ORGANIZATION AND DESCRIPTION OF BUSINESS | NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS Decentral Life is referred to in the following financial notes as the “Company.” Organization The Company was launched in January of 2013 and took it public through a reverse merger in June of 2016 in an effort to expand its business model as a technology business incubator (TBI). The Company’s goal is to become the largest and most valuable market capitalized TBI in the world. The Company’s unique business model makes it easier for individual private and public investors to participate in the growth prospects of each company that participate in the Company’s TBI program. The Company’s Technology Business Incubator program provides tech company founders with the option to license the Company’s technology from the Company and receive assistance in growing their business through the Company’s executive knowledge and leadership. The Company makes it easier for start-up founders and C-suite executives to focus on raising capital, SEC and other regulatory filings, proving their business model, and fostering company growth and expansion. The Company provides technology and technology consulting, specializing in artificial intelligence (AI), blockchain, social networking, learning management systems, and ecommerce. The Company generates revenue from software as a service (SaaS) and consulting as a service (CaaS). In August of 2021, the Company formed a new division that focuses entirely on aiding founders with the creation and development of blockchain technology that can help their companies incorporate the best Web3 business models. Throughout 2022 and 2023, the Company’s goal is to build a decentralized global technology platform, through the mining and security token offering of the Company’s WDLF token. The Company’s WDLF Ethereum tokens are mined by the users of the Company’s technology platform that is licensed by companies in the Company’s TBI program. The users spend their time creating content, connecting with other users online, and influencing their own friends and followers on mainstream social platforms to join that TBI company’s technology platform, or niche social networking marketplace. As of September 30, 2023, the Company’s management team expanded on its primary business model as a Technology Business Incubator (TBI), to include acquiring up to 100 100 Corporate Changes On August 30, 1985, the Company was incorporated as a private corporation, CJ Industries, Inc., in California. On February 24, 2004, the Company merged with Calvert Corporation, a Nevada Corporation, changed its name to Sew Cal Logo, Inc., and moved its domicile from California to Nevada, at which time the Company’s common stock became traded under the ticker symbol “SEWC”. In June 2014, Sew Cal Logo, Inc. was placed into receivership in Nevada’s 8th Judicial District (White Tiger Partners, LLC et al v. Sew Cal Logo, Inc.et al, Case No A-14-697251-C) (Dept. No.: XIII) (the “Receivership”). On January 29, 2016, the Company, as the Seller, completed a business combination/merger agreement (the “Agreement”) with the buyer, Life Marketing, Inc., a Colorado corporation (the “Buyer”), its subsidiaries and holdings, and all of the Buyer’s securities holders. The Company acted through the court-appointed receiver and White Tiger Partners, LLC, its judgment creditor. The Agreement provided that the then current owners of the private company, Life Marketing, Inc., become the majority shareholders, pursuant to which an aggregate of 119,473,334 NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS (continued) Corporate Changes (continued) On September 20, 2018, the Company incorporated MjLink.com, Inc. (“MjLink”), a Delaware Corporation and the Company’s wholly-owned subsidiary, previously a division of the Company. On February 1, 2020, MjLink. filed its Form 1-A Offering Document for a Regulation A Tier 2 initial public offering, which the SEC qualified on September 28, 2020. On March 4, 2020, the Company’s Board of Directors (the “Board”) increased its number of authorized Common Stock shares from 500,000,000 2,500,000,000 Effective March 4, 2020, our Board unanimously approved the issuance of 25,000,000 two billion five hundred million (2,500,000,000) votes On May 8, 2020, the Company filed Amended and Restated Articles of Incorporation in Nevada to increase its authorized shares from 2,500,000,000 10,000,000,000 100,000,000 300,000,000 On May 8th 2020 the Company’s wholly-owned subsidiary, MjLink amended its articles of incorporation in the state of Delaware to authorize One Hundred Fifty Million ( 150,000,000 0.01 150,000,000 100,000,000 25,000,000 25,000,000 On July 10, 2020, the state of Delaware approved the Certificate of Rights and Preferences of the MjLink Class B Shares, which provides that each Class B Share equals 100 votes On September 28, 2020, the SEC qualified MjLink’s Form 1-A Offering Document for a Regulation A Tier 2 initial public offering. On December 31, 2020, we issued 25,000,000 On December 31, 2020 the Company completed the subsidiary Spin-Off Agreement between MjLink and the Company whereby the Parties agreed that the Company would cease operating MjLink as a division. MjLink continued operations as an independent company in order to conduct its own initial public offering and qualify to trade on NASDAQ or the NYSE, in return for MjLink issuing the Company 15.17 The Company recorded a loss from discontinued operations of $ 27,700 800,000 15.17 NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS (continued) Corporate Changes (continued) On March 12, 2021, MjLink relieved all its $ 364,688 Effective March 28, 2021, our Board unanimously approved the issuance of fifty million ( 50,000,000 5,000,000,000 On June 30, 2021, our Board unanimously approved the adoption of the Certificate for Series A Cumulative Convertible Preferred Stock (the “Certificate”), which Certificate was filed in Nevada on June 30, 2021 and became effective on July 6, 2021. The Certificate, provides that, among other things, that each Preferred A Share has the right to convert each Series A Preferred Share into 20 Common Stock Shares and has liquidation rights over all other series of Preferred Stock On September 29, 2021, the MjLink Regulation A Tier 2 initial public offering that had been qualified by the SEC the year before on September 28, 2020, terminated, and MjLink was unsuccessful in going public on NASDAQ or the NYSE, of which the Company held 800,000 On September 25, 2022 MjLink prepared a conditional asset spinoff for two of its four dot com divisions in preparation of MjInvest.com and MjLink.com to be acquired by an existing public company. The conditional agreement provided for a one-year period ending September 24, 2023 to conduct the asset spinoff, contingent on completing the acquisition by an existing public company. On September 24, 2023 the conditional agreement expired and no asset spinoff was completed. Effective January 25, 2023, our Board unanimously approved the issuance of twenty-five million ( 25,000,000 2,500,000,000 On February 2, 2023, FINRA approved our name change from Social Life Network, Inc. to Decentral Life, Inc. On February 14, 2023 MjLink entered into a non-binding Letter of Intent to have its MjInvest.com and MjLink.com divisions acquired by an existing public company, with an expiration date of May 31, 2023 for the transaction to be completed. On May 29, 2023 MjLink withdrew from the non-binding LOI in an effort to find a more favorable path for MjLink to become a public traded company. On September 29, 2023 The Company completed a binding Letter of Intent to acquire 100 % of MjLink. On October 10, 2023 the Company announced a Joint Venture Agreement with Indoor Harvest Corp. (OTC: INQD) to jointly operate MjLink and all four of its dot com divisions. As of the date of this filing, our Chief Executive Officer controls over 10,000,000,000 votes of the Company via his issuance of an aggregate of 100,000,000 Class B Shares. NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS (continued) Corporate Changes (continued) On January 29, 2016, the Company, as the Seller, completed a business combination/merger agreement (the “Agreement”) with the buyer, Life Marketing, Inc., a Colorado corporation (the “Buyer”), its subsidiaries and holdings, and all of the Buyer’s securities holders. The Company acted through the court-appointed receiver and White Tiger Partners, LLC, its judgment creditor. The Agreement provided that the then current owners of the private company, Life Marketing, Inc., become the majority shareholders, pursuant to which an aggregate of 119,473,334 th On September 20, 2018, the Company incorporated MjLink.com, a Delaware Corporation. On February 1, 2020, MjLink. filed its Form 1-A Offering Document for a Regulation A Tier 2 initial public offering, which the SEC qualified on September 28, 2020. On January 1, 2021, the Company ceased operating MjLink as a division, at which time MjLink continued operations as an independent company, in return for MjLink issuing the Company 15.17 On March 4, 2020, the Company’s Board increased its number of authorized Class A Common Shares of Common Stock from 500,000,000 2,500,000,000 pursuant to an amendment to its Articles of Incorporation with the state of Nevada. Additionally, on that same date, the Company submitted to the state of Nevada the Company’s Certificate of Designation of Preferences, Rights and Limitations of its Class B Shares, providing that each Class B Share has one-hundred (100) votes on all matters presented to be voted by Common Stock Holders. The Class B Shares only have voting power and have no equity, cash value, or any other value. Effective March 4, 2020, the Company’s Board unanimously approved the issuance of 25,000,000 two billion five hundred million (2,500,000,000) votes On May 8, 2020, the Company filed Amended and Restated Articles of Incorporation in Nevada to increase its authorized shares from 2,500,000,000 10,000,000,000 100,000,000 300,000,000 On December 11 th st Effective March 28, 2021, the Company’s Board unanimously approved the issuance of fifty million ( 50,000,000 5,000,000,000 On June 30, 2021, the Board unanimously approved the adoption of the Certificate for Series A Cumulative Convertible Preferred Stock (the “Certificate”), which Certificate was filed in Nevada on June 30, 2021 and became effective on July 6, 2021. The Certificate provides that, among other things, t each Preferred A Share has the right to convert each Series A Preferred Share into 20 Common Stock Shares and has liquidation rights over all other series of Preferred Stock. Effective January 25, 2023, the Company’s Board unanimously approved the issuance of twenty-five million ( 25,000,000 2,500,000,000 As of the date of this filing, the Company’s Chief Executive Officer, Ken Tapp, controls 10,000,000,000 100,000,000 On February 2, 2023, FINRA approved the Company’s name change from Social Life Network, Inc. to Decentral Life, Inc. On May 31, 2023, by a consent vote of stockholders holding over 51% of the Company’s voting power Common Stock at a range from 100 to 1 up to 50,000 to 1 NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS (continued) Corporate Changes (continued) The Company’s Business The Company is a Technology Business Incubator (TBI), which operates through individual SaaS (software as a service) licensing agreements with its TBI participating companies and provides each TBI company with the use of its artificial intelligence (“AI”) social networking and ecommerce technology platform to run their own commerce focused social networking company. Using its technology platform and leveraging the executive leadership that the Company provides each TBI company, their executives find it easier to focus on growing their business faster, with the goal of reaching a liquidity event such as an initial public offering or an acquisition. As of the third quarter 2023, the following industry specific companies participate, or participated, in the Company’s TBI program: Hunting, Fishing, Camping, RV Travel, Motor Racing, Racket Sports, Boating, E-biking, Cycling, Golfing, Soccer, Sports Memorabilia, Space Exploration, Transportation, Blockchain, Artificial Intelligence, Cannabis, Hemp, and Residential Real Estate sectors. The TBI participating companies pay the Company a percentage of their revenue, and a percentage of the securities in their company, as detailed below. This business model makes the Company’s long-term book-value potentially greater and its revenue growth more reliable, by diversifying its technology and human resources across multiple global business sectors. As of September 30, 2023, the Company’s management team expanded on its primary business model as a Technology Business Incubator (TBI), to include acquiring up to 100 100 Revenue Generation The Company generates revenues from its TBI participating companies, and from non-participating TBI companies, that license technology and/or professional consulting services from the Company. The Company will also count the revenue from the companies it can acquire through its expanded business model that includes mergers and acquisitions of TBI companies and non-participating TBI companies. Global Operations The Company currently operates and supports the ongoing technology development of its platform that auto translates to be used by people and companies across 120 countries worldwide. Intellectual Property The Company’s technology platform and associated applications, features, and functionality are comprised of proprietary software, code and know-how that are of key importance to its business plan. Better Practices The Company spends a significant amount of time each year with its client companies, their founders, and their management teams, to help develop and implement better business practices in its effort to increase the probability of their success and eventual liquidity events. Sources and Availability of Products and Names of Principal Su The Company currently rely on certain key suppliers and vendors in the support and maintenance of its business model. Management mitigates the associated risks of these single-source vendor relationships by ensuring that the Company has access to additional qualified vendors and suppliers to provide like or complementary services. |