Common Stock

9 Months Ended

Mar. 31, 2013

Common Stock:

Common Stock

10. Common Stock

It was determined on December 13, 2012 by unanimous consent of the Board of Directors and written consent of shareholders holding 53% of the Company’s common shares to increase the authorized common shares from 100,000,000 to 300,000,000 with a par value of $0.01 per share.

During the three months ended March 31, 2013, the Company issued 3,693,366 shares of common stock.

On January 2, 2013, the Company entered into a consulting agreement with Grodsky Law Firm, P.C. (“GLF”).

In lieu of cash GLF agreed to accept for their services one million (1,000,000) shares of common stock of CGHC (collectively, the "Shares") in the following manner: (i) 250,000 Shares issued upon signature of the engagement letter, (ii) 250,000 Shares issued upon delivery of draft convertible debt financing documents including term sheet, promissory note, and transaction document checklist and (iii) the balance of 500,000 Shares upon receipt of the first US$1,000,000 delivered to CGH. Total shares issued at March 31, 2013 under this agreement was 500,000 shares of restricted common stock of which 250,000 shares were issued on January 2, 2013 and 250,000 shares were issued on March 15, 2013.

On January 8, 2013, the Company effectuated the termination of the Belmont Acquisitions LLC: Investor Relations Consulting Agreement Dated July 16, 2012 and the Advisory Agreement dated November 4, 2012 and entered into a new advisory agreement. As part of the termination, the Company became obligated to Belmont to issue another 1,040,000 shares of common stock. On April 24, 2013, the Company advised Belmont that the new advisory agreement would be cancelled under the thirty-day notice provisions. As a result, the Company would be issuing another 500,000 shares to Belmont on April 4, 2013. The liability to issue these shares has been accrued at the conversion price of $.04 and reflected in subscribed stock as of March 31, 2013.

On January 14, 2013, The Company entered into a Security Purchase Agreement with Asher Enterprises, Inc. for a $78,500 convertible 8% promissory note due on October 17, 2013. The note is convertible after a six-month holding period. During the six month period after the effective date of the note,  the company has the right to pay off unpaid balances and interest at a premium of 115%, 120%, 130% and 135% , if the note is paid off within 30, 90, 120 and 180 days, respectively from the date of issue. The note is convertible on the unpaid balance, including interest, at a conversion rate of 58% of trading value over the ten preceding trading dates prior to conversion. In the event that a trading value cannot be established on the conversion date, the note would be convertible at a mutually agreed upon fair market value of the Company’s stock by both parties. Under the terms of this agreement, the Company has reserved and set aside 18,000,000 shares of the Company’s stock to accommodate the potential conversion described herein. No shares have been issued under this agreement and the Company has every intention to pay off its liability to Asher with cash received from future operations or funding.

On January 17, 2013, the Company entered into an Investment Banking agreement with ViewTrade Securities, Inc. ViewTrade has been engaged by CGHC as the non-exclusive agent to seek up to five million dollars ($5,000,000) in financing through institutional, corporate, private investors and any other individual or entity wishing to invest in the Company. Upon the execution of the Agreement (January 17, 2103) the Company paid ViewTrade $7,500 as a good faith non-refundable deposit and issued View Trade 500,000 shares of restricted common stock as a retainer.

On January 17, 2013, the Company entered into a consulting agreement with MJ Global Consulting, Inc. (“MJ”).  Under the terms of this agreement; one million (1,000,000) restricted shares of the Company common stock was issued in the following manner: 500,000 restricted shares of Company common stock upon execution of this Agreement; 500,000 restricted shares of Company common stock upon the engagement by Company of an investment banking firm introduced by MJ.

On January 23, 2013 and January 24, 2013, the Company completed its arrangement with Big Eye Capital, Christy and David Newbaker and a consulting group and issued 75,700, 50,000, and 257,666 shares of restricted common stock respectively in settlement of various obligations. The liabilities for these shares were originally recorded and expensed in previous periods. The liability was recorded and reported under the caption subscribed shares within the equity section of the balance sheet.

On January 25, 2013 250,000 shares of restricted common stock was issued to Janelle Beck to satisfy an outstanding obligation previously recorded as subscribed stock.

On March 5, 2013, the Company issued 20,000 shares of restricted common stock to William Haig pursuant to the $75,000 promissory note agreement due June 30, 2013 described in footnote 9 of this report.