Healthcare Solutions Management (HSMD) 10-Q 20 Oct 20 2021 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Sep. 30, 2020	Oct. 20, 2020
Cover [Abstract]
Entity Registrant Name	HEALTHCARE SOLUTIONS MANAGEMENT GROUP, INC.
Entity Central Index Key	0001418115
Document Type	10-Q
Amendment Flag	false
Current Fiscal Year End Date	--06-30
Entity Small Business	true
Entity Shell Company	true
Entity Emerging Growth Company	false
Entity Current Reporting Status	No
Document Period End Date	Sep. 30, 2020
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2021
Entity Common Stock Shares Outstanding		127,333,060
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	No

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Sep. 30, 2020	Jun. 30, 2020
CURRENT ASSETS
Cash	$ 165	$ 211
Total current assets	165	211
TOTAL ASSETS	165	211
CURRENT LIABILITIES
Accounts payable	88,064	88,064
Notes payable	215,323	215,323
Notes payable related parties	4,001,267	4,001,267
Receiver certificate	65,000	65,000
Accrued interest payable	16,877	15,261
Total current liabilities	4,386,531	4,384,915
Total liabilities	4,386,531	4,384,915
Commitments and Contingencies	0	0
STOCKHOLDERS DEFICIT
Common stock, 1,400,000,000 shares authorized, par value $0.001, 127,333,060 and 12,733,306 shares issued and outstanding of September 30, 2020 and June 30, 2020, respectively	127,333	12,733
Paid in capital	11,657,533	8,677,939
Retained earnings deficit	(16,171,231)	(13,075,376)
Total stockholders' deficit	(4,386,366)	(4,384,704)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$ 165	$ 211

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 30, 2020	Jun. 30, 2020
Consolidated Balance Sheets
Common stock, shares authorized	1,400,000,000	1,400,000,000
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares issued	127,333,060	12,733,306
Common stock, shares outstanding	127,333,060	12,733,306

(Unaudited) Consolidated Statem

(Unaudited) Consolidated Statements of Operations - USD ($)	3 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
(Unaudited) Consolidated Statements of Operations
Sales	$ 0	$ 0
Operating expenses:
Stock-based compensation - related parties	3,094,193	0
Bank services charges	46	57
Professional fees	0	2,200
Stock transfer fees	0	1,200
Total operating expenses	3,094,239	3,457
Income (loss) from operations	(3,094,239)	(3,457)
Other income (expense)
Interest income (expense), net	(1,616)	(1,620)
Miscellaneous income	0	1,000
Total other income (expense)	(1,616)	(620)
Income (loss) before income taxes	(3,095,855)	(4,077)
Provision for income taxes (benefit)	0	0
Net income (loss)	$ (3,095,855)	$ (4,077)
Basic and diluted earnings (loss) per common share	$ (0.05)	$ 0
Weighted-average number of common shares outstanding: Basic and diluted	56,331,039	12,733,306

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders Deficit - USD ($)	Total	Common Stock	Additional Paid-In Capital	Retained Earnings
Balance, shares at Jun. 30, 2019		12,733,306
Balance, amount at Jun. 30, 2019	$ (4,386,083)	$ 12,733	$ 8,677,939	$ (13,076,755)
Net income (loss)	(4,077)			(4,077)
Balance, shares at Sep. 30, 2019		12,733,306
Balance, amount at Sep. 30, 2019	(4,390,160)	$ 12,733	8,677,939	(13,080,832)
Balance, shares at Jun. 30, 2020		12,733,306
Balance, amount at Jun. 30, 2020	(4,384,704)	$ 12,733	8,677,939	(13,075,376)
Net income (loss)	(3,095,855)			(3,095,855)
Issuance of common stock -related parties, shares		114,599,754
Issuance of common stock -related parties, amount	3,094,193	$ 114,600	2,979,594
Balance, shares at Sep. 30, 2020		127,333,060
Balance, amount at Sep. 30, 2020	$ (4,386,366)	$ 127,333	$ 11,657,533	$ (16,171,231)

(Unaudited) Consolidated Stat_2

(Unaudited) Consolidated Statements of Cash Flows - USD ($)	3 Months Ended
	Sep. 30, 2020	Sep. 30, 2019
(Unaudited) Consolidated Statements of Cash Flows
Net income (loss)	$ (3,095,855)	$ (4,077)
Cash flows from operating activities of continuing operations:
Stock-based compensation	3,094,193	0
Changes in operating assets and liabilities:
Accounts payable	0	2,410
Accrued interest	1,616	1,621
Net cash provided by (used in) operating activities	(46)	(46)
Cash flows from investing activities:
Net cash provided by (used in) investing activities	0	0
Cash flows from financing activities:
Net cash provided by (used in) financing activities	0	0
Net increase (decrease) in cash and cash equivalents	(46)	(46)
Cash and cash equivalents at beginning of period	211	238
Cash and cash equivalents at end of period	165	192
Supplemental disclosure of cash flow information:
Cash paid for interest	0	0
Cash paid for income taxes	$ 0	$ 0

ORGANIZATION AND BUSINESS BACKG

ORGANIZATION AND BUSINESS BACKGROUND	3 Months Ended
	Sep. 30, 2020
ORGANIZATION AND BUSINESS BACKGROUND
NOTE - 1 ORGANIZATION AND BUSINESS BACKGROUND	Healthcare Solutions Management Group, Inc. (“the “Company”) f/k/a Verity Corporation is the parent of Verity Farms II, Inc. (“Verity Farms II”) and Aistiva Corporation (“Aistiva”) (f/k/a AquaLiv, Inc.). Verity Farms II was dedicated to providing consumers with safe, high-quality, and nutritious food sources through sustainable crop and livestock production. Aistiva has released products in the industries of water treatment, skincare, and agriculture. Aistiva was primarily known for the AquaLiv Water System product which also produces the majority of its revenue and blends well with the Verity Water systems. In February 2016, all the Company’s officers resigned, and Company stopped substantially all operating activities. On May 16, 2016, pursuant to Case Number A-16-733815-B, Nevada’s 8 th On March 22, 2018, the Nevada Court approved a plan of reorganization that involved authorizing the cancellation of all preferred shares of Verity Corp, the cancellation of certain insider shares, a reverse stock split up to a maximum of 200-1, and a reorganization that would place the liquidation of Verity Corp’s assets under a liquidating trustee while maintaining the public, purchasers for value with equity in the surviving entity. Once the reorganization is completed the Receiver will be discharged. On June 14, 2019, Healthcare Solutions Management Group, Inc., a Delaware corporation and successor in interest to Verity Delaware Inc., a Delaware corporation which was previously a Nevada corporation named Verity Corp. (the “Company”) entered into a Merger Agreement (the “Merger Agreement”) by and between the Company, Verity Merger Corp., a wholly-owned subsidiary of the Company (“Merger Sub”), and Healthcare Solutions Holdings, Inc. (“HSH”). Pursuant to the terms of the Merger Agreement, the parties agreed that Merger Sub would merge with and into HSH, with HSH being the surviving entity (the “Merger”). The closing of the Merger will take place on the third business day following the satisfaction or waiver (by the party for whose benefit the condition exists) of the closing conditions in the Merger Agreement or on such other date and at such other time and place as the parties agree in writing. Upon effectiveness of the Merger, (i) HSH’s certificate of incorporation will be the certificate of incorporation of the surviving company, and (ii) HSH’s bylaws will be the bylaws of the surviving company. In addition, upon the effectiveness of the Merger, HSH’s directors immediately prior to effectiveness of the Merger will be the directors of the surviving corporation. Accordingly, at the Closing, the Company’s current sole director will elect Justin Smith, Jonathan Loutzenhiser and Dr. Charles Balaban as members of the Company’s board of directors, and then the current sole director shall resign. Also, upon effectiveness of the Merger, HSH’s officers immediately prior to effectiveness of the Merger will be the directors of the surviving company. The aggregate merger consideration to be paid to the holders of the HSH common stock in the merger will be an aggregate number of shares of the Company’s common stock constituting 90% of the issued and outstanding shares of Company common stock immediately following the Closing, assuming issuance of the Receiver Shares (as hereinafter defined). At the effective time of the Merger, each share of HSH common stock issued and outstanding immediately prior to the effective time (other than shares canceled as provided in the Merger Agreement, if any), will be converted into shares of Company common stock, at an exchange rate as required to cause the number of shares of Company common stock issued to the holders of the HSH common stock to be 90% of the issued and outstanding shares of the Company common stock immediately following the Closing, assuming issuance of the Receiver Shares, which is currently expected to result in an exchange ratio of 127.33306 shares of Company common stock per share of HSH common stock (as ultimately so determined, the “Exchange Ratio”), with any fractional shares of Company common stock being rounded to the nearest whole share of Company common stock. The Exchange Ratio will be finally determined by the parties to the Merger Agreement prior to the Closing. As consideration for the services of Robert Stevens and his team, who has acted as the court-appointed receiver for the Company and its predecessor and affiliated entities, in the Merger Agreement the Company agreed that, immediately prior to the Closing, the Company will issue to certain parties as directed by Mr. Stevens a total number of shares of Company common stock equal to 90% of the issued and outstanding shares of Company common stock immediately prior to the Closing, which will therefore constitute 9% of the issued and outstanding shares of Company common stock immediately following the Closing (the “Receiver Shares”). The Receiver Shares were issued on August 27, 2020 and consisted of a total of 114,599,754 shares of Company common stock. After the closing of the Merger, there is expected to be 1.27 billion shares of the Company’s common stock outstanding, of which the Receiver Shares will constitute 9%. The completion of the Merger is subject to certain customary closing conditions, including that HSH will have provided to the Company HSH’s audited and unaudited financial statements as required to be included in the Company’s filings with the Securities and Exchange Commission. The Merger Agreement is not subject to a financing condition. The parties have made customary representations, warranties, and covenants in the Merger Agreement. The Merger Agreement also contains a customary “no-shop” covenant prohibiting the Company from soliciting proposals for alternative acquisition or providing information or participating in any discussions in connection with any such proposals. The Merger is intended to be a reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the “Code”), and the Merger Agreement is intended to be a “plan of reorganization” within the meaning of the regulations promulgated under Section 368(a) of the Code and for the purpose of qualifying as a tax-free transaction for federal income tax purposes. The Merger is intended to be a reorganization within the meaning of Section 368(a) of the Internal Revenue Code of 1986, as amended (the “Code”), and the Merger Agreement is intended to be a “plan of reorganization” within the meaning of the regulations promulgated under Section 368(a) of the Code and for the purpose of qualifying as a tax-free transaction for federal income tax purposes. The Merger Agreement contains certain termination rights that may be exercised by the Company or HSH, as applicable, including in the event that (i) both parties agree by mutual written consent to terminate the Merger Agreement, (ii) the Merger is not consummated by July 30, 2019, or (iii) any law or order permanently restraining, enjoining or otherwise prohibiting consummation of the Merger having become final and non-appealable. On August 25, 2020, the parties to the merger agreement entered into amendment no. 1 (the “Amendment”) to the Merger Agreement pursuant to which the date provided to consummate the Merger Agreement was extended from July 30, 2019 to September 30, 2020. Further, pursuant to the Amendment, the Company and HSH agreed to reasonably cooperate to terminate the engagement of the Company’s prior registered agent in Nevada, with the costs related thereto to be paid by HSH. Further, pursuant to the Amendment, the Company agreed to issue the Receiver Shares as required by the Merger Agreement in book entry within 10 days of August 25, 2020. The Receiver Shares were issued on August 27, 2020 and consisted of a total of 114,599,754 shares of Company common stock. As of the date of this Report the Merger has not been consummated; and neither HSH nor the Company has exercised its termination rights. The Company is currently in discussions with HSH to extend the date provided to consummate the Merger Agreement from September 30, 2020 to a later date, however there can be no assurances that such discussions will be successful. The Company believes the Merger will be consummated, however, there can be no assurances.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Sep. 30, 2020
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Management’s Representation of Interim Financial Statements The accompanying unaudited consolidated financial statements have been prepared by the Company without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been condensed or omitted as allowed by such rules and regulations, and management believes that the disclosures are adequate to make the information presented not misleading. In the opinion of management, the unaudited financial statements and notes have been prepared on the same basis as the audited financial statements for the year ended June 30, 2020, and include all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the Company’s financial position and results of operation. Interim results are not necessarily indicative of results for a full year. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements on June 30, 2020, and June 30, 2019. Basis of Presentation The accompanying consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) under the accrual basis of accounting. Use of Estimates In preparing consolidated financial statements in conformity with accounting principles generally accepted in the United States of America, management makes estimates and assumptions that affect the reported amounts of assets and liabilities at the dates of the consolidated financial statements, as well as the reported amounts of expenses during the reporting periods. These accounts and estimates include, but are not limited to, the valuation of accounts receivables, and liabilities and the estimation on useful lives of property, and plant and equipment. Actual results could differ from these estimates. Basis of Consolidation The consolidated financial statements include the financial statements of the Company and its subsidiaries. All significant inter-company balances and transactions within the Company and subsidiaries have been eliminated upon consolidation. Cash and Cash Equivalents Cash and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments. Revenue Recognition The Company derives revenues from the sale of agricultural products, animal feeds, consulting services, and various water units. The Company’s sales arrangements are not subject to warranty. On July 1, 2018, we adopted Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”). Results for reporting periods beginning after July 1, 2018, are presented under ASC 606, while prior period amounts were reported in accordance with our historic accounting under ASC 605. The Company has not recorded any revenue since 2016 so the transition to ASC 606 had no impact on our financial statements. Income Taxes The Company adopts the ASC Topic 740, “Income Taxes ” regarding accounting for uncertainty in income taxes which prescribes the recognition threshold and measurement attributes for financial statement recognition and measurement of tax positions taken or expected to be taken on a tax return. In addition, the guidance requires the determination of whether the benefits of tax positions will be more likely than not sustained upon audit based upon the technical merits of the tax position. For tax positions that are determined to be more likely than not sustained upon audit, a company recognizes the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement in the financial statements. For tax positions that are not determined to be more likely than not sustained upon audit, a company does not recognize any portion of the benefit in the financial statements. The guidance provides for de-recognition, classification, penalties, and interest, accounting in interim periods and disclosure. For the years ended June 30, 2020, and 2019, the Company did not have any interest and penalties associated with tax positions. As of September 30, 2020, and June 30, 2020, the Company did not have any significant unrecognized uncertain tax positions. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to be applied to taxable income in the years in which those temporary differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statement of income in the period that includes the enactment date. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits or that future deductibility is uncertain. Professional Fees With the exception of legal fees, substantially all professional fees expensed by the Company subsequent to the appointment of the court-appointed Receiver, represent hours of work performed by him to help the Company emerge from receivership by obtaining external financing. The fees are a liability of the Company and are expensed as incurred. Related Parties The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20, the Related parties include a). affiliates of the Company; b). entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; c). trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; d). principal owners of the Company; e). management of the Company; f). other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g). other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. The consolidated financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include a). the nature of the relationship(s) involved; b). a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c). the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d). amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement. Commitments and Contingencies The Company follows subtopic 450-20 of the FASB Accounting Standards Codification to report accounting for contingencies. Certain conditions may exist as of the date the consolidated financial statements are issued, which may result in a loss to the Company, but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potentially material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. Management does not believe, based upon information available at this time that these matters will have a material adverse effect on the Company’s consolidated financial position, consolidated results of operations or consolidated cash flows. However, there is no assurance that such matters will not materially and adversely affect the Company’s business, consolidated financial position, and consolidated results of operations or consolidated cash flows. Subsequent Events The Company adopted FASB Accounting Standards Codification 855 “Subsequent Events” (“ASC 855”) to establish general standards of accounting for and disclosure of events that occur after the balance sheet date, but before the financial statements are issued or available to be issued. Recently issued accounting standards The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on its consolidated financial condition or the consolidated results of its operations.

GOING CONCERN

GOING CONCERN	3 Months Ended
	Sep. 30, 2020
GOING CONCERN
NOTE 3 - GOING CONCERN	The Company is currently in receivership. The Company’s financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. On September 30, 2020 the Company had a retained deficit of $16,171,231 and current liabilities in excess of current assets by $4,386,366. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. The Company’s continuation as a going concern is solely dependent upon the Receiver’s ability to raise financing from third parties. There is no assurance that the Company will be successful in doing so.

DEBT

DEBT	3 Months Ended
	Sep. 30, 2020
DEBT
NOTE 4 - DEBT	The following tables set forth the components of the Company’s, debt as of September 30, 2020, and June 30, 2020: Sept. 30, 2020 June 30, 2020 Notes payable $ 215,353 $ 215,353 Real estate loans $ 4,001,267 $ 4,001,267 Receiver loan $ 65,000 $ 65,000 The Notes payable and the real estate loans are unsecured and due to a former director and officer of the Company. As a result of the court order in Nevada in March 2018, no interest can be accrued on this debt. In February 2018, the Company obtained a Receiver’s Note for $65,000 which accrues interest at a rate of 10%. As of September 30, 2020 and June 30, 2020, there was $16,877 and $15,261, respectively in accrued interest due and payable on the Receiver Note. The Receiver expects to discharge the Notes Payable and Real Estate Loans with no further liability to the Company, prior to consummating the Merger Agreement referenced throughout this Report. There can be no assurance the Receiver will be successful in discharging this debt.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Sep. 30, 2020
RELATED PARTY TRANSACTIONS
NOTE 5 - RELATED PARTY TRANSACTIONS	The Company is under the control of the court-appointed Receiver who is considered a related party. During the years ended June 30, 2020 and June 30, 2019, the Receiver incurred $3,555 and $8,838, respectively, in professional fees in managing the Company. The Receiver did not incur any professional fees during the three months ended September 30, 2020. Additionally, the Receiver has extended a $65,000 loan to the Company which bears interest at 10%. As consideration for the services of Robert Stevens and his team, who has acted as the court-appointed receiver for the Company and its predecessor and affiliated entities, in the Merger Agreement the Company agreed that, immediately prior to the Closing, the Company will issue to certain parties as directed by Mr. Stevens a total number of shares of Company common stock equal to 90% of the issued and outstanding shares of Company common stock immediately prior to the Closing, which will therefore constitute 9% of the issued and outstanding shares of Company common stock immediately following the Closing (the “Receiver Shares”). The Receiver Shares were issued on August 27, 2020 and consisted of a total of 114,599,754 shares of Company common stock. These shares were valued at $3,094,193 and were recorded as “stock-based compensation- related parties on the Company’s Statement of Operations for the three month ended September 30, 2020. After the closing of the Merger, there is expected to be 1.27 billion shares of the Company’s common stock outstanding, of which the Receiver Shares will constitute 9%.

SHAREHOLDERS EQUITY

SHAREHOLDERS EQUITY	3 Months Ended
	Sep. 30, 2020
SHAREHOLDERS EQUITY
NOTE 6 - SHAREHOLDERS' EQUITY	The Company has 1,400,000,000 common shares authorized at a par value of $0.001. As of September 30, 2020, and June 30, 2020, the were 127,333,060 and 12,733,306 common shares outstanding, respectively. As consideration for the services of Robert Stevens and his team, who has acted as the court-appointed receiver for the Company and its predecessor and affiliated entities, in the Merger Agreement the Company agreed that, immediately prior to the Closing, the Company will issue to certain parties as directed by Mr. Stevens a total number of shares of Company common stock equal to 90% of the issued and outstanding shares of Company common stock immediately prior to the Closing, which will therefore constitute 9% of the issued and outstanding shares of Company common stock immediately following the Closing (the “Receiver Shares”). The Receiver Shares were issued on August 27, 2020 and consisted of a total of 114,599,754 shares of Company common stock. Based on the Company’s stock price of $0.027 on the amendment date of August 25, 2020, these shares were valued at $3,094,193. After the closing of the Merger, there is expected to be 1.27 billion shares of the Company’s common stock outstanding, of which the Receiver Shares will constitute 9%.

INCOME TAXES

INCOME TAXES	3 Months Ended
	Sep. 30, 2020
INCOME TAXES
NOTE 7 - INCOME TAXES	Due to the historical operating losses, the inability to recognize an income tax benefit, and the failure to file tax returns for numerous years, there is no provision for current or deferred federal or state income taxes for the period from inception through the period ended September 30, 2020.As of September 30, 2020, the Company had a retained earnings deficit of $16,171,231 however, the amount of that loss that could be carried forward to offset future taxes is indeterminable.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Sep. 30, 2020
COMMITMENTS AND CONTINGENCIES
NOTE 8 - COMMITMENTS AND CONTINGENCIES	As of September 30, 2020, and June 30, 2020, the Company had no contractual commitments.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Sep. 30, 2020
SUBSEQUENT EVENTS
NOTE 9 - SUBSEQUENT EVENTS	In accordance with ASC 855-10 management has performed an evaluation of subsequent events from September 30, 2020, through the date the financial statements were available to be issued and noted in subsequent events requiring disclosure.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Sep. 30, 2020
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Management's Representation of Interim Financial Statements	The accompanying unaudited consolidated financial statements have been prepared by the Company without audit pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been condensed or omitted as allowed by such rules and regulations, and management believes that the disclosures are adequate to make the information presented not misleading. In the opinion of management, the unaudited financial statements and notes have been prepared on the same basis as the audited financial statements for the year ended June 30, 2020, and include all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the Company’s financial position and results of operation. Interim results are not necessarily indicative of results for a full year. These consolidated financial statements should be read in conjunction with the audited consolidated financial statements on June 30, 2020, and June 30, 2019.
Basis of Presentation	The accompanying consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) under the accrual basis of accounting.
Use of Estimates	In preparing consolidated financial statements in conformity with accounting principles generally accepted in the United States of America, management makes estimates and assumptions that affect the reported amounts of assets and liabilities at the dates of the consolidated financial statements, as well as the reported amounts of expenses during the reporting periods. These accounts and estimates include, but are not limited to, the valuation of accounts receivables, and liabilities and the estimation on useful lives of property, and plant and equipment. Actual results could differ from these estimates.
Basis of Consolidation	The consolidated financial statements include the financial statements of the Company and its subsidiaries. All significant inter-company balances and transactions within the Company and subsidiaries have been eliminated upon consolidation.
Cash and Cash Equivalents	Cash and cash equivalents are carried at cost and represent cash on hand, demand deposits placed with banks or other financial institutions and all highly liquid investments with an original maturity of three months or less as of the purchase date of such investments.
Revenue Recognition	The Company derives revenues from the sale of agricultural products, animal feeds, consulting services, and various water units. The Company’s sales arrangements are not subject to warranty. On July 1, 2018, we adopted Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”). Results for reporting periods beginning after July 1, 2018, are presented under ASC 606, while prior period amounts were reported in accordance with our historic accounting under ASC 605. The Company has not recorded any revenue since 2016 so the transition to ASC 606 had no impact on our financial statements.
Income Taxes	The Company adopts the ASC Topic 740, “Income Taxes ” regarding accounting for uncertainty in income taxes which prescribes the recognition threshold and measurement attributes for financial statement recognition and measurement of tax positions taken or expected to be taken on a tax return. In addition, the guidance requires the determination of whether the benefits of tax positions will be more likely than not sustained upon audit based upon the technical merits of the tax position. For tax positions that are determined to be more likely than not sustained upon audit, a company recognizes the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement in the financial statements. For tax positions that are not determined to be more likely than not sustained upon audit, a company does not recognize any portion of the benefit in the financial statements. The guidance provides for de-recognition, classification, penalties, and interest, accounting in interim periods and disclosure. For the years ended June 30, 2020, and 2019, the Company did not have any interest and penalties associated with tax positions. As of September 30, 2020, and June 30, 2020, the Company did not have any significant unrecognized uncertain tax positions. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to be applied to taxable income in the years in which those temporary differences are expected to reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statement of income in the period that includes the enactment date. A valuation allowance is provided for deferred tax assets if it is more likely than not these items will either expire before the Company is able to realize their benefits or that future deductibility is uncertain.
Professional Fees	With the exception of legal fees, substantially all professional fees expensed by the Company subsequent to the appointment of the court-appointed Receiver, represent hours of work performed by him to help the Company emerge from receivership by obtaining external financing. The fees are a liability of the Company and are expensed as incurred.
Related Parties	The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions. Pursuant to Section 850-10-20, the Related parties include a). affiliates of the Company; b). entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; c). trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; d). principal owners of the Company; e). management of the Company; f). other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g). other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. The consolidated financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include a). the nature of the relationship(s) involved; b). a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c). the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d). amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement.
Commitments and Contingencies	The Company follows subtopic 450-20 of the FASB Accounting Standards Codification to report accounting for contingencies. Certain conditions may exist as of the date the consolidated financial statements are issued, which may result in a loss to the Company, but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potentially material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. Management does not believe, based upon information available at this time that these matters will have a material adverse effect on the Company’s consolidated financial position, consolidated results of operations or consolidated cash flows. However, there is no assurance that such matters will not materially and adversely affect the Company’s business, consolidated financial position, and consolidated results of operations or consolidated cash flows.
Subsequent Events	The Company adopted FASB Accounting Standards Codification 855 “Subsequent Events” (“ASC 855”) to establish general standards of accounting for and disclosure of events that occur after the balance sheet date, but before the financial statements are issued or available to be issued.
Recently issued accounting standards	The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on its consolidated financial condition or the consolidated results of its operations.

DEBT (Tables)

DEBT (Tables)	3 Months Ended
	Sep. 30, 2020
DEBT
Schedule of debt	Sept. 30, 2020 June 30, 2020 Notes payable $ 215,353 $ 215,353 Real estate loans $ 4,001,267 $ 4,001,267 Receiver loan $ 65,000 $ 65,000

ORGANIZATION AND BUSINESS BAC_2

ORGANIZATION AND BUSINESS BACKGROUND (Details Narrative)	1 Months Ended		3 Months Ended
	Aug. 27, 2020shares	May 03, 2016	Sep. 30, 2020
Creditors required to pay		Creditors were required to provide claims in writing under oath on or before November 3, 2016, or they will be barred under NRS §78.675”.
Receiver Shares	114,599,754
Merger Agreement [Member]
Receiver Shares	114,599,754
Common stock shares outstanding, descriptions			the closing of the Merger, there is expected to be 1.27 billion shares of the Company’s common stock outstanding, of which the Receiver Shares will constitute 9%.
Merger Agreement description	Merger Agreement pursuant to which, amongst other things, the Company agreed to issue the Receiver Shares as required by the Merger Agreement in book entry within 10 days of August 25, 2020.
HSH [Member] | Merger Agreement [Member]
Exchange ratio of common stock per share			127.33306
Common stock, shares issued and outstanding			90.00%
Robert Stevens [Member]
Common stock, shares issued and outstanding			90.00%
Agreement description			Company common stock equal to 90% of the issued and outstanding shares of Company common stock immediately prior to the Closing, which will therefore constitute 9% of the issued and outstanding shares of Company common stock immediately following the Closing (the “Receiver Shares”)
Robert Stevens [Member] | Merger Agreement [Member]
Receiver Shares	114,599,754
Agreement description			Company common stock equal to 90% of the issued and outstanding shares of Company common stock immediately prior to the Closing, which will therefore constitute 9% of the issued and outstanding shares of Company common stock immediately following the Closing (the “Receiver Shares”)
Common stock shares outstanding, descriptions			The closing of the Merger, there is expected to be 1.27 billion shares of the Company’s common stock outstanding, of which the Receiver Shares will constitute 9%

GOING CONCERN (Details Narrativ

GOING CONCERN (Details Narrative) - USD ($)	Sep. 30, 2020	Jun. 30, 2020
GOING CONCERN
Retained earning deficit	$ (16,171,231)	$ (13,075,376)
Excess of current liabilities over current assets	$ 4,386,366

DEBT (Details)

DEBT (Details) - USD ($)	Sep. 30, 2020	Jun. 30, 2020
DEBT
Notes payable	$ 215,353	$ 215,353
Real estate loans	4,001,267	4,001,267
Receiver loan	$ 65,000	$ 65,000

DEBT (Details Narrative)

DEBT (Details Narrative) - USD ($)	3 Months Ended
	Sep. 30, 2020	Jun. 30, 2020
Accrued interest	$ 16,877	$ 15,261
February 2018 [Member]
Accrues interest, Percentage	10.00%
Receiver's Note	$ 65,000

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended
	Aug. 27, 2020	Sep. 30, 2020	Jun. 30, 2020	Sep. 30, 2019	Jun. 30, 2019
Loans payable		$ 65,000
Interest rate of loans		10.00%
Professional fees		$ 0	$ 3,555	$ 2,200	$ 8,838
Receiver Shares	114,599,754
Stock based compensation		$ 3,094,193		$ 0
Robert Stevens [Member]
Agreement description		Company common stock equal to 90% of the issued and outstanding shares of Company common stock immediately prior to the Closing, which will therefore constitute 9% of the issued and outstanding shares of Company common stock immediately following the Closing (the “Receiver Shares”)
Merger Agreement [Member]
Receiver Shares	114,599,754
Common stock shares outstanding, descriptions		the closing of the Merger, there is expected to be 1.27 billion shares of the Company’s common stock outstanding, of which the Receiver Shares will constitute 9%.
Merger Agreement [Member] | Robert Stevens [Member]
Receiver Shares	114,599,754
Stock based compensation	$ 3,094,193
Common stock shares outstanding, descriptions		The closing of the Merger, there is expected to be 1.27 billion shares of the Company’s common stock outstanding, of which the Receiver Shares will constitute 9%
Agreement description		Company common stock equal to 90% of the issued and outstanding shares of Company common stock immediately prior to the Closing, which will therefore constitute 9% of the issued and outstanding shares of Company common stock immediately following the Closing (the “Receiver Shares”)

SHAREHOLDERS EQUITY (Details Na

SHAREHOLDERS EQUITY (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended
	Aug. 27, 2020	Sep. 30, 2020	Sep. 30, 2019	Jun. 30, 2020
Common stock, par value		$ 0.001		$ 0.001
Common stock, shares authorized		1,400,000,000		1,400,000,000
Common shares outstanding		127,333,060		12,733,306
Receiver Shares	114,599,754
Stock based compensation		$ 3,094,193	$ 0
Robert Stevens [Member]
Agreement description		Company common stock equal to 90% of the issued and outstanding shares of Company common stock immediately prior to the Closing, which will therefore constitute 9% of the issued and outstanding shares of Company common stock immediately following the Closing (the “Receiver Shares”)
Merger Agreement [Member]
Receiver Shares	114,599,754
Common stock shares outstanding, descriptions		the closing of the Merger, there is expected to be 1.27 billion shares of the Company’s common stock outstanding, of which the Receiver Shares will constitute 9%.
Merger Agreement [Member] | Robert Stevens [Member]
Common stock, par value	$ 0.027
Receiver Shares	114,599,754
Stock based compensation	$ 3,094,193
Agreement description		Company common stock equal to 90% of the issued and outstanding shares of Company common stock immediately prior to the Closing, which will therefore constitute 9% of the issued and outstanding shares of Company common stock immediately following the Closing (the “Receiver Shares”)
Common stock shares outstanding, descriptions		The closing of the Merger, there is expected to be 1.27 billion shares of the Company’s common stock outstanding, of which the Receiver Shares will constitute 9%

INCOME TAXES (Details Narrative

INCOME TAXES (Details Narrative) - USD ($)	Sep. 30, 2020	Jun. 30, 2020
INCOME TAXES
Retained earnings deficit	$ (16,171,231)	$ (13,075,376)