NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2022
NOTE 1 – NATURE OF BUSINESS
Star Alliance
International Corp. (“the Company”, “we”, “us”) was originally incorporated with the name Asteriko
Corp. in the State of Nevada on April 17, 2014 under the laws of the state of Nevada, for the purpose of acquiring and developing gold
mining as well as certain other mining properties worldwide.
NOTE 2 – SIGNIFICANT AND CRITICAL ACCOUNTING
POLICIES AND PRACTICES
Basis of Presentation
The accompanying financial statements of the Company
have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”)
and the rules of the Securities and Exchange Commission (“SEC”).
Use of Estimates
The preparation of financial statements in conformity
with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts
of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Cash equivalents
The Company considers all highly liquid investments
with a maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents for the years ended June
30, 2022 or 2021.
Long Lived Assets
Property consists of mining equipment not yet used.
Our company assesses the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying value
may not be recoverable. When we determine that the carrying value of long-lived assets may not be recoverable based upon the existence
of one or more indicators of impairment and the carrying value of the asset cannot be recovered from projected undiscounted cash flows,
we record an impairment charge. Our company measures any impairment based on a projected discounted cash flow method using a discount
rate determined by management to be commensurate with the risk inherent in the current business model. Significant management judgment
is required in determining whether an indicator of impairment exists and in projecting cash flows.
Stock-based Compensation
The Company records stock-based compensation in accordance
with FASB ASC Topic 718, “Compensation – Stock Compensation.” FASB ASC Topic 718 requires companies to measure
compensation cost for stock-based employee compensation at fair value at the grant date and recognize the expense over the employee’s
requisite service period. The Company recognizes in the statement of operations the grant-date fair value of stock options and other equity-based
compensation issued to employees and non-employees. The Company accounts for stock-based compensation in accordance with the provision
of ASC 505-50, Equity Based Payments to Non-Employees, which requires that such equity instruments are recorded at their fair value
on the measurement date. The measurement of stock-based compensation is subject to periodic adjustment as the underlying equity instruments
vest.
Net income (loss) per common share
Net loss per common share is computed pursuant to
section 260-10-45 of the FASB Accounting Standards Codification. Basic net loss per common share is computed by dividing net loss by the
weighted average number of shares of common stock outstanding during the period. Diluted net loss per common share is computed by dividing
net loss by the weighted average number of shares of common stock and potentially dilutive outstanding shares of common stock during the
period to reflect the potential dilution that could occur from common shares issuable through contingent share arrangements, stock options
and warrants. The diluted loss per share is the same as the basic loss per share for the years ended July 31, 2022 and 2021, as the inclusion
of any potential shares would have had an antidilutive effect due to our loss from operations.
Fair Value of Financial Instruments
The Company follows paragraph 825-10-50-10 of the
FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the
FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments.
Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States
of America (U.S. GAAP) and expands disclosures about fair value measurements. To increase consistency and comparability in fair value
measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation
techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to quoted prices
(unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three levels of
fair value hierarchy defined by Paragraph 820-10-35-37 are described below:
| Level 1: |
Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. |
| |
|
| Level 2: |
Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. |
| |
|
| Level 3: |
Pricing inputs that are generally unobservable inputs and not corroborated by market data. |
The carrying amount of the Company’s financial
assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity
of those instruments. The Company’s notes payable approximates the fair value of such instruments as the notes bear interest
rates that are consistent with current market rates.
The following table classifies the Company’s liabilities measured
at fair value on a recurring basis into the fair value hierarchy as of June 30, 2022:
| Schedule Of Fair Value, Liabilities Measured on Recurring Basis | |
| | | |
| | | |
| | |
| Description | |
Level 1 | | |
Level 2 | | |
Level 3 | |
| Derivative | |
$ | – | | |
$ | – | | |
$ | 689,231 | |
| Total | |
$ | – | | |
$ | – | | |
$ | 689,231 | |
NOTE 3 – GOING CONCERN
The accompanying financial statements have
been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of
assets, and liquidation of liabilities in the normal course of business. As shown in the accompanying financial statements, the Company
has an accumulated deficit of $15,058,400 as of June 30, 2022. For the year ended June 30, 2022, the Company had a net loss of $11,885,609,
which did include $11,104,275 of non-cash expense incurred for the issuance of common stock for services and derivatives associated with
convertible debt. We used $739,630 of cash in operating activities. Due to these conditions, it raises substantial doubt about the Company’s
ability to continue as a going concern.
The Company is attempting
to commence operations and generate sufficient revenue; however, the Company’s cash position may not be sufficient to support its
daily operations. While the Company believes in the viability of its strategy to commence operations and generate sufficient revenue and
in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going
concern is dependent upon its ability to further implement its business plan and generate sufficient revenue and its ability to raise
additional funds. 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 may result should the Company be unable to continue as a going concern.
NOTE
4 – ACQUISITION
On August 13,
2019, The Company closed an Asset Purchase Agreement (the “APA”) with Troy Mining Corporation (“Troy”). Under
the APA, the company acquired 78 gold mining claims consisting of approximately 4,800 acres, located east/southeast of El Portal, California,
in Mariposa County, together with all of Troy’s rights to related equipment and buildings currently located on the mining claims.
In exchange for the mining claims and related assets, the company agreed to issue 1,883,000 shares of a new class of preferred
stock designated Series B Preferred Stock; and agreed to make total cash payments in the amount of $500,000 under a Promissory Note (the
“Purchase Note”).
Under the Purchase Note, we paid $50,000 at the time
of the closing, and are required to pay an additional $50,000 within sixty days of the closing, and $25,000 every other month thereafter,
with the entire remaining amount due no later than March 31, 2020. In the event of default under the Purchase Note, all assets acquired
under the APA will be forfeited back to Troy. We are current on all the terms of the agreement.
On October 9, 2019, a contract extension was agreed
between Star Alliance International Corporation and Troy Mining Corporation. The agreement gives the Company 150 days to file an S-1 registration
statement and obtain approval for the shares that are to be issued to the Troy shareholders to become free trading. The S-1 registration
was filed on August 14, 2020.
On July 14, 2020 a contract extension was agreed between
Star Alliance International Corporation and Troy Mining Corporation. The agreement provides for a sixty-day extension on the loan agreement
with Troy mining Corporation and also an extension to file the S-1 registration.
On February 16, 2021, a contract extension for ninety
(90) days was signed between Troy Mining Corporation and Star Alliance International Corporation.
On October 21, 2021, a contract extension for ninety
(90) days was signed between Troy Mining Corporation and Star Alliance International Corporation and the remaining balance due under the
note was paid.
On November 22, 2021, a binding Letter of Intent was signed for the acquisition
of 49% of “Genesis”. Genesis is a patented technology for extracting gold from Oxide and other complex ore, in a sustainable
method, that also yields a vastly improved recovery rate even where the presence
of gold is as little as 0.25 parts per million. This is a clean, green and ecofriendly method with up to a 98% recovery rate. This
project will be owned by a newly formed wholly owned subsidiary of Star Alliance International Corp. Since the original letter of Intent
was signed the terms have now been renegotiated and Star’s new subsidiary will acquire 51% of Genesis. This is expected to close
early in 2023.
On December 17, 2021, the Company agreed to purchase
51% of Compania Minera Metalurgica Centro Americana (“Commsa”), a Honduran Corporation. Commsa owns the mining rights to five
operating mines that run along a 12.5 mile stretch of the Rio Jalan River. This acquisition becomes effective in January, 2022. The Company
has issued to date 250,000 shares of Common stock and paid $75,000 towards the purchase price.
On May 9, 2022, a binding letter of intent was signed for the acquisition
of 51% of NSM USA a Wyoming corporation that owns 100% of four lithium mines in West Africa. The cost of these mines is $2 million, most
of which is to be used for the growth of the four mines. These mines that are already producing small amounts of Lithium will be greatly
expanded with the purchase of equipment. This transaction is due to close early 2023 with full production expected in the second quarter
of 2023.
On May 11, 2022, a binding letter of intent was signed for the acquisition
of 51% of NGM USA a Wyoming corporation that owns 100% of three gold mines in West Africa. The cost of this acquisition is $2 million,
most of which will be used for equipment and growth of the mines. This transaction is due to close early 2023. All exploration work has
been completed and production is anticipated to start in the second quarter of 2023.
On May 23, 2022, a binding letter of intent was signed for the acquisition
of 75% of Magma International Inc. (“MII”). This acquisition for stock and cash will result in MII owning the Intellectual
property, Building, equipment and significant inventory as well as the know how to produce Barotex. Mr. Lilo Benzicron the original inventor
of this product will join Barotex as CEO and will be driving the innovation of new products for MII. This transaction is expected to close
early 2023.
NOTE 5 – RELATED PARTY TRANSACTIONS
On January 1, 2021, the employment agreements for Richard
Carey and Anthony Anish were updated to include salaries of $180,000 and $120,000 per annum respectively. As of June 30, 2022, the Company
has accrued compensation due to Mr. Carey of $52,600 and Mr. Anish of $99,828. As of June 30, 2021, the Company has accrued compensation
due to Mr. Carey of $48,628 and Mr. Anish of $126,778. In addition, the Company has accrued salary to Mr. Baird (a former officer) of
$60,000. Mr. Baird resigned his position on August 12, 2020.
Mr. Carey is using his personal office space at no
cost to the Company.
On January 10, 2022, the Company issued 1,000,000
shares of common stock to Themis Glatman, director, for services. The shares were valued at $1.40 per share, the closing stock price on
the date of grant, for total non-cash expense of $1,400,000.
On January 24, 2022, the Board of Directors appointed
Mr. Weverson Correia as the Chief Executive Officer and Director of the Company. Mr. Correia was issued 500,000 shares of common stock
on December 16, 2021. The shares were valued at $1.55 per share, the closing stock price on the date of grant, for total non-cash expense
of $772,500.
On June 3, 2022, the Company issued 2,500,000 shares
of common stock to Anthony Anish, CFO and director, for services. The shares were valued at $0.22 per share, the closing stock price on
the date of grant, for total non-cash expense of $550,000.
NOTE 6 – NOTES PAYABLE
As of June 30, 2022 and 2021, the Company owed Kok
Chee Lee, the former CEO and Director of the Company, $42,651 and $42,651, respectively for operating expenses he paid on behalf of the
Company during the year ended June 30, 2018. The borrowing is unsecured, non-interest-bearing and due on demand.
On June 1, 2018, the Company executed a promissory
note in the amount of $32,000 with the former Secretary of the Board for $30,128 of accrued expenses for services previously provided
and an additional $1,872 for services rendered. The note is unsecured, bears interest at 5% per annum and matures on December 1, 2018.
As of June 30, 2022 and 2021, there is $6,562 and $6,159, respectively, of accrued interest due on the note. The note is past due and
in default.
On June 11, 2019, the company executed a
promissory note with Troy for $500,000.
The Company paid the initial $50,000
due on the note on August 13, 2019. As of June 30, 2022, there is $0
due on this note (Note 4).
On June 26, 2020, an individual loaned the
Company $25,000,
$6,000
of which was converted into 600,000
shares of common stock on July 27, 2020. On February 24, 2021, he loaned an additional $20,000 to the Company. During April 2021,
another $14,000
was converted into 1,400,000
shares of common stock. On June 3, 2022, the remaining balance of principal and interest was fully converted into 750,000
shares of common stock.
As of June 30, 2022 and 2021, the Company owes various
other individuals and entities $119,215 and $467,380, respectively. All the loans are non-interest bearing and due on demand.
NOTE 7 - CONVERTIBLE NOTES
On March 28, 2022, we received short term financing
from a private investor under a 10% Fixed Convertible Secured Promissory Note in the principal amount of $400,000 (the “Note”).
The Note bears interest at a fixed rate of 10% per annum with all principal and interest due at maturity on July 31, 2022. The Note
is secured by a security interest and lien on all equipment located at our Troy mine in Mariposa County, California. At the option of
the investor, and at any time prior to the maturity date, the principal and interest owing under the Note may be converted into shares
of our common stock at a conversion price equal to 50% of the lowest closing market price for our common stock during the five trading
days preceding the conversion.
On June 8, 2022, the Company executed a 10% convertible
promissory note with Fast Capital LLC. The note is convertible at a price per share equal to
the 65% of the lowest trading price of the Company’s common stock during the 20 consecutive trading days up to the date on which
lender elects to convert all or part of the Note.
A summary of the activity of the derivative liability
for the notes above is as follows:
| Schedule of derivative liabilities | |
| | |
| Balance at June 30, 2021 | |
$ | – | |
| Increase to derivative due to new issuances | |
| 552,517 | |
| Derivative loss due to mark to market adjustment | |
| 136,714 | |
| Balance at June 30, 2022 | |
$ | 689,231 | |
A summary of quantitative information about significant
unobservable inputs (Level 3 inputs) used in measuring the Company’s derivative liability that are categorized within Level 3 of
the fair value hierarchy as of June 30, 2022, is as follows:
| Schedule of fair value assumptions |
|
|
|
|
|
|
|
|
| Inputs |
|
June 30,
2022 |
|
|
Initial
Valuation |
|
| Stock price |
|
$ |
.1791 |
|
|
$ |
.24 - .42 |
|
| Conversion price |
|
$ |
.1061 - .0816 |
|
|
$ |
.03 - .2995 |
|
| Volatility (annual) |
|
|
199.87% - 369.39% |
|
|
|
256.36% - 381.28% |
|
| Risk-free rate |
|
|
1.28 - 2.8% |
|
|
|
0.59% - 2.29% |
|
| Dividend rate |
|
|
– |
|
|
|
– |
|
| Years to maturity |
|
|
.08 - .94 |
|
|
|
.34 - 1 |
|
NOTE 8 – PREFERRED STOCK
Of the 25,000,000 shares of the Company's authorized
Preferred Stock, $0.001 par value per share, 1,000,000 are designated Series A preferred stock, 1,900,000 shares are designated as Series
B Preferred Stock and 1,000,000 shares are designated Series C preferred stock.
Series A Preferred Stock
Each Share of Series A preferred stock shall have
500 votes per share and each share can be converted into 500 shares of common stock. The holders of the Series A preferred stock are not
entitled to dividends.
On July 2, 2020, the Board granted all 1,000,000 shares
of the Series A preferred stock to the Company’s Chairman and CEO, Richard Carey, in conversion of $68,556 of accrued compensation.
Series B Preferred Stock
Only one person or entity, is entitled to be designated
as the owner of all of the Series B Preferred Stock (the “Holder”), in whose name the initial certificates representing the
Series B Preferred Stock shall be issued. Any transfer of the Series B Preferred Stock to a different Holder must be approved in advance
by the Corporation; provided, however, the Holder shall have the right to transfer the Series B Preferred Stock, or any portion thereof,
to any affiliate of Holder or nominee of Holder, without the approval of the Corporation. Each share of Preferred Stock shall have one
vote per share. Holder is not entitled to dividends or distributions and each share of Series B Preferred Stock shall be convertible at
the rate of two Common Shares for each one B Preferred stock.
In conjunction with the APA with Troy, the company
issued 1,883,000 shares of Series B Preferred Stock, the shares were valued at $0.002 or $7,532 as if they had been converted into 3,666,000
shares of common stock.
On October 9, 2019, the parties have agreed to extend
the date for filing the registration statement relating to the preferred shares of the Company to be issued to the Troy shareholders and
that would in turn extend the date that the shares would become free trading. This extension will be for 150 days for filing the registration
statement and obtaining approval for the shares to become free trading. All the remaining terms included in the contract will remain the
same.
Series C Preferred Stock
On March 30, 2022, the Company created and designated
1,000,000 shares of Series C Preferred Stock (“Series C”) with a stated value of $1.00. The Series C has an annual cumulative
dividend of 8%, has no voting rights. The Series C is convertible into shares of common stock at 65% of the lowest trading price for the
ten days prior to the conversion date.
During the quarter ended June 30, 2022, the
Company sold 207,500
shares of Series C to Geneva Roth Remark Holdings Inc for total proceeds of $207,500.
NOTE 9 – COMMON STOCK
During the year ended June 30, 2021, the Company granted
1,250,000 shares of common stock for services. The shares were valued at $0.02 per share for total non-cash expense of $25,000.
During the year ended June 30, 2021, the Company issued
1,375,000 shares of common stock in conversion of a $83,500 of principal. The Company recognized a $46,200 loss on the conversion.
During the year ended June 30, 2021, the Company sold
9,381,000 shares of common stock for total cash proceeds of $129,400, $20,000 of which is a receivable as of June 30, 2021. In addition,
the Company has common stock be issued from the sale of $41,633.
On August 1,2021, the Company granted 4,444 shares
of common stock for services. The shares were valued at $4.50 per share, based on the value of the services as provided by the services
provider’s invoice, for total non-cash expense of $20,000. The $20,000 is being amortized over the one-year service term for the
services being provided.
On November 11, 2021, the Company granted 4,000,000
shares of common stock for services. The shares were valued at $0.50 per share, based on the value of the services as provided by the
services provider’s invoice, for total non-cash expense of $2,000,000. The $2,000,000 is being amortized over the one-year service
term for the services being provided.
On December 16, 2021, the Company granted 1,500,000
shares of common stock for services. The shares were valued at $1.55 per share, the closing stock price on the date of grant, for total
non-cash expense of $2,317,500. The $2,317,500 is being amortized over the one-year service term for the services being provided.
During the year ended June 30, 2022, the Company issued
4,362,000 shares of common stock for various consulting and professional fees. The shares were issued at the closing stock price on the
date of grant for total non-cash expense of $4,712,000.
During the year ended June 30, 2022, the Company issued
1,947,000 shares of common stock in conversion of $97,154 of debt. A loss of $575,396 was recognized on the conversions. The shares were
valued on the closing stock price on the date of grant for total non-cash expense of
During the year ended June 30, 2022, the Company sold
21,955,000 shares of common stock for total cash proceeds of $564,000. Of the stock sold $50,000 is still to be received. The Company
also issued 4,770,000 shares that were sold in the prior year.
Refer to Note 5 for shares issued to related parties.
NOTE 10 – SIGNIFICANT TRANSACTIONS
On December 15, 2021, the Company signed a
definitive agreement to purchase 51% of Compania Minera Metalurgica Centro Americana SA. (“Commsa”) for $1,000,000
in cash and 5,000,000
in restricted shares of common stock. In addition, the Company has agreed to provide up to $7,500,000
working capital to expand the mining operations in a gold mining project (Rio Jalan Project) in Olancho state in the highlands of
Central Honduras. This transaction has become effective as of January 1, 2022.
This project, that runs along a 12.5 mile stretch
of the Rio Jalan River, is a peaceful agrarian area, with only farmers and ranchers in the nearby five villages.
The environmental licenses have been obtained and
exploration is ongoing. The mines will be producing gold early in 2022 and will be expanded early next year. Local small mining operations
are producing a minimum of 250 to 300 oz of gold per site per month while losing approximately 50% of the recoverable gold particles.
Our expanded operations, using modern equipment and our new Genesis program, should result in up to a 98% rate of recoverable gold, leading
to significantly higher quantities of gold per site.
As an important part of this transaction, STAR has
agreed to continue the distribution of aid to the five local villages with 2% of mining profits per village to be used for expanded school
facilities, a medical center, college scholarships and a community center to be used by adults and kids alike. Additional projects, beneficial
to the community, may be considered in the future.
Gold resources are in excess of 1 million oz. This estimate came from a
limited appraisal of the area in which the mines are located.
This acquisition become effective in January, 2022. The Company has
issued to date 250,000
shares of Common stock and paid $75,000
towards the purchase price.
On May 9, 2022, a binding letter of intent was signed for the acquisition
of 51% of NSM USA a Wyoming corporation that owns 100% of four lithium mines in West Africa. The cost of these mines is $2 million, most
of which is to be used for the growth of the four mines. These mines that are already producing small amounts of Lithium will be greatly
expanded with the purchase of equipment. This transaction is due to close early 2023 with full production expected in the second quarter
of 2023.
On May 11, 2022, a binding letter of intent was signed for the acquisition
of 51% of NGM USA a Wyoming corporation that owns 100% of three gold mines in West Africa. The cost of this acquisition is $2 million,
most of which will be used for equipment and growth of the mines. This transaction is due to close early 2023. All exploration work has
been completed and production is anticipated to start in the second quarter of 2023.
On May 23, 2022, a binding letter of intent was signed for the acquisition
of 75% of Magma International Inc. (“MII”). This acquisition for stock and cash will result in MII owning the Intellectual
property, Building, equipment and significant inventory as well as the know how to produce Barotex. Mr. Lilo Benzicron the original inventor
of this product will join Barotex as CEO and will be driving the innovation of new products for MII. This transaction is expected to close
early 2023.
NOTE 11 – INCOME TAX
Deferred taxes are provided on a liability method
whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry forwards and deferred
tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts
of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management,
it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company has evaluated Staff Accounting
Bulletin No. 118 regarding the impact of the decreased tax rates of the Tax Cuts & Jobs Act. Deferred tax assets and liabilities are
adjusted for the effects of changes in tax laws and rates on the date of enactment. The U.S. federal income tax rate of 21% is being used
due to the new tax law recently enacted.
Net deferred tax assets consist of the following
components as of June 30:
| Schedule of deferred tax assets | |
| | | |
| | |
| | |
2022 | | |
2021 | |
| Deferred Tax Assets: | |
| | | |
| | |
| NOL Carryover | |
$ | 830,300 | | |
$ | 666,300 | |
| Less valuation allowance | |
| (830,300 | ) | |
| (666,300 | ) |
| Net deferred tax assets | |
$ | – | | |
$ | – | |
At June 30, 2022, the Company had net operating loss
carry forwards of approximately $830,300 that may be offset against future taxable income. No tax benefit has been reported
in the June 30, 2022 or 2021 financial statements; any tax benefit is offset by a valuation allowance of the same amount.
On December 22, 2017, the U.S. government enacted
comprehensive tax legislation commonly referred to as the Tax Cut and Jobs Act (the “Tax Act”). The Tax Act establishes new
tax laws that affects 2018 and future years, including a reduction in the U.S. federal corporate income tax rate to 21% effective January
1, 2018.
Due to the change in ownership provisions of the Tax
Reform Act of 1986, net operating loss carry forwards for federal income tax reporting purposes are subject to annual limitations. Should
a change in ownership occur, net operating loss carry forwards may be limited as to use in future years.
ASC Topic 740 provides guidance on the accounting
for uncertainty in income taxes recognized in a company’s financial statements. Topic 740 requires a company to determine whether
it is more likely than not that a tax position will be sustained upon examination based upon the technical merits of the position. If
the more-likely-than-not threshold is met, a company must measure the tax position to determine the amount to recognize in the financial
statements.
The Company includes interest and penalties arising
from the underpayment of income taxes in the statements of operations in the provision for income taxes. As of June 30, 2022, the Company
had no accrued interest or penalties related to uncertain tax positions.
With few exceptions, the Company is no longer subject
to U.S. federal, state and local income tax examinations by tax authorities for years before 2015.
NOTE 12 – SUBSEQUENT EVENTS
Management has evaluated subsequent events pursuant
to the requirements of ASC Topic 855, from the balance sheet date through the date the financial statements were available to be issued,
and has determined that no material subsequent events exist other than the following.
Subsequent to June 30, 2022, the Company issued 20,050,000
shares of common stock for services.
On August 31, 2022, the Company sold 46,500 shares
of Series C Preferred shares to Geneva Roth Remark Holdings Inc.
On November 17, 2022, the Chairman, Richard Carey
agreed to give 4 million of his own shares of common stock in exchange for $42,000 which was loaned to the Company
