, 2021, the Company did not have any known commitments or contingencies.

Legal matter contingencies

The Company believes, based on current knowledge and after consultation with counsel, that it is not currently party to any material pending proceedings, individually or in the aggregate, the resolution of which would have a material effect on the Company. Provisions for losses are established in accordance with ASC 450, “Contingencies” when warranted. Once established, such provisions are adjusted when there is more information available about an event occurs requiring a change.

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RELATED PARTY TRANSACTIONS DISCLOSURE

3 Months Ended

Sep. 30, 2021

Notes

RELATED PARTY TRANSACTIONS DISCLOSURE

NOTE 7 - RELATED PARTY TRANSACTIONS

During the three months ended September 30, 2021, the Company officer paid $2,903 of expenses on behalf of the Company and demanded repayment of $993 leaving a balance due to related party of $19,976 as of September 30, 2021.

As of September 30, 2021, the balance of accounts payable and accrued expenses due to a related party was $28,670.

The Company has a note payable and convertible note payable with a related party, see Notes 3 and 4 for further discussion.

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SUBSEQUENT EVENTS DISCLOSURE

3 Months Ended

Sep. 30, 2021

Notes

SUBSEQUENT EVENTS DISCLOSURE

NOTE 8 - SUBSEQUENT EVENTS

In accordance with ASC 855-10, the Company has analyzed its operations subsequent to September 30, 2021 to the date these financial statements were issued, and there were no other material subsequent events to disclose in these financial statements.

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Organization and Summary of Significant Accounting Policies: Basis of Accounting, Policy (Policies)

3 Months Ended

Sep. 30, 2021

Policies

Basis of Accounting, Policy

Basis of Presentation

The foregoing unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions for Form 10-Q and Regulation S-X as promulgated by the Securities and Exchange Commission (“SEC”). Accordingly, these financial statements do not include all of the disclosures required by generally accepted accounting principles in the United States of America for complete financial statements. These unaudited interim financial statements should be read in conjunction with the audited financial statements and the notes thereto included on Form 10-K for the year ended June 30, 2021, filed on September 28, 2021. In the opinion of management, the unaudited interim financial statements furnished herein include all adjustments, all of which are of a normal recurring nature, necessary for a fair statement of the results for the interim period presented.

Operating results for the three-month period ended September 30, 2021 are not necessarily indicative of the results that may be expected for the year ending June 30, 2022.  The condensed balance sheet at September 30, 2021 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles in the U.S. for complete financial statements.

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Organization and Summary of Significant Accounting Policies: Fiscal Period, Policy (Policies)

3 Months Ended

Sep. 30, 2021

Policies

Fiscal Period, Policy

Year End

The Company’s year-end is June 30.

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Organization and Summary of Significant Accounting Policies: Use of Estimates, Policy (Policies)

3 Months Ended

Sep. 30, 2021

Policies

Use of Estimates, Policy

Use of Estimates

The preparation of the financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.

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Organization and Summary of Significant Accounting Policies: Cash and Cash Equivalents, Policy (Policies)

3 Months Ended

Sep. 30, 2021

Policies

Cash and Cash Equivalents, Policy

Cash and Equivalents

Financial instruments and related items, which potentially subject the Company to concentrations of credit risk, are cash and cash equivalents. Cash and cash equivalents include cash in hand and cash in time deposits, certificates of deposits and all highly liquid debt instruments with original maturities of three months or less.

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Organization and Summary of Significant Accounting Policies: Inventory, Policy (Policies)

3 Months Ended

Sep. 30, 2021

Policies

Inventory, Policy

Inventory

Inventory is carried at the lower of cost and estimated net realizable value, with cost being determined using the first-in, first-out (FIFO) method. The Company establishes reserves for estimated excess and obsolete inventory equal to the difference between the cost of inventory and estimated net realizable value of the inventory based on estimated reserve percentage, which considers historical usage, known trends, inventory age and market conditions. When the Company disposes excess and obsolete inventories, the related disposals are charged against the inventory reserve. See Note 2 for additional information.

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Organization and Summary of Significant Accounting Policies: Lease Commitments, Policy (Policies)

3 Months Ended

Sep. 30, 2021

Policies

Lease Commitments, Policy

Lease Commitments

The Company has no lease commitments. The Company leases a storage facility with terms of month to month for its products.

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Organization and Summary of Significant Accounting Policies: Fair Value of Financial Instruments, Policy (Policies)

3 Months Ended

Sep. 30, 2021

Policies

Fair Value of Financial Instruments, Policy

Fair Value of Financial Instruments

The Company recognized the fair value of financial instruments in accordance with FASB ASC 820, Fair Value Measurements and Disclosures, “Fair Value Measurements”, which provides a framework for measuring fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The standard also expands disclosures about instruments measured at fair value and establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:

Level 1 - Quoted prices for identical assets and liabilities in active markets;

Level 2 - Quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets; and

Level 3 - Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

Cash reported on the balance sheet is estimated by management to approximate fair market value due to their short-term nature.

The Company has had no transfers between levels of its assets or liabilities as of September 30, 2021.

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Organization and Summary of Significant Accounting Policies: Revenue Recognition, Policy (Policies)

3 Months Ended

Sep. 30, 2021

Policies

Revenue Recognition, Policy

Revenue Recognition

The Company recognizes revenue in accordance with generally accepted accounting principles as outlined in the Financial Accounting Standard Board’s (“FASB”) Accounting Standards Codification (“ASC”) 606, Revenue From Contracts with Customers, which consists of five steps to evaluating contracts with customers for revenue recognition: (i) identify the contract with the customer; (ii) identity the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price; and (v) recognize revenue when or as the entity satisfied a performance obligation.

Revenue recognition occurs at the time we satisfy a performance obligation to our customers, when control transfers to customers upon shipment, provided there are no material remaining performance obligations required of the Company or any matters of customer acceptance. We only record revenue when collectability is probable.

The Company provides quality merchandise through our online store in the United States of America. Due to COVID-19 pandemic, the Company is focusing on providing disposable face masks and KN-95 face masks at affordable price. The customers order and pay the products through our online store, when the Company confirms the order and payment, the Company delivers the product through common carriers, at which point the Company recognizes the revenue, as this is when our performance obligation is satisfied. The Company records actual sales returns when the customers return the products. The transaction price has not been affected by returns based on the Company not having significant returns.

As the date of filing, the Company has not recognized any convention services revenue.

For the three months ended September 30, 2021 and 2020, the Company recognized $7,172 and $12,244 in revenue, respectively.

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Organization and Summary of Significant Accounting Policies: Income Tax, Policy (Policies)

3 Months Ended

Sep. 30, 2021

Policies

Income Tax, Policy

Income Taxes

The Company accounts for income taxes under an asset and liability approach. This process involves calculating the temporary and permanent differences between the carrying amounts of the assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. The temporary differences result in deferred tax assets and liabilities, which would be recorded on the Company’s balance sheet in accordance with ASC 740, which established financial accounting and reporting standards for the effect of income taxes. The Company must assess the likelihood that its deferred tax assets will be recovered from future taxable income and, to the extent the Company believes that recovery is not likely, the Company must establish a valuation allowance. Changes in the Company’s valuation allowance in a period are recorded through the income tax provision on the statements of operations.

ASC 740-10 clarifies the accounting for uncertainty in income taxes recognized in an entity’s financial statements and prescribes a recognition threshold and measurement attributes for financial statement disclosure of tax positions taken or expected to be taken on a tax return.

Under ASC 740-10, the impact of an uncertain income tax position on the income tax return must be recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant taxing authority. An uncertain income tax position will not be recognized if it has less than a 50% likelihood of being sustained. Additionally, ASC 740-10 provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. As a result of the implementation of ASC 740-10, the Company recognized no material adjustment in the liability for unrecognized income tax benefits.

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Organization and Summary of Significant Accounting Policies: Earnings Per Share, Policy (Policies)

3 Months Ended

Sep. 30, 2021

Policies

Earnings Per Share, Policy

Earnings per Share

Basic earnings per share (“EPS”) are determined by dividing the net earnings by the weighted-average number of shares of common shares outstanding during the period. Diluted EPS is determined by dividing net earnings by the weighted average number of common shares used in the basic EPS calculation plus the number of common shares that would be issued assuming conversion of all potentially dilutive securities outstanding under the treasury stock method. As of September 30, 2021, there were 211,447,000 potentially dilutive shares that need to be considered as common share equivalents and because of the net loss, the effect of these potential common shares is anti-dilutive.

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Organization and Summary of Significant Accounting Policies: New Accounting Pronouncements, Policy (Policies)

3 Months Ended

Sep. 30, 2021

Policies

New Accounting Pronouncements, Policy

Recent Accounting Pronouncements

The Company does not expect the adoption of recently issued accounting pronouncements to have a potential impact on the Company’s results of operations, financial position or cash flow.

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INVENTORY DISCLOSURE: Schedule of Inventory, Current (Tables)

3 Months Ended

Sep. 30, 2021

Tables/Schedules

Schedule of Inventory, Current

	September 30, 2021		June 30, 2021
Disinfectant Wipes	$	-	$	-
Disposable Face Masks		177		3,179
KN-95 Face Masks		4,524		6,634
Total inventory		4,701		9,813
Less: inventory reserve		(705)		(1,472)
Inventory, net	$	3,996	$	8,341

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Organization and Summary of Significant Accounting Policies (Details) - USD ($)	3 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Jun. 30, 2021
Details
Accumulated deficit	$ 82,908		$ 59,231
Net loss	23,677	$ 17,997
Net cash from operating activities	$ 6,838	$ (4,892)

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Organization and Summary of Significant Accounting Policies: Revenue Recognition, Policy (Details) - USD ($)	3 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Details
Revenues	$ 7,172	$ 12,244

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Organization and Summary of Significant Accounting Policies: Earnings Per Share, Policy (Details)	3 Months Ended
	Sep. 30, 2021 shares
Details
Potentially dilutive shares	211,447,000

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INVENTORY DISCLOSURE (Details) - USD ($)	Sep. 30, 2021	Jun. 30, 2021
Details
Inventory, net	$ 3,996	$ 8,341
Inventory reserves	$ 705	$ 1,472

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INVENTORY DISCLOSURE: Schedule of Inventory, Current (Details) - USD ($)	Sep. 30, 2021	Jun. 30, 2021
Inventory, gross	$ 4,701	$ 9,813
Inventory reserves	(705)	(1,472)
Inventory, net	3,996	8,341
Disinfectant Wipes
Inventory, gross	0	0
Disposable Face Masks
Inventory, gross	177	3,179
KN-95 Face Masks
Inventory, gross	$ 4,524	$ 6,634

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NOTES PAYABLE - RELATED PARTY DISCLOSURE (Details) - USD ($)	3 Months Ended	12 Months Ended
	Sep. 30, 2021	Jun. 30, 2020	Jun. 30, 2021
Notes payable - related party	$ 65,000		$ 65,000
April 27, 2020 Promissory Note
Proceeds from notes payable, related party		$ 35,000
Interest rate per annum			10.00%
Notes payable - related party	35,000
Accrued interest payable - related party	4,996
Interest expense	$ 882
Dec 30, 2020 Promissory Note
Proceeds from notes payable, related party		$ 30,000
Interest rate per annum	10.00%
Notes payable - related party	$ 30,000
Accrued interest payable - related party	2,252
Interest expense	$ 756

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CONVERTIBLE DEBT - RELATED PARTY DISCLOSURE (Details) - USD ($)	3 Months Ended	12 Months Ended
	Sep. 30, 2021	Jun. 30, 2020	Jun. 30, 2021
Conversion price		$ 0.001
Convertible debt - related party	$ 10,000		$ 10,000
April 20, 2020 Convertible Note
Proceeds from convertible debt		$ 10,000
Interest rate per annum			10.00%
Accrued interest payable - related party	1,447
Interest expense	$ 252

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STOCKHOLDERS' EQUITY (DEFICIT) DISCLOSURE (Details) - $ / shares	Sep. 30, 2021	Jun. 30, 2021
Details
Common stock shares authorized	475,000,000	475,000,000
Common stock par value	$ 0.0001	$ 0.0001
Preferred stock shares authorized	25,000,000	25,000,000
Preferred stock par value	$ 0.0001	$ 0.0001
Preferred stock liquidation preference	$ 0.10
Amount of common stock that each preferred can be converted to	100

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RELATED PARTY TRANSACTIONS DISCLOSURE (Details) - USD ($)	3 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Jun. 30, 2021
Expenses paid on behalf of the company by related party	$ 2,903	$ 557
Repayment of amounts due to related party	993	$ 9,204
Notes payable - related party	65,000		$ 65,000
Accounts payable and accrued expenses - related party	28,670		$ 24,870
Officer
Notes payable - related party	$ 19,976