Innovative MedTech (IMTH) 10-Q 16 Feb 24 2024 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Dec. 31, 2023	Feb. 16, 2024
Cover [Abstract]
Entity Registrant Name	Innovative MedTech, Inc.
Entity Central Index Key	0001331612
Document Type	10-Q
Amendment Flag	false
Current Fiscal Year End Date	--06-30
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	false
Entity Current Reporting Status	Yes
Document Period End Date	Dec. 31, 2023
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2024
Entity Common Stock Shares Outstanding		21,157,327
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	000-51390
Entity Incorporation State Country Code	DE
Entity Tax Identification Number	33-1130446
Entity Address Address Line 1	2310 York St
Entity Address Address Line 2	Suite 200
Entity Address City Or Town	Blue Island
Entity Address State Or Province	IL
Entity Address Postal Zip Code	60406
City Area Code	708
Local Phone Number	925-9424
Entity Interactive Data Current	Yes

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Dec. 31, 2023	Jun. 30, 2023
Current assets
Cash and cash equivalents	$ 92,509	$ 157,589
Accounts receivable, net	195,871	224,641
Notes receivable, related party	9,294	9,294
Prepaid expenses	750	2,250
Total current assets	298,424	393,774
Deposits	7,961	6,716
Right-of-use asset	317,720	403,889
Finance lease asset, net	13,770	16,065
Property, plant and equipment, net of accumulated depreciation	381,262	307,997
Intangible assets, net of accumulated amortization	3,132,732	3,143,369
Goodwill	177,777	177,777
Total Assets	4,329,646	4,449,587
Current liabilities
Accounts payable and accrued expenses	1,186,375	1,164,708
Accrued interest	638,284	605,335
Accrued interest, related parties	133,922	107,206
Notes payable, related parties, current	802,063	802,063
Notes payable, current	291,732	146,992
Convertible notes payable, current	266,900	266,900
SBA Loan, current	5,359	20,952
Line of credit	60,394	43,077
Derivative liability	221,175	201,607
Finance lease liability	36,263	53,707
Operating lease liability	157,829	163,169
Total current liabilities	3,800,296	3,575,716
Royalty liability	1,500,000	1,499,849
Finance lease liability, non-current	59,979	73,623
Operating lease liability, non-current	161,189	242,065
Notes payable, non-current	113,662	38,572
SBA Loan, non-current	333,265	328,148
Total Liabilities	5,968,391	5,757,973
Stockholders' Deficit
Series A Preferred stock, $0.000001 par value; 500,000,000 authorized: 367,500 shares issued and outstanding	0	0
Common stock, $0.000001 par value; 130,000,000 shares authorized; 21,157,327 shares issued and outstanding	21	21
Additional paid in capital	35,336,755	35,313,906
Accumulated deficit	(36,975,521)	(36,622,313)
Total Stockholders' Deficit	(1,638,745)	(1,308,386)
Total Liabilities and Stockholders' Deficit	$ 4,329,646	$ 4,449,587

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2023	Jun. 30, 2023
CONSOLIDATED BALANCE SHEETS
Preferred stock, shares authorized	500,000,000	500,000,000
Preferred stock, shares par value	$ 0.000001	$ 0.000001
Preferred stock, shares issued	367,500	367,500
Preferred stock, shares outstanding	367,500	367,500
Common stock, shares authorized	130,000,000	130,000,000
Common stock, shares par value	$ 0.000001	$ 0.000001
Common stock, shares issued	21,157,327	21,157,327
Common stock, shares outstanding	21,157,327	21,157,327

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022
Revenue:
Participant fees	$ 274,714	$ 277,426	$ 596,204	$ 524,447
Franchise fees	157,978	142,926	317,196	280,055
Revenues	432,692	420,352	913,400	804,502
Operating expenses:
General and administrative	210,325	253,604	436,385	513,542
Salaries and wages	271,226	268,479	564,738	530,235
Licensing fees	0	750,000	0	1,500,000
Consulting fees	42,970	28,500	96,074	75,000
Legal and professional fees	64,925	52,171	119,764	81,135
Total operating expenses	589,446	1,352,754	1,216,961	2,699,912
Loss from operations	(156,754)	(932,402)	(303,561)	(1,895,410)
Other income (expense):
Interest expense, related parties	(16,100)	8,972	(33,040)	0
Interest expense	(23,014)	(63,803)	(44,877)	(111,472)
Change in fair value of derivatives	5,165	10,159	(19,568)	28,139
Amortization of debt discount	(14,796)	0	(22,849)	0
Other income	17,354		70,687	1,179
Total other income (expense)	(31,391)	(44,672)	(49,647)	(82,154)
Net loss	$ (188,145)	$ (977,074)	$ (353,208)	$ (1,977,564)
Basic and diluted earnings per share on net loss	$ (0.01)	$ (0.05)	$ (0.02)	$ (0.09)
Weighted average shares outstanding - basic and diluted	21,157,327	21,157,327	21,157,327	21,157,327

STATEMENTS OF CHANGES IN STOCKH

STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT (Unaudited) - USD ($)	Total	Series A, Preferred Stock	Common Stock	Additional Paid-In Capital	Retained Earnings (Accumulated Deficit)
Balance, shares at Jun. 30, 2022		367,500	21,157,327
Balance, amount at Jun. 30, 2022	$ (1,410,439)	$ 0	$ 21	$ 31,563,906	$ (32,974,366)
Net loss	(1,000,490)	$ 0	$ 0	0	(1,000,490)
Balance, shares at Sep. 30, 2022		367,500	21,157,327
Balance, amount at Sep. 30, 2022	(2,410,929)	$ 0	$ 21	31,563,906	(33,974,856)
Balance, shares at Jun. 30, 2022		367,500	21,157,327
Balance, amount at Jun. 30, 2022	(1,410,439)	$ 0	$ 21	31,563,906	(32,974,366)
Net loss	(1,977,564)
Balance, shares at Dec. 31, 2022		367,500	21,157,327
Balance, amount at Dec. 31, 2022	(3,388,083)	$ 0	$ 21	31,563,906	(34,951,930)
Balance, shares at Sep. 30, 2022		367,500	21,157,327
Balance, amount at Sep. 30, 2022	(2,410,929)	$ 0	$ 21	31,563,906	(33,974,856)
Net loss	(977,074)	$ 0	$ 0	0	(977,074)
Balance, shares at Dec. 31, 2022		367,500	21,157,327
Balance, amount at Dec. 31, 2022	(3,388,083)	$ 0	$ 21	31,563,906	(34,951,930)
Balance, shares at Jun. 30, 2023		417,500	21,157,327
Balance, amount at Jun. 30, 2023	(1,308,386)	$ 0	$ 21	35,313,906	(36,622,313)
Net loss	(165,063)	0	0	0	(165,063)
Warrants issued with notes payable	22,849	$ 0	$ 0	22,849	0
Balance, shares at Sep. 30, 2023		417,500	21,157,327
Balance, amount at Sep. 30, 2023	(1,450,600)	$ 0	$ 21	35,336,755	(36,787,376)
Balance, shares at Jun. 30, 2023		417,500	21,157,327
Balance, amount at Jun. 30, 2023	(1,308,386)	$ 0	$ 21	35,313,906	(36,622,313)
Net loss	(353,208)
Balance, shares at Dec. 31, 2023		417,500	21,157,327
Balance, amount at Dec. 31, 2023	(1,638,745)	$ 0	$ 21	35,336,755	(36,975,521)
Balance, shares at Sep. 30, 2023		417,500	21,157,327
Balance, amount at Sep. 30, 2023	(1,450,600)	$ 0	$ 21	35,336,755	(36,787,376)
Net loss	(188,145)	$ 0	$ 0	0	(188,145)
Balance, shares at Dec. 31, 2023		417,500	21,157,327
Balance, amount at Dec. 31, 2023	$ (1,638,745)	$ 0	$ 21	$ 35,336,755	$ (36,975,521)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($)	6 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Cash Flows from Operating Activities
Net Loss	$ (353,208)	$ (1,977,564)
Adjustments to reconcile net loss to net cash used by operating activities:
Depreciation and amortization	34,903	17,869
Amortization of royalty fee liability discount	151	27,693
Amortization of debt discount	22,849	0
Change in fair value of derivatives	19,568	(28,139)
Amortization of right-of-use	(47)	(26,215)
Changes in operating assets & liabilities
Accounts receivable	28,770	(12,744)
Prepaid expenses	1,500	(23,218)
Deposits	(1,245)	1,734,268
Accounts payable and accrued liabilities	21,665	0
Accrued interest, related party	26,716	24,798
Accrued interest	28,700	32,184
Net cash provided by operating activities	(169,678)	(231,068)
Cash Flows from Investing Activities
Collections from notes receivable	0	11,996
Acquisition of fixed assets	(95,235)	0
Net cash used by investing activities	(95,235)	11,996
Cash Flows from Financing Activities
Proceeds from notes payable	235,979	0
Proceeds from notes payable, related party	0	24,500
Payments on SBA loan	(10,476)	(1,746)
Payments on notes payable	(11,900)	(16,531)
Proceeds from line of credit	20,000	0
Payments on line of credit	(2,682)	0
Payments on finance lease	(31,088)	0
Net cash provided by financing activities	199,833	6,223
Increase in Cash and cash equivalents	(65,080)	(212,849)
Cash and cash equivalents at beginning of period	157,589	301,337
Cash and equivalents at end of period	92,509	88,488
Supplemental Cash Flow Information
Cash paid for interest	0	4,028
Cash paid for income taxes	$ 0	$ 0

GENERAL ORGANIZATION AND BUSINE

GENERAL ORGANIZATION AND BUSINESS	6 Months Ended
	Dec. 31, 2023
GENERAL ORGANIZATION AND BUSINESS
GENERAL ORGANIZATION AND BUSINESS	NOTE 1. GENERAL ORGANIZATION AND BUSINESS Innovative MedTech, Inc. (the “Company”), a Delaware corporation, is a provider of health and wellness services, primarily through its wholly owned subsidiaries Sarah Adult Day Services, Inc., and Sarah Day Care Centers, Inc. SarahCare (“SarahCare”), an adult day care franchisor with 25 centers (2 corporate and 23 franchise locations) located in 13 states. SarahCare offers seniors daytime care and activities focusing on meeting their physical and medical needs on a daily basis, and ranging from nursing care to salon services and providing meals, to offering engaging and enriching activities to allow them to continue to lead active and engaged lives. On April 1, 2022, the Company partnered with TruCash Group of Companies Inc. (“TruCash”), a leading global payments provider, to launch an all-in-one Super Healthcare App, called RX Vitality Wallet, that was being designed to cater to consumers, patients, hospitals, Seniors, and governments, with a solid platform of benefits and online banking. On June 30, 2023 this agreement was canceled. On April 5, 2022, the Company engaged mPulse Mobile, a leader in conversational AI and digital engagement solutions for the healthcare industry, to drive engagement with the Company’s digital app and wallet. On April 28, 2022, the Company entered into a share exchange agreement to acquire RX Vitality, Inc. (“RX Vitality”), a media and finance advisory company. On May 13, 2022, the Company entered into a partnership with VSUSA Corp. (“VSUSA”), a non-for-profit organization that empowers Veterans and Seniors by offering services designed to build successful life transitions with access to workforce and independent housing; health services; and social service programs in communities across the United States. The Company’s Chairman is a principal and co-Founder of VSUSA. On June 30, 2023 this agreement was canceled.

LIQUIDITY CAPITAL RESOURCES AND

LIQUIDITY CAPITAL RESOURCES AND GOING CONCERN	6 Months Ended
	Dec. 31, 2023
LIQUIDITY CAPITAL RESOURCES AND GOING CONCERN
LIQUIDITY, CAPITAL RESOURCES AND GOING CONCERN	NOTE 2. LIQUIDITY, CAPITAL RESOURCES AND GOING CONCERN The accompanying consolidated financial statements have been prepared on a going-concern basis, which contemplates the continuation of operations, realization of assets and liquidation of liabilities in the ordinary course of business. For the six months ended December 31, 2023 and 2022, the Company reported a net loss of $353,208 and $1,977,564, respectively. As of December 31, 2023, the Company maintained total assets of $4,329,646, total liabilities including long-term debt of $5,968,391 along with an accumulated deficit of $36,975,521. The Company continues to have limited capital resources and has experienced net losses and negative cash flows from operations and expects these conditions to continue for the foreseeable future. As of December 31, 2023, the Company had $92,509 cash available for operations and had an accumulated deficit of $36,975,521. Management believes that cash on hand as of December 31, 2023 is not sufficient to fund operations through December 31, 2024. The Company will be required to raise additional funds to meet its short and long-term planned goals. There can be no assurance that such funds, if available at all, can be obtained on terms reasonable to the Company. The Company believes that additional capital will be required to fund operations through December 31, 2024 and beyond, as it attempts to generate increasing revenue, and develop new products. The Company intends to attempt to raise capital through additional equity offerings and debt obligations. There can be no assurance that the Company will be successful in obtaining financing at the level needed or on terms acceptable to the Company. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
	Dec. 31, 2023
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and reflect all adjustments, consisting of normal recurring adjustments, which management believes are necessary to fairly present the financial position, results of operations and cash flows of the Company as of and for the three and six months ended December 31, 2023 and 2022. Principles of Consolidation The Company has two wholly-owned operating subsidiaries; Sarah Adult Day Services, Inc., and Sarah Day Care Centers, Inc., along with non-operating subsidiaries consisting of RX Vitality, Inc. and the 10 formed limited liability companies formed for the additional SarahCare location leases. The consolidated financial statements, which include the accounts of the Company and its two wholly-owned subsidiaries, are prepared in conformity with GAAP pursuant to the rules and regulations of the SEC. All significant intercompany balances and transactions have been eliminated. The consolidated financial statements have been prepared using the accrual basis of accounting in accordance with GAAP and presented in US dollars. The fiscal year end is June 30. 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 the disclosure of contingent assets and liabilities at the date of the financial statements and the reported revenues and expenses during the reporting periods. Because of the use of estimates inherent in the financial reporting process, actual results may differ significantly from those estimates. Cash and Cash Equivalents The Company maintains cash balances in a non-interest-bearing account that does not exceeds $250,000 at December 31, 2023. For the purpose of the consolidated financial statements, all highly liquid investments with a maturity of three months or less are considered to be cash equivalents. There were no cash equivalents as of December 31, 2023 and 2022. Earnings Per Share Calculation Basic earnings per common share (“EPS”) is computed by dividing income available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted earnings per share is computed by dividing net income by the weighted average shares outstanding, assuming all dilutive potential common shares were issued. Intangible Assets Certain intangible assets arose from the acquisition of Sarah Adult Day Services, Inc., and Sarah Day Care Centers, Inc. on March 25, 2021 and consist of the following, which have been or are being amortized on a straight-line basis over the following estimated useful lives unless they have an indefinite life: Asset Estimated Useful Life Customer Relationships 3 Trademarks Indefinite Non-Compete Agreement 3 CARF Accreditation 3 Franchise Agreements Indefinite An intangible asset with an indefinite useful life is not amortized but assessed for impairment annually, or more frequently, when events or changes in circumstances occur indicating that it is more likely than not that the indefinite-lived asset is impaired. Impairment exists when the carrying amount exceeds its fair value. In testing for impairment, the Company has the option to first perform a qualitative assessment to determine whether it is more likely than not that an impairment exists. If it is determined that it is not more likely than not that an impairment exists, a quantitative impairment test is not necessary. If the Company concludes otherwise, it is required to perform a quantitative impairment test. To the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. For the three and six months ended December 31, 2023 and 2022, there were no impairment losses. Revenue Recognition Revenue is recognized when a customer obtains services. The amount of revenue that is recorded reflects the consideration that the Company expects to receive in exchange for those goods. The Company applies the following five-step model in order to determine this amount: (i) identification of the promised goods in the contract; (ii) determination of whether the promised goods are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the services it provides to the customer. Once a contract is determined to be within the scope of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 606 at contract inception, the Company reviews the contract to determine which performance obligations the Company must deliver and which of these performance obligations are distinct. Patient Fees Participant fee revenue is reported at the amount that reflects the consideration the Company expects to receive in exchange for the services provided. These amounts are due from participants or third-party payors and include variable consideration for retroactive adjustments from estimated reimbursements, if any, under reimbursement programs. Performance obligations are determined based on the nature of the services provided. Resident fee revenue is recognized as performance obligations are satisfied. Under the Company’s day care agreements, which are generally for a contractual term of 30 days to one year, the Company provides services to participants for a stated daily or monthly fee. The Company has elected the lessor practical expedient within ASC 842, Leases Revenue Recognition from Contracts with Customers The Company enters into contracts to provide home assisted health, and certain outpatient services. Each service provided under the contract is capable of being distinct, and thus, the services are considered individual and separate performance obligations. The performance obligations are satisfied as services are provided and revenue is recognized as services are provided. The Company receives payment for services under various third-party payor programs which include Medicaid, Veterans Affairs and other third-party payors. Estimates for settlements with third-party payors for retroactive adjustments from estimated reimbursements due to audits, reviews, or investigations are included in the determination of the estimated transaction price for providing services. The Company estimates the transaction price based on the terms of the contract with the payor, correspondence with the payor, and historical payment trends. Changes to these estimates for retroactive adjustments are recognized in the period the change or adjustment becomes known or when final settlements are determined. Billings for services under third-party payor programs are recorded net of estimated retroactive adjustments, if any. Retroactive adjustments are accrued on an estimated basis in the period the related services are rendered and adjusted in future periods or as final settlements are determined. Contractual or cost related adjustments from Medicaid or Veterans Affairs are accrued when assessed (without regard to when the assessment is paid or withheld). Subsequent adjustments to these accrued amounts are recorded in net revenues when known. Franchise Fees The Company franchises a number of its locations under franchise contracts which provide periodic franchise fee payments to the Company and reimbursement for costs and expense related to such franchises. The Company’s franchisees pay a variety of royalties and fees, including an agreed upon percentage of gross revenues (as defined in the franchise agreement). The Company estimates the amount of franchise fee revenue expected to be earned, if any, during the annual contract period and revenue is recognized as services are provided. The Company’s estimate of the transaction price for the franchise services also includes the amount of reimbursement due from the franchises for services provided and related costs incurred. SarahCare, as the franchisor, supplies the franchisee’s with initial assistance and approval with the following: (1) Providing the site selection criteria for the SARAH Business and, upon a potential franchisee’s request, provide input regarding possible sites. The Company does not own and lease any site to franchisees. After the franchise selects and the Company approves a site, the Company will designate the geographic area within which they may establish the SARAH Business; (2) Approve the signage; (3) Identify the standards and specifications for products, services, and materials that comply with the System, and, if the Company requires, the approved suppliers of these items. The Company will furnish a potential Franchisee with the listing of the package of initial franchise items as detailed in the Operations Manual. Neither the Company or its affiliate provide, deliver, or install any of these items; (4) Provide an Initial Training Program; and (5) Provide an Operations Training Program. Once the Franchisee’s SarahCare business is operational, the Company will: (1) Issue and modify System standards for SARAH Businesses; (2) Provide access to a copy of the Company’s Operations Manual as they make available through our intranet. The Operations Manual contains mandatory and suggested specifications, standards and operating procedure; (3) Provide additional or special guidance and assistance and training as the Company deem appropriate and for which a potential Franchisee are financially responsible; (4) Inspect and observe the operation of the SARAH Business to help a potential Franchisee comply with the Franchise Agreement and all System standards; (5) Let the Franchisee use the confidential information; and, (6) Let the Franchisee use the Marks (trademarks, trade names, service marks, and logos). Income Taxes The provision for income taxes is the total of the current taxes payable and the net of the change in the deferred income taxes. Provision is made for the deferred income taxes where differences exist between the period in which transactions affect current taxable income and the period in which they enter into the determination of net income in the financial statements. Leases The Company accounts for leases in accordance with Accounting Standards Update (ASU) 2016-02, “ Leases Fair value of financial instruments The Company’s financial instruments include cash and cash equivalents, accounts payable, accrued expenses, and debt. The carrying value of these financial instruments is considered to be representative of their fair value due to the short maturity of these instruments. The carrying amount of the debt approximates fair value, because the interest rates on these instruments approximate the interest rate on debt with similar terms available to the Company. The Company’s derivative liabilities were adjusted to fair market value at the end of each reporting period, using Level 3 inputs. 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. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy is based on three levels of inputs, of which the first two are considered observable and the last unobservable, as follows: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the measurement of the fair value of the assets or liabilities. The carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts payable, accrued expenses and interest, certain notes payable and notes payable – due to related parties, approximate their fair values because of the short maturity of these instruments. The Company accounts for its derivative liabilities, at fair value, on a recurring basis under Level 3 (See Note 11). Embedded Conversion Features The Company evaluates embedded conversion features within convertible debt under ASC 815 “ Derivatives and Hedging Debt with Conversion and Other Options Derivative financial instruments When the Company issues debt that contains a conversion feature, it first evaluates whether the conversion feature meets the requirements to be treated as a derivative: a) one or more underlying, typically the price of the Company’s stock; b) one or more notional amounts or payment provisions or both, generally the number of shares upon conversion; c) no initial net investment, which typically excludes the amount borrowed; and d) net settlement provisions, which in the case of convertible debt generally means the stock received upon conversion can be readily sold for cash. There are certain scope exceptions from derivative treatment, but these typically exclude conversion features that provide for a variable number of shares. If the conversion features within convertible debt meet the requirements to be treated as a derivative, the Company estimates the fair value of the derivative liability using the Monte Carlo Simulation Model upon the date of issuance. If the fair value of the derivative liability is higher than the face value of the convertible debt, the excess is immediately recognized as interest expense. Otherwise, the fair value of the derivative liability is recorded as a liability with an offsetting amount recorded as a debt discount, which offsets the carrying amount of the debt. The derivative liability is revalued at the end of each reporting period and any change in fair value is recorded as a change in fair value in the consolidated statements of operations. The debt discount is amortized through interest expense over the life of the debt. Derivative instrument liabilities and the host debt agreement are classified on the consolidated balance sheets as current or non-current based on whether settlement of the derivative instrument could be required within twelve months of the balance sheet date. The accounting treatment of derivative financial instruments requires that the Company record the embedded conversion option at their fair values as of the inception date of the agreement and at fair value as of each subsequent balance sheet date. Any change in fair value is recorded as non-operating, non-cash income or expense for each reporting period at each balance sheet date. The Company reassesses the classification of its derivative instruments at each balance sheet date. If the classification changes as a result of events during the period, the contract is reclassified as of the date of the event that caused the reclassification. As a result of entering into warrant agreements, for which such instruments contained a variable conversion feature with no floor, the Company has adopted a sequencing policy in accordance with ASC 815-40-35-12 “ Derivatives and Hedging Debt Issue Costs and Debt Discount The Company may record debt issue costs and/or debt discounts in connection with raising funds through the issuance of debt. These costs may be paid in the form of cash, or equity (such as warrants). These costs are amortized to interest expense over the life of the debt. If a conversion of the underlying debt occurs, a proportionate share of the unamortized amounts is immediately expensed. Reclassification of Presentation Certain prior year amounts have been reclassified to conform with current year presentation. These reclassifications had no effect on the reported results of operations. Recently Issued Accounting Pronouncements The Company does not expect any of the recently issued accounting pronouncements to have a material impact on its financial condition or results of operations for the quarter ended as of December 31, 2023 or on a going forward basis. Subsequent Events In accordance with ASC 855, Subsequent Events

NOTES RECEIVABLE, RELATED PARTI

NOTES RECEIVABLE, RELATED PARTIES	6 Months Ended
	Dec. 31, 2023
NOTES RECEIVABLE, RELATED PARTIES
NOTES RECEIVABLE, RELATED PARTIES	NOTE 4. NOTES RECEIVABLE, RELATED PARTIES The Company has several notes receivables from a related party. They are as follows: December 31, 2023 June 30, 2023 Notes receivable from related party (see Note 17), due in six months, with no installments, no interest, and in default as of March 2022 9,294 9,294 Total notes receivable 9,294 9,294 Less long-term - - Total short term notes receivable $ 9,294 $ 9,294

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT	6 Months Ended
	Dec. 31, 2023
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT	NOTE 5. PROPERTY AND EQUIPMENT Property and equipment consisted of the following at December 31, 2023 and June 30 2023: December 31, June 30, 2023 2023 Leasehold improvements $ 294,864 $ 294,864 Vehicles 162,351 67,116 Computer equipment 14,354 14,354 Furniture and fixtures 5,455 5,455 477,024 381,789 Less: Accumulated depreciation (95,702 ) (73,792 ) Property, plant and equipment – net $ 381,262 $ 307,997 Depreciation expense was $3,104 and $6,138 for the three months ended December 31, 2023 and 2022. Depreciation expense was $20,015 and $12,549 for the six months ended December 31, 2023 and 2022.

INTANGIBLE ASSETS

INTANGIBLE ASSETS	6 Months Ended
	Dec. 31, 2023
INTANGIBLE ASSETS
INTANGIBLE ASSETS	NOTE 6. INTANGIBLE ASSETS December 31, June 30, 2023 2023 Customer relationships $ 40,000 $ 40,000 Trademarks 410,000 410,000 Non-Compete Agreement 1,000 1,000 CARF Accreditation 23,000 23,000 Franchise Agreements 2,710,000 2,710,000 Website development 12,592 12,592 Less: accumulated amortization (63,860 ) (53,223 ) Intangible assets - net $ 3,132,732 $ 3,143,369 The Company is amortizing these intangible over their respective remaining useful lives. The Company recorded amortization expense in the amount of $5,940 and $5,318 for the three months ended December 31, 2023, and 2022, respectively. The Company recorded amortization expense in the amount of $10,637 and $5,318 for the six months ended December 31, 2023, and 2022, respectively.

NOTES PAYABLE

NOTES PAYABLE	6 Months Ended
	Dec. 31, 2023
NOTES PAYABLE
NOTES PAYABLE	NOTE 7. NOTES PAYABLE As of December 31, 2023 and June 30, 2023, the Company had $405,394 and $185,564, respectively, in outstanding notes payable, as following: Original Principal Balance as of Date of Note Principal Interest December 31, June 30, Ref No. Issuance Balance Maturity Date Rate (%) 2023 2023 1 9/16/06 $ 100,000 * 12 $ 38,000 $ 38,000 2 12/25/20 146,021 8/15/25 10 55,103 71,633 3 2/24/14 5,000 * 9 8,547 8,547 4 2/24/14 39,000 * 9 33,687 33,687 5 2/24/14 179,124 * 9 33,697 33,697 6 7/1/23 90,985 5/5/28 9 86,360 - 7 8/21/23 150,000 * 12 150,000 - Total $ 405,394 $ 185,564 Total Current $ 291,732 $ 146,992 Total Long Term $ 113,662 $ 38,572 ________ * As of December 31, 2023, these notes are in default. Amount Owed Year Ended June 30, 2024 291,732 Year Ended June 30, 2025 49,418 Year Ended June 30, 2026 23,688 Year Ended June 30, 2027 20,156 Year Ended June 30, 2028 20,420 Total future payments 405,394

NOTES PAYABLE, RELATED PARTIES

NOTES PAYABLE, RELATED PARTIES	6 Months Ended
	Dec. 31, 2023
NOTES PAYABLE, RELATED PARTIES
NOTES PAYABLE - RELATED PARTIES	NOTE 8. NOTES PAYABLE, RELATED PARTIES As of December 31, 2023 and June 30, 2023, the Company had $802,063 respectively, in outstanding notes payable, related parties. As of December 31, 2023 and June 30, 2023, the Company had $133,922 and $107,206, respectively, in accrued interest related to these notes. Some of these notes were assumed in connection with the acquisition on March 25, 2021. Ref No. Date of Original Principal Interest Principal Balance Principal Balance Note Issuance Balance Rate % Maturity Date Rate % 9/30/23 6/30/23 1 * 3/25/21 308,500 6/3/21 10 % $ 308,500 $ 308,500 2 * 3/25/21 47,436 6/3/21 10 % 47,436 47,436 3 * 3/25/21 158,503 6/3/21 10 % 158,502 158,502 4 * 3/24/22 39,000 9/24/22 6 % 39,000 39,000 5 * 5/5/22 179,124 11/5/22 6 % 179,124 179,124 6 * 10/5/22 20,000 4/5/23 6 % 20,000 20,000 7 * 11/9/22 500 5/9/23 6 % 500 500 8 * 11/18/22 4,000 5/18/23 6 % 4,000 4,000 9 * 1/17/23 18,000 7/17/23 6 % 18,000 18,000 10 * 2/8/23 27,000 8/8/23 6 % 27,000 27,000 Total $ 802,063 $ 802,062 * As of December 31, 2023, these notes are in default.

CONVERTIBLE NOTES PAYABLE

CONVERTIBLE NOTES PAYABLE	6 Months Ended
	Dec. 31, 2023
CONVERTIBLE NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE	NOTE 9. CONVERTIBLE NOTES PAYABLE As of December 31, 2023 and June 30, 2023, the convertible notes payable were as follows: Date of Note Issuance Original Principal Balance Maturity Date Interest Rate % Conversion Rate Principal Balance 9/30/23 Principal Balance 6/30/23 8/26/14 50,000 * 10 % $ 0.0001 $ 50,000 $ 50,000 6/15/12 8,000 * 10 % $ 0.000350 8,000 8,000 10/18/11 1,900 * 8 % 25% discount to market 6,900 6,900 10/3/10 20,000 * 10 % lesser $0.01 or 20% discount to market 20,000 20,000 10/31/09 4,000 * 8 % 25% discount of previous 5 days closing price 4,000 4,000 2/26/07 30,000 * 12 % lesser $0.50 or 35% discount to market 30,000 30,000 4/17/07 20,000 * 10 % lesser $0.45 or 35% discount to market 20,000 20,000 6/14/07 15,000 * 10 % lesser $0.50 or 25% discount to market 15,000 15,000 1/29/07 15,000 * 10 % $ 0.95 15,000 15,000 4/17/07 15,000 * 10 % lesser $0.45 or 35% discount to market 15,000 15,000 12/23/06 18,000 * 10 % $ 0.95 18,000 18,000 11/30/06 50,000 * 10 % $ 0.85 50,000 50,000 10/1/05 15,000 * 10 % $ 0.50 15,000 15,000 Total Current $ 266,900 $ 266,900 * As of December 31, 2023, these notes are in default.

SBA LOAN

SBA LOAN	6 Months Ended
	Dec. 31, 2023
SBA LOAN
SBA LOAN	NOTE 10. SBA LOAN On June 25, 2020 and January 6, 2022, the Company’s wholly-owned subsidiary, Sarah Day Care Centers, Inc. received proceeds of $150,000 and $200,000, respectively, in the form of an SBA loan. Installment payments, including principal and interest of $1,746 are due monthly beginning on December 22, 2021. The balance of principal and interest is payable thirty years from the promissory note date. The interest accrues at a rate of 3.75% per annum. During the three months ended December 31, 2023 and 2022, the Company recorded $3,241 and $0 in accrued interest related to the SBA loan. During the six months ended December 31, 2023 and 2022, the Company recorded $6,467 and $0 in accrued interest related to the SBA loan. Amount Owed Year Ended June 30, 2024 6,578 Year Ended June 30, 2025 6,829 Year Ended June 30, 2026 7,089 Year Ended June 30, 2027 7,360 Year Ended June 30, 2028 7,641 Payments 2028 & Beyond 309,987 Total Payments 343,862.00

DERIVATIVE FINANCIAL INSTRUMENT

DERIVATIVE FINANCIAL INSTRUMENTS	6 Months Ended
	Dec. 31, 2023
DERIVATIVE FINANCIAL INSTRUMENTS
DERIVATIVE FINANCIAL INSTRUMENTS	NOTE 11. DERIVATIVE FINANCIAL INSTRUMENTS The following tables summarize the components of the Company’s derivative liabilities and linked common shares. December 31, 2023 Indexed Fair The financings giving rise to derivative financial instruments Shares Values Compound embedded derivative 610,168 $ 221,175 June 30, 2023 Indexed Fair The financings giving rise to derivative financial instruments Shares Values Compound embedded derivative 780,619 $ 201,607 The following tables summarizes the effects on the Company’s gain (loss) associated with changes in the fair values of the derivative financial instruments by type of financing for the three and six months ended December 31, 2023 and 2022: The financings giving rise to derivative financial instruments and the income effects: Three Months Ended December 31, December 31, 2023 2022 Compound embedded derivative $ 5,165 $ 101,159 Day one derivative loss - - Total derivative gain (loss) $ 5,165 $ 101,159 Six Months Ended December 31, December 31, 2023 2022 Compound embedded derivative $ (19,568 ) $ 28,139 Day one derivative loss - - Total derivative gain (loss) $ (19,568 ) $ 28,139 The Company’s convertible notes gave rise to derivative financial instruments. The notes embodied certain terms and conditions that were not clearly and closely related to the host debt agreement in terms of economic risks and characteristics. These terms and features consist of the embedded conversion option. Current accounting principles that are provided in ASC 815 – Derivatives and Hedging Significant inputs and results arising from the Monte Carlo Simulations process are as follows for the compound embedded derivative that has been bifurcated from the Convertible Notes and classified in liabilities: Inception December 31, 2023 June 30, 2023 Quoted market price on valuation date $ 0.01 $ 0.55 $ 0.75 Contractual conversion rate $ 0.0054 - $0.0081 $ 0.3575 - 0.44 $ 0.448 - 0.60 Range of effective contractual conversion rates - - - Contractual term to maturity 1.00 Year 0.25 Years 0.25 Years Market volatility: Volatility 138.28% - 238.13 % 138.28% - 238.13 % 138.28% - 238.13 % Contractual interest rate 5% - 12 % 5% - 12 % 5% - 12 % The following table reflects the issuances of compound embedded derivatives and changes in fair value inputs and assumptions related to the compound embedded derivatives during the three months ended December 31, 2023 and June 30, 2023. December 31, 2023 June 30, 2023 Beginning balance $ 201,607 $ 226,585 Issuances: Convertible Note Financing - - Removals - - Changes in fair value inputs and assumptions reflected 19,568 (24,978 ) Conversions - - Ending balance $ 221,175 $ 201,607 The fair value of the compound embedded derivative is significantly influenced by the Company’s trading market price, the price volatility in trading and the interest components of the Monte Carlo Simulation technique.

STOCKHOLDERS DEFICIT

STOCKHOLDERS DEFICIT	6 Months Ended
	Dec. 31, 2023
STOCKHOLDERS DEFICIT
STOCKHOLDERS DEFICIT	NOTE 12. STOCKHOLDERS’ DEFICIT On or about April 26, 2022, the Company entered into an Agreement for Share Exchange (the “Share Exchange Agreement”) to obtain 10,500,000 shares of common stock of Vitality RX, Inc., a Delaware corporation (“Vitality”), representing 100% ownership of Vitality, from Vitality’s five shareholders identified in the Share Exchange Agreement (the “Vitality Shareholders”), in consideration of the issuance by the Company to the Vitality Shareholders of 5,500,000 shares of Innovative common stock, and 50,000 shares of Series A Convertible Preferred Stock (which preferred stock is convertible into 5,000,000 shares of common stock) (such shares of common stock and preferred stock collectively the “Shares”). On or about April 28, 2022, the transaction closed, Innovative received the stock of Vitality from the Vitality Shareholders, and issued the Shares to the Vitality Shareholders. The Company determined that Vitality did not meet the definition of a business under Accounting Standards Codification (“ASC”) 805 Business Combinations, as such, the issuance of shares was treated as stock-based compensation expense. Common Stock On August 21, 2023 the Company issued a Note (Note 7, Ref #7) which included 100,000 warrants to purchase common stock at a strike price of $0.10 per share, par value, $0.000001 per share. The warrants have an expiration date of August 21, 2028. Series A Preferred Stock & Series B Preferred Stock On April 26, 2022, the Company issued the Shareholders of Vitality 50,000 shares of Series A Convertible Preferred Stock, par value, $0.000001 per share, to Vitality’s five shareholder’s for consulting services and their expertise in technology, financial services and media related to the Company’s digital healthcare wallet. As of December 31, 2023, the Company had 500,000,000 authorized shares of Series A Convertible Preferred Stock, par value, $0.000001 per share. Each share of Series A Convertible Preferred Stock is convertible into 100 shares of the Company’s common stock. The Company no longer authorized any Series B Convertible Preferred Stock. Series A Preferred Stock & Series B Preferred Stock – Certificate of Designations The Preferred Shares each have Certificate of Designations, which designate as follows: Number 500,000,000 shares of the Parent Company’s Preferred Stock are designated as shares of Series A Convertible Preferred Stock, par value $0.000001 per share. Dividends Any dividends (other than dividends on common stock payable solely in common stock or dividends on the Series A Convertible Preferred Stock payable solely in Series A Convertible Preferred Stock or dividends on the Series B Preferred Convertible Stock payable solely in Series B Convertible Preferred Stock) declared or paid in any fiscal year will be declared or paid among the holders of the Series A Convertible Preferred Stock, Series B Convertible Preferred Stock and common stock then outstanding in proportion to the greatest whole number of shares of common stock which would be held by each such holder if all shares of Series A Preferred Stock and Series B Convertible Preferred Stock were converted into shares of common stock pursuant to the terms of the Certificate of Designations. The Parent Company’s Board of Directors is under no obligation to declare dividends on the Series A Convertible Preferred Stock or Series B Convertible Preferred Stock. Conversion Each share of Preferred Stock is convertible into 100 shares of the Parent Company’s common stock (the “ Conversion Rate Liquidation In the event of any liquidation, dissolution or winding up of the Parent Company, the assets of the Parent Company legally available for distribution by the Parent Company would be distributed with equal priority and pro rata among the holders of the Preferred Stock and common stock in proportion to the number of shares of common stock held by them, with the shares of Preferred Stock being treated for this purpose as if they had been converted to shares of common stock at the then applicable Conversion Rate. Voting On any matter presented to the stockholders of the Parent Company for their action or consideration at any meeting of stockholders of the Parent Company (or by written consent of stockholders in lieu of meeting), each holder of outstanding shares of Preferred Stock would be entitled to cast the number of votes equal to the number of whole shares of common stock into which the shares of Preferred Stock held by such holder are convertible as of the record date for determining stockholders entitled to vote on such matter. Except as provided by law or by the other provisions of the Parent Company’s Certificate of Incorporation, holders of Preferred Stock vote together with the holders of common stock as a single class.

PROVISION FOR CORPORATE INCOME

PROVISION FOR CORPORATE INCOME TAXES	6 Months Ended
	Dec. 31, 2023
PROVISION FOR CORPORATE INCOME TAXES
PROVISION FOR CORPORATE INCOME TAXES	NOTE 13. PROVISION FOR CORPORATE INCOME TAXES The Company provides for income taxes by the use of an asset and liability approach in accounting for income taxes. Deferred tax assets and liabilities are recorded based on the differences between the financial statement and tax bases of assets and liabilities and the tax rates in effect when these differences are expected to reverse. This also requires the reduction of deferred tax assets by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some or all of the deferred tax assets will not be realized. The valuation allowance at December 31, 2023 was $7,425,567 and as of June 30, 2023 was $7,350,393. The net change in allowance during the quarters ended December 31, 2023 and 2022 was $630,140 and $590,629, respectively. As of December 31, 2023, the Company has federal net operating loss carry forwards of approximately $35,355,000 available to offset future taxable income through 2040. The Company may be able to utilize its NOLs to reduce future federal and state income tax liabilities. However, these NOLs are subject to various limitations under Internal Revenue Code (“IRC”) Section 382. IRC Section 382 limits the use of NOLs to the extent there has been an ownership change of more than 50 percentage points. In addition, the NOL carry-forwards are subject to examination by the taxing authority and could be adjusted or disallowed due to such exams. Although the Company has not undergone an IRC Section 382 analysis, it is possible that the utilization of the NOLs could be substantially limited. The Company has no tax provision For the six months ended December 31, 2023 and 2022 due to losses and full valuation allowances against net deferred tax assets. As of December 31, 2023 and 2022, the difference between the tax provision at the statutory federal income tax rate and the tax provision attributable to loss before income taxes is as follows (in percentages): Statutory federal income tax rate (21 )% State taxes – net of federal benefits (5 )% Valuation allowance 26 % Income tax rate – net 0 % FASB Interpretation No. 48 (Fin 48) - Accounting for Uncertain Tax Positions The Company files income tax returns in the U.S. federal jurisdiction and various state, and local jurisdictions. The Company is no longer subject to U.S. federal income tax examination by tax authorities, with limited exception, for the quarters prior to December 31, 2014. With respect to state and local jurisdictions, with limited exception, the Company is no longer subject to income tax audits prior to December 31, 2014. In the normal course of business, the Company is subject to examination by various taxing authorities. Although the outcome of tax audits is always uncertain, the Company believes that adequate amounts of tax, interest and penalties have been provided for any adjustments that may result from these open tax years. Based on management’s review of the Company’s tax position, the Company had no significant unrecognized corporate tax liabilities as of December 31, 2023 and June 30, 2023 payable to the Internal Revenue Service due to the net operating loss carry-forward, however, the Company had yet to file its 2005 through 2009 and 2012 through 2021 Federal, New Jersey nor New York Corporate Income Tax Returns.

UNPAID PAYROLL TAXES

UNPAID PAYROLL TAXES	6 Months Ended
	Dec. 31, 2023
UNPAID PAYROLL TAXES
UNPAID PAYROLL TAXES	NOTE 14. UNPAID PAYROLL TAXES As of December 31, 2023 and June 30, 2023, the Company owed the Internal Revenue Service and New York State payroll related taxes in the amounts of $60,402 and $17,401, respectively, subject to further interest and penalties. The total amount due to both taxing authorities including penalties and interest as of December 31, 2023 and June 30, 2023 was approximately $77,803 subject to further penalties and interest. This is included in accounts payable and accrued expenses on the Company’s consolidated balance sheets. IRS Tax Lien The Internal Revenue Service has placed a federal tax lien on all of the assets of the Company.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	6 Months Ended
	Dec. 31, 2023
Commitments and contingencies (Note 15)
COMMITMENTS AND CONTINGENCIES	NOTE 15. COMMITMENTS AND CONTINGENCIES Licensing Agreement On March 31, 2022, the Company entered into a management agreement with TruCash Group of Companies, Inc. (“TruCash’) where the Company is licensing from TruCash certain VISA ICAs and BINs to be used by the Company to offer certain pre-paid cards, mobile apps, loyalty programs, and other merchant related services to its potential clients. The Agreement has a term of five (5) years and monthly payments due to TruCash of $250,000 (the “Licensing Fee”). On June 30, 2023, the Company and TruCash cancelled the management agreement. Rent As of December 31, 2023, the Company maintains its corporate address in at 2310 York Street, Suite 200, Blue Island, IL, 60406. This space is provided by the Company’s Chairman, Charles Everhardt, a related party, on a rent free basis at the present time. The Company does not currently have a lease for this space but expects to enter into a month-to-month office lease for this space. SarahCare leases two properties for its corporate office and its two corporate owned centers. SarahCare’s lease for its first corporate-owned SarahCare location is for approximately 5,300 square feet located at 6199 Frank Ave. NW, North Canton, Ohio, 44720. The lease began in 2018 and ends in 2026. SarahCare’s lease for its second corporate-owned SarahCare location is for approximately 6,000 square feet located at SarahCare of Stow, 4472 Darrow Road, Stow, Ohio, 44224. The lease began in 2018 and ends in 2026. On April 21, 2021, the Company, through ten wholly-owned limited liability companies, entered into lease agreements with entities controlled by our Chairman, Charles Everhardt, for ten additional SarahCare locations to be operated by the Company. All of the leases are for a ten-year period beginning on July 1, 2021, and ending on June 30, 2031, with a 5-year renewal option. The rent for each location is $7,500 per month. On April 29, 2022, the Company amended the leases to delay commencement until November 1, 2022. On August 19, 2022, the Company and landlord mutually agreed to terminate four of the leases formed on April 21, 2021. SarahCare The Company is currently in default under its payment obligations in connection with the acquisition of SarahCare. Such default has made the entire balance of the Notes due and payable and has increase the interest rate to 10%. These notes are guaranteed by the Company’s Chairman, Charles Everhardt.

LEASES

LEASES	6 Months Ended
	Dec. 31, 2023
LEASES
LEASES	NOTE 16. LEASES Operating Leases Stow Professional Lease In connection with the acquisition of Sarah Adult Day Centers, Inc. on March 25, 2021, the Company acquired a facilities lease with 6,000 square feet at 4472 Darrow Road, Stow, Ohio 44224. The lease expires on December 31, 2025 and the lease payments are as follows: Monthly Rent Payments Base Rent Covid-19 Recoup* Total Rent April 1, 2021 $ 6,369 $ 983 $ 7,352 May 1, 2021 to December 31, 2021 $ 6,369 $ 621 $ 6,990 January 1, 2022 to December 31, 2022 $ 6,433 $ 621 $ 7,054 January 1, 2023 to December 31, 2023 $ 6,497 $ 621 $ 7,118 January 1, 2024 to December 31, 2024 $ 6,562 $ 621 $ 7,183 January 1, 2025 to December 31, 2025 $ 6,628 $ 621 $ 7,249 ________ *The Company has to repay the lessor monthly payments as a result of COVID relief. Harbor Lease In connection with the acquisition of Sarah Adult Day Centers, Inc. on March 25, 2021, the Company acquired a facilities lease with 3,469 square feet at 4580 Stephen Circle NW. Canton, OH 44718. The monthly lease payments are $4,500 and the lease expires on December 31, 2023. In connection with the acquisition of Sarah Day Care Centers, Inc. on March 25, 2021, the Company acquired a facilities lease with 5,300 square feet in Jackson, Ohio. The monthly lease payments are $7,910, which includes monthly payments of $603 as repayments for COVID relief. The lease expires on July 1, 2026. S. Frank Professional Lease Operating lease right-of-use asset and liability are recognized at the present value of the future lease payments at the lease commencement date. The interest rate used to determine the present value is the incremental borrowing rate, estimated to be 10%, as the interest rate implicit in most of the Company’s leases is not readily determinable. Operating lease expense is recognized on a straight-line basis over the lease term. Since the common area maintenance expenses are expenses that do not depend on an index or rate, they are excluded from the measurement of the lease liability and recognized in general and administrative expenses on the consolidated statements of operations. Right-of-use asset is summarized below: December 31, 2023 Stow Professional Center Lease S. Frank Professional Lease Total Office lease $ 282,371 $ 412,770 $ 695,141 Less: accumulated amortization (181,764 ) (195,657 ) (377,421 ) Right-of-use asset, net $ 100,607 $ 217,113 $ 317,720 Operating lease liability is summarized below: December 31, 2023 Stow Professional Center Lease S. Frank Professional Lease Total Office lease $ 101,901 $ 217,114 $ 319,015 Less: current portion (80,335 ) (77,491 ) (157,826 ) Long term portion $ 21,566 $ 139,623 $ 161,189 Maturity of the lease liability is as follows: Finance leases December 31, 2023 Stow Professional Center Lease S. Frank Professional Lease Total Year ending June 30, 2024 43,096 47,462 90,558 Year ending June 30, 2025 64,840 94,923 159,763 Year ending June 30, 2026 - 94,923 94,923 Year ending June 30, 2027 - 7,910 7,910 Present value discount (6,035 ) (28,104 ) (34,139 ) Lease liability $ 101,901 $ 217,114 $ 319,015 Commencing during the quarter ended December 31, 2023, the Company leases office equipment under two finance leases with combined monthly payments of $5,897. The leases mature on March 1, 2024 and December 1, 2026. Finance right of use assets are summarized below: As of As of December 31, June 30, 2023 2023 Equipment lease $ 24,097 $ 24,097 Less accumulated amortization (10,327 ) (8,032 ) Finance right of use asset $ 13,770 $ 16,065 On October 1, 2021, the Company discontinued use of one of its copiers. As a result, the Company recorded an impairment of assets in the amount of $84,364. Amortization expense was $5,738 and $3,442 For the six months ended December 31, 2023 and 2022, respectively. Finance lease liabilities are summarized below: As of As of December 31, June 30, 2023 2023 Equipment lease $ 96,242 $ 127,329 Less: current portion (36,263 ) (53,707 ) Long term portion $ 59,979 $ 73,622 Equipment Lease Year Ended June 30, 2024 25,787 Year Ended June 30, 2025 32,388 Year Ended June 30, 2026 32,388 Year Ended June 30, 2027 16,194 Total future minimum lease payments 106,757 Less imputed interest (10,515 ) PV of payments $ 96,242

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	6 Months Ended
	Dec. 31, 2023
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	NOTE 17. RELATED PARTY TRANSACTIONS During the quarters ended December 31, 2023 and 2022, related party transactions were as follows: As of December 31, 2023, the Company maintains its corporate address in at 2310 York Street, Suite 200, Blue Island, IL, 60406. This space is provided by the Company’s Chairman, Charles Everhardt, a related party, on a rent free basis at the present time. The Company does not currently have a lease for this space but expects to enter into a month-to-month office lease for this space. As of June 30, 2023, a company founded and partially owned by the Company’s Chairman, Charles Everhardt, has been assigned the $3,750,000 in payables to a Company owned by Charles Everhardt for the Vitality Card, this amount included $750,000 which was included in accounts payable and accrued expenses as of June 30, 2022. On January 17, 2023, the Company signed a note receivable of $18,000 from a company founded and partially owned by the Company’s Chairman, Charles Everhardt. On February 8, 2023, the Company signed a note receivable of $27,000 from a company founded and partially owned by the Company’s Chairman, Charles Everhardt. On May 5, 2022, the Company signed a note receivable of $179,124 from a company founded and partially owned by the Company’s Chairman, Charles Everhardt. On March 25, 2022, the Company signed a note receivable of $39,000 from a company founded and partially owned by the Company’s Chairman, Charles Everhardt. On September 28, 2021, the Company signed a note receivable of $50,000 from a company founded and partially owned by the Company’s Chairman, Charles Everhardt. On September 8, 2021 the Company signed a note receivable of $29,294 from a company founded and partially owned by the Company’s Chairman, Charles Everhardt.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	6 Months Ended
	Dec. 31, 2023
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	NOTE 18. SUBSEQUENT EVENTS The Company has evaluated subsequent events for recognition and disclosure through February 16, 2024, the date the financial statements were available to be issued, and determined that there were no such events requiring adjustment to, or disclosure in, the accompanying consolidated financial statements except as described below. On February 16, 2024, the Company’s Distribution License Agreement (the “Agreement”)with Radical Clean Solutions Ltd. (“RCS”) was terminated by RCS for a material breach of non-payment, as the Company did not pay its initial deposit, which was due 40 days from the execution of the Agreement. The Company requested an extension and/or an amendment to a non-exclusive Agreement, but RCS did not agree to such a request.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
	Dec. 31, 2023
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation	The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and reflect all adjustments, consisting of normal recurring adjustments, which management believes are necessary to fairly present the financial position, results of operations and cash flows of the Company as of and for the three and six months ended December 31, 2023 and 2022.
Principles of Consolidation	The Company has two wholly-owned operating subsidiaries; Sarah Adult Day Services, Inc., and Sarah Day Care Centers, Inc., along with non-operating subsidiaries consisting of RX Vitality, Inc. and the 10 formed limited liability companies formed for the additional SarahCare location leases. The consolidated financial statements, which include the accounts of the Company and its two wholly-owned subsidiaries, are prepared in conformity with GAAP pursuant to the rules and regulations of the SEC. All significant intercompany balances and transactions have been eliminated. The consolidated financial statements have been prepared using the accrual basis of accounting in accordance with GAAP and presented in US dollars. The fiscal year end is June 30.
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 the disclosure of contingent assets and liabilities at the date of the financial statements and the reported revenues and expenses during the reporting periods. Because of the use of estimates inherent in the financial reporting process, actual results may differ significantly from those estimates.
Cash And Cash Equivalents	The Company maintains cash balances in a non-interest-bearing account that does not exceeds $250,000 at December 31, 2023. For the purpose of the consolidated financial statements, all highly liquid investments with a maturity of three months or less are considered to be cash equivalents. There were no cash equivalents as of December 31, 2023 and 2022.
Earnings Per Share Calculation	Basic earnings per common share (“EPS”) is computed by dividing income available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted earnings per share is computed by dividing net income by the weighted average shares outstanding, assuming all dilutive potential common shares were issued.
Intangible assets	Certain intangible assets arose from the acquisition of Sarah Adult Day Services, Inc., and Sarah Day Care Centers, Inc. on March 25, 2021 and consist of the following, which have been or are being amortized on a straight-line basis over the following estimated useful lives unless they have an indefinite life: Asset Estimated Useful Life Customer Relationships 3 Trademarks Indefinite Non-Compete Agreement 3 CARF Accreditation 3 Franchise Agreements Indefinite An intangible asset with an indefinite useful life is not amortized but assessed for impairment annually, or more frequently, when events or changes in circumstances occur indicating that it is more likely than not that the indefinite-lived asset is impaired. Impairment exists when the carrying amount exceeds its fair value. In testing for impairment, the Company has the option to first perform a qualitative assessment to determine whether it is more likely than not that an impairment exists. If it is determined that it is not more likely than not that an impairment exists, a quantitative impairment test is not necessary. If the Company concludes otherwise, it is required to perform a quantitative impairment test. To the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. For the three and six months ended December 31, 2023 and 2022, there were no impairment losses.
Revenue Recognition	Revenue is recognized when a customer obtains services. The amount of revenue that is recorded reflects the consideration that the Company expects to receive in exchange for those goods. The Company applies the following five-step model in order to determine this amount: (i) identification of the promised goods in the contract; (ii) determination of whether the promised goods are performance obligations, including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. The Company only applies the five-step model to contracts when it is probable that the entity will collect the consideration it is entitled to in exchange for the services it provides to the customer. Once a contract is determined to be within the scope of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 606 at contract inception, the Company reviews the contract to determine which performance obligations the Company must deliver and which of these performance obligations are distinct.
Patient fee	Participant fee revenue is reported at the amount that reflects the consideration the Company expects to receive in exchange for the services provided. These amounts are due from participants or third-party payors and include variable consideration for retroactive adjustments from estimated reimbursements, if any, under reimbursement programs. Performance obligations are determined based on the nature of the services provided. Resident fee revenue is recognized as performance obligations are satisfied. Under the Company’s day care agreements, which are generally for a contractual term of 30 days to one year, the Company provides services to participants for a stated daily or monthly fee. The Company has elected the lessor practical expedient within ASC 842, Leases Revenue Recognition from Contracts with Customers The Company enters into contracts to provide home assisted health, and certain outpatient services. Each service provided under the contract is capable of being distinct, and thus, the services are considered individual and separate performance obligations. The performance obligations are satisfied as services are provided and revenue is recognized as services are provided. The Company receives payment for services under various third-party payor programs which include Medicaid, Veterans Affairs and other third-party payors. Estimates for settlements with third-party payors for retroactive adjustments from estimated reimbursements due to audits, reviews, or investigations are included in the determination of the estimated transaction price for providing services. The Company estimates the transaction price based on the terms of the contract with the payor, correspondence with the payor, and historical payment trends. Changes to these estimates for retroactive adjustments are recognized in the period the change or adjustment becomes known or when final settlements are determined. Billings for services under third-party payor programs are recorded net of estimated retroactive adjustments, if any. Retroactive adjustments are accrued on an estimated basis in the period the related services are rendered and adjusted in future periods or as final settlements are determined. Contractual or cost related adjustments from Medicaid or Veterans Affairs are accrued when assessed (without regard to when the assessment is paid or withheld). Subsequent adjustments to these accrued amounts are recorded in net revenues when known.
Franchise fee	The Company franchises a number of its locations under franchise contracts which provide periodic franchise fee payments to the Company and reimbursement for costs and expense related to such franchises. The Company’s franchisees pay a variety of royalties and fees, including an agreed upon percentage of gross revenues (as defined in the franchise agreement). The Company estimates the amount of franchise fee revenue expected to be earned, if any, during the annual contract period and revenue is recognized as services are provided. The Company’s estimate of the transaction price for the franchise services also includes the amount of reimbursement due from the franchises for services provided and related costs incurred. SarahCare, as the franchisor, supplies the franchisee’s with initial assistance and approval with the following: (1) Providing the site selection criteria for the SARAH Business and, upon a potential franchisee’s request, provide input regarding possible sites. The Company does not own and lease any site to franchisees. After the franchise selects and the Company approves a site, the Company will designate the geographic area within which they may establish the SARAH Business; (2) Approve the signage; (3) Identify the standards and specifications for products, services, and materials that comply with the System, and, if the Company requires, the approved suppliers of these items. The Company will furnish a potential Franchisee with the listing of the package of initial franchise items as detailed in the Operations Manual. Neither the Company or its affiliate provide, deliver, or install any of these items; (4) Provide an Initial Training Program; and (5) Provide an Operations Training Program. Once the Franchisee’s SarahCare business is operational, the Company will: (1) Issue and modify System standards for SARAH Businesses; (2) Provide access to a copy of the Company’s Operations Manual as they make available through our intranet. The Operations Manual contains mandatory and suggested specifications, standards and operating procedure; (3) Provide additional or special guidance and assistance and training as the Company deem appropriate and for which a potential Franchisee are financially responsible; (4) Inspect and observe the operation of the SARAH Business to help a potential Franchisee comply with the Franchise Agreement and all System standards; (5) Let the Franchisee use the confidential information; and, (6) Let the Franchisee use the Marks (trademarks, trade names, service marks, and logos).
Income Taxes	The provision for income taxes is the total of the current taxes payable and the net of the change in the deferred income taxes. Provision is made for the deferred income taxes where differences exist between the period in which transactions affect current taxable income and the period in which they enter into the determination of net income in the financial statements.
Leases	The Company accounts for leases in accordance with Accounting Standards Update (ASU) 2016-02, “ Leases
Fair Value of Financial Instruments	The Company’s financial instruments include cash and cash equivalents, accounts payable, accrued expenses, and debt. The carrying value of these financial instruments is considered to be representative of their fair value due to the short maturity of these instruments. The carrying amount of the debt approximates fair value, because the interest rates on these instruments approximate the interest rate on debt with similar terms available to the Company. The Company’s derivative liabilities were adjusted to fair market value at the end of each reporting period, using Level 3 inputs. 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. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy is based on three levels of inputs, of which the first two are considered observable and the last unobservable, as follows: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the measurement of the fair value of the assets or liabilities. The carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts payable, accrued expenses and interest, certain notes payable and notes payable – due to related parties, approximate their fair values because of the short maturity of these instruments. The Company accounts for its derivative liabilities, at fair value, on a recurring basis under Level 3 (See Note 11).
Embedded Conversion Features	The Company evaluates embedded conversion features within convertible debt under ASC 815 “ Derivatives and Hedging Debt with Conversion and Other Options
Derivative financial instruments	When the Company issues debt that contains a conversion feature, it first evaluates whether the conversion feature meets the requirements to be treated as a derivative: a) one or more underlying, typically the price of the Company’s stock; b) one or more notional amounts or payment provisions or both, generally the number of shares upon conversion; c) no initial net investment, which typically excludes the amount borrowed; and d) net settlement provisions, which in the case of convertible debt generally means the stock received upon conversion can be readily sold for cash. There are certain scope exceptions from derivative treatment, but these typically exclude conversion features that provide for a variable number of shares. If the conversion features within convertible debt meet the requirements to be treated as a derivative, the Company estimates the fair value of the derivative liability using the Monte Carlo Simulation Model upon the date of issuance. If the fair value of the derivative liability is higher than the face value of the convertible debt, the excess is immediately recognized as interest expense. Otherwise, the fair value of the derivative liability is recorded as a liability with an offsetting amount recorded as a debt discount, which offsets the carrying amount of the debt. The derivative liability is revalued at the end of each reporting period and any change in fair value is recorded as a change in fair value in the consolidated statements of operations. The debt discount is amortized through interest expense over the life of the debt. Derivative instrument liabilities and the host debt agreement are classified on the consolidated balance sheets as current or non-current based on whether settlement of the derivative instrument could be required within twelve months of the balance sheet date. The accounting treatment of derivative financial instruments requires that the Company record the embedded conversion option at their fair values as of the inception date of the agreement and at fair value as of each subsequent balance sheet date. Any change in fair value is recorded as non-operating, non-cash income or expense for each reporting period at each balance sheet date. The Company reassesses the classification of its derivative instruments at each balance sheet date. If the classification changes as a result of events during the period, the contract is reclassified as of the date of the event that caused the reclassification. As a result of entering into warrant agreements, for which such instruments contained a variable conversion feature with no floor, the Company has adopted a sequencing policy in accordance with ASC 815-40-35-12 “ Derivatives and Hedging
Debt Issue Costs and Debt Discount	The Company may record debt issue costs and/or debt discounts in connection with raising funds through the issuance of debt. These costs may be paid in the form of cash, or equity (such as warrants). These costs are amortized to interest expense over the life of the debt. If a conversion of the underlying debt occurs, a proportionate share of the unamortized amounts is immediately expensed.
Reclassification of presentation	Certain prior year amounts have been reclassified to conform with current year presentation. These reclassifications had no effect on the reported results of operations.
Recently Issued Accounting Pronouncements	The Company does not expect any of the recently issued accounting pronouncements to have a material impact on its financial condition or results of operations for the quarter ended as of December 31, 2023 or on a going forward basis.
Subsequent Events	In accordance with ASC 855, Subsequent Events

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	6 Months Ended
	Dec. 31, 2023
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Schedule of intangible assets estimated useful life	Asset Estimated Useful Life Customer Relationships 3 Trademarks Indefinite Non-Compete Agreement 3 CARF Accreditation 3 Franchise Agreements Indefinite

NOTES RECEIVABLE, RELATED PAR_2

NOTES RECEIVABLE, RELATED PARTIES (Tables)	6 Months Ended
	Dec. 31, 2023
NOTES RECEIVABLE, RELATED PARTIES
Schedule of notes receivable	December 31, 2023 June 30, 2023 Notes receivable from related party (see Note 17), due in six months, with no installments, no interest, and in default as of March 2022 9,294 9,294 Total notes receivable 9,294 9,294 Less long-term - - Total short term notes receivable $ 9,294 $ 9,294

PROPERTY AND EQUIPMENT (Table)

PROPERTY AND EQUIPMENT (Table)	6 Months Ended
	Dec. 31, 2023
PROPERTY AND EQUIPMENT
Schedule of Property Plant And Equipment	December 31, June 30, 2023 2023 Leasehold improvements $ 294,864 $ 294,864 Vehicles 162,351 67,116 Computer equipment 14,354 14,354 Furniture and fixtures 5,455 5,455 477,024 381,789 Less: Accumulated depreciation (95,702 ) (73,792 ) Property, plant and equipment – net $ 381,262 $ 307,997

INTANGIBLE ASSETS (Tables)

INTANGIBLE ASSETS (Tables)	6 Months Ended
	Dec. 31, 2023
INTANGIBLE ASSETS
Schedule of intangible assets	December 31, June 30, 2023 2023 Customer relationships $ 40,000 $ 40,000 Trademarks 410,000 410,000 Non-Compete Agreement 1,000 1,000 CARF Accreditation 23,000 23,000 Franchise Agreements 2,710,000 2,710,000 Website development 12,592 12,592 Less: accumulated amortization (63,860 ) (53,223 ) Intangible assets - net $ 3,132,732 $ 3,143,369

NOTES PAYABLE (Tables)

NOTES PAYABLE (Tables)	6 Months Ended
	Dec. 31, 2023
NOTES PAYABLE
Schedule of Notes Payable	Original Principal Balance as of Date of Note Principal Interest December 31, June 30, Ref No. Issuance Balance Maturity Date Rate (%) 2023 2023 1 9/16/06 $ 100,000 * 12 $ 38,000 $ 38,000 2 12/25/20 146,021 8/15/25 10 55,103 71,633 3 2/24/14 5,000 * 9 8,547 8,547 4 2/24/14 39,000 * 9 33,687 33,687 5 2/24/14 179,124 * 9 33,697 33,697 6 7/1/23 90,985 5/5/28 9 86,360 - 7 8/21/23 150,000 * 12 150,000 - Total $ 405,394 $ 185,564 Total Current $ 291,732 $ 146,992 Total Long Term $ 113,662 $ 38,572
Schedule of Notes in default	Amount Owed Year Ended June 30, 2024 291,732 Year Ended June 30, 2025 49,418 Year Ended June 30, 2026 23,688 Year Ended June 30, 2027 20,156 Year Ended June 30, 2028 20,420 Total future payments 405,394

NOTES PAYABLE, RELATED PARTIES

NOTES PAYABLE, RELATED PARTIES (Tables)	6 Months Ended
	Dec. 31, 2023
NOTES PAYABLE, RELATED PARTIES
Schedule of Notes Payable Relatied parties current	Ref No. Date of Original Principal Interest Principal Balance Principal Balance Note Issuance Balance Rate % Maturity Date Rate % 9/30/23 6/30/23 1 * 3/25/21 308,500 6/3/21 10 % $ 308,500 $ 308,500 2 * 3/25/21 47,436 6/3/21 10 % 47,436 47,436 3 * 3/25/21 158,503 6/3/21 10 % 158,502 158,502 4 * 3/24/22 39,000 9/24/22 6 % 39,000 39,000 5 * 5/5/22 179,124 11/5/22 6 % 179,124 179,124 6 * 10/5/22 20,000 4/5/23 6 % 20,000 20,000 7 * 11/9/22 500 5/9/23 6 % 500 500 8 * 11/18/22 4,000 5/18/23 6 % 4,000 4,000 9 * 1/17/23 18,000 7/17/23 6 % 18,000 18,000 10 * 2/8/23 27,000 8/8/23 6 % 27,000 27,000 Total $ 802,063 $ 802,062

CONVERTIBLE NOTES PAYABLE (Tabl

CONVERTIBLE NOTES PAYABLE (Tables)	6 Months Ended
	Dec. 31, 2023
CONVERTIBLE NOTES PAYABLE
Schedule of convertible notes payable, in defaults	Date of Note Issuance Original Principal Balance Maturity Date Interest Rate % Conversion Rate Principal Balance 9/30/23 Principal Balance 6/30/23 8/26/14 50,000 * 10 % $ 0.0001 $ 50,000 $ 50,000 6/15/12 8,000 * 10 % $ 0.000350 8,000 8,000 10/18/11 1,900 * 8 % 25% discount to market 6,900 6,900 10/3/10 20,000 * 10 % lesser $0.01 or 20% discount to market 20,000 20,000 10/31/09 4,000 * 8 % 25% discount of previous 5 days closing price 4,000 4,000 2/26/07 30,000 * 12 % lesser $0.50 or 35% discount to market 30,000 30,000 4/17/07 20,000 * 10 % lesser $0.45 or 35% discount to market 20,000 20,000 6/14/07 15,000 * 10 % lesser $0.50 or 25% discount to market 15,000 15,000 1/29/07 15,000 * 10 % $ 0.95 15,000 15,000 4/17/07 15,000 * 10 % lesser $0.45 or 35% discount to market 15,000 15,000 12/23/06 18,000 * 10 % $ 0.95 18,000 18,000 11/30/06 50,000 * 10 % $ 0.85 50,000 50,000 10/1/05 15,000 * 10 % $ 0.50 15,000 15,000 Total Current $ 266,900 $ 266,900

SBA Loan (Tables)

SBA Loan (Tables)	6 Months Ended
	Dec. 31, 2023
SBA LOAN
Schedule of SBA Loan	Amount Owed Year Ended June 30, 2024 6,578 Year Ended June 30, 2025 6,829 Year Ended June 30, 2026 7,089 Year Ended June 30, 2027 7,360 Year Ended June 30, 2028 7,641 Payments 2028 & Beyond 309,987 Total Payments 343,862.00

DERIVATIVE FINANCIAL INSTRUME_2

DERIVATIVE FINANCIAL INSTRUMENTS (Tables)	6 Months Ended
	Dec. 31, 2023
DERIVATIVE FINANCIAL INSTRUMENTS
Schedule of derivative financial instruments	December 31, 2023 Indexed Fair The financings giving rise to derivative financial instruments Shares Values Compound embedded derivative 610,168 $ 221,175 June 30, 2023 Indexed Fair The financings giving rise to derivative financial instruments Shares Values Compound embedded derivative 780,619 $ 201,607
Schedule of Fair value derivative liabilities	Three Months Ended December 31, December 31, 2023 2022 Compound embedded derivative $ 5,165 $ 101,159 Day one derivative loss - - Total derivative gain (loss) $ 5,165 $ 101,159 Six Months Ended December 31, December 31, 2023 2022 Compound embedded derivative $ (19,568 ) $ 28,139 Day one derivative loss - - Total derivative gain (loss) $ (19,568 ) $ 28,139
Schedule of Convertible Notes	Inception December 31, 2023 June 30, 2023 Quoted market price on valuation date $ 0.01 $ 0.55 $ 0.75 Contractual conversion rate $ 0.0054 - $0.0081 $ 0.3575 - 0.44 $ 0.448 - 0.60 Range of effective contractual conversion rates - - - Contractual term to maturity 1.00 Year 0.25 Years 0.25 Years Market volatility: Volatility 138.28% - 238.13 % 138.28% - 238.13 % 138.28% - 238.13 % Contractual interest rate 5% - 12 % 5% - 12 % 5% - 12 %
Schedule of compound embedded derivatives	December 31, 2023 June 30, 2023 Beginning balance $ 201,607 $ 226,585 Issuances: Convertible Note Financing - - Removals - - Changes in fair value inputs and assumptions reflected 19,568 (24,978 ) Conversions - - Ending balance $ 221,175 $ 201,607

PROVISION FOR CORPORATE INCOM_2

PROVISION FOR CORPORATE INCOME TAXES (Tables)	6 Months Ended
	Dec. 31, 2023
PROVISION FOR CORPORATE INCOME TAXES
Schedule of statutory federal income tax rate	Statutory federal income tax rate (21 )% State taxes – net of federal benefits (5 )% Valuation allowance 26 % Income tax rate – net 0 %

LEASES (Tables)

LEASES (Tables)	6 Months Ended
	Dec. 31, 2023
LEASES
Schedule of Monthly Lease Payment	Monthly Rent Payments Base Rent Covid-19 Recoup* Total Rent April 1, 2021 $ 6,369 $ 983 $ 7,352 May 1, 2021 to December 31, 2021 $ 6,369 $ 621 $ 6,990 January 1, 2022 to December 31, 2022 $ 6,433 $ 621 $ 7,054 January 1, 2023 to December 31, 2023 $ 6,497 $ 621 $ 7,118 January 1, 2024 to December 31, 2024 $ 6,562 $ 621 $ 7,183 January 1, 2025 to December 31, 2025 $ 6,628 $ 621 $ 7,249
Schedule of Right of Use Asset	December 31, 2023 Stow Professional Center Lease S. Frank Professional Lease Total Office lease $ 282,371 $ 412,770 $ 695,141 Less: accumulated amortization (181,764 ) (195,657 ) (377,421 ) Right-of-use asset, net $ 100,607 $ 217,113 $ 317,720
Schedule of Operating Lease Liability	December 31, 2023 Stow Professional Center Lease S. Frank Professional Lease Total Office lease $ 101,901 $ 217,114 $ 319,015 Less: current portion (80,335 ) (77,491 ) (157,826 ) Long term portion $ 21,566 $ 139,623 $ 161,189
Schedule of Maturity of the Operating Lease Liability	December 31, 2023 Stow Professional Center Lease S. Frank Professional Lease Total Year ending June 30, 2024 43,096 47,462 90,558 Year ending June 30, 2025 64,840 94,923 159,763 Year ending June 30, 2026 - 94,923 94,923 Year ending June 30, 2027 - 7,910 7,910 Present value discount (6,035 ) (28,104 ) (34,139 ) Lease liability $ 101,901 $ 217,114 $ 319,015
Schedule of Finance Right Of Use Asset	As of As of December 31, June 30, 2023 2023 Equipment lease $ 24,097 $ 24,097 Less accumulated amortization (10,327 ) (8,032 ) Finance right of use asset $ 13,770 $ 16,065
Summary of Financing Lease Liability	As of As of December 31, June 30, 2023 2023 Equipment lease $ 96,242 $ 127,329 Less: current portion (36,263 ) (53,707 ) Long term portion $ 59,979 $ 73,622
Schedule of Maturity of Financing Lease Liability	Equipment Lease Year Ended June 30, 2024 25,787 Year Ended June 30, 2025 32,388 Year Ended June 30, 2026 32,388 Year Ended June 30, 2027 16,194 Total future minimum lease payments 106,757 Less imputed interest (10,515 ) PV of payments $ 96,242

LIQUIDITY, CAPITAL RESOURCES AN

LIQUIDITY, CAPITAL RESOURCES AND GOING CONCERN (Details Narrative) - USD ($)	3 Months Ended				6 Months Ended
	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2022	Sep. 30, 2022	Dec. 31, 2023	Dec. 31, 2022	Jun. 30, 2023
LIQUIDITY CAPITAL RESOURCES AND GOING CONCERN
Total assets	$ 4,329,646				$ 4,329,646		$ 4,449,587
Total liabilities	5,968,391				5,968,391		5,757,973
Accumulated deficit	(36,975,521)				(36,975,521)		(36,622,313)
Cash and cash equivalents	92,509				92,509		$ 157,589
Net Loss	$ (188,145)	$ (165,063)	$ (977,074)	$ (1,000,490)	$ (353,208)	$ (1,977,564)

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details)	6 Months Ended
	Dec. 31, 2023
Estimated Useful Lives	3 years
Trademarks
Estimated Useful Lives	Indefinite
Non-Compete Agreement
Estimated Useful Lives	3 years
CARF Accreditation
Estimated Useful Lives	3 years
Franchise Agreements
Estimated Useful Lives	Indefinite

SUMMARY OF SIGNIFICANT ACCOUN_5

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative)	Dec. 31, 2023 USD ($)
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Cash insured amount	$ 250,000

NOTES RECEIVABLE, RELATED PAR_3

NOTES RECEIVABLE, RELATED PARTIES (Details) - March 2022 [Member] - USD ($)	Dec. 31, 2023	Jun. 30, 2023
Note receivable from a franchise, due	$ 9,294	$ 9,294
Total notes receivable	9,294	9,294
Less long-term	0	0
Total short term notes receivable	$ 9,294	$ 9,294

PROPERTY AND EQUIPMENT (Details

PROPERTY AND EQUIPMENT (Details) - USD ($)	Dec. 31, 2023	Jun. 30, 2023
Property, plant and equipment gross	$ 477,024	$ 381,789
Less: Accumulated depreciation	(95,702)	(73,792)
Property, plant and equipment - net	381,262	307,997
Leasehold improvements [Member]
Property, plant and equipment gross	294,864	294,864
Vehicles [Member]
Property, plant and equipment gross	162,351	67,116
Computer equipment [Member]
Property, plant and equipment gross	14,354	14,354
Furniture and fixtures [Member]
Property, plant and equipment gross	$ 5,455	$ 5,455

PROPERTY AND EQUIPMENT (Detai_2

PROPERTY AND EQUIPMENT (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022
PROPERTY AND EQUIPMENT
Depreciation	$ 3,104	$ 6,138	$ 20,015	$ 12,549

INTANGIBLE ASSETS (Details)

INTANGIBLE ASSETS (Details) - USD ($)	Dec. 31, 2023	Jun. 30, 2023
INTANGIBLE ASSETS
Customer relationships	$ 40,000	$ 40,000
Trademarks	410,000	410,000
Non-Compete Agreement	1,000	1,000
CARF Accreditation	23,000	23,000
Franchise Agreements	2,710,000	2,710,000
Website development	12,592	12,592
Less: accumulated amortization	(63,860)	(53,223)
Intangible assets - net	$ 3,132,732	$ 3,143,369

INTANGIBLE ASSETS (Details Narr

INTANGIBLE ASSETS (Details Narrative) - USD ($)	3 Months Ended		6 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022
INTANGIBLE ASSETS
Amortization expense	$ 5,940	$ 5,318	$ 10,637	$ 5,318

NOTES PAYABLE (Details)

NOTES PAYABLE (Details) - USD ($)	6 Months Ended
	Dec. 31, 2023	Jun. 30, 2023
Total	$ 405,394	$ 185,564
Total Current	291,732	146,992
Total Long Term	113,662	38,572
Debt instrument, principal balance	$ 802,063	802,062
Ref No. 1 [Member]
Interest rate	12%
Debt instrument, principal balance	$ 38,000	38,000
Debt instrument, original principal balance	$ 100,000
Date of issuance	9/16/06
Ref No. 2 [Member]
Interest rate	10%
Debt instrument, principal balance	$ 55,103	71,633
Debt instrument, original principal balance	$ 146,021
Maturity date	8/15/25
Date of issuance	12/25/20
Ref No. 3 [Member]
Interest rate	9%
Debt instrument, principal balance	$ 8,547	8,547
Debt instrument, original principal balance	$ 5,000
Date of issuance	2/24/14
Ref No. 4 [Member]
Interest rate	9%
Debt instrument, principal balance	$ 33,687	33,687
Debt instrument, original principal balance	$ 39,000
Date of issuance	2/24/14
Ref No. 5 [Member]
Interest rate	9%
Debt instrument, principal balance	$ 33,697	33,697
Debt instrument, original principal balance	$ 179,124
Date of issuance	2/24/14
Ref No.6 [Member]
Interest rate	9%
Debt instrument, principal balance	$ 86,360	0
Debt instrument, original principal balance	$ 90,985
Maturity date	5/5/28
Date of issuance	7/1/23
Ref No 7 [Member]
Interest rate	12%
Debt instrument, principal balance	$ 150,000	$ 0
Debt instrument, original principal balance	$ 150,000
Date of issuance	8/21/23

NOTES PAYABLE (Details 1)

NOTES PAYABLE (Details 1)	Dec. 31, 2023 USD ($)
NOTES PAYABLE
Year ending June 30, 2024	$ 291,732
Year ending June 30, 2025	49,418
Year Ended June 30, 2026	23,688
Year Ended June 30, 2027	20,156
Year Ended June 30, 2028	20,420
Total future payments	$ 405,394

NOTES PAYABLE (Details Narrativ

NOTES PAYABLE (Details Narrative) - USD ($)	Dec. 31, 2023	Jun. 30, 2023
NOTES PAYABLE
Outstanding notes payable	$ 405,394	$ 185,564

NOTES PAYABLE, RELATED PARTIE_2

NOTES PAYABLE, RELATED PARTIES (Details) - USD ($)	6 Months Ended
	Dec. 31, 2023	Jun. 30, 2023
Debt instrument, principal balance	$ 802,063	$ 802,062
Notes Payable One [Member] | Related Party [Member]
Date of issuance	3/25/21
Debt instrument, original principal balance		308,500
Maturity date	6/3/21
Interest rate	10%
Debt instrument, principal balance	$ 308,500	308,500
Notes Payable Two [Member] | Related Party [Member]
Date of issuance	3/25/21
Debt instrument, original principal balance		47,436
Maturity date	6/3/21
Interest rate	10%
Debt instrument, principal balance	$ 47,436	47,436
Notes Payable Three [Member] | Related Party [Member]
Date of issuance	3/25/21
Debt instrument, original principal balance		158,503
Maturity date	6/3/21
Interest rate	10%
Debt instrument, principal balance	$ 158,502	158,502
Notes Payable Four [Member] | Related Party [Member]
Date of issuance	3/24/22
Debt instrument, original principal balance		39,000
Maturity date	9/24/22
Interest rate	6%
Debt instrument, principal balance	$ 39,000	39,000
Notes Payable Five [Member] | Related Party [Member]
Date of issuance	5/5/22
Debt instrument, original principal balance		179,124
Maturity date	11/5/22
Interest rate	6%
Debt instrument, principal balance	$ 179,124	179,124
Notes Payable Six [Member] | Related Party [Member]
Date of issuance	10/5/22
Debt instrument, original principal balance		20,000
Maturity date	4/5/23
Interest rate	6%
Debt instrument, principal balance	$ 20,000	20,000
Notes Payable Seven [Member] | Related Party [Member]
Date of issuance	11/9/22
Debt instrument, original principal balance		500
Maturity date	5/9/23
Interest rate	6%
Debt instrument, principal balance	$ 500	500
Notes Payable Eight [Member] | Related Party [Member]
Date of issuance	11/18/22
Debt instrument, original principal balance		4,000
Maturity date	5/18/23
Interest rate	6%
Debt instrument, principal balance	$ 4,000	4,000
Notes Payable Nine [Member] | Related Party [Member]
Date of issuance	1/17/23
Debt instrument, original principal balance		18,000
Maturity date	7/17/23
Interest rate	6%
Debt instrument, principal balance	$ 18,000	18,000
Notes Payable Ten [Member] | Related Party [Member]
Date of issuance	2/8/23
Debt instrument, original principal balance		27,000
Maturity date	8/8/23
Interest rate	6%
Debt instrument, principal balance	$ 27,000	$ 27,000

NOTES PAYABLE, RELATED PARTIE_3

NOTES PAYABLE, RELATED PARTIES (Details Narrative) - USD ($)	Dec. 31, 2023	Jun. 30, 2023
NOTES PAYABLE, RELATED PARTIES
Outstanding notes payable, related parties	$ 802,063	$ 802,063
Accrued interest	$ 133,922	$ 107,206

CONVERTIBLE NOTES PAYABLE CURRE

CONVERTIBLE NOTES PAYABLE CURRENT (Details) - USD ($)	6 Months Ended
	Dec. 31, 2023	Sep. 30, 2023	Jun. 30, 2023
Total Notes payable Current		$ 266,900	$ 266,900
Debt instrument, principal balance	$ 802,063		802,062
Convertible Notes Payable One [Member]
Date of issuance	8/26/14
Interest rate	10%
Conversion rate	$ 0.0001
Debt instrument, principal balance		50,000	50,000
Debt instrument, original principal balance		50,000
Convertible Notes Payable Two [Member]
Date of issuance	6/15/12
Interest rate	10%
Conversion rate	$ 0.000350
Debt instrument, principal balance		8,000	8,000
Debt instrument, original principal balance		8,000
Convertible Notes Payable Three [Member]
Date of issuance	10/18/11
Interest rate	8%
Debt instrument, principal balance		6,900	6,900
Debt instrument, original principal balance		1,900
Conversion rate	25% discount to market
Convertible Notes Payable Four [Member]
Date of issuance	10/3/10
Interest rate	10%
Debt instrument, principal balance		20,000	20,000
Debt instrument, original principal balance		20,000
Conversion rate	lesser $0.01 or 20% discount to market
Convertible Notes Payable Five [Member]
Date of issuance	10/31/09
Interest rate	8%
Debt instrument, principal balance		4,000	4,000
Debt instrument, original principal balance		4,000
Conversion rate	25% discount of previous 5 days closing price
Convertible Notes Payable Six [Member]
Date of issuance	2/26/07
Interest rate	12%
Debt instrument, principal balance		30,000	30,000
Debt instrument, original principal balance		30,000
Conversion rate	lesser $0.50 or 35% discount to market
Convertible Notes Payable Seven [Member]
Date of issuance	4/17/07
Interest rate	10%
Debt instrument, principal balance		20,000	20,000
Debt instrument, original principal balance		20,000
Conversion rate	lesser $0.45 or 35% discount to market
Convertible Notes Payable Eight [Member]
Date of issuance	6/14/07
Interest rate	10%
Debt instrument, principal balance		15,000	15,000
Debt instrument, original principal balance		15,000
Conversion rate	lesser $0.50 or 25% discount to market
Convertible Notes Payable Nine [Member]
Date of issuance	1/29/07
Interest rate	10%
Conversion rate	$ 0.95
Debt instrument, principal balance		15,000	15,000
Debt instrument, original principal balance		15,000
Convertible Notes Payable Ten [Member]
Date of issuance	4/17/07
Interest rate	10%
Debt instrument, principal balance		15,000	15,000
Debt instrument, original principal balance		15,000
Conversion rate	lesser $0.45 or 35% discount to market
Convertible Notes Payable Eleven [Member]
Date of issuance	12/23/06
Interest rate	10%
Conversion rate	$ 0.95
Debt instrument, principal balance		18,000	18,000
Debt instrument, original principal balance		18,000
Convertible Notes Payable Twelve [Member]
Date of issuance	11/30/06
Interest rate	10%
Conversion rate	$ 0.85
Debt instrument, principal balance		50,000	50,000
Debt instrument, original principal balance		50,000
Convertible Notes Payable Thirteen [Member]
Date of issuance	10/1/05
Interest rate	10%
Conversion rate	$ 0.50
Debt instrument, principal balance		15,000	$ 15,000
Debt instrument, original principal balance		$ 15,000

SBA LOAN (Details)

SBA LOAN (Details)	Dec. 31, 2023 USD ($)
SBA LOAN
Year ending June 30, 2024	$ 6,578
Year ending June 30, 2025	6,829
Year ending June 30, 2026	7,089
Year ending June 30, 2027	7,360
Year ending June 30, 2028	7,641
Payments 2028 & Beyond	309,987
Total SBA Loan interest payable	$ 343,862

SBA LOAN (Details Narrative)

SBA LOAN (Details Narrative) - USD ($)		1 Months Ended	3 Months Ended		6 Months Ended
	Jan. 06, 2022	Jun. 25, 2020	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022
Proceeds from related party debt					$ 0	$ 24,500
SBA Loan [Member]
Interest rate		3.75%
Accrued interest			$ 3,241	$ 0	$ 6,467	$ 0
Debt installment payment		$ 1,746
Installment payment monthly due date		Dec. 22, 2021
Proceeds from related party debt	$ 200,000	$ 150,000

DERIVATIVE FINANCIAL INSTRUME_3

DERIVATIVE FINANCIAL INSTRUMENTS (Details) - Compound embedded derivative [Member] - USD ($)	Dec. 31, 2023	Jun. 30, 2023
Indexed Shares	610,168	780,619
Fair Value	$ 221,175	$ 201,607

DERIVATIVE FINANCIAL INSTRUME_4

DERIVATIVE FINANCIAL INSTRUMENTS (Details 1) - USD ($)	3 Months Ended		6 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022
DERIVATIVE FINANCIAL INSTRUMENTS
Compound embedded derivative	$ 5,165	$ 101,159	$ (19,568)	$ 28,139
Day one derivative loss	0	0	0	0
Total derivative gain (loss)	$ 5,165	$ 101,159	$ (19,568)	$ 28,139

DERIVATIVE FINANCIAL INSTRUME_5

DERIVATIVE FINANCIAL INSTRUMENTS (Details 2) - $ / shares	6 Months Ended	12 Months Ended
	Dec. 31, 2023	Jun. 30, 2023
Quoted market price on valuation date	$ 0.55	$ 0.75
Contractual term to maturity	3 months	3 months
Minimum [Member]
Volatility	138.28%	138.28%
Contractual conversion rate	$ 0.3575	$ 0.448
Interest rate	5%	5%
Maximum [Member]
Volatility	238.13%	238.13%
Contractual conversion rate	$ 0.44	$ 0.60
Interest rate	12%	12%
Inception [Member]
Quoted market price on valuation date	$ 0.01
Contractual term to maturity	1 year
Contractual conversion rate	$ 0.0081
Inception [Member] | Minimum [Member]
Volatility	138.28%
Contractual conversion rate	$ 0.0054
Interest rate	5%
Inception [Member] | Maximum [Member]
Volatility	238.13%
Interest rate	12%

DERIVATIVE FINANCIAL INSTRUME_6

DERIVATIVE FINANCIAL INSTRUMENTS (Details 3) - USD ($)	6 Months Ended	12 Months Ended
	Dec. 31, 2023	Jun. 30, 2023
DERIVATIVE FINANCIAL INSTRUMENTS
Beginning balance	$ 201,607	$ 226,585
Issuances Convertible Note Financing	0	0
Removals	0	0
Changes in fair value inputs and assumptions reflected	19,568	(24,978)
Conversions	0	0
Ending balance	$ 221,175	$ 201,607

STOCKHOLDERS DEFICIT (Details N

STOCKHOLDERS DEFICIT (Details Narrative) - $ / shares	1 Months Ended		6 Months Ended
	Aug. 21, 2023	Apr. 26, 2022	Dec. 31, 2023	Jun. 30, 2023
Common stock share issued		5,500,000	21,157,327	21,157,327
Common stock shares of Vitality RX		10,500,000
Ownership of Vitality RX		100%
Description of Vitality RX shareholders		and 50,000 shares of Series A Convertible Preferred Stock (which preferred stock is convertible into 5,000,000 shares of common stock
Preferred stock, shares authorized			500,000,000	500,000,000
Preferred stock, shares par value			$ 0.000001	$ 0.000001
Common stock, shares par value			$ 0.000001	$ 0.000001
Common Stock Common Member
Common stock share issued	100,000
Common stock strike price	$ 0.10
Expiration date	Aug. 21, 2028
Common stock, shares par value		$ 0.000001
Series A and B Preferred Stock [Member]
Conversion of convertible promissory note converted into common share			100
Preferred stock, shares authorized			500,000,000	500,000,000
Preferred stock, shares par value		$ 0.000001	$ 0.000001	$ 0.000001
Convertible preferred stock issued		50,000
Series A and B Preferred Stock - Certificate of Designation[Member]
Conversion of convertible promissory note converted into common share			100
Preferred stock, shares authorized			500,000,000
Preferred stock, shares par value			$ 0.000001

PROVISION FOR CORPORATE INCOM_3

PROVISION FOR CORPORATE INCOME TAXES (Details)	6 Months Ended
	Dec. 31, 2023
PROVISION FOR CORPORATE INCOME TAXES
Statutory federal income tax rate	21%
State taxes - net of federal benefits	(5.00%)
Valuation allowance	26%
Income tax rate - net	0%

PROVISION FOR CORPORATE INCOM_4

PROVISION FOR CORPORATE INCOME TAXES (Details Narrative) - USD ($)	6 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Jun. 30, 2023
PROVISION FOR CORPORATE INCOME TAXES
Change in valuation allowance	$ 630,140	$ 590,629
Valuation allowance	7,425,567		$ 7,350,393
Net operating losses	$ 35,355,000
Expiry term description	available to offset future taxable income through 2040

UNPAID PAYROLL TAXES (Details N

UNPAID PAYROLL TAXES (Details Narrative) - USD ($)	Dec. 31, 2023	Jun. 30, 2023
UNPAID PAYROLL TAXES
Payroll related taxes, Internal Revenue Service and New York State	$ 60,402	$ 17,401
Payroll related taxes including penalties and interest, Internal Revenue Service and New York State	$ 77,803	$ 77,803

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)	1 Months Ended	6 Months Ended
	Mar. 31, 2022	Dec. 31, 2023
April 21, 2021 [Member]
Renewal option, term		5 years
Description of lease		All of the leases are for a ten-year period beginning on July 1, 2021
Rent expense, monthly		$ 7,500
Sarah Cares Corporate 1 [Member]
Description of Lease Square Two Feet		SarahCare’s lease for its first corporate-owned SarahCare location is for approximately 5,300 square feet located at 6199 Frank Ave. NW, North Canton, Ohio, 44720. The lease began in 2018 and ends in 2026
Sarah Cares Corporate 2 [Member]
Description of Lease Square Two Feet		SarahCare location is for approximately 6,000 square feet located at SarahCare of Stow, 4472 Darrow Road, Stow, Ohio, 44224. The lease began in 2018 and ends in 2026
Sarah Cares Corporate [Member]
Description of Lease Square Two Feet		SarahCare location is for approximately 6,000 square feet located at SarahCare of Stow, 4472 Darrow Road, Stow, Ohio, 44224. The lease began in 2018 and ends in 2026
Tru Cash Groupof Companies Inc [Member]
Monthly payments due for licensing agreement	$ 250,000
Term for Licensing Agreement	5 years

LEASES (Details)

LEASES (Details)	6 Months Ended
	Dec. 31, 2023 USD ($)
April 1, 2021 [Member]
Base Rent	$ 6,369
Covid-19 Recoup	983
Total Rent	7,352
May 1, 2021 to December 31, 2021 [Member]
Base Rent	6,369
Covid-19 Recoup	621
Total Rent	6,990
January 1, 2022 to December 31, 2022 [Member]
Base Rent	6,433
Covid-19 Recoup	621
Total Rent	7,054
January 1, 2023 to December 31, 2023 [Member]
Base Rent	6,497
Covid-19 Recoup	621
Total Rent	7,118
January 1, 2024 to December 31, 2024 [Member]
Base Rent	6,562
Covid-19 Recoup	621
Total Rent	7,183
January 1, 2025 to December 31, 2025 [Member]
Base Rent	6,628
Covid-19 Recoup	621
Total Rent	$ 7,249

LEASES (Details 1)

LEASES (Details 1) - USD ($)	Dec. 31, 2023	Jun. 30, 2023
Less: accumulated amortization	$ (377,421)
Right-of-use asset, net	317,720	$ 403,889
Office lease	695,141
Stow Professional Center Lease [Member]
Less: accumulated amortization	(181,764)
Right-of-use asset, net	100,607
Office lease	282,371
S. Frank Professional Leases [Member]
Less: accumulated amortization	(195,657)
Right-of-use asset, net	217,113
Office lease	$ 412,770

LEASES (Details 2)

LEASES (Details 2)	Dec. 31, 2023 USD ($)
Operating Lease Liabilty [Member]
Office lease	$ 319,015
Less: current portion	(157,826)
Long term portion	161,189
Stow Professional Center Lease [Member]
Office lease	101,901
Less: current portion	(80,335)
Long term portion	21,566
S. Frank Professional Leases [Member]
Office lease	217,114
Less: current portion	(77,491)
Long term portion	$ 139,623

LEASES (Details 3)

LEASES (Details 3)	Dec. 31, 2023 USD ($)
Year ending June 30, 2024	$ 90,558
Year ending June 30, 2025	159,763
Year ending June 30, 2026	94,923
Year ending June 30, 2027	7,910
Present value discount	(34,139)
Lease liability	319,015
Stow Professional Center Lease [Member]
Year ending June 30, 2024	43,096
Year ending June 30, 2025	64,840
Year ending June 30, 2026	0
Year ending June 30, 2027	0
Present value discount	(6,035)
Lease liability	101,901
S. Frank Professional Lease [Member]
Year ending June 30, 2024	47,462
Year ending June 30, 2025	94,923
Year ending June 30, 2026	94,923
Year ending June 30, 2027	7,910
Present value discount	(28,104)
Lease liability	$ 217,114

LEASES (Details 4)

LEASES (Details 4) - USD ($)	Dec. 31, 2023	Jun. 30, 2023
LEASES
Equipment lease	$ 24,097	$ 24,097
Less: accumulated amortization	(10,327)	(8,032)
Right-of-use asset, net	$ 13,770	$ 16,065

LEASES (Details 5)

LEASES (Details 5) - USD ($)	Dec. 31, 2023	Jun. 30, 2023
LEASES
Equipment lease	$ 96,242	$ 127,329
Less: current portion	36,263	53,707
Long term portion	$ 59,979	$ 73,622

LEASES (Details 6)

LEASES (Details 6)	Dec. 31, 2023 USD ($)
Year ending June 30, 2025	$ 90,558
Year ending June 30, 2026	159,763
Year ending June 30, 2027	94,923
Total future minimum lease payments	319,015
Finance lease liabilities [Member]
Year ending June 30, 2024	25,787
Year ending June 30, 2025	32,388
Year ending June 30, 2026	32,388
Year ending June 30, 2027	16,194
Total future minimum lease payments	106,757
Less imputed interest	(10,515)
PV of payments	$ 96,242

LEASES (Details Narrative)

LEASES (Details Narrative)	3 Months Ended	6 Months Ended
	Sep. 30, 2022 USD ($)	Dec. 31, 2023 USD ($) ft²
Impairment of assets		$ 84,364
Interest rate		10%
Amortization expense	$ 3,442	$ 5,738
Office lease one [Member]
Lease expiration date		March 1, 2024
Monthly lease payments		$ 5,897
Office lease two [Member]
Lease expiration date		December 1, 2026
Darrow Road Stow Ohio [Member] | Harbor Lease [Member] | Sarah Adult Day Centers, Inc [Member]
Acquired area | ft²		6,000
Lease expiration date		December 31, 2025
Stephen Circle NW Canton OH [Member] | Harbor Lease [Member] | Sarah Adult Day Centers, Inc [Member]
Acquired area | ft²		3,469
Lease expiration date		December 31, 2023
Monthly lease payments		$ 4,500
Jackson Ohio [Member] | Harbor Lease [Member] | Sarah Adult Day Centers, Inc [Member]
Acquired area | ft²		5,300
Lease expiration date		July 1, 2026
Monthly lease payments		$ 7,910
Repayments for COVID relief		$ 603

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)				1 Months Ended			6 Months Ended
	Feb. 08, 2023	May 05, 2022	Sep. 08, 2021	Jan. 17, 2023	Mar. 25, 2022	Sep. 28, 2021	Dec. 31, 2023	Jun. 30, 2023
Amount included accounts payable and accrued expenses							$ 1,186,375	$ 1,164,708
Amount payables to related party for Vitality card							$ 3,750,000
Charles Everhardt [Member]
Amount included accounts payable and accrued expenses								$ 750,000
Signed note receivable amount value	$ 27,000	$ 179,124	$ 29,294	$ 18,000	$ 39,000	$ 50,000