Cover
Cover - shares | 9 Months Ended | |
Mar. 31, 2024 | May 15, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2024 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2024 | |
Current Fiscal Year End Date | --06-30 | |
Entity File Number | 000-21477 | |
Entity Registrant Name | AWAYSIS CAPITAL, INC. | |
Entity Central Index Key | 0001021917 | |
Entity Tax Identification Number | 27-0514566 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 3400 Lakeside Drive | |
Entity Address, Address Line Two | Suite 100 | |
Entity Address, City or Town | Miramar | |
Entity Address, State or Province | FL | |
Entity Address, Postal Zip Code | 33027 | |
City Area Code | (855) | |
Local Phone Number | 795-3311 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 352,237,035 |
Consolidated Balance Sheet
Consolidated Balance Sheet - USD ($) | Mar. 31, 2024 | Jun. 30, 2023 |
Current assets | ||
Cash | $ 12,803 | $ 79 |
Accounts Receivable | 118 | |
Prepaid expenses | 23,043 | 17,201 |
Inventory | 11,412,946 | 11,323,226 |
Total current assets | 11,448,910 | 11,340,506 |
Non-current assets | ||
Fixed assets, net | 44,530 | 49,028 |
Escrow Deposit - Real Estate | 5,000 | |
Security deposit | 14,500 | 14,500 |
Operating lease right-of-use | 278,846 | 328,976 |
Total non-current assets | 342,876 | 392,504 |
Total Assets | 11,791,786 | 11,733,010 |
Current liabilities: | ||
Accounts payable | 131,210 | 44,859 |
Security Deposit Liability | 1,700 | |
Current portion of lease Liability | 88,617 | |
Accrued expenses | 118,860 | |
Notes payable | 2,600,000 | 2,600,000 |
Total current liabilities | 11,092,218 | 5,598,042 |
Operating lease liabilities | 200,284 | 251,214 |
Total non-current liabilities | 200,284 | 251,214 |
Total liabilities | 11,292,502 | 5,849,256 |
Stockholders’ equity: | ||
Preferred stock - 25,000,000 shares authorized $0.01 par value none issued and outstanding at March 31, 2024 and June 30, 2023, respectively | ||
Common stock – 1,000,000,000 shares authorized $0.01 par value issued and outstanding common shares at March 31, 2024 and June 30, 2023 were 352,237,035 and 252,227,035, respectively | 3,522,371 | 2,522,271 |
Common stock subscribed – $0.01 par value subscribed common shares at March 31, 2024 and June 30, 2023 were 943,000 and 943,000, respectively | 9,430 | 9,430 |
Additional paid-in capital | 9,848,938 | 9,844,510 |
Accumulated deficit | (11,938,455) | (5,549,457) |
Subscription receivable | (943,000) | (943,000) |
Total stockholders’ equity | 499,284 | 5,883,754 |
Total Liabilities and Stockholders Equity | 11,791,786 | 11,733,010 |
Related Party [Member] | ||
Current liabilities: | ||
Due to related party | $ 8,270,691 | $ 2,834,323 |
Consolidated Balance Sheet (Par
Consolidated Balance Sheet (Parenthetical) - $ / shares | Mar. 31, 2024 | Jun. 30, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares issued | 352,237,035 | 252,227,035 |
Common stock, shares outstanding | 352,237,035 | 252,227,035 |
Common stock subscribed, par value | $ 0.01 | $ 0.01 |
Common stock, subscribed shares | 943,000 | 943,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | |
Income Statement [Abstract] | ||||
Revenue | $ 8,148 | $ 60,800 | $ 42,048 | $ 104,560 |
Operating expenses | ||||
Sales and marketing | 4,295 | 20,777 | 32,331 | 115,071 |
General and administrative | 2,232,743 | 1,580,994 | 6,398,714 | 3,799,206 |
Total operating expenses | 2,237,038 | 1,601,771 | 6,431,045 | 3,914,277 |
Loss from operations | (2,228,890) | (1,540,971) | (6,388,997) | (3,809,717) |
Other expense | ||||
Interest expense | ||||
Total other expense | ||||
Net loss before income taxes | (2,228,890) | (1,540,971) | (6,388,997) | (3,809,717) |
Income taxes | ||||
Net Loss | $ (2,228,890) | $ (1,540,971) | $ (6,388,997) | $ (3,809,717) |
Basic and diluted per common share amounts: | ||||
Basic net loss | $ (0.01) | $ (0.01) | $ (0.02) | $ (0.03) |
Diluted net loss | $ (0.01) | $ (0.01) | $ (0.02) | $ (0.03) |
Weighted average number of common shares outstanding (basic) | 301,987,035 | 183,052,494 | 273,435,373 | 133,157,743 |
Weighted average number of common shares outstanding (diluted) | 301,987,035 | 183,052,494 | 273,435,373 | 133,157,743 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) | Common Stock [Member] | Common Stock Subscribed [Member] | Subscription Receivable [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance at Jun. 30, 2022 | $ 997,486 | $ 580,563 | $ (1,193,000) | $ 9,850,605 | $ (1,254,011) | $ 8,981,643 |
Balance, shares at Jun. 30, 2022 | 157,804,875 | |||||
Net Income (Loss) | (398,656) | (398,656) | ||||
Shares issued | $ 1,000 | 99,000 | 100,000 | |||
Shares issued, shares | 100,000 | |||||
Shares issued for professional Services | $ 3,698 | 78,946 | 82,644 | |||
Shares issued for professional Services, shares | 369,781 | |||||
Balance at Sep. 30, 2022 | $ 1,002,184 | 580,563 | (1,193,000) | 10,028,551 | (1,652,667) | 8,765,631 |
Balance, shares at Sep. 30, 2022 | 158,274,656 | |||||
Balance at Jun. 30, 2022 | $ 997,486 | 580,563 | (1,193,000) | 9,850,605 | (1,254,011) | 8,981,643 |
Balance, shares at Jun. 30, 2022 | 157,804,875 | |||||
Net Income (Loss) | (3,809,717) | |||||
Balance at Mar. 31, 2023 | $ 2,522,271 | 9,430 | (943,000) | 9,844,510 | (5,063,728) | 6,369,483 |
Balance, shares at Mar. 31, 2023 | 253,170,053 | |||||
Balance at Sep. 30, 2022 | $ 1,002,184 | 580,563 | (1,193,000) | 10,028,551 | (1,652,667) | 8,765,631 |
Balance, shares at Sep. 30, 2022 | 158,274,656 | |||||
Net Income (Loss) | (1,870,090) | (1,870,090) | ||||
Shares issued for professional Services | $ 317 | 4,517 | 4,834 | |||
Shares issued for professional Services, shares | 31,648 | |||||
Share subscribed adjustment for acquisition | $ 516,530 | (568,633) | (212,897) | (265,000) | ||
Share subscribed adjustment for acquisition, shares | (5,210,209) | |||||
Balance at Dec. 31, 2022 | $ 1,519,031 | 11,930 | (1,193,000) | 9,820,171 | (3,522,757) | 6,635,375 |
Balance, shares at Dec. 31, 2022 | 153,096,095 | |||||
Net Income (Loss) | (1,540,971) | (1,540,971) | ||||
Shares issued for professional Services | $ 740 | 24,339 | 25,079 | |||
Shares issued for professional Services, shares | 73,958 | |||||
Restricted Stock Awards | $ 1,000,000 | 1,000,000 | ||||
Restricted Stock Awards, shares | 100,000,000 | |||||
Decrease in subscriptions | $ 2,500 | (2,500) | 250,000 | 250,000 | ||
Balance at Mar. 31, 2023 | $ 2,522,271 | 9,430 | (943,000) | 9,844,510 | (5,063,728) | 6,369,483 |
Balance, shares at Mar. 31, 2023 | 253,170,053 | |||||
Balance at Jun. 30, 2023 | $ 2,522,271 | 9,430 | (943,000) | 9,844,510 | (5,549,457) | 5,883,754 |
Balance, shares at Jun. 30, 2023 | 253,170,053 | |||||
Net Income (Loss) | (3,531,828) | (3,531,828) | ||||
Balance at Sep. 30, 2023 | $ 2,522,271 | 9,430 | (943,000) | 9,844,510 | (9,081,285) | 2,351,926 |
Balance, shares at Sep. 30, 2023 | 253,170,053 | |||||
Balance at Jun. 30, 2023 | $ 2,522,271 | 9,430 | (943,000) | 9,844,510 | (5,549,457) | 5,883,754 |
Balance, shares at Jun. 30, 2023 | 253,170,053 | |||||
Net Income (Loss) | (6,388,997) | |||||
Balance at Mar. 31, 2024 | $ 3,522,371 | 9,430 | (943,000) | 9,848,938 | (11,938,455) | 499,284 |
Balance, shares at Mar. 31, 2024 | 353,180,035 | |||||
Balance at Sep. 30, 2023 | $ 2,522,271 | 9,430 | (943,000) | 9,844,510 | (9,081,285) | 2,351,926 |
Balance, shares at Sep. 30, 2023 | 253,170,053 | |||||
Net Income (Loss) | (628,280) | (628,280) | ||||
Shares issued | $ 500,000 | 500,000 | ||||
Shares issued, shares | 50,000,000 | |||||
Shares issued for professional Services | $ 100 | 4,428 | 4,528 | |||
Shares issued for professional Services, shares | 9,982 | |||||
Balance at Dec. 31, 2023 | $ 3,022,371 | 9,430 | (943,000) | 9,848,938 | (9,709,565) | 2,228,174 |
Balance, shares at Dec. 31, 2023 | 303,180,035 | |||||
Net Income (Loss) | (2,228,890) | $ (2,228,890) | ||||
Shares issued, shares | 50,000,000 | |||||
Shares issued for professional Services | $ 500,000 | $ 500,000 | ||||
Shares issued for professional Services, shares | 50,000,000 | |||||
Restricted Stock Awards | 50,000,000 | |||||
Balance at Mar. 31, 2024 | $ 3,522,371 | $ 9,430 | $ (943,000) | $ 9,848,938 | $ (11,938,455) | $ 499,284 |
Balance, shares at Mar. 31, 2024 | 353,180,035 |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Stockholders' Equity (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2024 | Dec. 31, 2023 | Sep. 30, 2022 |
Statement of Stockholders' Equity [Abstract] | |||
Price per share, issued Par Value | $ 0.01 | $ 0.01 | $ 1 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (6,388,997) | $ (3,809,717) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation | 2,649 | 1,763 |
Stock based compensation | 1,004,528 | 112,557 |
Restricted Stock Awards | 1,000,000 | |
Amortization of operating lease right-of-use | 50,130 | 36,709 |
Changes in operating assets and liabilities: | ||
(Increase) in accounts receivable | (118) | |
(Increase) in prepaid expenses | (5,842) | (63,176) |
(Increase) decrease in Inventory expenses | (89,721) | |
(Increase) in escrow deposit - real estate | (5,000) | |
(Increase) in security deposit | (14,500) | |
Increase (decrease) in due to related party | 5,436,368 | (15,231) |
Increase (decrease) in accounts payable | 86,351 | 20,927 |
Increase (decrease) in security deposit liability | 1,700 | |
Increase (decrease) in accrued expenses | (31,395) | 2,091,934 |
(Decrease) in operating lease liabilities | (49,778) | (27,416) |
Net cash used in operating activities | 10,875 | (666,150) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of fixed assets | (58,130) | |
Sale of fixed assets | 1,849 | |
Net cash used in investing activities | 1,849 | (58,130) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Increase in related party advances, net | 200,215 | |
Payment of note payable | (280,000) | |
Net proceeds from sale of equity | 100,000 | |
Proceeds from subscription receivable | 250,000 | |
Net cash provided by financing activities | 270,215 | |
Net (decrease) in cash | 12,724 | (454,065) |
Cash - beginning of year | 79 | 481,965 |
Cash - end of year | $ 12,803 | $ 27,900 |
NATURE OF OPERATIONS
NATURE OF OPERATIONS | 9 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF OPERATIONS | 1. NATURE OF OPERATIONS Nature of Business Awaysis Capital, Inc., a Delaware corporation, (“Awaysis”, “the Company”, “we”, “us” or “our’) is a real estate management and hospitality company focused on acquisition, redevelopment, sales, and managing rentals of residential vacation home communities in desirable travel destinations. We seek to create value through the targeting and acquisition, development, and up-cycling, rebranding, and repositioning of currently undervalued operating and shovel ready residential/resort communities in global travel destinations, with the intention to relaunch these assets under the “Awaysis” brand with the goals of creating a network of residential and resort enclave communities that will optimize both sales and rental revenues, providing attractive returns to owners and exceptional vacation experiences to travelers. Increased global trends towards “work from home” opportunities has impacted both residency and travel. We believe that more people are seeking comfortable and convenient places to travel, visit, and live for extended durations. We seek to capitalize on these trends by transforming residential/resort properties in desirable locations into convenient enclaves that facilitate this type of travel or residency. We define an enclave as a gated community that has all the amenities that will allow a person to live, work and play without having to leave the community. At least initially, our target acquisitions are resorts that have not been completed nor have a prior operational history. As such we intend to purchase the real estate and finish the development, then we would sell the finished units and put them in a rental pool that we would manage. We seek to own and grow a stable, cash generating, diversified portfolio of single-family and luxury resort/residence properties in the Caribbean, Europe, South America, and the United States. We are a licensed real estate corporation in the State of Florida and maintain compliance with the Florida Real Estate Commission, the entity that regulates companies providing real estate services such as rentals, management, and sales. Additionally, our business is subject to federal, state, local and foreign laws, rules, and regulations that may vary depending on the geographical location and classification of our individual properties. Hospitality operations are also subject to compliance with the U.S. Americans with Disabilities Act and other laws and regulations relating to accessibility, and to laws, regulations and standards in other areas such as zoning and land use, licensing, permitting and registrations, safety, environmental and other property condition matters, staffing and employee training, and cleanliness/sanitation protocols. Our business strategy entails targeting and identifying undervalued assets in emerging markets located in proximity to high demand travel destinations. The Company intends to focus these efforts on shovel-ready properties and/or other assets that we believe can be used to optimize sales and rental revenues. We have currently identified five properties in Belize, all of which are expected to constitute our initial real estate portfolio. To that effect, on June 30, 2022, we closed on the acquisition of certain real estate assets in San Pedro, Belize (the “Casamora Awaysis Assets”), pursuant to our previously announced series of Agreements of Purchase and Sale, all dated April 15, 2022. The total consideration paid by us for the properties subject to the agreements was at the appraisal value of $ 11.4 2.6 0 280,000 0 56.8 0.150 Company History The Company was formed in Delaware on September 29, 2008 under the name ASPI, Inc. On May 18, 2022, the Company changed its name from JV Group, Inc. to Awaysis Capital, Inc. In connection with this name change, we changed our ticker symbol from “ASZP” to “AWCA” and effective May 25, 2022, we began trading on the OTC Market under our new symbol. In December 2021, we formed a wholly owned subsidiary, Awaysis Capital, LLC, a Florida single member limited liability corporation to hold the office lease and to become the master payroll company for Awaysis Capital, Inc. We also formed a wholly owned subsidiary, Awaysis Casamora Limited, a Belize single member limited liability corporation to hold the title to the acquisition of the Casamora assets. From October 2015 to February 2022, we were a publicly quoted shell company seeking to merge with an entity with experienced management and opportunities for growth in return for shares of our common stock to create values for our shareholders. In February 2022, the Board of Directors of the Company determined to pursue a business strategy of acquiring, developing and managing residential vacation home communities in desirable travel destinations. The Company’s principal executive office is located at 3400 Lakeside Drive, Suite 100, Miramar, FL 33027 and its main number is 855-795-3377. The Company’s website address is www.awaysisgroup.com. The information contained on, or that can be accessed through, our website is not incorporated by reference and is not a part of this |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | 2. SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The summary of significant accounting policies is presented to assist in the understanding of the financial statements. These policies conform to accounting principles generally accepted in the United States of America (“GAAP”) and have been consistently applied. The Company has selected June 30 as its financial year end. Principles of Consolidation The consolidated financial statements include accounts of the Company’s wholly-owned subsidiaries Awaysis Capital, LLC, Awaysis Casamora Limited, Awaysis Chial Limited and Awaysis Cove Limited. All significant intercompany balances and transactions have been eliminated in consolidation. Interim Financial Statements The accompanying unaudited interim condensed financial statements have been prepared in accordance with GAAP for interim financial information in accordance with Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In our opinion, all adjustments (consisting of normal recurring accruals) considered necessary for fair presentation have been included. While we believe that the disclosures presented herein are adequate and not misleading, these interim condensed financial statements should be read in conjunction with the audited financial statements and the footnotes thereto for the fiscal year ended June 30, 2023 included in our Annual Report on Form 10-K for the fiscal year ended June 30, 2023 and filed on October 17, 2023. Operating results for the interim period presented are not necessarily indicative of the results for the full year. Use of Estimates The preparation of financial statements in conformity with GAAP 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 and Cash Equivalents We maintain cash balances in a non-interest-bearing account and unrestricted cash in escrow that currently does not exceed federally insured limits. For the purposes of the statements of cash flows, all highly liquid investments with a maturity of three months or less are considered to be cash equivalents. As of March 31, 2024 and June 30, 2023, our cash balance was $ 12,803 79 Cash and cash equivalents are stated at amortized cost which approximates fair value. Fair Value Measurements ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”), provides a comprehensive framework for measuring fair value and expands disclosures which are required about fair value measurements. Specifically, ASC 820 sets forth a definition of fair value and establishes a hierarchy prioritizing the inputs to valuation techniques, giving the highest priority to quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable value inputs. ASC 820 defines the hierarchy as follows: Level 1 – Quoted prices are available in active markets for identical assets or liabilities as of the reported date. The types of assets and liabilities included in Level 1 are highly liquid and actively traded instruments with quoted prices, such as equities listed on the New York Stock Exchange. Level 2 – Pricing inputs are other than quoted prices in active markets but are either directly or indirectly observable as of the reported date. The types of assets and liabilities in Level 2 are typically either comparable to actively traded securities or contracts or priced with models using highly observable inputs. Level 3 – Significant inputs to pricing that are unobservable as of the reporting date. The types of assets and liabilities included in Level 3 are those with inputs requiring significant management judgment or estimation, such as complex and subjective models and forecasts used to determine the fair value of financial transmission rights. Our financial instruments consist of cash and cash equivalents accounts payable, accounts payable - related party and note payable – related party. The carrying amount of our cash and cash equivalents, accounts payable, accounts payable - related party and note payable – related party approximate their fair values because of the short-term maturities of these instruments. Related Party Transactions A related party is generally defined as (i) any person that holds 10% or more of our membership interests including such person’s immediate families, (ii) our management, (iii) someone that directly or indirectly controls, is controlled by or is under common control with us, or (iv) anyone who can significantly influence our financial and operating decisions. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. See Note 6 below for details of related party transactions in the period presented. Fixed Assets Fixed assets are carried at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives. The fixed assets include property, equipment and software which ownership is maintained by the Company. Leases The Company adopted Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842), and all related amendments on January 1, 2022, on a modified retrospective basis. Under Topic 842, the Company determines if an arrangement is or contains a lease at inception. A contract is or contains a lease if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The lease term includes options to extend the lease when it is reasonably certain that the Company will exercise that option and when doing so is at the Company’s sole discretion. The Company has elected the short-term lease exception for all classes of assets, and therefore has not applied the recognition requirements of Topic 842 to leases of 12 months or less. The Company has also elected the practical expedient to not separate lease and non-lease components for all classes of assets. The Company’s classes of assets that are leased include real estate leases and equipment leases. Real estate leases typically pertain to the Company’s corporate office locations, field operation locations, or vacation properties whereby the Company takes control of a third party’s property during the lease period for the purpose of renting the property on a short-term basis. The Company recognizes lease expense on a straight-line basis over the lease term. The Company’s lease agreements may contain variable costs such as common area maintenance, operating expenses or other costs. Variable lease costs are expensed as incurred on the consolidated statements of operations. We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) as assets, operating lease non-current liabilities, and operating lease current liabilities in our balance sheet. Finance leases are property and equipment, other current liabilities, and other non-current liabilities in the balance sheet. ROU assets represent the right to use an asset for the lease term and lease liability represent the obligation to make lease payment arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over lease term. As most of the leases don’t provide an implicit rate, we generally use the incremental borrowing rate on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date. The operating ROU asset also includes any lease payments made and excludes lease incentives. Lease expense for lease payment is recognized on a straight-line basis over lease term. We were party to an operating lease agreement during the nine months ended March 31, 2024. Income Taxes The Company accounts for income taxes under Section 740-10-30 of the FASB Accounting Standards Codification. Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date. The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”). Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent ( 50 The estimated future tax effects of temporary differences between the tax basis of assets and liabilities are reported in the accompanying balance sheets, as well as tax credit carry-backs and carry-forwards. The Company periodically reviews the recoverability of deferred tax assets recorded on its balance sheets and provides valuation allowances as management deems necessary. Management makes judgments as to the interpretation of the tax laws that might be challenged upon an audit and cause changes to previous estimates of tax liability. In addition, the Company operates within multiple taxing jurisdictions and is subject to audit in these jurisdictions. In management’s opinion, adequate provisions for income taxes have been made for all years. If actual taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of reserves may be necessary. Revenue Recognition Revenue Recognition Standard, ASC 606 is used by the Company to recognize revenue. ASC 606 standards were jointly issued by the Financial Accounting Standards Board (FASB) and the International Accounting Standards Board (IASB). Revenues are recognized when control of the promised goods or services are transferred to a customer, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements: Step 1: Identify the contract(s) with customers Step 2: Identify the performance obligations in the contract Step 3: Determine the transaction price Step 4: Allocate the transaction price to performance obligations Step 5: Recognize revenue when the entity satisfies a performance obligation The Company is a development stage corporation. The Company currently derives its revenue primarily from the short-term unit rentals of sold and unsold inventory at the resort we own and manage. Revenue from rentals is recognized over the period in which a guest completes a stay. Revenue recognized from rentals was $ 4,448 13,048 Other services consist of revenue derived from our real estate brokerage and other related services. Revenue recognized from other services was $ 3,700 29,000 Other Services In addition to providing vacation rental platform services, the Company provides or intends to provide other services including real estate brokerage and management services to the home owners associations. The purpose of these services is to attract and retain homeowners as customers of the Company’s vacation rental platform. As such, the Company enters into or would enter into an exclusive rental management contract with each home owners associations it controls. Under the real estate brokerage services, the Company assists or would assist home buyers and sellers in listing, marketing, selling and finding homes. Real estate commissions earned by the Company’s real estate brokerage business are or would be recorded as revenue at a point in time which is upon the closing of a real estate transaction (i.e., purchase or sale of a home). The commissions the Company pays to real estate agents are recognized concurrently with associated revenues and presented as cost of revenue in the consolidated statements of operations. Under the home owners association management services, the Company provides or would provide common area property management, community governance, and association accounting services to community and homeowner associations in exchange for a management fee and other incrementally billed services. The services represent an individual performance obligation in which the Company has determined it is primarily responsible. Revenue is recognized over time as services are rendered for the management fee and incrementally billed services are recognized at a point in time. Inventory New real estate inventory is carried at the lower of cost or net realizable value. The cost of finished inventories determined on the specific identification method is removed from inventories and recorded as a component of cost of sales at the time revenue is recognized. Consistent with ASC 970-340-253, the Company capitalizes cost when expenditures for the assets have been made and activities that are necessary to get the asset ready for its intended use are in progress. If portions of the project are substantially completed and moved to the rental pool on a short term rental basis and not sold, the substantial portions shall be accounted for as a separate project. Inventory, consisting of real estate under construction, was $ 11,412,946 Financial Instruments Fair Value of Financial Instruments - From inception, the Company adopted ASC 820, Fair Value Measurements and Disclosures, 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. The carrying amounts of financial instruments including cash, accounts payable, warrant liability and notes payable approximated fair value as of March 31, 2024 due to the relatively short maturity of the respective instruments. Advertising and Marketing Costs We expense advertising costs when advertisements occur. Advertising for the Company consists primarily of the creation and marketing of the Awaysis brand guideline, logo, wordmark, tagline, and website. Advertising expenses amounted to approximately $ 4,295 32,331 Stock Based Compensation The cost of equity instruments issued to employees and non-employees in return for goods and services is measured by the grant date fair value of the equity instruments issued in accordance with ASC 718, Compensation – Stock Compensation. The related expense is recognized as services are rendered or vesting periods elapse. Stock-based compensation of $ 504,528 504,528 Net Loss per Share Calculation Basic earnings (loss) per common share (“EPS”) is computed by dividing net income (loss) available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted average shares outstanding, assuming all dilutive potential common shares were issued. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. No Recently Issued Accounting Pronouncements As of March 31, 2024, there were several new accounting pronouncements issued by the Financial Accounting Standards Board. Each of these pronouncements, as applicable, has been or will be adopted by the Company. Management does not believe the adoption of any of these accounting pronouncements has had or will have a material impact on the Company’s consolidated financial statements. |
GOING CONCERN
GOING CONCERN | 9 Months Ended |
Mar. 31, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | 3. GOING CONCERN The Company adopted Accounting Standards Update No. 2014-15, “ Presentation of Financial Statements-Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”) 12,803 943,000 0 0 The Company is commencing operations and seeking to generate sufficient revenue and have received sufficient subscriptions that if and when funded would support its current basic operations for at least the next 12 months; however, the subscriptions have not been paid as of the date of this filing and the Company’s cash position may not be sufficient to support the Company’s long-term strategy. While the Company believes in the viability of its strategy to commence operations and generate sufficient revenue to further develop its first properties through presales, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan, generate sufficient revenue through presales or otherwise, and its ability to raise additional funds. These conditions, in the aggregate, raise substantial doubt as to the Company’s ability to continue as a going concern. Accordingly, management has determined that substantial doubt exists about the Company’s ability to continue as a going concern within one year of the date of issue of these financial statements. These consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. |
FIXED ASSETS
FIXED ASSETS | 9 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
FIXED ASSETS | 4. FIXED ASSETS The carrying basis and accumulated depreciation of fixed assets at March 31, 2024 and 2023 is as follows: SCHEDULE OF FIXED ASSETS March 31, March 31, Useful Lives 2024 2023 Furniture and fixtures 7 $ 15,017 $ 15,017 Computer and equipment 5 8,782 35,631 Software 3 26,127 29,627 Total fixed assets, gross 26,127 29,627 Less depreciation and amortization (5,396 ) (1,763 ) Total fixed assets, net $ 44,530 78,512 The Company recorded depreciation expense of $ 2,649 1,763 |
ACCOUNTS PAYABLE AND ACCRUED EX
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 9 Months Ended |
Mar. 31, 2024 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 5. ACCOUNTS PAYABLE AND ACCRUED EXPENSES As of March 31, 2024 and 2023, the balance of accounts payable was $ 131,210 62,897 As of March 31, 2024 and 2023, the balance of accrued expenses was $ 0 2,179,024 |
DUE TO RELATED PARTY
DUE TO RELATED PARTY | 9 Months Ended |
Mar. 31, 2024 | |
Related Party Transactions [Abstract] | |
DUE TO RELATED PARTY | 6. DUE TO RELATED PARTY As of March 31, 2024 and 2023, the balance due to related party was $ 8,270,691 212,712 |
NOTES PAYABLE
NOTES PAYABLE | 9 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | 7. NOTES PAYABLE On June 30, 2022, the Company purchased from a non-related party, real estate asset appraised at $ 11,409,500 0 2,600,000 280,000 The Company has notes payable as of March 31, 2024 and 2023 in the amount of approximately $ 2,600,000 2,600,000 |
OPERATING LEASES - LESSEE
OPERATING LEASES - LESSEE | 9 Months Ended |
Mar. 31, 2024 | |
Operating Leases - Lessee | |
OPERATING LEASES - LESSEE | 8. OPERATING LEASES - LESSEE The Company has an operating lease for office space, with a term of 5 The maturity schedule of future minimum lease payments under operating leases and the reconciliation to the operating lease liabilities reported on the Consolidated Balance Sheets was as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS March 31, 2024 Remaining three months ending June 30, 2024 $ 21,929 2025 89,003 2026 90,588 2027 92,220 Thereafter 31,113 Total operating lease payments 324,853 Present value adjustment (35,953 ) Total operating lease liabilities $ 288,900 As of March 31, 2024, the total operating lease liability amount of $ 288,900 88,617 200,284 Operating lease costs were $ 65,888 51,246 The following table summarizes the weighted-average remaining lease term and weighted-average discount rate related to the Company’s operating leases as of March 31, 2024: SCHEDULE OF WEIGHTED AVERAGE REMAINING LEASE TERM AND WEIGHTED AVERAGE DISCOUNT RATE March 31, 2024 Weighted-average remaining lease term, years 3.6 Weighted-average discount rate, % 7.0 % |
COMMITMENTS & CONTINGENCIES
COMMITMENTS & CONTINGENCIES | 9 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS & CONTINGENCIES | 9. COMMITMENTS & CONTINGENCIES Legal Proceedings We were not subject to any legal proceedings during the nine months ended March 31, 2024, and, to the best of our knowledge, no Purchase Commitments We were not party to any purchase commitments during the nine months ended March 31, 2024. |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 9 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | 10. STOCKHOLDERS’ EQUITY Preferred Stock As of March 31, 2024, we were authorized to issue 25,000,000 0.01 No Common Stock As of March 31, 2024, we were authorized to issue 1,000,000,000 0.01 352,237,035 943,000 In June 2022, prior to the commencement of the Company’s fiscal year ending June 30, 2023, the Company was contractually obligated and committed to issue an aggregate of 56,863,334 8,529,500 5,210,209 265,000 51,653,125 During the three and nine months ended March 31, 2024, the Company provided stock based compensation of $ 500,000 504,528 9,982 0.44 100,000,000 0.01 As of March 31, 2024, the Company has committed subscription agreements from investors, entered into during a private offering, for 943,000 1.00 943,000 The Company has not declared or paid any dividends or returned any capital to common stock shareholders as of March 31, 2024, and 2023. Warrants No Restricted Stock Awards On February 13, 2023, the Company awarded restricted shares of Company common stock to certain of its executive officers and directors, equal in an aggregate assumed value of $ 1,000,000 50 50 In December 2023, the Company awarded 50,000,000 100 During the quarter ended March 31, 2024, the Company authorized and directed the award of 50,000,000 100 50,000,000 Stock Options The Company adopted the 2022 Omnibus Performance Award Plan in February 2022. The Plan authorizes the granting of 19,977,931 On February 13, 2023, the Company awarded to certain of its executive officers, options to purchase an aggregate of 22,500,000 0.32 No |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Mar. 31, 2024 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 11. SUBSEQUENT EVENTS The Company evaluated subsequent events after March 31, 2024, in accordance with FASB ASC 855 Subsequent Events, through the date of the issuance of these financial statements and has determined that no disclosure is necessary. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The summary of significant accounting policies is presented to assist in the understanding of the financial statements. These policies conform to accounting principles generally accepted in the United States of America (“GAAP”) and have been consistently applied. The Company has selected June 30 as its financial year end. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include accounts of the Company’s wholly-owned subsidiaries Awaysis Capital, LLC, Awaysis Casamora Limited, Awaysis Chial Limited and Awaysis Cove Limited. All significant intercompany balances and transactions have been eliminated in consolidation. |
Interim Financial Statements | Interim Financial Statements The accompanying unaudited interim condensed financial statements have been prepared in accordance with GAAP for interim financial information in accordance with Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In our opinion, all adjustments (consisting of normal recurring accruals) considered necessary for fair presentation have been included. While we believe that the disclosures presented herein are adequate and not misleading, these interim condensed financial statements should be read in conjunction with the audited financial statements and the footnotes thereto for the fiscal year ended June 30, 2023 included in our Annual Report on Form 10-K for the fiscal year ended June 30, 2023 and filed on October 17, 2023. Operating results for the interim period presented are not necessarily indicative of the results for the full year. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP 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 and Cash Equivalents | Cash and Cash Equivalents We maintain cash balances in a non-interest-bearing account and unrestricted cash in escrow that currently does not exceed federally insured limits. For the purposes of the statements of cash flows, all highly liquid investments with a maturity of three months or less are considered to be cash equivalents. As of March 31, 2024 and June 30, 2023, our cash balance was $ 12,803 79 Cash and cash equivalents are stated at amortized cost which approximates fair value. |
Fair Value Measurements | Fair Value Measurements ASC Topic 820, Fair Value Measurements and Disclosures (“ASC 820”), provides a comprehensive framework for measuring fair value and expands disclosures which are required about fair value measurements. Specifically, ASC 820 sets forth a definition of fair value and establishes a hierarchy prioritizing the inputs to valuation techniques, giving the highest priority to quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable value inputs. ASC 820 defines the hierarchy as follows: Level 1 – Quoted prices are available in active markets for identical assets or liabilities as of the reported date. The types of assets and liabilities included in Level 1 are highly liquid and actively traded instruments with quoted prices, such as equities listed on the New York Stock Exchange. Level 2 – Pricing inputs are other than quoted prices in active markets but are either directly or indirectly observable as of the reported date. The types of assets and liabilities in Level 2 are typically either comparable to actively traded securities or contracts or priced with models using highly observable inputs. Level 3 – Significant inputs to pricing that are unobservable as of the reporting date. The types of assets and liabilities included in Level 3 are those with inputs requiring significant management judgment or estimation, such as complex and subjective models and forecasts used to determine the fair value of financial transmission rights. Our financial instruments consist of cash and cash equivalents accounts payable, accounts payable - related party and note payable – related party. The carrying amount of our cash and cash equivalents, accounts payable, accounts payable - related party and note payable – related party approximate their fair values because of the short-term maturities of these instruments. |
Related Party Transactions | Related Party Transactions A related party is generally defined as (i) any person that holds 10% or more of our membership interests including such person’s immediate families, (ii) our management, (iii) someone that directly or indirectly controls, is controlled by or is under common control with us, or (iv) anyone who can significantly influence our financial and operating decisions. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. See Note 6 below for details of related party transactions in the period presented. |
Fixed Assets | Fixed Assets Fixed assets are carried at cost less accumulated depreciation and amortization. Depreciation is computed using the straight-line method over the estimated useful lives. The fixed assets include property, equipment and software which ownership is maintained by the Company. |
Leases | Leases The Company adopted Accounting Standards Update (“ASU”) 2016-02, Leases (Topic 842), and all related amendments on January 1, 2022, on a modified retrospective basis. Under Topic 842, the Company determines if an arrangement is or contains a lease at inception. A contract is or contains a lease if it conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The lease term includes options to extend the lease when it is reasonably certain that the Company will exercise that option and when doing so is at the Company’s sole discretion. The Company has elected the short-term lease exception for all classes of assets, and therefore has not applied the recognition requirements of Topic 842 to leases of 12 months or less. The Company has also elected the practical expedient to not separate lease and non-lease components for all classes of assets. The Company’s classes of assets that are leased include real estate leases and equipment leases. Real estate leases typically pertain to the Company’s corporate office locations, field operation locations, or vacation properties whereby the Company takes control of a third party’s property during the lease period for the purpose of renting the property on a short-term basis. The Company recognizes lease expense on a straight-line basis over the lease term. The Company’s lease agreements may contain variable costs such as common area maintenance, operating expenses or other costs. Variable lease costs are expensed as incurred on the consolidated statements of operations. We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) as assets, operating lease non-current liabilities, and operating lease current liabilities in our balance sheet. Finance leases are property and equipment, other current liabilities, and other non-current liabilities in the balance sheet. ROU assets represent the right to use an asset for the lease term and lease liability represent the obligation to make lease payment arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over lease term. As most of the leases don’t provide an implicit rate, we generally use the incremental borrowing rate on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date. The operating ROU asset also includes any lease payments made and excludes lease incentives. Lease expense for lease payment is recognized on a straight-line basis over lease term. We were party to an operating lease agreement during the nine months ended March 31, 2024. |
Income Taxes | Income Taxes The Company accounts for income taxes under Section 740-10-30 of the FASB Accounting Standards Codification. Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date. The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”). Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent ( 50 The estimated future tax effects of temporary differences between the tax basis of assets and liabilities are reported in the accompanying balance sheets, as well as tax credit carry-backs and carry-forwards. The Company periodically reviews the recoverability of deferred tax assets recorded on its balance sheets and provides valuation allowances as management deems necessary. Management makes judgments as to the interpretation of the tax laws that might be challenged upon an audit and cause changes to previous estimates of tax liability. In addition, the Company operates within multiple taxing jurisdictions and is subject to audit in these jurisdictions. In management’s opinion, adequate provisions for income taxes have been made for all years. If actual taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of reserves may be necessary. |
Revenue Recognition | Revenue Recognition Revenue Recognition Standard, ASC 606 is used by the Company to recognize revenue. ASC 606 standards were jointly issued by the Financial Accounting Standards Board (FASB) and the International Accounting Standards Board (IASB). Revenues are recognized when control of the promised goods or services are transferred to a customer, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements: Step 1: Identify the contract(s) with customers Step 2: Identify the performance obligations in the contract Step 3: Determine the transaction price Step 4: Allocate the transaction price to performance obligations Step 5: Recognize revenue when the entity satisfies a performance obligation The Company is a development stage corporation. The Company currently derives its revenue primarily from the short-term unit rentals of sold and unsold inventory at the resort we own and manage. Revenue from rentals is recognized over the period in which a guest completes a stay. Revenue recognized from rentals was $ 4,448 13,048 Other services consist of revenue derived from our real estate brokerage and other related services. Revenue recognized from other services was $ 3,700 29,000 Other Services In addition to providing vacation rental platform services, the Company provides or intends to provide other services including real estate brokerage and management services to the home owners associations. The purpose of these services is to attract and retain homeowners as customers of the Company’s vacation rental platform. As such, the Company enters into or would enter into an exclusive rental management contract with each home owners associations it controls. Under the real estate brokerage services, the Company assists or would assist home buyers and sellers in listing, marketing, selling and finding homes. Real estate commissions earned by the Company’s real estate brokerage business are or would be recorded as revenue at a point in time which is upon the closing of a real estate transaction (i.e., purchase or sale of a home). The commissions the Company pays to real estate agents are recognized concurrently with associated revenues and presented as cost of revenue in the consolidated statements of operations. Under the home owners association management services, the Company provides or would provide common area property management, community governance, and association accounting services to community and homeowner associations in exchange for a management fee and other incrementally billed services. The services represent an individual performance obligation in which the Company has determined it is primarily responsible. Revenue is recognized over time as services are rendered for the management fee and incrementally billed services are recognized at a point in time. |
Inventory | Inventory New real estate inventory is carried at the lower of cost or net realizable value. The cost of finished inventories determined on the specific identification method is removed from inventories and recorded as a component of cost of sales at the time revenue is recognized. Consistent with ASC 970-340-253, the Company capitalizes cost when expenditures for the assets have been made and activities that are necessary to get the asset ready for its intended use are in progress. If portions of the project are substantially completed and moved to the rental pool on a short term rental basis and not sold, the substantial portions shall be accounted for as a separate project. Inventory, consisting of real estate under construction, was $ 11,412,946 |
Financial Instruments | Financial Instruments Fair Value of Financial Instruments - From inception, the Company adopted ASC 820, Fair Value Measurements and Disclosures, 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. The carrying amounts of financial instruments including cash, accounts payable, warrant liability and notes payable approximated fair value as of March 31, 2024 due to the relatively short maturity of the respective instruments. |
Advertising and Marketing Costs | Advertising and Marketing Costs We expense advertising costs when advertisements occur. Advertising for the Company consists primarily of the creation and marketing of the Awaysis brand guideline, logo, wordmark, tagline, and website. Advertising expenses amounted to approximately $ 4,295 32,331 |
Stock Based Compensation | Stock Based Compensation The cost of equity instruments issued to employees and non-employees in return for goods and services is measured by the grant date fair value of the equity instruments issued in accordance with ASC 718, Compensation – Stock Compensation. The related expense is recognized as services are rendered or vesting periods elapse. Stock-based compensation of $ 504,528 504,528 |
Net Loss per Share Calculation | Net Loss per Share Calculation Basic earnings (loss) per common share (“EPS”) is computed by dividing net income (loss) available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted average shares outstanding, assuming all dilutive potential common shares were issued. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. No |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements As of March 31, 2024, there were several new accounting pronouncements issued by the Financial Accounting Standards Board. Each of these pronouncements, as applicable, has been or will be adopted by the Company. Management does not believe the adoption of any of these accounting pronouncements has had or will have a material impact on the Company’s consolidated financial statements. |
FIXED ASSETS (Tables)
FIXED ASSETS (Tables) | 9 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
SCHEDULE OF FIXED ASSETS | The carrying basis and accumulated depreciation of fixed assets at March 31, 2024 and 2023 is as follows: SCHEDULE OF FIXED ASSETS March 31, March 31, Useful Lives 2024 2023 Furniture and fixtures 7 $ 15,017 $ 15,017 Computer and equipment 5 8,782 35,631 Software 3 26,127 29,627 Total fixed assets, gross 26,127 29,627 Less depreciation and amortization (5,396 ) (1,763 ) Total fixed assets, net $ 44,530 78,512 |
OPERATING LEASES - LESSEE (Tabl
OPERATING LEASES - LESSEE (Tables) | 9 Months Ended |
Mar. 31, 2024 | |
Operating Leases - Lessee | |
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS | The maturity schedule of future minimum lease payments under operating leases and the reconciliation to the operating lease liabilities reported on the Consolidated Balance Sheets was as follows: SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS March 31, 2024 Remaining three months ending June 30, 2024 $ 21,929 2025 89,003 2026 90,588 2027 92,220 Thereafter 31,113 Total operating lease payments 324,853 Present value adjustment (35,953 ) Total operating lease liabilities $ 288,900 |
SCHEDULE OF WEIGHTED AVERAGE REMAINING LEASE TERM AND WEIGHTED AVERAGE DISCOUNT RATE | The following table summarizes the weighted-average remaining lease term and weighted-average discount rate related to the Company’s operating leases as of March 31, 2024: SCHEDULE OF WEIGHTED AVERAGE REMAINING LEASE TERM AND WEIGHTED AVERAGE DISCOUNT RATE March 31, 2024 Weighted-average remaining lease term, years 3.6 Weighted-average discount rate, % 7.0 % |
NATURE OF OPERATIONS (Details N
NATURE OF OPERATIONS (Details Narrative) - USD ($) | 3 Months Ended | |||||
Feb. 13, 2023 | Aug. 08, 2022 | Jun. 30, 2022 | Mar. 31, 2024 | Dec. 31, 2023 | Sep. 30, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||||||
Number of shares issued | 22,500,000 | 50,000,000 | ||||
Share price per share | $ 0.01 | $ 0.01 | $ 1 | |||
Series of Individually Immaterial Business Acquisitions [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Total consideration | $ 11,400,000 | |||||
Number of shares issued | 56,800,000 | 2,600,000 | ||||
Interest rate payable | 0% | 0% | ||||
Purchase of mortgage | $ 280,000 | |||||
Share price per share | $ 0.150 |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2024 | Dec. 31, 2024 | Jun. 30, 2023 | |
Cash | $ 12,803 | $ 12,803 | $ 12,803 | $ 79 |
Income tax benefits recognized | 50% | |||
Rental income | 4,448 | $ 13,048 | ||
Revenue from other services | 3,700 | 29,000 | ||
Inventory | 11,412,946 | 11,412,946 | ||
Advertising expense | 4,295 | 32,331 | ||
Stock based compensation | 500,000 | $ 504,528 | ||
Potentially dilutive shares | 0 | |||
General and Administrative Expense [Member] | ||||
Stock based compensation | $ 504,528 | $ 504,528 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 9 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Jun. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Cash | $ 12,803 | ||
Subscription receivable | 943,000 | $ 943,000 | |
Proceeds from subscription receivable | $ 250,000 | ||
Amount from principal shareholder | $ 0 |
SCHEDULE OF FIXED ASSETS (Detai
SCHEDULE OF FIXED ASSETS (Details) - USD ($) | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 |
Property, Plant and Equipment [Line Items] | |||
Less depreciation and amortization | $ (5,396) | $ (1,763) | |
Total fixed assets, net | 44,530 | $ 49,028 | 78,512 |
Furniture and Fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Total fixed assets, gross | $ 15,017 | 15,017 | |
Useful lives | 7 years | ||
Computer Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Total fixed assets, gross | $ 8,782 | 35,631 | |
Useful lives | 5 years | ||
Software Development [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Total fixed assets, gross | $ 26,127 | $ 29,627 | |
Useful lives | 3 years |
FIXED ASSETS (Details Narrative
FIXED ASSETS (Details Narrative) - USD ($) | 9 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expenses | $ 2,649 | $ 1,763 |
ACCOUNTS PAYABLE AND ACCRUED _2
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details Narrative) - USD ($) | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 |
Payables and Accruals [Abstract] | |||
Accounts payable | $ 131,210 | $ 44,859 | $ 62,897 |
Accrued expenses | $ 118,860 | $ 2,179,024 |
DUE TO RELATED PARTY (Details N
DUE TO RELATED PARTY (Details Narrative) - USD ($) | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 |
Related Party [Member] | |||
Related Party Transaction [Line Items] | |||
Advances related party | $ 8,270,691 | $ 2,834,323 | $ 212,712 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | Jun. 30, 2022 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 |
Short-Term Debt [Line Items] | ||||
Purchase of real estate appraised | $ 11,409,500 | |||
Notes payable | $ 2,600,000 | $ 2,600,000 | $ 2,600,000 | |
Two Unsecured Demand Promissory Note [Member] | ||||
Short-Term Debt [Line Items] | ||||
Debt interest rate | 0% | |||
First Promissory Note [Member] | ||||
Short-Term Debt [Line Items] | ||||
Unsecured debt | $ 2,600,000 | |||
Second Promissory Note [Member] | ||||
Short-Term Debt [Line Items] | ||||
Unsecured debt | $ 280,000 |
SCHEDULE OF FUTURE MINIMUM LEAS
SCHEDULE OF FUTURE MINIMUM LEASE PAYMENTS (Details) | Mar. 31, 2024 USD ($) |
Operating Leases - Lessee | |
Remaining three months ending June 30, 2024 | $ 21,929 |
2025 | 89,003 |
2026 | 90,588 |
2027 | 92,220 |
Thereafter | 31,113 |
Total operating lease payments | 324,853 |
Present value adjustment | (35,953) |
Total operating lease liabilities | $ 288,900 |
SCHEDULE OF WEIGHTED AVERAGE RE
SCHEDULE OF WEIGHTED AVERAGE REMAINING LEASE TERM AND WEIGHTED AVERAGE DISCOUNT RATE (Details) | Mar. 31, 2024 |
Operating Leases - Lessee | |
Weighted-average remaining lease term, years | 3 years 7 months 6 days |
Weighted-average discount rate, percentage | 7% |
OPERATING LEASES - LESSEE (Deta
OPERATING LEASES - LESSEE (Details Narrative) - USD ($) | 9 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Jun. 30, 2023 | |
Operating Leases - Lessee | |||
Lessee, operating lease, term | 5 years | ||
Total operating lease liabilities | $ 288,900 | ||
Operating lease liability, current | 88,617 | $ 200,284 | |
Operating lease costs | $ 65,888 | $ 51,246 |
COMMITMENTS & CONTINGENCIES (De
COMMITMENTS & CONTINGENCIES (Details Narrative) | 9 Months Ended |
Mar. 31, 2024 USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal proceedings | $ 0 |
STOCKHOLDERS_ EQUITY (Details N
STOCKHOLDERS’ EQUITY (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||||||
Dec. 01, 2023 | Feb. 13, 2023 | Dec. 01, 2022 | Jun. 30, 2022 | Mar. 31, 2024 | Dec. 31, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Mar. 31, 2024 | Jun. 30, 2023 | Feb. 28, 2022 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||
Preferred stock, shares authorized | 25,000,000 | 25,000,000 | 25,000,000 | |||||||||
Preferred stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||
Preferred stock shares issued | 0 | 0 | 0 | |||||||||
Preferred stock shares outstanding | 0 | 0 | 0 | |||||||||
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 | 1,000,000,000 | |||||||||
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||
Common stock, shares issued | 352,237,035 | 352,237,035 | 252,227,035 | |||||||||
Common stock, shares outstanding | 352,237,035 | 352,237,035 | 252,227,035 | |||||||||
Common stock, shares subscribed but unissued | 943,000 | 943,000 | 943,000 | |||||||||
Value of shares issued for purchase of assets | $ 8,529,500 | |||||||||||
Shares subscribed adjustment on acquisition, shares | 5,210,209 | |||||||||||
Shares subscribed adjustment on acquisition | $ 265,000 | $ 265,000 | ||||||||||
Stock based compensation | $ 500,000 | $ 504,528 | ||||||||||
Options to purchase of stock | 22,500,000 | 50,000,000 | ||||||||||
Shares issued price per share | $ 0.01 | $ 0.01 | $ 1 | $ 0.01 | ||||||||
Shares issued during period, value | $ 500,000 | $ 100,000 | ||||||||||
Restricted stock of common stock | $ 1,000,000 | $ 50,000,000 | $ 1,000,000 | |||||||||
Restricted stock of common stock | 50% | 50% | 100% | |||||||||
Price per share, granted | $ 0.32 | |||||||||||
Stock Options [Member] | ||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||
Stock options issued or outstanding | 0 | 0 | 0 | |||||||||
2022 Omnibus Performance Award Plan [Member] | ||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||
Stock options, number of shares authorized | 19,977,931 | |||||||||||
Officer And Director [Member] | ||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||
Restricted stock of common stock | $ 50,000,000 | |||||||||||
Restricted stock of common stock | 100% | |||||||||||
Common Stock [Member] | ||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||
Shares issued during period, subscribed value | 56,863,334 | |||||||||||
Shares subscribed adjustment on acquisition, shares | (5,210,209) | |||||||||||
Shares subscribed adjustment on acquisition | $ (516,530) | |||||||||||
Number of shares issued | 51,653,125 | |||||||||||
Number of shares sold | 9,982 | |||||||||||
Sale of stock price per share | $ 0.44 | $ 0.44 | ||||||||||
Options to purchase of stock | 50,000,000 | 100,000 | ||||||||||
Shares issued during period, value | $ 500,000 | $ 1,000 | ||||||||||
Restricted stock of common stock | $ 1,000,000 | |||||||||||
Common Stock [Member] | Subscription Agreements [Member] | Private Placement [Member] | ||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||
Options to purchase of stock | 943,000 | |||||||||||
Shares issued price per share | 1 | $ 1 | ||||||||||
Shares issued during period, value | $ 943,000 | |||||||||||
Common Stock [Member] | Director [Member] | ||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||
Number of shares sold | 100,000,000 | |||||||||||
Sale of stock price per share | $ 0.01 | $ 0.01 | ||||||||||
Warrant [Member] | ||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||
Warrants issued or outstanding | 0 | 0 | 0 |