COMMON STOCK | 9 Months Ended |
Jul. 31, 2014 |
Stockholders' Equity Note [Abstract] | ' |
Stockholders' Equity Note Disclosure [Text Block] | ' |
NOTE 8. | COMMON STOCK |
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During January of 2014, the Company sold its common stock to one private investor. The common stock was sold $.20 per share. A total of 50,000 shares of common stock were sold resulting in total proceeds of $10,000. No sales commissions were paid. We believe that Section 4(2) of the Securities Act of 1933, as amended, was available because the sales did not involve a public offering and there was no general solicitation or general advertising involved in the sales. We placed legends on the stock certificates stating that the securities were not registered under the Securities Act and set forth the restrictions on their transferability and sale. |
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During January of 2014, three individuals converted notes payable its common stock at $.20 per share. These individuals converted principal and accrued interest of $71,500 into 357,500 shares of common stock. The Company also issued an additional 14,000 shares of common stock at $.20 per share, or $2,800, as additional consideration called for in the note payable agreements. We believe that Section 4(2) of the Securities Act of 1933, as amended, was available because the sales did not involve a public offering and there was no general solicitation or general advertising involved in the sales. We placed legends on the stock certificates stating that the securities were not registered under the Securities Act and set forth the restrictions on their transferability and sale. |
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During April 2014, the Company sold its common stock to three private investors. The common stock was sold at $.40. A total of 115,000 shares were sold resulting in total proceeds of $46,000. No sales commissions were paid. We believe that Section 4(2) of the Securities Act of 1933, as amended, was available because the sales did not involve a public offering and there was no general solicitation or general advertising involved in the sales. We placed legends on the stock certificates stating that the securities were not registered under the Securities Act and set forth the restrictions on their transferability and sale. |
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During April 2014, the Company issued an aggregate of 35,000 shares of our common stock, to two individuals for professional services. These issued shares were valued at $.40 per share for an aggregate price of $14,000. We believe that Section 4(2) of the Securities Act of 1933, as amended, was available because these transactions did not involve a public offering and there was no general solicitation or general advertising involved in these transactions. We placed legends on the stock certificates stating that the securities were not registered under the Securities Act and set forth the restrictions on their transferability and sale. |
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During May through July 2014, the Company sold its common stock to twenty-six private investors. The common stock was sold at prices ranging between $.40 and $.70 per share. A total of 1,080,680 shares of common stock were sold resulting in total proceeds of $632,340. No sales commissions were paid. We relied on Rule 506 of Regulation D promulgated under the Securities Act of 1933, as amended, as the exemption from registration as all investors were “accredited investors” as that term is defined in the Regulation D, and no general solicitation or advertising was involved in these sales. We placed legends on the stock certificates stating that the securities were not registered under the Securities Act and set forth the restrictions on their transferability and sale. |
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In June 2014, a shareholder converted a note payable into common stock at approximately $.60 per share. The shareholder converted a $12,500 note into 20,800 shares of our common stock. We believe that Section 4(2) of the Securities Act of 1933, as amended, was available because the conversion did not involve a public offering and there was no general solicitation or general advertising involved in the conversion. We placed legends on the stock certificates stating that the securities were not registered under the Securities Act and set forth the restrictions on their transferability and sale. |
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During May and June 2014, the Company issued an aggregate of 80,000 shares of our common stock, to four individuals for professional services. These issued shares were valued at either $.40 or $.50 a share for an aggregate price of $34,500. We believe that Section 4(2) of the Securities Act of 1933, as amended, was available because these transactions did not involve a public offering and there was no general solicitation or general advertising involved in these transactions. We placed legends on the stock certificates stating that the securities were not registered under the Securities Act and set forth the restrictions on their transferability and sale. |
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