Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jun. 30, 2017 | Sep. 20, 2017 | Dec. 31, 2016 | |
Document And Entity Information | |||
Entity Registrant Name | INTERNATIONAL LEADERS CAPITAL Corp | ||
Entity Central Index Key | 1,470,550 | ||
Document Type | 10-K | ||
Document Period End Date | Jun. 30, 2017 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --06-30 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 123,764 | ||
Entity Common Stock, Shares Outstanding | 1,574,179 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,017 |
Balance Sheets
Balance Sheets - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Current assets: | ||
Cash | $ 92,004 | $ 920 |
Prepaid expenses | 9,167 | 9,167 |
Total current assets | 101,171 | 10,087 |
Current Liabilities: | ||
Accounts payable and accrued liabilities | 117,966 | 105,663 |
Accrued compensation-related party | 255,821 | 918,065 |
Advances (including $36,000 and $25,000 due to related parties at June 30, 2017 and 2016, respectively) | 90,390 | 79,390 |
Convertible notes - related party, net of discount of $1,781 and $34,942 at June 30, 2017 and June 30, 2016, respectively | 214,957 | 131,639 |
Total current liabilities | 679,134 | 1,234,757 |
Non-redeemable convertible note - related party | 43,180 | 42,551 |
Stockholders' Deficiency : | ||
Preferred stock; par value $0.01; 48,900,000 shares authorized; no shares issued and outstanding; Series A Convertible Preferred Stock; par value $0.01; 1,000,000 shares authorized; no shares issued and outstanding; Series B Preferred Stock; par value $0.01; 100,000 shares authorized; 25,000 shares issued and outstanding at June 30, 2017 and June 30, 2016 | 250 | 250 |
Common stock; par value $0.001; 250,000,000 shares authorized; 1,574,179 and 1,374,179 shares issued and outstanding at June 30, 2017 and 2016, respectively | 1,574 | 1,374 |
Additional paid-in capital | 120,830,251 | 119,345,334 |
Notes receivable | 5,000,000 | 5,000,000 |
Accumulated deficiency | (116,453,218) | (115,614,179) |
Total stockholders' deficiency | (621,143) | (1,267,221) |
Total liabilities and stockholders' deficiency | 101,171 | 10,087 |
Series A Convertible Preferred Stock [Member] | ||
Stockholders' Deficiency : | ||
Preferred stock; par value $0.01; 48,900,000 shares authorized; no shares issued and outstanding; Series A Convertible Preferred Stock; par value $0.01; 1,000,000 shares authorized; no shares issued and outstanding; Series B Preferred Stock; par value $0.01; 100,000 shares authorized; 25,000 shares issued and outstanding at June 30, 2017 and June 30, 2016 | ||
Total stockholders' deficiency | ||
Total liabilities and stockholders' deficiency | ||
Series B Preferred Stock [Member] | ||
Stockholders' Deficiency : | ||
Preferred stock; par value $0.01; 48,900,000 shares authorized; no shares issued and outstanding; Series A Convertible Preferred Stock; par value $0.01; 1,000,000 shares authorized; no shares issued and outstanding; Series B Preferred Stock; par value $0.01; 100,000 shares authorized; 25,000 shares issued and outstanding at June 30, 2017 and June 30, 2016 | 250 | 250 |
Total stockholders' deficiency | 250 | 250 |
Total liabilities and stockholders' deficiency | $ 250 | $ 250 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Due to related parties included in current portion of advances | $ 36,000 | $ 25,000 |
Debt discount | $ 1,781 | $ 34,942 |
Preferred stock, par value per share | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 48,900,000 | 48,900,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value per share | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 1,574,179 | 1,374,179 |
Common stock, shares outstanding | 1,574,179 | 1,374,179 |
Series A Convertible Preferred Stock [Member] | ||
Preferred stock, par value per share | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Series B Preferred Stock [Member] | ||
Preferred stock, par value per share | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 100,000 | 100,000 |
Preferred stock, shares issued | 25,000 | 25,000 |
Preferred stock, shares outstanding | 25,000 | 25,000 |
Statements Of Operations
Statements Of Operations - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Income Statement [Abstract] | ||
Revenue | ||
Operating costs: | ||
Compensation-related party | 717,873 | 751,830 |
General and administrative (including related party share -based compensation of $0 and $153,993) | 64,392 | 249,555 |
Total operating expenses | 782,265 | 1,001,385 |
Loss from operations | (782,265) | (1,001,385) |
Other expenses: | ||
Interest expense | 56,774 | 118,504 |
Loss on settlement of debt | (65,000) | |
Total other expenses | (56,774) | (183,504) |
Net loss | $ (839,039) | $ (1,184,889) |
Net loss per share-basic and diluted | $ (0.61) | $ (0.86) |
Weighted average number of common shares outstanding - basic and diluted | 1,380,205 | 1,370,713 |
Statements Of Operations (Paren
Statements Of Operations (Parenthetical) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Income Statement [Abstract] | ||
Related party share based compensation | $ 0 | $ 153,993 |
Statement Of Stockholders' Equi
Statement Of Stockholders' Equity (Deficiency) - USD ($) | Common Stock [Member] | Series B Preferred Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Note Receivable [Member] | Total |
Balance common stock, shares at Jun. 30, 2015 | 1,365,053 | |||||
Balance preferred stock, shares at Jun. 30, 2015 | ||||||
Balance, value at Jun. 30, 2015 | $ 1,365 | $ 118,828,320 | $ (114,429,290) | $ (5,000,000) | $ (599,605) | |
Fair value of Series B Preferred Shares issued for settlement of debt, shares | 25,000 | |||||
Fair value of Series B Preferred Shares issued for settlement of debt, value | $ 250 | 109,537 | 109,787 | |||
Beneficial conversion feature of issued convertible notes-related party | 133,493 | 133,493 | ||||
Fair value of shares issued for settlement of compensation payable-related party, shares | 3,997 | |||||
Fair value of shares issued for settlement of compensation payable-related party, value | $ 4 | 119,996 | 120,000 | |||
Fair value of shares issued for services-related party, shares | 5,129 | |||||
Fair value of shares issued for services-related party, value | $ 5 | 153,988 | 153,993 | |||
Beneficial conversion feature on issuance of convertible note payable-related party | 133,493 | |||||
Gain on settlement of accrued compensation-related party treated as a capital contribution | ||||||
Net loss | (1,184,889) | $ (1,184,889) | ||||
Balance common stock, shares at Jun. 30, 2016 | 1,374,179 | 1,374,179 | ||||
Balance preferred stock, shares at Jun. 30, 2016 | 25,000 | |||||
Balance, value at Jun. 30, 2016 | $ 1,374 | $ 250 | 119,345,334 | (115,614,179) | (5,000,000) | $ (1,267,221) |
Beneficial conversion feature on issuance of convertible note payable-related party | 5,000 | 5,000 | ||||
Gain on settlement of accrued compensation-related party treated as a capital contribution | 1,380,117 | 1,380,117 | ||||
Shares issued for cash-related party, shares | 200,000 | |||||
Shares issued for cash-related party, value | $ 200 | 99,800 | 100,000 | |||
Net loss | (839,039) | $ (839,039) | ||||
Balance common stock, shares at Jun. 30, 2017 | 1,574,179 | 1,574,179 | ||||
Balance preferred stock, shares at Jun. 30, 2017 | 25,000 | |||||
Balance, value at Jun. 30, 2017 | $ 1,574 | $ 250 | $ 120,830,251 | $ (116,453,218) | $ (5,000,000) | $ (621,143) |
Statements Of Cash Flows
Statements Of Cash Flows - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (839,039) | $ (1,184,889) |
Adjustments to reconcile net loss to net cash used in operating activities and liabilities: | ||
Accrued interest-related party | 18,613 | 19,953 |
Amortization of debt discount-related party | 38,161 | 98,551 |
Fair value of shares issued for services-related party | 153,993 | |
Loss on settlement of debt-related party | (65,000) | |
Changes in operating assets and liabilities: | ||
Prepaid expenses | (1,800) | |
Accounts payable and accrued expenses | 12,303 | 49,205 |
Accrued compensation-related parties | 717,873 | 699,527 |
Net cash used in operating activities | (52,089) | (96,860) |
Cash Flows from Financing Activities: | ||
Proceeds from issuance of convertible notes-related parties | 32,173 | 144,381 |
Proceeds from advances-related party | 11,000 | |
Proceeds from sale of shares-related party | 100,000 | |
Payment made on non-redeemable convertible note | 61,892 | |
Net cash provided by financing activities | 143,173 | 82,489 |
Net change in cash | 91,084 | (14,371) |
Cash beginning of year | 920 | 15,291 |
Cash end of year | 92,004 | 920 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION | ||
Cash paid during period for: Interest paid | ||
Cash paid during period for: Income tax paid | ||
NON-CASH FINANCING ACTIVITIES | ||
Issuance of Series B Preferred Stock in settlement of advance due to a shareholder | 44,787 | |
Beneficial conversion feature associated with issued convertible notes-related party | 5,000 | 133,493 |
Issuance of shares of common stock to settle compensation payable-related party | 120,000 | |
Reclassification of advances to convertible notes | 10,200 | |
Gain on settlement of accrued compensation-related party treated as a capital contribution | $ 1,380,117 |
Nature Of Business And Summary
Nature Of Business And Summary Of Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business and Summary of Significant Accounting Policies | NOTE 1. NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES International Leaders Capital Corporation (formerly Star Century Pandaho Corporation) ("the Company", “SCPD”) was organized under the laws of the State of Nevada on May 21, 2009. The Company was established as part of the Chapter 11 reorganization of AP Corporate Services, Inc. ("AP"). On May 28, 2017, Star Century Entertainment Corporation, a shareholder of the Company, agreed to sell 25,000 shares of the Company’s Series B preferred shares, representing approximately 99% of the voting control of the Company, to ILC Holdings, LLC, an unrelated third party, and the Company experienced a change in control. At May 28, 2017, ILC Holdings, LLC did not have any operations and had minimal assets and liabilities. In conjunction with the change in control, three individuals were elected to be the Company’s management, and the Company’s former Chief Executive Officer, former Chief Operating Officer, and former Director of Public Relations resigned. Effective August 2, 2017, the Company’s Board of Directors and a majority of the shareholders of the Company amended the Company’s Articles of Incorporation to (i) change the name of the Company to International Leaders Capital Corporation and (ii) effect a 1-for-50 reverse common stock split. All common stock share and per-share amounts for all periods presented in these financial statements have been adjusted retroactively to reflect the reverse stock split. The Company’s previous majority shareholders had planned to build Pandaho, a cartoon styled character, into a competitive cartoon brand in China and surrounding areas with Pandaho-themed merchandise and multi-media exhibitions. Commensurate with the shareholder transactions on May 28, 2017, the Company plans to operate a financial services firm which provides consulting services for businesses and training programs for general investors. The Company anticipates earning revenue from (1) business training and consulting and (2) jointly investing in quality projects and ventures for companies which we serve. The Company’s headquarters are based in Las Vegas, Nevada with planned primary operation in mainland China and Asia. GOING CONCERN The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. During the year ended June 30, 2017, the Company incurred a net loss of $839,039 and used cash in operating activities of $52,089, and at June 30, 2017, had a stockholders’ deficiency of $621,143. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date that the financial statements are issued. The Company’s financial statements do not include any adjustments that might result from the outcome of this uncertainty should we be unable to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon its ability to develop additional sources of capital and to ultimately achieve profitable operations. Currently, the Company does not have significant cash or other material assets, nor does it have operations or a source of revenue sufficient to cover its operating costs and allow it to continue as a going concern. Over the next 12 months, the Company expects to expend up to approximately $50,000 for legal, accounting and administrative costs. The Company’s officers or principal shareholders have committed to making advances or loans to pay for these legal, accounting, and administrative costs. The Company hopes to be able to attract suitable investors for our business plan, which will not require us to use our cash. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing or cause substantial dilution for our stockholders, in case or equity financing. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The more significant estimates and assumptions by management include, among others, the accrual of potential liabilities, the assumptions used in valuing share-based instruments issued for services, and the valuation allowance for deferred tax assets. CASH AND CASH EQUIVALENTS Investments with original maturities of three months or less are considered to be cash equivalents. INCOME TAXES The Company follows the asset and liability method of accounting for income taxes. Under this method, deferred income tax assets and liabilities are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their respective income tax basis (temporary differences). The effect on deferred income tax assets and liabilities of a change in tax rates is recognized as income (loss) in the period that includes the enactment date. REVENUE Revenue is recognized when the price is fixed or determinable, persuasive evidence of an arrangement exists, the service has been delivered, and collectability is reasonably assured. In transactions in which the Company brokers a sale and determines that it was not the primary obligor in the arrangement, the Company records as net the commission earned from the transaction. BASIC AND DILUTED LOSS PER SHARE Basic loss per share is computed by dividing net loss applicable to common stockholders by the weighted average number of outstanding common shares during the period. Diluted loss per share is computed by dividing the net loss applicable to common stockholders by the weighted average number of common shares outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential common shares had been issued. Diluted loss per share excludes all potential common shares if their effect is anti-dilutive. At June 30, 2017 and 2016, we excluded the outstanding securities summarized below, which entitle the holders thereof to acquire shares of common stock as their effect would have been anti-dilutive: June 30, June 30, Common stock issuable upon conversion of convertible and non-redeemable convertible notes payable 5,378,010 2,516,830 Common stock issuable upon conversion of accrued compensation 240,821 289,073 Total 5,618,831 2,805,903 STOCK-BASED COMPENSATION The Company may periodically issue shares of common stock, stock options, or warrants to employees and non-employees in non-capital raising transactions for services and for financing costs. The Company accounts for stock option and warrant grants issued and vesting to employees based on the authoritative guidance provided by the FASB whereas the value of the award is measured on the date of grant and recognized over the vesting period. The Company accounts for stock option and warrant grants issued and vesting to non-employees in accordance with the authoritative guidance of the FASB whereas the value of the stock compensation is based upon the measurement date as determined at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. Non-employee stock-based compensation charges generally are amortized over the vesting period on a straight-line basis. In certain circumstances where there are no future performance requirements by the non-employee, option grants are immediately vested and the total stock-based compensation charge is recorded in the period of the measurement date. The fair value of the Company's common stock option grants are estimated using the Black-Scholes option pricing model, which uses certain assumptions related to risk-free interest rates, expected volatility, expected life of the common stock options, and future dividends. Compensation expense is recorded based upon the value derived from the Black-Scholes option pricing model, and based on actual experience. The assumptions used in the Black-Scholes option pricing model could materially affect compensation expense recorded in future periods. FAIR VALUE OF FINANCIAL INSTRUMENTS Fair value is defined as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk including our own credit risk. In addition to defining fair value, the standard expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels which are determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are: Level 1 – inputs are based upon unadjusted quoted prices for identical instruments traded in active markets. Level 2 – inputs are based upon significant observable inputs other than quoted prices included in Level 1, such as quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. The estimated fair value of certain financial instruments, including cash and cash equivalents and accounts payable and accrued expenses are carried at historical cost basis, which approximates their fair values because of the short-term nature of these instruments. The recorded values of the convertible notes-related parties and non-redeemable convertible note approximates their fair values based upon their effective interest rates. RECENT ACCOUNTING PRONOUNCEMENTS In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers. In February 2016, the FASB issued ASU No. 2016-02, Leases. Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company's present or future consolidated financial statements. |
Compensation And Accrued Compen
Compensation And Accrued Compensation-Related Party | 12 Months Ended |
Jun. 30, 2017 | |
Compensation Related Costs [Abstract] | |
Compensation and Accrued Compensation-Related Party | NOTE 2. COMPENSATION AND ACCRUED COMPENSATION-RELATED PARTY Compensation-related party and accrued compensation-related party represent compensation due to three former executives and one current executive, and due to a shareholder consultant. Pursuant to the terms of employment agreements, the executives and shareholder consultant have the option to accept shares of the Company’s common stock in lieu of cash based on a 50% discount to the average stock price, as defined. The option to accept shares of common stock in lieu of cash is accounted for at the fair value of the potentially issuable common shares and is subject to adjustment at each reporting date based on the change in market value of the shares. On June 30, 2016, accrued compensation related to the three former executives totaled $812,775. From July 1, 2016 to December 31, 2016, additional compensation expense of $567,342 was recorded, including $169,380 accrual of cash compensation, and a charge of $397,962 for the fair value that could be paid in shares of common stock. At December 31, 2016, accrued compensation due to the three former executives totaled $1,380,117. Effective December 31, 2016, the three former executives agreed to forgive the $1,380,117, and to also terminate their employment agreements. Accordingly, at June 30, 2017, the total due to the three former executives for accrued compensation was zero. The Company determined that based on the related party nature of the settlement, the gain on settlement of accrued compensation was treated as a capital contribution. On June 30, 2016, accrued compensation due to the shareholder consultant was $105,290. During the ten months ended April 30, 2017, additional compensation of $146,531 was recorded, including $64,973 accrual of cash compensation due, and a charge of $81,558 for the fair value that could be paid in shares of common stock. On April 30, 2017, the consulting agreement with the shareholder consultant was terminated and the shareholder consultant entered into a new consulting agreement whereby the Company agreed to pay $7,500 per month in cash for consulting services through December 31, 2017. At April 30, 2017 and June 30, 2017, the accrued compensation due to the shareholder consultant under the former agreement was $236,821, which if the shareholder consultant elected to be paid in shares of common stock, would result in the issuance of 236,821 shares of the Company’s common stock. In addition, at June 30, 2017, accrued compensation due to the shareholder consultant under the new agreement was $15,000. Effective June 1, 2017, the Company entered in an employment agreement with the current executive for annual compensation of $24,000. The executive has the option to accept shares of the Company’s common stock in lieu of cash based on a 50% discount to the average stock price, as defined. For the year ended June 30, 2017, compensation expense of $4,000 was recorded, including $2,000 accrual of cash compensation and a charge of $2,000 for the fair value that could be paid in shares of common stock related to this employment agreement. At June 30, 2017, the accrued compensation due to the executive was $4,000, which if the shareholder consultant elected to be paid in shares of common stock, would result in the issuance of 4,000 shares of the Company’s common stock. |
Advances
Advances | 12 Months Ended |
Jun. 30, 2017 | |
Notes to Financial Statements | |
Advances | NOTE 3. ADVANCES The Company from time to time borrows from its principal shareholders, or others, to pay expenses such as filing fees, accounting fees and legal fees. These advances are non-interest bearing, unsecured, and generally due upon demand. At June 30, 2017 and 2016, the Company was obligated for the following advances: June 30, June 30, Advances due to shareholder $ 36,000 $ 25,000 Advances due to unrelated parties 54,390 54,390 $ 90,390 $ 79,390 |
Convertible Notes-Related Parti
Convertible Notes-Related Parties | 12 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Convertible Notes-Related Parties | NOTE 4. CONVERTIBLE NOTES-RELATED PARTIES June 30, June 30, Balance due on convertible notes $ 216,738 $ 166,581 Unamortized note discounts (1,781 ) (34,942 ) $ 214,957 $ 131,639 Convertible notes-related party are unsecured, accrue interest at 10% per annum, and are due from August 2017 through March 2018. The notes are convertible into shares of the Company’s common stock at a conversion price ranging from of $0.01 per share to $0.10 per share. At June 30, 2017, the notes are convertible into 4,514,410 shares of common stock. At June 30, 2016, principal and accrued interest totaled $166,581. During the year ended June 30, 2017, the Company issued five convertible notes for total proceeds of $32,173, and accrued interest of $18,115 was added the balance due. At June 30, 2017, principal and accrued interest totaled $216,738. At June 30, 2016, the unamortized discount on convertible notes was $34,942. During the year ended June 30, 2017, $5,000 of discount was added for the beneficial conversion feature on issuance of a convertible note payable, and $38,161 of discount was amortized and included in interest expense. At June 30, 2017, the unamortized discount on convertible notes is $1,781, and is to be amortized through December 2017 |
Non-Redeemable Convertible Note
Non-Redeemable Convertible Note | 12 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Non-Redeemable Convertible Note | NOTE 5. NON-REDEEMABLE CONVERTIBLE NOTE Non-redeemable convertible note-related party is secured by all the assets of the Company, accrues interest at 20% per annum, and is due August 1, 2017. The Company may prepay the note in readily available funds at any time prior to the maturity date. The Company has the right to convert the note into shares of the Company’s common stock at any time prior to the maturity date at a fixed price of $0.05 per share of common stock. At June 30, 2016, principal and accrued interest totaled $42,551. During the year ended June 30, 2017, interest of $629 was accrued and added to principal. At June 30, 2017, principal and accrued interest totaled $43,180 and are convertible into 863,600 shares of common stock. As it is the Company’s choice to convert the note into shares of the Company’s common stock or to pay the note in cash, the note is presented below current liabilities on the accompanying balance sheets. |
Stockholders' Deficiency
Stockholders' Deficiency | 12 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Stockholders' Deficiency | NOTE 6. STOCKHOLDERS' DEFICIENCY Series B Preferred stock In 2015, the Company filed a Certificate of Designation designating the rights and restrictions of 100,000 shares of Series B Preferred stock, par value $0.01 pursuant to resolutions approved by the Company’s Board of Directors on June 11, 2015. The holders of Series B Preferred stock are entitled to vote together with the holders of common stock, as a single class, upon all matters submitted to holders of common stock for a vote. Each share of Series B Preferred Stock has the voting power of 5,000 shares of common stock. The Series B Preferred stock is not convertible into common stock. In the event of any liquidation, dissolution or winding up of the Company, Series B Preferred stock shall have a liquidation preference to the common stock in the amount of par value per share. During the year ended June 30, 2016, the Company issued 25,000 shares of Series B Preferred Stock in exchange for $44,787 due to Star Century Entertainment Corporation, a related party shareholder. The fair value of the Series B Preferred Stock as determined by a third party valuation expert was determined to be $109,787. The difference between the fair value of Series B Preferred Stock of $109,787 and the $44,787 debt settled of $65,000 is recorded as a loss on settlement of debt in the accompany statement of operations. During the year ended June 30, 2017, Star Century Entertainment Corporation agreed to sell the 25,000 shares of the Company’s Series B preferred shares to ILC Holdings, LLC, an unrelated third party (see Note 1). At June 30, 2017, there were 1,574,179 shares of common stock outstanding. Based on the voting rights of the Series B Preferred stock of 125,000,000 shares of common stock, ILC Holdings, LLC has the ability to elect our directors and determine the outcome of votes by our stockholders on corporate matters, including mergers, sales of our assets, charter amendments and other matters requiring stockholder approval. Common stock During the year ended June 30, 2016, the Company issued 456,274 shares of common stock valued at $273,933 to Mr. Peter Chin, a shareholder. 199,833 shares of common stock were issued to settle compensation payable of $120,000, and the balance of 256,441 shares of common stock, valued at $153,993, was recognized as stock compensation expense. During the year ended June 30, 2017, the Company issued 200,000 shares of common stock for cash proceeds of $100,000. |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 7. INCOME TAXES For the years ended June 30, 2017 and 2016, our net losses were $835,039 and $1,184,889, respectively, and no provision for income taxes was recorded. We made no provision for income taxes due to our utilization of federal net operating loss carry forwards to offset both regular taxable income and alternative minimum taxable income. Income taxes differ from the amount that would be computed by applying the Federal statutory income tax rates of 34% as follows: Year ended Year ended Provision for income taxes: Net loss $ (839,039 ) $ (1,184,889 ) Adjustments: Amortization of debt discount 38,161 98,551 Share based compensation — 273,993 (800,878 ) (812,345 ) Federal statutory income tax rate 34 % 34 % Income tax expense (benefit) (272,299 ) (276,197 ) Change in valuation allowance 272,299 276,197 $ — $ — Deferred tax assets and liabilities consist of the following as of June 30: 2017 2016 Deferred tax assets: Net operating loss carry forwards $ 773,688 $ 501,389 Less valuation allowance (773,668 ) (501,389 ) Net deferred tax asset $ — $ — The Company has provided a valuation allowance on the deferred tax assets at June 30, 2017 and 2016 to reduce such asset to zero, since there is no assurance that the Company will generate future taxable income to utilize such asset. Management will review this valuation allowance requirement periodically and make adjustments as warranted. The net change in the valuation allowance for the year ended June 30, 2017 was an increase of $272,299. The Company has net operating loss carryforwards of approximately $2.2 million for federal purposes available to offset future taxable income that expire in varying amounts through 2036. The ability to utilize the net operating loss carry forwards could be limited by Section 382 of the Internal Revenue Code which limits their use if there is a change in control (generally a greater than 50% change in ownership). The Company is subject to examination by tax authorities for all years for which a loss carry forward is utilized in subsequent periods. The Company follows FASB guidelines that address the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under this guidance, we may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. This guidance also provides guidance on derecognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. As of June 30, 2017 and 2016, the Company did not have a liability for unrecognized tax benefits, and no adjustment was required at adoption. The tax years 2011 through 2016 remain open to examination by the major taxing jurisdictions in which the Company operate The Company’s policy is to record interest and penalties on uncertain tax provisions as income tax expense. As of June 30, 2017 and 2016, the Company has no accrued interest or penalties related to uncertain tax positions. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jun. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 8. SUBSEQUENT EVENTS On August 2, 2017, the directors and a majority of the stockholders of the Company approved the following resolutions to change the name of the Corporation to International Leaders Capital Corporation, and effect a reverse stock split of all the Company’s outstanding common stock at a ratio of fifty to one (50 to 1). All common stock share and per-share amounts for all periods presented in these financial statements have been adjusted retroactively to reflect the reverse stock split. On August 16, 2017, the Company issued a convertible note payable for $105,000, bearing interest at 8% per annum, and maturing on August 15, 2018. At the option of the holder, on or before December 31, 2017, the note is convertible into shares of common stock of the Company at a price per share discount of 50% of the lowest closing market price of the Company’s common stock for the ten trading days preceding a conversion notice. The Company determined that the conversion feature of the note was not fixed, and will record the fair value of the conversion feature of approximately $200,000 as a derivative liability. |
Nature Of Business And Summar16
Nature Of Business And Summary Of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2017 | |
Nature Of Business And Summary Of Significant Accounting Policies Policies | |
Going Concern | GOING CONCERN The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. During the year ended June 30, 2017, the Company incurred a net loss of $839,039 and used cash in operating activities of $52,089, and at June 30, 2017, had a stockholders’ deficiency of $621,143. These factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern within one year of the date that the financial statements are issued. The Company’s financial statements do not include any adjustments that might result from the outcome of this uncertainty should we be unable to continue as a going concern. The Company’s ability to continue as a going concern is dependent upon its ability to develop additional sources of capital and to ultimately achieve profitable operations. Currently, the Company does not have significant cash or other material assets, nor does it have operations or a source of revenue sufficient to cover its operating costs and allow it to continue as a going concern. Over the next 12 months, the Company expects to expend up to approximately $50,000 for legal, accounting and administrative costs. The Company’s officers or principal shareholders have committed to making advances or loans to pay for these legal, accounting, and administrative costs. The Company hopes to be able to attract suitable investors for our business plan, which will not require us to use our cash. No assurance can be given that any future financing will be available or, if available, that it will be on terms that are satisfactory to the Company. Even if the Company is able to obtain additional financing, it may contain undue restrictions on our operations, in the case of debt financing or cause substantial dilution for our stockholders, in case or equity financing. |
Estimates | ESTIMATES The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The more significant estimates and assumptions by management include, among others, the accrual of potential liabilities, the assumptions used in valuing share-based instruments issued for services, and the valuation allowance for deferred tax assets. |
Cash and Cash Equivalents | CASH AND CASH EQUIVALENTS Investments with original maturities of three months or less are considered to be cash equivalents. |
Income Taxes | INCOME TAXES The Company follows the asset and liability method of accounting for income taxes. Under this method, deferred income tax assets and liabilities are recognized for the estimated tax consequences attributable to differences between the financial statement carrying values and their respective income tax basis (temporary differences). The effect on deferred income tax assets and liabilities of a change in tax rates is recognized as income (loss) in the period that includes the enactment date. |
Revenue | REVENUE Revenue is recognized when the price is fixed or determinable, persuasive evidence of an arrangement exists, the service has been delivered, and collectability is reasonably assured. In transactions in which the Company brokers a sale and determines that it was not the primary obligor in the arrangement, the Company records as net the commission earned from the transaction. |
Basic and Diluted Loss Per Share | BASIC AND DILUTED LOSS PER SHARE Basic loss per share is computed by dividing net loss applicable to common stockholders by the weighted average number of outstanding common shares during the period. Diluted loss per share is computed by dividing the net loss applicable to common stockholders by the weighted average number of common shares outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential common shares had been issued. Diluted loss per share excludes all potential common shares if their effect is anti-dilutive. At June 30, 2017 and 2016, we excluded the outstanding securities summarized below, which entitle the holders thereof to acquire shares of common stock as their effect would have been anti-dilutive: June 30, June 30, Common stock issuable upon conversion of convertible and non-redeemable convertible notes payable 5,378,010 2,516,830 Common stock issuable upon conversion of accrued compensation 240,821 289,073 Total 5,618,831 2,805,903 |
Stock-Based Compensation | STOCK-BASED COMPENSATION The Company may periodically issue shares of common stock, stock options, or warrants to employees and non-employees in non-capital raising transactions for services and for financing costs. The Company accounts for stock option and warrant grants issued and vesting to employees based on the authoritative guidance provided by the FASB whereas the value of the award is measured on the date of grant and recognized over the vesting period. The Company accounts for stock option and warrant grants issued and vesting to non-employees in accordance with the authoritative guidance of the FASB whereas the value of the stock compensation is based upon the measurement date as determined at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. Non-employee stock-based compensation charges generally are amortized over the vesting period on a straight-line basis. In certain circumstances where there are no future performance requirements by the non-employee, option grants are immediately vested and the total stock-based compensation charge is recorded in the period of the measurement date. The fair value of the Company's common stock option grants are estimated using the Black-Scholes option pricing model, which uses certain assumptions related to risk-free interest rates, expected volatility, expected life of the common stock options, and future dividends. Compensation expense is recorded based upon the value derived from the Black-Scholes option pricing model, and based on actual experience. The assumptions used in the Black-Scholes option pricing model could materially affect compensation expense recorded in future periods. |
Fair Value of Financial Instruments | FAIR VALUE OF FINANCIAL INSTRUMENTS Fair value is defined as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk including our own credit risk. In addition to defining fair value, the standard expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels which are determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are: Level 1 – inputs are based upon unadjusted quoted prices for identical instruments traded in active markets. Level 2 – inputs are based upon significant observable inputs other than quoted prices included in Level 1, such as quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. The estimated fair value of certain financial instruments, including cash and cash equivalents and accounts payable and accrued expenses are carried at historical cost basis, which approximates their fair values because of the short-term nature of these instruments. The recorded values of the convertible notes-related parties and non-redeemable convertible note approximates their fair values based upon their effective interest rates. |
Recent Accounting Pronouncements | RECENT ACCOUNTING PRONOUNCEMENTS In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers. In February 2016, the FASB issued ASU No. 2016-02, Leases. Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company's present or future consolidated financial statements. |
Nature Of Business And Summar17
Nature Of Business And Summary Of Significant Accounting Policies (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings per Share | At June 30, 2017 and 2016, we excluded the outstanding securities summarized below, which entitle the holders thereof to acquire shares of common stock as their effect would have been anti-dilutive: June 30, June 30, Common stock issuable upon conversion of convertible and non-redeemable convertible notes payable 5,378,010 2,516,830 Common stock issuable upon conversion of accrued compensation 240,821 289,073 Total 5,618,831 2,805,903 |
Advances (Tables)
Advances (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Advances | At June 30, 2017 and 2016, the Company was obligated for the following advances: June 30, June 30, Advances due to shareholder $ 36,000 $ 25,000 Advances due to unrelated parties 54,390 54,390 $ 90,390 $ 79,390 |
Convertible Notes-Related Par19
Convertible Notes-Related Parties (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Convertible Notes-related Parties Tables | |
Schedule of Convertible Notes-Related Parties | June 30, June 30, Balance due on convertible notes $ 216,738 $ 166,581 Unamortized note discounts (1,781 ) (34,942 ) $ 214,957 $ 131,639 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Income Taxes Tables | |
Schedule of Income Tax Benefit | Income taxes differ from the amount that would be computed by applying the Federal statutory income tax rates of 34% as follows: Year ended Year ended Provision for income taxes: Net loss $ (839,039 ) $ (1,184,889 ) Adjustments: Amortization of debt discount 38,161 98,551 Share based compensation — 273,993 (800,878 ) (812,345 ) Federal statutory income tax rate 34 % 34 % Income tax expense (benefit) (272,299 ) (276,197 ) Change in valuation allowance 272,299 276,197 $ — $ — |
Schedule of Deferred Tax Assets and Liabilities | Deferred tax assets and liabilities consist of the following as of June 30: 2017 2016 Deferred tax assets: Net operating loss carry forwards $ 773,688 $ 501,389 Less valuation allowance (773,668 ) (501,389 ) Net deferred tax asset $ — $ — |
Nature Of Business And Summar21
Nature Of Business And Summary Of Significant Accounting Policies (Details) - shares | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 5,618,831 | 2,805,903 |
Common Stock Issuable Upon Conversion Of Convertible And Non-Redeemable Convertible Notes Payable [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 5,378,010 | 2,516,830 |
Common Stock Issuable Upon Conversion Of Accrued Compensation [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 240,821 | 289,073 |
Advances (Details)
Advances (Details) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Short-term Debt [Line Items] | ||
Total Advances | $ 90,390 | $ 79,390 |
Advances [Member] | ||
Short-term Debt [Line Items] | ||
Advances due to shareholder | 36,000 | 25,000 |
Advances due to unrelated parties | 54,390 | 54,390 |
Total Advances | $ 90,390 | $ 79,390 |
Convertible Notes-Related Party
Convertible Notes-Related Party (Details) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Debt Instrument [Line Items] | ||
Unamortized note discounts | $ 1,781 | $ 34,942 |
Total convertible notes-related parties | 214,957 | 131,639 |
Convertible Notes Payable [Member] | Related Party [Member] | ||
Debt Instrument [Line Items] | ||
Balance due on convertible notes | 216,738 | 166,581 |
Unamortized note discounts | 1,781 | 34,942 |
Total convertible notes-related parties | $ 214,957 | $ 131,639 |
Income Taxes (Schedule Of Incom
Income Taxes (Schedule Of Income Tax Benefit) (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Provision for income taxes: | ||
Net loss | $ (839,039) | $ (1,184,889) |
Adjustments: | ||
Amortization of debt discount | (38,161) | (98,551) |
Share based compensation | (273,993) | |
Tax loss | $ (800,878) | $ (812,345) |
Federal statutory income tax rate | 34.00% | 34.00% |
Income tax expense (benefit) | $ (272,299) | $ (276,197) |
Change in valuation allowance | 272,299 | 276,197 |
Total current tax provision |
Income Taxes (Schedule Of Net D
Income Taxes (Schedule Of Net Deferred Tax Assets And Liabilities) (Details) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Deferred tax assets: | ||
Net operating loss carry forwards | $ 773,688 | $ 501,389 |
Less valuation allowance | 773,688 | 501,389 |
Net deferred tax asset |
Nature Of Business And Summar26
Nature Of Business And Summary Of Significant Accounting Policies (Narrative) (Details) | May 28, 2017 |
Star Century Entertainment Corporation - Shareholder Of The Company [Member] | |
Description of sale of shares to ILC Holdings, LLC, an unrelated third party | On May 28, 2017, Star Century Entertainment Corporation, a shareholder of the Company, agreed to sell 25,000 shares of the Company’s Series B preferred shares, representing approximately 99% of the voting control of the Company, to ILC Holdings, LLC, an unrelated third party, and the Company experienced a change in control. |
Compensation And Accrued Comp27
Compensation And Accrued Compensation-Related Party (Narrative) (Details) - USD ($) | Jun. 01, 2017 | Apr. 30, 2017 | Dec. 31, 2016 | Apr. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2016 |
Related Party Transaction [Line Items] | ||||||
Accrued compensation-related party | $ 255,821 | $ 918,065 | ||||
Employment Contracts With Three Former Executives [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Accrued compensation-related party | 0 | 812,775 | ||||
Increase in compensation-related party | $ 567,342 | |||||
Cash compensation accrual due | 169,380 | |||||
Charge for the fair value paid in common shares | 397,962 | |||||
Total accrued compensation due to three former executives | (1,380,117) | |||||
Debt instrument forgiveness | $ 1,380,117 | |||||
A Consulting Agreement With A Shareholder [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Accrued compensation-related party | $ 236,821 | $ 236,821 | $ 105,290 | |||
Increase in compensation-related party | 146,531 | |||||
Cash compensation accrual due | 64,973 | 64,973 | ||||
Charge for the fair value paid in common shares | $ 81,558 | $ 81,558 | ||||
Shares to be issued if elected to foreclose the accrued compensation | 236,821 | |||||
A New Consulting Agreement With A Shareholder [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Accrued compensation-related party | 15,000 | |||||
Related party agreement description | On April 30, 2017, the consulting agreement with the shareholder consultant was terminated and the shareholder consultant entered into a new consulting agreement whereby the Company agreed to pay $7,500 per month in cash for consulting services through December 31, 2017. | |||||
Employment Agreement With Current Executive [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Accrued compensation-related party | 4,000 | |||||
Cash compensation accrual due | 2,000 | |||||
Charge for the fair value paid in common shares | $ 2,000 | |||||
Related party agreement description | Effective June 1, 2017, the Company entered in an employment agreement with the current executive for annual compensation of $24,000. The executive has the option to accept shares of the Company’s common stock in lieu of cash based on a 50% discount to the average stock price, as defined. | |||||
Shares to be issued if elected to foreclose the accrued compensation | 4,000 | |||||
Compensation expenses | $ 4,000 |
Advances (Narrative) (Details)
Advances (Narrative) (Details) | 12 Months Ended |
Jun. 30, 2017 | |
Advances [Member] | |
Advances description | These advances are non-interest bearing, unsecured, and generally due upon demand. |
Convertible Notes-Related Par29
Convertible Notes-Related Parties (Narrative) (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Debt Instrument [Line Items] | ||
Proceeds from five convertible note issued | $ 32,173 | $ 144,381 |
Unamortized discount | 1,781 | 34,942 |
Beneficial conversion feature associated with issuance of convertible notes | 5,000 | 133,493 |
Discount amortized and included in interest expense | $ 38,161 | 98,551 |
Convertible Notes Payable [Member] | Related Party [Member] | ||
Debt Instrument [Line Items] | ||
Debt description | Convertible notes-related party are unsecured | |
Note interest rate | 10.00% | |
Note maturity date description | Due from August 2017 through March 2018. | |
Shares eligible for converting the note and interest | 4,514,410 | |
Principal and accrued interest due | $ 216,738 | 166,581 |
Unamortized discount | 1,781 | $ 34,942 |
Beneficial conversion feature associated with issuance of convertible notes | 5,000 | |
Convertible Notes Payable [Member] | Related Party [Member] | Interest Expense [Member] | ||
Debt Instrument [Line Items] | ||
Discount amortized and included in interest expense | $ 38,161 | |
Convertible Notes Payable [Member] | Related Party [Member] | Minimum [Member] | ||
Debt Instrument [Line Items] | ||
Conversion price per share | $ 0.01 | |
Convertible Notes Payable [Member] | Related Party [Member] | Maximum [Member] | ||
Debt Instrument [Line Items] | ||
Conversion price per share | $ 0.10 | |
Five Convertible Notes-Related Parties [Member] | Related Party [Member] | ||
Debt Instrument [Line Items] | ||
Proceeds from five convertible note issued | $ 32,173 | |
Accrued interest payable | $ 18,115 |
Non-Redeemable Convertible No30
Non-Redeemable Convertible Note (Narrative) (Details) - Non Redeemable Convertible Note [Member] - Related Party [Member] - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Debt Instrument [Line Items] | ||
Note interest rate | 20.00% | |
Note maturity date | Aug. 1, 2017 | |
Debt instrument redemption description | The Company has the right to convert the note into shares of the Companys common stock at any time prior to the maturity date at a fixed price of $0.05 per share of common stock. | |
Conversion price per share | $ 0.05 | |
Principal and accrued interest due | $ 43,180 | $ 42,551 |
Accrued interest added to principal | $ 629 | |
Shares eligible for converting the note and interest | 863,600 |
Stockholders' Deficiency (Narra
Stockholders' Deficiency (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Preferred stock shares authorized | 48,900,000 | 48,900,000 | |
Preferred stock par value per share | $ 0.01 | $ 0.01 | |
Debt amount settled | $ 44,787 | ||
Debt conversion of series B preferred stock | 109,787 | ||
Gain loss on settlement of debt | (65,000) | ||
Fair value of shares issued for settlement of compensation payable-related party, value | 120,000 | ||
Stock issued for services, value | 153,993 | ||
Proceeds from issuance of common stock | $ 100,000 | ||
Common Stock [Member] | |||
Fair value of shares issued for settlement of compensation payable-related party, shares | 3,997 | ||
Fair value of shares issued for settlement of compensation payable-related party, value | $ 4 | ||
Stock issued for services, shares | 5,129 | ||
Stock issued for services, value | $ 5 | ||
Stock issued during period for cash, shares | 200,000 | ||
Proceeds from issuance of common stock | $ 100,000 | ||
Mr.Peter Chin - A Shareholder [Member] | Common Stock [Member] | |||
Total shares issued to settle compensation payable and services, shares | 456,274 | ||
Total shares issued to settle compensation payable and services, value | $ 273,993 | ||
Fair value of shares issued for settlement of compensation payable-related party, shares | 199,833 | ||
Fair value of shares issued for settlement of compensation payable-related party, value | $ 120,000 | ||
Stock issued for services, shares | 256,441 | ||
Stock issued for services, value | $ 153,993 | ||
Series B Preferred Stock [Member] | |||
Preferred stock shares authorized | 100,000 | 100,000 | 100,000 |
Preferred stock par value per share | $ 0.01 | $ 0.01 | $ 0.01 |
Preferred stock voting rights | Based on the voting rights of the Series B Preferred stock of 125,000,000 shares of common stock, ILC Holdings, LLC has the ability to elect our directors and determine the outcome of votes by our stockholders on corporate matters, including mergers, sales of our assets, charter amendments and other matters requiring stockholder approval. | The holders of Series B Preferred stock are entitled to vote together with the holders of common stock, as a single class, upon all matters submitted to holders of common stock for a vote. Each share of Series B Preferred Stock has the voting power of 5,000 shares of common stock. | |
Preferred stock liquidation terms | In the event of any liquidation, dissolution or winding up of the Company, Series B Preferred stock shall have a liquidation preference to the common stock in the amount of par value per share. | ||
Series B Preferred Stock [Member] | Debt Payable [[Member] | Star Century Entertainment Corporation - Shareholder Of The Company [Member] | |||
Stock issued for exchange of debt | 25,000 | ||
Debt amount settled | $ 44,787 | ||
Debt conversion of series B preferred stock | 109,787 | ||
Gain loss on settlement of debt | $ (65,000) |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) | 12 Months Ended |
Jun. 30, 2017USD ($) | |
Income Taxes Narrative Details | |
Net change in valuation allowance | $ 272,299 |
Net operating loss carryforward | $ 22,000,000 |
Operation loss carryforwards terms | Future taxable income that expire in varying amounts through 2036 |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - Subsequent Event [Member] - USD ($) | Aug. 16, 2017 | Aug. 02, 2017 |
Convertible Notes Payable Dated August 16, 2017 [Member] | ||
Subsequent Event [Line Items] | ||
Debt face amount | $ 105,000 | |
Note interest rate | 8.00% | |
Note maturity date | Aug. 15, 2018 | |
Debt conversion terms | At the option of the holder, on or before December 31, 2017, the note is convertible into shares of common stock of the Company at a price per share discount of 50% of the lowest closing market price of the Company’s common stock for the ten trading days preceding a conversion notice. | |
Derivative liability | $ 200,000 | |
Common Stock [Member] | ||
Subsequent Event [Line Items] | ||
Reverse stock split | F ifty to one (50 to 1) |