| SUBSEQUENT EVENTS | NOTE 12 – SUBSEQUENT EVENTS On September 17, 2012, Mr. Fields resigned as an officer and
director and Dr. Larry Eastland was appointed Chief Executive Officer, Chief Financial Officer, Chief Accounting Officer, President,
Secretary and Treasurer. On January 17, 2013, the Board of Directors of the Company authorized
the issuance of 27,500common shares of the Company's stock to Dr. Larry Eastland, the sole director and officer of the Company,
for his services at $1. On May 10, 2013, the Company entered into
a Share Exchange Agreement by and between the Company and Mia Mynt Mining Company ("Mia Mynt"), a private company of
the Republic of the Union of Myanmar with its operating office located in the kingdom of Thailand. The terms of the Share Exchange Agreement
were unable to be fulfilled by both Mia Mynt and the Company during the quarter ended November 30, 2013. As a result, the
parties mutually agreed to terminate the Agreement. On May 14, 2014, the Company entered into promissory notes with
3 separate third-party investors in the total amount of $400,000. On August 21, 2014, the Company and the Note holders determined
to settle the debts in exchange for the issuance of Series A Preferred Stock, which carry super voting rights of 200:1 and is convertible
into shares of common stock at a ratio of 200 common shares for each one share of Series A preferred stock. As of August 31, 2014,
The Company had issued all 3,000 Series A Preferred shares in respect to the above notes in the amount of $400,000. On May 23, 2014 the Company entered into
a Sale and Purchase agreement with Pryme Oil and Gas LLC, a Texas corporation, (the "Seller") where under the Company,
as "Purchaser", will acquire 100% of the Seller's working interests and net revenue interests in the oil and gas leases
and areas of mutual interest held by Seller in the AVOYELLES & ST. LANDRY PARISHES, LOUISIANA On May 30, 2014, the Company and Mr. Terry
Fields entered into a Convertible Note Agreement ("Fields Note") where under the Company agreed to convert outstanding
debt into an interest free convertible note with a one-year term commencing May 30, 2014, and whereby at the election of the Note
Holder during the term, the value of the note may be converted into shares of common stock at $0.001 per share. As at the
date of issue, the Fields Note was considered to have a beneficial conversion feature ("BCF") because the conversion
price was less than the quoted market price at the time of issuance. The beneficial conversion feature resulting from the discounted
conversion price compared to market price was valued on the date of grant to be $27,000, or the face value of the note. This
value was recorded as a discount on debt and offset to additional paid in capital. Amortization of the discount for the fiscal
year ended August 31, 2014 was $27,000. On May 30, 2014,
Mr. Terry Fields ("Seller") further entered into a Convertible Promissory Note Purchase Agreement in respect of the Fields
Note with unrelated third parties ("Buyers") where under Mr. Terry Fields assigned his debt to Buyers for $35,000 payable
in cash and delivery of 500,000 free trading shares of the Company. On December 12, 2014, the Board of Directors approved the issuance
of 27,000,000 post-split shares in fulfillment of all obligations under the Fields Note. As a result, 500,000 shares were issued
on December 29, 2014 to Mr. Fields, with the remaining 26,500,000 shares issued on February 25, 2015 to certain assignees. On June 1, 2014, the Company provided $83,450 to a third party
as a loan for working capital in the form of a two-year note, bearing interest at a rate of 6% per annum. The loan is unsecured
and remains outstanding. As at August 31, 2017 the Company wrote down the receivable as uncollectible. On June 30, 2014, the Company and Mr. Eastland
entered into a Convertible Note Agreement ("Eastland Note") where under the Company agreed to convert outstanding debt
of $155,986 into an interest free convertible note with a one year term commencing June 30, 2014, and whereby at the election of
the Note Holder during the term, the value of the note may be converted into shares of common stock at $0.05 per share, higher
than the fair market value of the Company's common shares as at the date the notes were issued. As a result, the Company
has determined the conversion feature associated with these notes is not beneficial to the holder as at the date of issue.
If the Note holders elect to convert the principal value of the notes and stock payment is not made within ten (10) days of its
demand, the Borrower shall pay an additional fee in the amount of 10% of the total shares issuable under the note. On July 31, 2014, Mr. Eastland assigned
his convertible note to certain third parties. On March 25, 2015, 3,119,730 shares were issued in fulfillment of all obligations
under this note. The Company effected
a reverse split on the basis of one new share for each one thousand shares held (1:1000) effective October 27, 2014, which is retroactively
impacted to the share and per share data contained herein. On October 8, 2014, the Company entered
into a Share Exchange Agreement with Texas Shale Oil Inc. ("TSO"). Under the Share Exchange Agreement, the Company acquired
100% of TSO in exchange for the issuance of 349,000,000 post reverse split shares of the common stock of SHLE, par value $0.0001.
On October 31, 2014, the Company issued 335,247,500 shares in respect to Share Exchange Agreement with Texas Shale Oil, Inc. ("TSO")
and reserved the remaining 13,752,500 unissued shares as stock payable of which 11,247,500 shares were reserved for issuance in
a future period and 2,505,000 shares were reserved pending fulfillment of certain terms of the Share Exchange Agreement between
the Company and Texas Shale Oil Inc. During fiscal 2017, 13,752,500 shares reserved for issuance were terminated by management
and the parties to whom the shares were payable. Effective October 31, 2014 TSO became a wholly owned subsidiary of the Company.
TSO holds certain intangible assets including acquired geologic, geophysical, geochemical and engineering data, land acquisition
costs and certain associated technical expenses. On October 31,
2014 the Company changed its name to Shale Oil International, Inc. and commenced trading under the symbol SHLE on the
OTC Markets. Mr. Eastland resigned his position as President and CEO, and concurrently Mr. Ronald Cormick became the President
and CEO of the Company. Mr. Ronald Cormick is also the sole officer and director of TSO. On June 5, 2015,
the controlling shareholders of the Company entered into an Assignment and Assumption Agreement (the "Assumption Agreement"),
with Eagle Mountain Corporation (OTCQB: EMTC) pursuant to which the shareholders assigned their controlling interest in the Company
to Eagle Mountain Corporation. Concurrently the Company became an 85.39% controlled subsidiary of Eagle Mountain Corporation.
Eagle Mountain Corporation and the Company have a director in common, Mr. Larry Eastland. Mr. Ronald Cormick, a Director
and officer of the Company and our wholly owned subsidiary, TSO, is also the Chief Executive officer of Eagle Mountain Corporation. On August 10,
2016 the Company issued a total of 180,000 shares to Terry Fields in consideration for legal fees in the amount of $1,800. During fiscal
2017, Eagle Mountain Corporation and the Company entered into an agreement whereby a total of 324,000,000 shares held by Eagle
Mountain Corporation were returned to the Company for cancellation. Concurrently the Company ceased to be a controlled subsidiary
of Eagle Mountain Corporation. As at the date of this report the shares have been effectively canceled. On August 9, 2017,
the Company's subsidiary TSO entered into an option agreement with a Cyprus company whereby an agent acting on behalf of the Company
incorporated Texas Shale Oil International Corp. ("TSOIC"). TSOIC was incorporated on August 10, 2017 and the issued
shares allocated to TSO were held by a third-party nominee. Mr. Ron Cormick, our President and CEO, became an officer and
director of TSOIC and Mr. Larry Eastland became a director. Initiatives expected to be undertaken by TSOIC regarding certain
oil and gas business ventures in Ukraine in association with a Ukrainian private equity firm have failed to materialize in subsequent
periods. Mr. Eastland resigned his directorship March 5, 2018 and concurrently, 100% ownership of TSOIC was transferred to
TSO, and the partnership was terminated. Thereafter, on June 13, 2018 TSO transferred its entire interest in TSOIC to an arm's
length third party. Mr. Ron Cormick tendered his resignation from the Board of TSOIC concurrently, on June 13, 2018.
Subsequently TSOIC fell into default in the State of Nevada. TSO continues to focus its expertise and
efforts on its works-in-progress projects in the USA, Australia and elsewhere. During the fiscal year ended August 31,
2018, the Company and certain related and unrelated parties entered into certain three-year convertible notes bearing interest
at eight (8%) percent per annum commencing November 27, 2017 in the cumulative principal amount of $150,777 relative to advances
received to the date of the agreements, and whereby at the election of the Note Holder during the term, the value of the
note may be converted into shares of common stock at a 25% discount to the market at the time of conversion. On September 6, 2018, Mr. Justin Eastland
was appointed Director and Deputy Secretary of the Company. Justin Eastland is the son of Dr. Larry Eastland, Secretary and Director. On September 14, 2018, the Board of Directors
of Shale Oil International Inc. ("SHLE" or the "Company") approved a change in fiscal year end from August
31 to March 31. This change in the fiscal year end was made to better align SHLE's reporting calendar with the fiscal year end
of Conquest Holdings Ltd. ("Conquest"), a company incorporated under the laws of Hong Kong, and the target of acquisition
by SHLE. SHLE, Conquest and the shareholders of Conquest entered into an agreement in February 2019 whereunder Conquest will
become a wholly owned subsidiary of SHLE on closing. On December 13, 2018, the Company redomiciled
to the State of Nevada from the State of Delaware. The Company is now a Nevada corporation. On January 10, 2019, Mr. Larry Eastland
resigned as the President of the Company. On January 15, 2019, Mr. Cormick was appointed
President, CEO and a Director of the Company and Mr. Larry Eastland became the Secretary, Treasurer and a Director of the Company. On January 17, 2019 the Company, Mr. Ronald
Cormick, President and Director of both the Company and its controlled subsidiary, Texas Shale Oil International Inc. ("TSO"),
and TSO agreed to enter into a Purchase and Sale Agreement (the "PSA") whereunder the Company divested its 100% interest
in TSO to Mr. Ronald Cormick. Under the terms of the PSA, Mr. Cormick acquires TSO, its liabilities and assets in exchange
for settlement of certain amounts payable by the Company to Mr. Cormick in the amount of $100,000. Further under the terms
of the PSA the Company assumed certain liabilities from TSO and agreed to write down certain intercorporate receivables as part
of the transaction. The Effective Date of the agreement was agreed to be October 31, 2018 for accounting purposes. On January 23, 2019, the Board of Directors
of the Company and a majority of the Company's shareholders resolved to effect a reverse stock split of the common and Series A
preferred shares of stock on the basis of 1 share for each 50 shares issued, rounding to a minimum of 100 common shares per shareholder,
a name change to Pacific Conquest Holdings Inc., and an increase in the number of authorized shares of the common stock of the
Company to 1,000,000,000 shares of common stock, par value $0.0001 and 50,000,000 shares of Preferred stock, par value $0.0001. On February 18, 2019, the Company entered
into a Share Exchange Agreement with Conquest Resources Ltd. ("Conquest"), a company formed under the laws of Hong Kong
and its shareholders, whereby the Company would acquire 100% of the shares of stock of Conquest, its business and assets in exchange
for 42,100,000 post-split shares (32,500,000 going to Conquest Shareholders and the remaining shares going to certain individuals
who facilitated the transaction) of the Company's common stock. On March 4, 2019, the Company filed the
name change with the State of Nevada, changing the name of the Company to Pacific Conquest Holdings, Inc. and increasing the number
of authorized shares of the common stock of the Company to 1,000,000,000 shares of common stock, par value $0.0001 and 50,000,000
shares of Preferred stock, par value $0.0001. On March 6, 2019, the Company filed documents
with FINRA to effect the reverse split described above. The Company is awaiting approval from FINRA prior to finalizing the
reverse split and name change. |
