RELATED PARTY TRANSACTIONS | NOTE 8. RELATED PARTY TRANSACTIONS Office space Our executive, administrative and operating offices were previously provided at no cost on a month-to-month basis to the Company by our President, Frank Horkey, and are located at 151 N Nob Hill Road, Suite 402, Plantation FL 33324. The Company leases office space from its President at a cost of $250 per month. The term of the lease is for 365 days and ends on June 30, 2024. On June 30, 2024, $3,000 of rent expense was accrued and is included in Accounts Payable and Accrued Expenses. Due to Related Parties On August 6, 2021, the Company issued 450,000 restricted shares of its common stock in exchange for the conversion of $45,000 of unpaid advisory compensation due to related parties. In addition, as satisfaction of an external Settlement Agreement between Peter Simone/Corporate Capital Group, LTD and the related parties, the Company issued 1,050,000 Restricted Founder’s shares. As of June 30, 2024, and June 30, 2023, the Company owed $480,000 and $300,000,000 respectively, due to related parties for Management advisory fees. As of June 30, 2024, and June 30, 2023, the Company owed Management Compensation payable of $88,430 and $147,800 respectively. As of June 30,2024, and June 30, 2023, the Company owed Board of Director fees of $ 96,000 and $48,000, respectively. On January 30, 2023, entities affiliated with Timothy B. Ruggiero and Peter Chung each cancelled 900,000 and 1,000,000 shares respectively to treasury. On July 1, 2023, the Company issued Frank Horkey (“Horkey”) a $75,000 Senior Secured Convertible Promissory Note as partial settlement for management compensation owed. The note bears interest at a rate of 10% per annum and is convertible to the Company’s common stock at a rate of $0.50 per share. As further inducement, the Company agreed to issue Horkey 75,000 shares of its restricted common stock and issued a warrant to purchase 150,000 shares of its restricted common stock at a price of $0.75 per share, any time prior to July 1, 2026, the warrant expiration date. On January 1, 2024, the note principal owed was $75,000 and accrued interest owed was $3,750. On this date the note was cancelled and replaced with a new Senior Secured Convertible Promissory Note, which was issued with a principal balance of $78,750, an interest rate of 10% per annum, a conversion rate of $0.50 per share and a maturity date of June 30, 2024. Under the new note the Company agreed to issue 78,750 shares of the Company’s common stock and issued a warrant to purchase 157,500 shares of the Company’s common stock at $0.75 per share, any time prior to January 1, 2027, the warrant expiration date. No shares were issued or warrants exercised as of June 30, 2024, and the principal is $78,750 and accrued interest is $3,931. On July 1, 2023, the Company issued Lazarus Asset Management LLC (“Lazarus”) a $75,000 Senior Secured Convertible Promissory Note as partial settlement for management compensation owed. The note bears interest at a rate of 10% per annum and is convertible to the Company’s common stock at a rate of $0.50 per share. As further inducement, the Company agreed to issue Lazarus 75,000 shares of its restricted common stock and issued a warrant to purchase 150,000 shares of its restricted common stock at a price of $0.75 per share, any time prior to July 1, 2026, the warrant expiration date. On January 1, 2024, the note principal owed was $75,000 and accrued interest owed was $3,750. On this date the note was cancelled and a new Senior Secured Convertible Promissory Note was issued in its place, with a principal balance of $78,750, an interest rate of 10% per annum and a conversion rate of $0.50 per share. Under the new note the Company agreed to issue 78,750 shares of the Company’s common stock and issued a warrant to purchase 157,500 shares of the Company’s common stock at $0.75 per share, any time prior to January 1, 2027, the warrant expiration date. The principal and interest owed on June 30, 2024, was $82,688. Lazarus assigned $36,623 and $5,000 of the principal to two other stockholders. The note payable balance was canceled on July 1, 2024, and a new Senior Secured Convertible Promissory Note was issued with a principal of $41,064, interest rate of 10% per annum, conversion rate of $.50 per share and maturity date of June 30, 2024. As further inducement to settle amounts owed as compensation, the Company agreed to issue 41,064 restricted shares of its common stock and a warrant to purchase 82,134 restricted common shares at $.75 per share at any time prior to July 1, 2027, the warrant expiration date. No shares were issued or warrants exercised under this agreement. As of June 30, 2024, the principal balance is $78,750 and accrued interest is $3,938. On February 9, 2024, the Company issued Sparta Road Ltd. C/o Timothy B. Ruggiero a $50,000 Senior Secured Convertible Promissory Note, with an interest rate of 5% per annum, convertible at $0.25 per share. As an incentive the Company agreed to issue Sparta Road 100,000 shares of restricted common stock. The Note was issued as a repayment of advances made by Sparta Road Ltd. Lazarus Asset Management LLC to cover certain expenses of the Company. No shares were issued or warrants exercised under this agreement. As of June 30, 2024, the principal balance is $50,000 and accrued interest is $349. On April 1, 2024, the Company issued Frank Horkey a $75,000 Senior Secured Convertible Promissory Note with an interest rate of 10% per annum, convertible at $0.50 per share as compensation for management services. As further inducement, the Company agreed to issue 75,000 shares of the Company’s restricted common stock and issued a warrant to purchase 150,000 shares of the Company’s restricted common stock at $0.75 per share any time prior to April 1, 2027, the warrant expiration date. No shares were issued or warrants exercised under this agreement. As of June 30, 2024, the principal balance is $75,000 and accrued interest is $3,833. On April 1, 2024, the Company issued Lazarus a $75,000 Senior Secured Convertible Promissory Note, with an interest rate of 10% per annum, convertible at $0.50 per share, as compensation for management services. As further inducement, the Company agreed to issue 75,000 shares of restricted common stock and issued a warrant to purchase 150,000 restricted common stock shares at $0.75 per share any time prior to April 1, 2027, the warrant expiration date. No shares were issued or warrants exercised under this agreement. As of June 30, 2024, the principal balance is $75,000 and accrued interest is $1,875. All share issuance obligations, which were granted as an incentive to convert amounts owed to note payables, were waived by note holders on the issuance date, and in October 2024, replaced by the issuance of prepaid warrants to purchase the Company’s common stock at $0.01 per share. Additionally, certainly shareholders advanced a total of $13,602 to the Company to cover operating expenses. These amounts are non-interest bearing, unsecured and have no repayment terms. In addition, certain shareholders have advanced a total of $13,602 to the Company to cover operating expenses. These amounts are noninterest bearing, unsecured and have no repayment terms. |