Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jun. 30, 2017 | May 31, 2018 | Dec. 31, 2016 | |
Document And Entity Information | |||
Entity Registrant Name | BIONOVATE TECHNOLOGIES CORP. | ||
Entity Central Index Key | 1,575,420 | ||
Trading Symbol | mjpi | ||
Document Period End Date | Jun. 30, 2017 | ||
Current Fiscal Year End Date | --06-30 | ||
Document Type | 10-K | ||
Amendment Flag | false | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | No | ||
Entity Common Stock, Shares Outstanding | 15,579,749 | ||
Entity Public Float | $ 14,556,075 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,017 | ||
Entity Filer Category | Smaller Reporting Company |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Current Assets | ||
Cash | $ 936 | |
Total Current Assets | 936 | |
TOTAL ASSETS | 936 | |
Current Liabilities | ||
Accounts payable and accrued liabilities | 38,744 | 21,089 |
Due to related parties | 147,185 | 130,482 |
Convertible notes payable | 43,219 | |
Total Current Liabilities | 229,148 | 151,571 |
TOTAL LIABILITIES | 229,148 | 151,571 |
Stockholders' Deficit | ||
Preferred stock: 90,000,000 authorized; $0.0001 par value - no shares issued and outstanding | ||
Common stock: 100,000,000 authorized; $0.0001 par value 299,400 and 322,170 shares issued and outstanding, respectively | 30 | 32 |
Additional paid in capital | 383,372 | 113,774 |
Accumulated other comprehensive income | 14,013 | 15,692 |
Accumulated deficit | (626,563) | (280,133) |
Total Deficit | (229,148) | (150,635) |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $ 936 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2017 | Jun. 30, 2016 |
Consolidated Balance Sheets Parenthetical | ||
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares issued | 299,400 | 322,170 |
Common stock, shares outstanding | 299,400 | 322,170 |
Preferred stock, shares authorized | 90,000,000 | 90,000,000 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
CONSOLIDATED STATEMENT OF OPERA
CONSOLIDATED STATEMENT OF OPERATIONS - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Consolidated Statement Of Operations | ||
Revenues | $ 5,386 | $ 6,118 |
Cost of goods sold | 4,480 | 5,110 |
Gross profit | 906 | 1,008 |
Operating Expenses | ||
General and administration | 33,354 | 19,157 |
Professional | 55,286 | 20,212 |
Total operating expenses | 88,640 | 39,369 |
Net loss from operations | (87,734) | (38,361) |
Other income (expense) | ||
Interest expense | (60,607) | |
Foreign exchange | 658 | |
Impairment of intangible assets and goodwill | (226,007) | |
Gain from disposal of subsidiaries | 32,608 | |
Total other expense | (253,348) | |
Net loss before taxes | (341,082) | (38,361) |
Discontinued operations | ||
Loss from discontinued operation | (4,488) | |
Gain from sale of investment | 21,359 | |
Gain from Discontinued Operations | 16,871 | |
Net loss | (324,211) | (38,361) |
Net loss attributable to the non-controlling interest | (898) | |
Net loss attributable to MJP International Ltd. | (323,313) | (38,361) |
Comprehensive Income (loss) | ||
Comprehensive loss | (323,313) | (38,361) |
Foreign currency adjustment | (1,679) | 4,047 |
Comprehensive Loss | $ (324,992) | $ (34,314) |
Basic and dilutive income (loss) per share | ||
Continuing operations | $ (1.14) | $ (0.12) |
Discontinuing operations | 0.06 | |
Net loss | $ 1.08 | $ (0.12) |
Weighted average number of shares outstanding | 298,018 | 322,170 |
CONSOLIDATED STATEMENT OF STOCK
CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY - USD ($) | Common Stock | Additional Paid in Capital | Accumulated Other Comprehensive Income | Accumulated Defici | Noncontrolling Interes | Total |
Beginning balance, Shares at Jun. 30, 2015 | 322,170 | |||||
Beginning balance, Amount at Jun. 30, 2015 | $ 32 | $ 113,774 | $ 11,645 | $ (241,772) | $ (116,321) | |
Share issuance per assets acquisition, Shares | ||||||
Share issuance per assets acquisition, Amount | ||||||
Share repurchase, Shares | ||||||
Share repurchase, Amount | ||||||
Share repurchase, shares | ||||||
Share repurchase, Amount | ||||||
Common stock issued from conversion of debt, Shares | ||||||
Common stock issued from conversion of debt, Amount | ||||||
Debt forgiveness | ||||||
Non-controlling interest | ||||||
Deconsolidation | ||||||
Beneficial conversion feature | ||||||
Foreign currency translation | 4,047 | 4,047 | ||||
Net loss | (38,361) | (38,361) | ||||
Ending balance, Shares at Jun. 30, 2016 | 322,170 | |||||
Ending balance, Amount at Jun. 30, 2016 | $ 32 | 113,774 | 15,692 | (280,133) | (150,635) | |
Beginning balance, Amount at Jun. 30, 2016 | $ 32 | 113,774 | 15,692 | (280,133) | $ (150,635) | |
Share issuance per assets acquisition, Shares | 80,000 | 80,000 | ||||
Share issuance per assets acquisition, Amount | $ 8 | 199,992 | $ 200,000 | |||
Share repurchase, Shares | (130,000) | |||||
Share repurchase, Amount | $ (13) | (637) | (650) | |||
Share repurchase, shares | (12,770) | |||||
Share repurchase, Amount | $ (1) | (63) | (23,117) | (23,181) | ||
Common stock issued from conversion of debt, Shares | 40,000 | |||||
Common stock issued from conversion of debt, Amount | $ 4 | 9,996 | 10,000 | |||
Debt forgiveness | 4,461 | 4,461 | ||||
Non-controlling interest | (2,678) | (2,678) | ||||
Deconsolidation | 3,576 | 3,576 | ||||
Beneficial conversion feature | 55,849 | 55,849 | ||||
Foreign currency translation | (1,679) | (1,679) | ||||
Net loss | (323,313) | (898) | (324,211) | |||
Ending balance, Shares at Jun. 30, 2017 | 299,400 | |||||
Ending balance, Amount at Jun. 30, 2017 | $ 30 | $ 383,372 | $ 14,013 | $ (626,563) | $ (229,148) |
CONSOLIDATED STATEMENT OF CASH
CONSOLIDATED STATEMENT OF CASH FLOWS - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss from continued operations | $ (341,082) | $ (38,361) |
Loss from discontinued operation | (4,488) | |
Gain from sale of investment | 21,359 | |
Net loss | (324,211) | (38,361) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Expenses paid by convertible notes | 9,969 | |
Foreign currency adjustment | (12,526) | |
Amortization of debt discount | 53,151 | |
Impairment of intangible assets and goodwill | 226,007 | |
Gain from disposal of subsidiaries | (32,608) | |
Changes in operating assets and liabilities: | ||
Accounts payable and accrued liabilities | 10,131 | 425 |
Due to related parties | 73,159 | 50,891 |
Net cash provided by continuing operating activities | 15,598 | 429 |
Net cash used in discontinuing operating activities | (4,994) | |
Net cash provided by operating activities | 10,604 | 429 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Cash from acquisition | 3,754 | |
Disposal of subsidiaries | (1,406) | |
Net cash provided by continuing investing activities | 2,348 | |
Net cash provided by discontinuing investing activities | 4,716 | |
Net cash provided by investing activities | 7,064 | |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from loan payable | 5,593 | |
Common stock repurchases | (23,181) | |
Net cash used in financing activities | (17,588) | |
Effect of exchange rate changes on cash | (1,016) | (110) |
Net increase (decrease) in cash and cash equivalents | (936) | 319 |
Cash and cash equivalents, beginning of period | 936 | 617 |
Cash and cash equivalents, end of period | 936 | |
Supplemental cash flow information | ||
Cash paid for interest | ||
Cash paid for taxes | ||
Non-cash transactions: | ||
80,000 shares issued due to assets acquisition | 200,000 | |
130,000 shares cancelled due to disposal of subsidy | 650 | |
Net assets acquired from Energy Alliance | 84,000 | |
Net liabilities acquired from Energy Alliance | (19,290) | |
Net assets acquired from HEAL | 4,498 | |
Net liabilities acquired from HEAL | (15,215) | |
Convertible note exchanged for due to related parties | 27,641 | |
Beneficial conversion feature | 55,849 | |
Issuance of common stock for conversion of debt | 10,000 | |
Debt forgiveness | $ 4,461 |
CONSOLIDATED STATEMENT OF CASH7
CONSOLIDATED STATEMENT OF CASH FLOWS (Parenthetical) | 12 Months Ended |
Jun. 30, 2017shares | |
Consolidated Statement Of Cash Flows Parenthetical | |
Share issuance per assets acquisition, shares | 80,000 |
Share cancellation, shares | 130,000 |
NATURE AND CONTINUANCE OF OPERA
NATURE AND CONTINUANCE OF OPERATIONS | 12 Months Ended |
Jun. 30, 2017 | |
Notes to Financial Statements | |
NOTE 1 - NATURE AND CONTINUANCE OF OPERATIONS | Bionovate Technologies Corp. The Corporation was formed and organized to capitalize on new opportunities found in the North American market for light-emitting diode (LED) lighting. With China as the manufacturing backbone of future LED products, the Corporation has set up an office in Guangzhou, China in search of high quality products offered by reputable manufacturers to be introduced to Canada, the United States, and abroad. The Corporation has set out further details of the acquisition below as well as in Notes 3 and 4 to these consolidated financial statements. On February 5, 2016, Energy Alliance Labs Inc. (Energy Alliance), incorporated on February 5, 2016, entered into an agreement to acquire 80% of the issued and outstanding equity interests of Human Energy Alliance Laboratories Corp., an Idaho corporation (HEAL) from certain shareholders of HEAL for $80,000. The cash for the acquisition of shares was transferred to the shareholders on November 1, 2016 and that is when the acquisition closed. Subsequent to the transfer of cash, the previous shareholders of the Company owned 80% of the issued and outstanding shares of HEAL. On October 28, 2016, the Company entered into a Share Exchange Agreement (the Share Exchange Agreement) with Liao Zu Guo, an individual residing in China, whereby the Company issued 80,000 shares of its common stock in exchange for 100% of the issued and outstanding equity interests of Energy Alliance. Subsequent to the execution of the Share Exchange Agreement, Liao Zu Gao became a member of the Board of Directors of the Company. On January 1, 2017, the Company entered into transfer agreement with Liao Zu Guo, whereby the Company transferred 100% of issued and outstanding equity interests of Energy Alliance for $20,000 for past services provided by Executive to the Company and agreed to assume the debt of Energy Alliance owed to the Liao Zu Guo in the aggregate amount of $28,239. On December 1, 2017, a majority of stockholders and the board of directors approved a reverse stock split of the issued and outstanding shares of common stock on a fifty (50) old for one (1) new basis. A Certificate of Amendment was filed with the Nevada Secretary of State on December 11, 2017 with an effective date of December 21, 2017. All share and per share information in these financial statements retroactively reflect this stock distribution. Our executive offices are located at 3006 E. Goldstone Drive, Suite 218, Meridian, ID 83642. Our telephone number is (208) 231 1606. |
GOING CONCERN
GOING CONCERN | 12 Months Ended |
Jun. 30, 2017 | |
Notes to Financial Statements | |
NOTE 2 - GOING CONCERN | The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. However, the Company has an accumulated deficit at June 30, 2017 of $626,563 and at June 30, 2016 of $280,133, is in a net liability position and needs cash to maintain its operations. These factors raise substantial doubt about the Companys ability to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty. The Companys continued existence is dependent upon managements ability to develop profitable operations, continued contributions from the Companys executive officers to finance its operations and the ability to obtain additional funding sources to explore potential strategic relationships and to provide capital and other resources for the further development and marketing of the Companys products and business. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Jun. 30, 2017 | |
Notes to Financial Statements | |
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Basis of Presentation The Corporations consolidated financial statements included herein are prepared under the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America. Principles of Consolidation These consolidated financial statements include the Corporations wholly owned subsidiaries MJP Lighting Solutions Ltd., MJP Holdings Ltd. and Energy Alliance Lab Inc., and Human Energy Alliance Laboratories Corp., which is 80% owned by Energy Alliance. All subsidiaries were disposed during the year ended June 30, 2017. All inter-company accounts and transactions before the Company disposed of these subsidiaries have been eliminated. Use of Estimates The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Business Combination In our accounting for business combinations, judgment is required in determining whether an intangible asset is identifiable, and should be recorded separately from goodwill. Additionally, estimating the acquisition date fair values of the identifiable assets acquired and liabilities assumed involves considerable management judgment. The necessary measurements are based on information available on the acquisition date and are based on expectations and assumptions that have been deemed reasonable by management. These judgments, estimates, and assumptions can materially affect our financial position and profit for several reasons, including the following: - Subsequent negative changes in the estimated fair values of assets may result in additional expense from impairment charges. - Subsequent changes in the estimated fair values of liabilities and provisions may result in additional expense (if increasing the estimated fair value) or additional income (if decreasing the estimated fair value). Foreign Currency Translation The Companys functional and reporting currency is the U.S. dollar. The functional currency of its former subsidiaries MJP Lighting Solutions Ltd. and MJP Holdings Ltd. is Canadian dollars (C$). The functional currency of its former subsidiaries Energy Alliance and HEAL is the US Dollar. All transactions initiated in Canadian dollars are translated into U.S. dollars in accordance with ASC 830-30, Translation of Financial Statements, (i) Monetary assets and liabilities at the rate of exchange in effect at the balance sheet date. (ii) Equity at historical rates. (iii) Revenue and expense items at the average rate of exchange prevailing during the period. Adjustments arising from such translations are deferred until realization and are included as a separate component of stockholders equity as a component of comprehensive income or loss. Therefore, translation adjustments are not included in determining net income (loss) but reported as other comprehensive income. Cash For purposes of reporting within the statements of cash flows, the Corporation considers all cash on hand, cash accounts not subject to withdrawal restrictions or penalties, and all highly liquid debt instruments purchased with a maturity of three months or less to be cash and cash equivalents. Comprehensive Loss The Corporation adopted FASB ASC 220, Reporting Comprehensive Income, which establishes standards for the reporting and display of comprehensive income and its components in the consolidated financial statements. Comprehensive income consists of net income and other gains and losses affecting stockholders equity that are excluded from net income, such as unrealized gains and losses on investments available for sale, foreign currency translation gains and losses and minimum pension liability. Since inception, the Corporations other comprehensive income represents foreign currency translation adjustments. Basic and Diluted Loss per Common Stock FASB ASC 260 requires dual presentation of basic and diluted earnings per share (EPS) with a reconciliation of the numerator and denominator of the EPS computations. Basic earnings per share amounts are based on the weighted average shares of common stock outstanding. If applicable, diluted earnings per stock would assume the conversion, exercise or issuance of all potential common stock instruments such as options, warrants and convertible securities, unless the effect is to reduce a loss or increase earnings per share. Diluted net income (loss) per common stock on the potential exercise of the equity-based financial instruments is not presented where anti-dilutive. Financial Instruments Fair Value The guidance for fair value measurements establishes the authoritative definition of fair value, sets out a framework for measuring fair value and outlines the required disclosures regarding fair value measurements. Fair value is the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. The Corporation uses a three-tier fair value hierarchy based upon observable and non-observable inputs as follows: · Level 1 observable inputs such as quoted prices in active markets; · Level 2 inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and · Level 3 unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Cash is measured using level 1 inputs. Assets and Liabilities that are measured at Fair Value on a Recurring Basis The fair value hierarchy requires the use of observable market data when available. In instances in which the inputs used to measure fair value fall into different levels of the fair value hierarchy, the fair value measurement has been determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Corporations assessment of the significance of a particular item to the fair value measurement in its entirety requires judgment, including the consideration of inputs specific to the asset or liability. The fair value of financial instruments consisting of cash, trade and other payables, convertible notes payable and due to related parties were estimated to approximate their carrying values based on the short-term maturity of these instruments. Risks Financial instruments that potentially subject the Corporation to credit risk consist principally of cash. Management does not believe the Corporation is exposed to significant credit risk. Management, as well, does not believe the Corporation is exposed to significant interest rate risks during the periods presented in these consolidated financial statements as the Corporation does not hold any interest-bearing financial instruments. Fair Value Measurements The Corporation follows FASB ASC 820, Fair Value Measurements and Disclosures, for all financial instruments and non-financial instruments accounted for at fair value on a recurring basis. This new accounting standard establishes a single definition of fair value and a framework for measuring fair value, sets out a fair value hierarchy to be used to classify the source of information used in fair value measurement and expands disclosures about fair value measurements required under other accounting pronouncements. It does not change existing guidance as to whether or not an instrument is carried at fair value. The Corporation defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are required to be recorded at fair value, the Corporation considers the principal or most advantageous market in which the Corporation would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as inherent risk, transfer restrictions and credit risk. The Corporation has adopted FASB ASC 825, Financial Instruments, which allows companies to choose to measure eligible financial instruments and certain other items at fair value that are not required to be measured at fair value. The Corporation has not elected the fair value option for any eligible financial instruments. Currency Risks The Corporation incurs expenditures in Canadian dollars. Consequently, some assets and liabilities are exposed to Canadian dollar foreign currency fluctuations. As at June 30, 2017 and 2016, cash, trades and other payables and due to related parties and convertible notes payable were all denominated in US dollars and Canadian dollars. Impairment of Long-Lived Assets Impairment losses on long-lived assets are recognized when events or changes in circumstances indicate that the undiscounted cash flows estimated to be generated by such assets are less than their carrying value and, accordingly, all or a portion of such carrying value may not be recoverable. Impairment losses are then measured by comparing the fair value of assets to their carrying amounts. During the year ended June 30, 2017 and 2016, the Company recognized impairment loss of $226,007 and $0, respectively Revenue Recognition The Corporation recognizes revenue when persuasive evidence of an arrangement exists, shipment has occurred or services rendered, the price is fixed or determinable and payment is reasonably assured. Customers take ownership at point of sale and bear the costs and risks of delivery. We sold LED products in Canada primarily to retail clients (end users) or through agents through our disposed subsidiaries. We currently do not have operations, and its management seeks to acquire cash generating businesses. Cost of Goods Sold Cost of goods sold includes the following expenses; inventory and various expenses related to sell the products. Beneficial Conversion Feature For conventional convertible debt where the rate of conversion is below market value, the Corporation records a Beneficial Conversion Feature (the BCF) and related debt discount. When the Company records a BCF, the intrinsic value of the BCF is recorded as a debt discount against the face amount of the respective debt instrument (offset to additional paid-in capital) and amortized to interest expense over the life of the debt. Income Taxes The Corporation follows FASB ASC Topic 820, Income Taxes which requires the use of the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for future tax consequences attributable to temporary differences between the consolidated financial statements carrying amounts of existing assets and liabilities and loss carry forwards and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the year in which those temporary differences are expected to be recovered or settled. The tax consequences of most events recognized in the current years consolidated financial statements are included in determining income taxes currently payable. However, because tax laws and financial accounting standards differ in their recognition and measurement of assets, liabilities, equity, revenues, expenses, gains and losses, differences arise between the amount of taxable income and pre-tax financial income for a year and between the tax bases of assets or liabilities and their reported amounts in the consolidated financial statements. Because the Corporation assumes that the reported amounts of assets and liabilities will be recovered and settled, respectively, a difference between the tax basis of an asset or a liability and its reported amount in the balance sheet will result in a taxable or a deductible amount in some future years when the related liabilities are settled or the reported amounts of the assets are recovered, which gives rise to a deferred tax asset. The Corporation must then assess the likelihood that the deferred tax assets will be recovered from future taxable income and to the extent the Corporation believes that recovery is not likely, the Corporation must establish a valuation allowance. The Corporation has adopted FASB guidance on accounting for uncertainty in income taxes which provides a consolidated financial statement recognition threshold and measurement attribute for a tax position taken or expected to be taken in a tax return. Under this guidance, the Corporation 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 consolidated financial statements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The guidance also extends to de-recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, accounting for interest and penalties associated with tax positions, and income tax disclosures. Recent Accounting Pronouncements In August 2014, the FASB issued amended standards No. 2014-15, Presentation of Financial Statements - Going Concern (''ASU 2014-15"), to provide guidance about managements responsibility to evaluate whether there is substantial doubt about an entitys ability to continue as a going concern and to provide related footnote disclosures requirement. The amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation for each annual and interim reporting period, (3) provide principles for considering the mitigating effect of managements plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of managements plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). ASU 2014-15 is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early adoption is permitted. The Corporation does not expect the adoption of this guidance will have a material impact on its consolidated financial position. In August 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This ASU addresses the classification of certain specific cash flow issues including debt prepayment or extinguishment costs, settlement of certain debt instruments, contingent consideration payments made after a business combination, proceeds from the settlement of certain insurance claims and distributions received from equity method investees. This ASU is effective for fiscal years beginning after December 15, 2017 (fiscal 2018), and interim periods within those fiscal years, with early adoption permitted. An entity that elects early adoption must adopt all of the amendments in the same period. The Corporation does not expect the adoption of this guidance will have a material impact on its condensed interim consolidated financial position. In January 2017, the FASB issued ASU 2017-01, Business Combinations: Clarifying the definition of a Business which amends the current definition of a business. Under ASU 2017-01, to be considered a business, an acquisition would have to include an input and a substantive process that together significantly contributes to the ability to create outputs. ASU 2017-01 further states that when substantially all of the fair value of gross assets acquitted is concentrated in a single asset (or a group of similar assets), the assets acquired would not represent a business. The new guidance also narrows the definition of the term outputs to be consistent with how it is described in Topic 606, Revenue from Contracts with Customers. The changes to the definition of a business will likely result in more acquisitions being accounted for as asset acquisitions. ASU 2017-01 is effective for acquisitions commencing on or after June 30, 2019, with early adoption permitted. Adoption of this guidance will be applied prospectively on or after the effective date. In January 2017, the FASB issued ASU 2017-04, Intangibles Goodwill and Other ASU 2017-04 simplifies the accounting for goodwill impairment by eliminating Step 2 of the current goodwill impairment test, which required a hypothetical purchase price allocation. Goodwill impairment will now be the amount by which the reporting units carrying value exceeds its fair value, limited to the carrying value of the goodwill. ASU 2017-04 is effective for financial statements issued for fiscal years, and interim periods beginning after December 15, 2019. In September 2017, the FASB has issued Accounting Standards Update (ASU) No. 2017-13, Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606), Leases (Topic 840), and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments. The amendments in ASU No. 2017-13 amends the early adoption date option for certain companies related to the adoption of ASU No. 2014-09 and ASU No. 2016-02. Both of the below entities may still adopt using the public company adoption guidance in the related ASUs, as amended. The effective date is the same as the effective date and transition requirements for the amendments for ASU 2014-09 and ASU 2016-02. The Company adopts new pronouncements relating to generally accepted accounting principles applicable to the Company as they are issued, which may be in advance of their effective date. Management does not believe that any recently issued, but not yet effective accounting standards, if currently adopted, would have a material effect on the accompanying consolidated financial statements. |
ASSETS ACQUISITION AND BUSINESS
ASSETS ACQUISITION AND BUSINESS COMBINATION | 12 Months Ended |
Jun. 30, 2017 | |
Notes to Financial Statements | |
NOTE 4 - ASSETS ACQUISITION AND BUSINESS COMBINATION | On February 5, 2016, Energy Alliance entered into an agreement to acquire 80% of the issued and outstanding equity interests of HEAL from certain shareholders of HEAL for $80,000. The cash for the acquisition of shares was transferred to the shareholders on November 1, 2016 and that is when the acquisition closed. Energy Alliance was formed on February 5, 2016 for the purpose of acquiring HEAL. All of the issued and outstanding shares of Energy Alliance totaling 35,000,000 were owned by Mr. Liao Zu Gao. On October 28, 2016, the Corporation entered into a Share Exchange Agreement (the Share Exchange Agreement) with Liao Zu Guo, an individual residing in China, where the Corporation issued 80,000 shares of its common stock in exchange for 100% of the issued and outstanding equity interests of Energy Alliance. Subsequent to the execution of the Share Exchange Agreement, Liao Zu Gao became a member of the Board of Directors of the Company. Subsequent to the transfer of cash, the previous shareholders of the Corporation own 80% of the issued and outstanding shares of HEAL through its wholly owned subsidiary, Energy Alliance. The definition of a business under ASC 805-10-55 consists of inputs and processes applied to those inputs that have the ability to create outputs. Although businesses usually have outputs, outputs are not required for an integrated set to qualify as a business. Based on the criteria set out in ASC 805-10-55 the Company determined Energy Alliance, which was formed for the sole purpose of acquiring HEAL, does not constitute a business and accordingly, accounted this acquisition of Energy Alliance as an acquisition of assets. The acquisition of Energy Alliance was accounted for as follows: Consideration given up: Share issued: 80,000 Market price of the Companys shares on October 28, 2016 $ 2.50 Fair value of equity instrument issued $ 200,000 Assets acquired/liabilities assumed: Total assets $ 84,000 Total liabilities $ (19,290 ) Recognized intangible assets $ 135,290 Total $ 200,000 The Corporation recognized an intangible asset with an indefinite useful life of $135,290 representing the value of the unexecuted purchase agreement that Energy Alliance holds in HEAL at the time of acquisition by the Company. The Corporation treated the acquisition of HEAL as business combination. Consideration given up: October 28, 2016 $ Cash: 80,000 Allocation of purchases price: Cash and cash equivalents 3,754 Inventory 1,869 Liabilities assumed: Accounts payable (8,300 ) Estimated warranty liabilities (3,254 ) Advances from Energy Alliance (4,000 ) Loan payable (3,464 ) Net assets acquired (13,395 ) Allocated to non-controlling interest 2,678 Intangible assets and goodwill 90,717 The Corporation recognized goodwill of HEAL of $90,717 and recorded non-controlling interest of ($2,678) which reflects income attributable to the non-controlling interest in HEAL. Goodwill of $90,717 is not deductible for income tax purposes. The amount of HEALs revenue and net loss from operations included in the Corporations condensed consolidated interim statements of operations and comprehensive loss for the year ended June 30, 2017 are as follows: Year ended June 30, 2017 Revenue $ 1,941 Net loss $ (11,779 ) |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended |
Jun. 30, 2017 | |
Notes to Financial Statements | |
NOTE 5 - GOODWILL AND INTANGIBLE ASSETS | Intangible assets from the acquisition of Energy Alliance The Corporation recognized an intangible asset with an indefinite useful life of $135,290 representing the value of the unexecuted purchase agreement that Energy Alliance holds in HEAL at the time of acquisition by the Company. Consideration given up: Share issued: 80,000 Market price of the Companys shares on October 28, 2016 $ 2.50 Fair value of equity instrument issued $ 200,000 Assets acquired/liabilities assumed: Total assets $ 84,000 Total liabilities $ (19,290 ) Recognized intangible assets $ 135,290 Total $ 200,000 Intangible assets and good from the acquisition of HEAL The Corporation recognized goodwill of HEAL of $90,717 Consideration given up: October 28, 2016 $ Cash: 80,000 Allocation of purchases price: Cash and cash equivalents 3,754 Inventory 1,869 Liabilities assumed: Accounts payable (8,300 ) Estimated warranty liabilities (3,254 ) Advances from Energy Alliance (4,000 ) Loan payable (3,464 ) Net assets acquired (13,395 ) Allocated to non-controlling interest 2,678 Intangible assets and goodwill 90,717 The Corporation follows the GAAP methodology to determine impairment of goodwill and intangible assets. Step one recoverability test: Impairment must be recognized when the carrying value of the assets exceeds the undiscounted future cash flows from their use and disposal. Step two Loss measurement: The excess of the carrying amount over the fair value of the assets. If the fair value is not available, the present value of future cash flows discounted at the firms incremental borrowing rate should be used. During the period ended December 31, 2016 management conducted a test for impairment of goodwill and intangible assets. As a result of certain indicators including a substantive decline in revenue year over year representing over 2/3 loss in gross revenues, with no discernable timeframe for recovery, or large recurring customer purchases or customer relationships and as a result of an analysis of future discounted cash flows, management of the Corporation determined to impair intangible assets and goodwill fully as of December 31, 2016. |
DISPOSAL OF SUBSIDIARIES
DISPOSAL OF SUBSIDIARIES | 12 Months Ended |
Jun. 30, 2017 | |
Notes to Financial Statements | |
NOTE 6 - DISPOSAL OF SUBSIDIARIES | The Company disposed of the below subsidiaries in order to focus its efforts on other opportunities. No opportunities have been identified as of June 30, 2017. On October 4, 2016, the Corporation filed a Certification of Dissolution of MJP Holdings Ltd. Upon the dissolution MJP Holdings Ltd, the Corporation recorded gain on disposal of $33,436(C$44,007). On November 28, 2016, the Corporation signed a share exchange agreement between the Corporation, MJP Lighting Solution Ltd., and Chris Tong Tang and Zhao Hui Ma whereby all parties agreed to exchange 100% of the issued and outstanding securities of MJP Lighting Solutions Ltd., belonging to the Company, for the return the 130,000 shares, belonging to Chris Tong Tang and Zhao Hui Ma, to the Companys treasury for cancellation. As of November 28, 2016, the financial position is below: MJP Lighting Solution Ltd. Net Assets $ 1,406 Net Liabilities $ (3,969 ) Consideration given up: Reacquisition of stock (130,000 ) Fair value of reacquired stock $ (650 ) Gain on disposal $ 3,213 The Corporation has written off and included in gain on disposal the amount of $4,041 due to uncollectable receivables from above subsidiaries. Cumulative translation adjustment brought into net income upon disposal ($658). On January 1, 2017, the Company entered into transfer agreement with Liao Zu Guo, whereby the Company transferred 100% of issued and outstanding equity interests of Energy Alliance for consideration of $20,000 and assumption of debt of $28,239 for past services provided by Executive to the Company. During the year ended June 30, 2017, the Company recorded a gain on the sale of $21,359. The Company has no continuing involvement in the operations of Energy Alliance and its subsidiary HEAL, however Liao Zu Guo continues to hold a position on the board of directors. The sale of Energy Alliance qualified as a discontinued operation of the Company and accordingly, the Company has excluded results of Energy Alliance operations from its Statements of Operations and Comprehensive Income (Loss) to present this business in discontinued operations. The following table shows the results of operations of Energy Alliance and HEAL for the period ended January 1, 2017 which are included in the loss from discontinued operations: January 1, 2017 Revenue $ 1,987 Cost of goods sold 923 Gross profit 1,064 General & administration 5,352 Professional fees 200 Operating loss (4,488 ) Gain from sale of Energy Alliance 21,359 Gain from discontinued operations $ 16,871 The following table shows the carrying amounts of the major classes of assets and liabilities associated with Energy Alliance and its subsidiary HEAL as of the January 1, 2017. January 1, 2017 Cash $ 15,284 Inventory 1,010 Accounts payable (6,771 ) Credit card (2,549 ) Due to related party (28,239 ) Loan payable (9,057 ) Estimated warranty liabilities (2,852 ) Net liabilities (33,174 ) Non-controlling interest 3,576 Assumption of due to related party (28,239 ) Consideration for past services provided by Executive to the company 20,000 Gain on sale of Energy Alliance $ 21,359 |
CONVERTIBLE NOTE
CONVERTIBLE NOTE | 12 Months Ended |
Jun. 30, 2017 | |
Notes to Financial Statements | |
NOTE 7 - CONVERTIBLE NOTE | On November 1, 2016, the Company issued a convertible note with a conversion price of $0.005 to extinguish debt of $18,239. The convertible note is unsecured, bears interest at 4% per annum and due and payable on November 1, 2017. The Company recorded a discount on the convertible note due to a beneficial conversion feature of $18,239 and amortized $15,493 for the year ended June 30, 2017. During the year ended June 30, 2017, the convertible note of $10,000 was converted into 40,000 shares of common stock. As of June 30, 2017, the Company had a convertible note of $8,239. During the year ended June 30, 2017, the Company recognized interest expense of $247. On January 1, 2017, the Company issued a convertible note with a conversion price of $0.005 to extinguish amounts due to related parties of $10,000. The convertible note is unsecured, bears interest at 45% per annum, has no maturity date and due on demand. The Company recorded a discount on the convertible note due to a beneficial conversion feature of $10,000 and amortized $10,000 for the year ended June 30, 2017. As of June 30, 2017, the Company had a convertible note of $10,000. During the year ended June 30, 2017, the Company recognized interest expense of $2,232. On January 1, 2017, the Company issued a convertible note with a conversion price of $0.005 to extinguish amounts due to related parties of $14,289. The convertible note is unsecured, bears interest at 45% per annum, has no maturity date and due on demand. The Company recorded a discount on the convertible note due to a beneficial conversion feature of $14,289 and amortized $14,289 for the year ended June 30, 2017. As of June 30, 2017, the Company had a convertible note of $14,289. During the year ended June 30, 2017, the Company recognized interest expense of $3,189. On January 1, 2017, the Company issued a convertible note with a conversion price of $0.005 to extinguish amounts due to related parties of $3,352 (Canadian dollar (CAD) $4,500). The convertible note is unsecured, bears interest at 45% per annum, has no maturity date and due on demand. The Company recorded a discount on the convertible note due to a beneficial conversion feature of $3,352 (CAD $4,500) and amortized $3,400 (CAD $4,500) for the year ended June 30, 2017. As of June 30, 2017, the Company had a convertible note of $3,468 (CAD $4,500). The difference of amount was a result of change of exchange rate. During the year ended June 30, 2017, the Company recognized interest expense of $774 (CAD $1,004). On June 30, 2017, the Company issued a convertible note with a conversion price of $0.01 to pay operating expenses of $9,969. The convertible note is unsecured, bears interest at 35% per annum, has no maturity date and due on demand. The Company recorded a discount on the convertible note due to a beneficial conversion feature of $9,969 and amortized $9,969 for the year ended June 30, 2017. As of June 30, 2017, the Company had a convertible note of $9,969. |
DUE TO RELATED PARTIES
DUE TO RELATED PARTIES | 12 Months Ended |
Jun. 30, 2017 | |
Notes to Financial Statements | |
NOTE 8 - DUE TO RELATED PARTIES | The Corporation was obligated to shareholders for funds advanced to the Corporation for working capital. The advances are unsecured and no interest rate or payback schedule has been established. During the year ended June 30, 2017 and 2016, the Corporation borrowed a total amount of $73,159 and $50,891 from shareholders, respectively. On January 1, 2017, the Corporation issued convertible notes to repay the amount owed to related parties in the aggregate amount of $27,641 (Note 7). The advances are unsecured, non-interest bearing and no payback schedule has been established. During the year ended June 30, 2017, due to related party of $4,461 (C$5,789) was forgiven and the Company recorded debt forgiveness of $4,461 as additional paid-in capital. As of June 30, 2017, and 2016, the Corporation owed related parties $147,185 and $130,482, respectively. |
COMMON STOCK
COMMON STOCK | 12 Months Ended |
Jun. 30, 2017 | |
Notes to Financial Statements | |
NOTE 9 - COMMON STOCK | During the year ended June 30, 2017, the Company issued common shares as follows, · On October 28, 2016, the Company issued 80,000 shares of its common stock in exchange for 100% of the issued and outstanding equity interests of Energy Alliance. · During the year ended June 30, 2017, the Company issued 40,000 shares of its common stock for conversion of debt of $10,000 On November 28, 2016, Chris Tong Tang and Zhao Hui Ma returned the 130,000 shares to the Companys treasury for cancellation (Note 6). During the year ended June 30, 2017, the Company purchased back 12,000 shares at $1.712 (C$2.50) per share and 770 shares at $3.42 (C$5.00). During the year ended June 30, 2016, no shares of common stock were issued. As at June 30, 2017 and 2016, 299,400 and 322,170 shares of common stock were issued and outstanding, respectively. As at June 30, 2017 and 2016, there were no warrants or options outstanding. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Jun. 30, 2017 | |
Notes to Financial Statements | |
NOTE 10 – INCOME TAXES | The Company follows ASC 740. Deferred income taxes reflect the net effect of (a) temporary difference between carrying amounts of assets and liabilities for financial purposes and the amounts used for income tax reporting purposes, and (b) net operating loss carry-forwards. No net provision for refundable Federal income tax has been made in the accompanying statement of loss because no recoverable taxes were paid previously. Similarly, no deferred tax asset attributable to the net operating loss carry-forward has been recognized, as it is not deemed likely to be realized. The provision for refundable federal income tax at 34% consists of the following for the periods ending: June 30, June 30, 2017 2016 Federal income tax benefit attributed to: Net operating loss $ 29,794 $ 31,767 Valuation (29,794 ) (31,767 ) Net benefit $ (29,794 ) $ (31,767 ) The cumulative tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows: June 30, June 30, 2017 2016 Deferred tax attributed: Net operating loss carryover $ 117,406 $ 87,612 Less: change in valuation allowance (117,406 ) (87,612 ) Net deferred tax asset - - The Corporation has $289,149 (2016 - $116,474) of loss carry forwards in the United States that begin to expire in 2033. The Corporation has $56,163 (2016 - $56,163) of loss carry forwards in Canada that begin to expire in 2033. No tax benefits have been recognized in these consolidated financial statements as the criteria for recognition has not been met. |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 12 Months Ended |
Jun. 30, 2017 | |
Notes to Financial Statements | |
NOTE 11 – SUBSEQUENT EVENT | On July 1, 2017, the Company entered into an employment agreement with CEO of the Company which the Company shall pay a cash based base salary of $65,000 from July 1, 2017 through December 31, 2017. On February 5, 2018, the Company issued 2,280,000 shares of common stock for conversion of debt of $11,400. On February 7, 2018, the Company issued 13,000,000 shares of common stock for conversion of accrued salary of $65,000. |
SUMMARY OF SIGNIFICANT ACCOUN19
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Jun. 30, 2017 | |
Summary Of Significant Accounting Policies Policies | |
Basis of Presentation | The Corporations consolidated financial statements included herein are prepared under the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America. |
Principles of Consolidation | These consolidated financial statements include the Corporations wholly owned subsidiaries MJP Lighting Solutions Ltd., MJP Holdings Ltd. and Energy Alliance Lab Inc., and Human Energy Alliance Laboratories Corp., which is 80% owned by Energy Alliance. All subsidiaries were disposed during the year ended June 30, 2017. All inter-company accounts and transactions before the Company disposed of these subsidiaries have been eliminated. |
Use of Estimates | The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Business Combination | In our accounting for business combinations, judgment is required in determining whether an intangible asset is identifiable, and should be recorded separately from goodwill. Additionally, estimating the acquisition date fair values of the identifiable assets acquired and liabilities assumed involves considerable management judgment. The necessary measurements are based on information available on the acquisition date and are based on expectations and assumptions that have been deemed reasonable by management. These judgments, estimates, and assumptions can materially affect our financial position and profit for several reasons, including the following: - Subsequent negative changes in the estimated fair values of assets may result in additional expense from impairment charges. - Subsequent changes in the estimated fair values of liabilities and provisions may result in additional expense (if increasing the estimated fair value) or additional income (if decreasing the estimated fair value). |
Foreign Currency Translation | The Companys functional and reporting currency is the U.S. dollar. The functional currency of its former subsidiaries MJP Lighting Solutions Ltd. and MJP Holdings Ltd. is Canadian dollars (C$). The functional currency of its former subsidiaries Energy Alliance and HEAL is the US Dollar. All transactions initiated in Canadian dollars are translated into U.S. dollars in accordance with ASC 830-30, Translation of Financial Statements, (i) Monetary assets and liabilities at the rate of exchange in effect at the balance sheet date. (ii) Equity at historical rates. (iii) Revenue and expense items at the average rate of exchange prevailing during the period. Adjustments arising from such translations are deferred until realization and are included as a separate component of stockholders equity as a component of comprehensive income or loss. Therefore, translation adjustments are not included in determining net income (loss) but reported as other comprehensive income. |
Cash | For purposes of reporting within the statements of cash flows, the Corporation considers all cash on hand, cash accounts not subject to withdrawal restrictions or penalties, and all highly liquid debt instruments purchased with a maturity of three months or less to be cash and cash equivalents. |
Comprehensive Loss | The Corporation adopted FASB ASC 220, Reporting Comprehensive Income, which establishes standards for the reporting and display of comprehensive income and its components in the consolidated financial statements. Comprehensive income consists of net income and other gains and losses affecting stockholders equity that are excluded from net income, such as unrealized gains and losses on investments available for sale, foreign currency translation gains and losses and minimum pension liability. Since inception, the Corporations other comprehensive income represents foreign currency translation adjustments. |
Basic and Diluted Loss per Common Stock | FASB ASC 260 requires dual presentation of basic and diluted earnings per share (EPS) with a reconciliation of the numerator and denominator of the EPS computations. Basic earnings per share amounts are based on the weighted average shares of common stock outstanding. If applicable, diluted earnings per stock would assume the conversion, exercise or issuance of all potential common stock instruments such as options, warrants and convertible securities, unless the effect is to reduce a loss or increase earnings per share. Diluted net income (loss) per common stock on the potential exercise of the equity-based financial instruments is not presented where anti-dilutive. |
Fair Value | The guidance for fair value measurements establishes the authoritative definition of fair value, sets out a framework for measuring fair value and outlines the required disclosures regarding fair value measurements. Fair value is the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. The Corporation uses a three-tier fair value hierarchy based upon observable and non-observable inputs as follows: · Level 1 observable inputs such as quoted prices in active markets; · Level 2 inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and · Level 3 unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Cash is measured using level 1 inputs. Assets and Liabilities that are measured at Fair Value on a Recurring Basis The fair value hierarchy requires the use of observable market data when available. In instances in which the inputs used to measure fair value fall into different levels of the fair value hierarchy, the fair value measurement has been determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Corporations assessment of the significance of a particular item to the fair value measurement in its entirety requires judgment, including the consideration of inputs specific to the asset or liability. The fair value of financial instruments consisting of cash, trade and other payables, convertible notes payable and due to related parties were estimated to approximate their carrying values based on the short-term maturity of these instruments. |
Risks | Financial instruments that potentially subject the Corporation to credit risk consist principally of cash. Management does not believe the Corporation is exposed to significant credit risk. Management, as well, does not believe the Corporation is exposed to significant interest rate risks during the periods presented in these consolidated financial statements as the Corporation does not hold any interest-bearing financial instruments. |
Fair Value Measurements | The Corporation follows FASB ASC 820, Fair Value Measurements and Disclosures, for all financial instruments and non-financial instruments accounted for at fair value on a recurring basis. This new accounting standard establishes a single definition of fair value and a framework for measuring fair value, sets out a fair value hierarchy to be used to classify the source of information used in fair value measurement and expands disclosures about fair value measurements required under other accounting pronouncements. It does not change existing guidance as to whether or not an instrument is carried at fair value. The Corporation defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are required to be recorded at fair value, the Corporation considers the principal or most advantageous market in which the Corporation would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as inherent risk, transfer restrictions and credit risk. The Corporation has adopted FASB ASC 825, Financial Instruments, which allows companies to choose to measure eligible financial instruments and certain other items at fair value that are not required to be measured at fair value. The Corporation has not elected the fair value option for any eligible financial instruments. |
Currency Risks | The Corporation incurs expenditures in Canadian dollars. Consequently, some assets and liabilities are exposed to Canadian dollar foreign currency fluctuations. As at June 30, 2017 and 2016, cash, trades and other payables and due to related parties and convertible notes payable were all denominated in US dollars and Canadian dollars. |
Impairment of Long-Lived Assets | Impairment losses on long-lived assets are recognized when events or changes in circumstances indicate that the undiscounted cash flows estimated to be generated by such assets are less than their carrying value and, accordingly, all or a portion of such carrying value may not be recoverable. Impairment losses are then measured by comparing the fair value of assets to their carrying amounts. During the year ended June 30, 2017 and 2016, the Company recognized impairment loss of $226,007 and $0, respectively |
Revenue Recognition | The Corporation recognizes revenue when persuasive evidence of an arrangement exists, shipment has occurred or services rendered, the price is fixed or determinable and payment is reasonably assured. Customers take ownership at point of sale and bear the costs and risks of delivery. We sold LED products in Canada primarily to retail clients (end users) or through agents through our disposed subsidiaries. We currently do not have operations, and its management seeks to acquire cash generating businesses. |
Cost of Goods Sold | Cost of goods sold includes the following expenses; inventory and various expenses related to sell the products. |
Beneficial Conversion Feature | For conventional convertible debt where the rate of conversion is below market value, the Corporation records a Beneficial Conversion Feature (the BCF) and related debt discount. When the Company records a BCF, the intrinsic value of the BCF is recorded as a debt discount against the face amount of the respective debt instrument (offset to additional paid-in capital) and amortized to interest expense over the life of the debt. |
Income Taxes | The Corporation follows FASB ASC Topic 820, Income Taxes which requires the use of the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for future tax consequences attributable to temporary differences between the consolidated financial statements carrying amounts of existing assets and liabilities and loss carry forwards and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the year in which those temporary differences are expected to be recovered or settled. The tax consequences of most events recognized in the current years consolidated financial statements are included in determining income taxes currently payable. However, because tax laws and financial accounting standards differ in their recognition and measurement of assets, liabilities, equity, revenues, expenses, gains and losses, differences arise between the amount of taxable income and pre-tax financial income for a year and between the tax bases of assets or liabilities and their reported amounts in the consolidated financial statements. Because the Corporation assumes that the reported amounts of assets and liabilities will be recovered and settled, respectively, a difference between the tax basis of an asset or a liability and its reported amount in the balance sheet will result in a taxable or a deductible amount in some future years when the related liabilities are settled or the reported amounts of the assets are recovered, which gives rise to a deferred tax asset. The Corporation must then assess the likelihood that the deferred tax assets will be recovered from future taxable income and to the extent the Corporation believes that recovery is not likely, the Corporation must establish a valuation allowance. The Corporation has adopted FASB guidance on accounting for uncertainty in income taxes which provides a consolidated financial statement recognition threshold and measurement attribute for a tax position taken or expected to be taken in a tax return. Under this guidance, the Corporation 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 consolidated financial statements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The guidance also extends to de-recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, accounting for interest and penalties associated with tax positions, and income tax disclosures. |
Recent Accounting Pronouncements | In August 2014, the FASB issued amended standards No. 2014-15, Presentation of Financial Statements - Going Concern (''ASU 2014-15"), to provide guidance about managements responsibility to evaluate whether there is substantial doubt about an entitys ability to continue as a going concern and to provide related footnote disclosures requirement. The amendments (1) provide a definition of the term substantial doubt, (2) require an evaluation for each annual and interim reporting period, (3) provide principles for considering the mitigating effect of managements plans, (4) require certain disclosures when substantial doubt is alleviated as a result of consideration of managements plans, (5) require an express statement and other disclosures when substantial doubt is not alleviated, and (6) require an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). ASU 2014-15 is effective for the annual period ending after December 15, 2016, and for annual periods and interim periods thereafter. Early adoption is permitted. The Corporation does not expect the adoption of this guidance will have a material impact on its consolidated financial position. In August 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This ASU addresses the classification of certain specific cash flow issues including debt prepayment or extinguishment costs, settlement of certain debt instruments, contingent consideration payments made after a business combination, proceeds from the settlement of certain insurance claims and distributions received from equity method investees. This ASU is effective for fiscal years beginning after December 15, 2017 (fiscal 2018), and interim periods within those fiscal years, with early adoption permitted. An entity that elects early adoption must adopt all of the amendments in the same period. The Corporation does not expect the adoption of this guidance will have a material impact on its condensed interim consolidated financial position. In January 2017, the FASB issued ASU 2017-01, Business Combinations: Clarifying the definition of a Business which amends the current definition of a business. Under ASU 2017-01, to be considered a business, an acquisition would have to include an input and a substantive process that together significantly contributes to the ability to create outputs. ASU 2017-01 further states that when substantially all of the fair value of gross assets acquitted is concentrated in a single asset (or a group of similar assets), the assets acquired would not represent a business. The new guidance also narrows the definition of the term outputs to be consistent with how it is described in Topic 606, Revenue from Contracts with Customers. The changes to the definition of a business will likely result in more acquisitions being accounted for as asset acquisitions. ASU 2017-01 is effective for acquisitions commencing on or after June 30, 2019, with early adoption permitted. Adoption of this guidance will be applied prospectively on or after the effective date. In January 2017, the FASB issued ASU 2017-04, Intangibles Goodwill and Other ASU 2017-04 simplifies the accounting for goodwill impairment by eliminating Step 2 of the current goodwill impairment test, which required a hypothetical purchase price allocation. Goodwill impairment will now be the amount by which the reporting units carrying value exceeds its fair value, limited to the carrying value of the goodwill. ASU 2017-04 is effective for financial statements issued for fiscal years, and interim periods beginning after December 15, 2019. In September 2017, the FASB has issued Accounting Standards Update (ASU) No. 2017-13, Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606), Leases (Topic 840), and Leases (Topic 842): Amendments to SEC Paragraphs Pursuant to the Staff Announcement at the July 20, 2017 EITF Meeting and Rescission of Prior SEC Staff Announcements and Observer Comments. The amendments in ASU No. 2017-13 amends the early adoption date option for certain companies related to the adoption of ASU No. 2014-09 and ASU No. 2016-02. Both of the below entities may still adopt using the public company adoption guidance in the related ASUs, as amended. The effective date is the same as the effective date and transition requirements for the amendments for ASU 2014-09 and ASU 2016-02. The Company adopts new pronouncements relating to generally accepted accounting principles applicable to the Company as they are issued, which may be in advance of their effective date. Management does not believe that any recently issued, but not yet effective accounting standards, if currently adopted, would have a material effect on the accompanying consolidated financial statements. |
ASSETS ACQUISITION AND BUSINE20
ASSETS ACQUISITION AND BUSINESS COMBINATION (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Assets Acquisition And Business Combination Tables | |
Schedule of acquisition of business consideration | Consideration given up: Share issued: 80,000 Market price of the Companys shares on October 28, 2016 $ 2.50 Fair value of equity instrument issued $ 200,000 Assets acquired/liabilities assumed: Total assets $ 84,000 Total liabilities $ (19,290 ) Recognized intangible assets $ 135,290 Total $ 200,000 |
Schedule of assets acquired/liabilities assumed | Consideration given up: October 28, 2016 $ Cash: 80,000 Allocation of purchases price: Cash and cash equivalents 3,754 Inventory 1,869 Liabilities assumed: Accounts payable (8,300 ) Estimated warranty liabilities (3,254 ) Advances from Energy Alliance (4,000 ) Loan payable (3,464 ) Net assets acquired (13,395 ) Allocated to non-controlling interest 2,678 Intangible assets and goodwill 90,717 |
Schedule of business consideration purchases price allocation | Year ended June 30, 2017 Revenue $ 1,941 Net loss $ (11,779 ) |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Table) | 12 Months Ended |
Jun. 30, 2017 | |
Goodwill And Intangible Assets Table | |
Schedule of Intangible assets from the acquisition of Energy Alliance | Consideration given up: Share issued: 80,000 Market price of the Companys shares on October 28, 2016 $ 2.50 Fair value of equity instrument issued $ 200,000 Assets acquired/liabilities assumed: Total assets $ 84,000 Total liabilities $ (19,290 ) Recognized intangible assets $ 135,290 Total $ 200,000 |
Sechedule of Intangible assets and good from the acquisition of HEAL | Consideration given up: October 28, 2016 $ Cash: 80,000 Allocation of purchases price: Cash and cash equivalents 3,754 Inventory 1,869 Liabilities assumed: Accounts payable (8,300 ) Estimated warranty liabilities (3,254 ) Advances from Energy Alliance (4,000 ) Loan payable (3,464 ) Net assets acquired (13,395 ) Allocated to non-controlling interest 2,678 Intangible assets and goodwill 90,717 |
DISPOSAL OF SUBSIDIARIES (Table
DISPOSAL OF SUBSIDIARIES (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Disposal Of Subsidiaries Tables | |
Schedule of financial position of subsidiaries | MJP Lighting Solution Ltd. Net Assets $ 1,406 Net Liabilities $ (3,969 ) Consideration given up: Reacquisition of stock (130,000 ) Fair value of reacquired stock $ (650 ) Gain on disposal $ 3,213 |
Schedule of loss from discontinued operation | January 1, 2017 Revenue $ 1,987 Cost of goods sold 923 Gross profit 1,064 General & administration 5,352 Professional fees 200 Operating loss (4,488 ) Gain from sale of Energy Alliance 21,359 Gain from discontinued operations $ 16,871 |
Schedule of major classes of assets and liabilities | January 1, 2017 Cash $ 15,284 Inventory 1,010 Accounts payable (6,771 ) Credit card (2,549 ) Due to related party (28,239 ) Loan payable (9,057 ) Estimated warranty liabilities (2,852 ) Net liabilities (33,174 ) Non-controlling interest 3,576 Assumption of due to related party (28,239 ) Consideration for past services provided by Executive to the company 20,000 Gain on sale of Energy Alliance $ 21,359 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
Income Taxes Tables | |
Schedule of income tax benefit | June 30, June 30, 2017 2016 Federal income tax benefit attributed to: Net operating loss $ 29,794 $ 31,767 Valuation (29,794 ) (31,767 ) Net benefit $ (29,794 ) $ (31,767 ) |
Schedule of deferred tax asset | June 30, June 30, 2017 2016 Deferred tax attributed: Net operating loss carryover $ 117,406 $ 87,612 Less: change in valuation allowance (117,406 ) (87,612 ) Net deferred tax asset - - |
NATURE AND CONTINUANCE OF OPE24
NATURE AND CONTINUANCE OF OPERATIONS (Details Narrative) - USD ($) | Feb. 05, 2016 | Oct. 28, 2016 | Jun. 30, 2017 | Nov. 28, 2016 |
State of incorporation | Nevada | |||
Date of incorporation | Oct. 24, 2012 | |||
Reverse stock split | Fifty (50) old for one (1) new basis | |||
Human Energy Alliance Laboratories Corp [Member] | ||||
Issued and outstanding equity interests | 80.00% | |||
Share Exchange Agreement [Member] | ||||
Issued and outstanding equity interests | 100.00% | |||
Number of common shares in exchange for issued and outstanding equity interests | 80,000 | |||
January 1, 2017 [Member] | ||||
Assumption of due to related party | $ (28,239) | |||
Consideration for past services provided by Executive to the company | $ 20,000 | |||
Liao Zu Guo [Member] | Human Energy Alliance Laboratories Corp [Member] | ||||
Cash for acquisition of shares | $ 80,000 | |||
Liao Zu Guo [Member] | Share Exchange Agreement [Member] | ||||
Issued and outstanding equity interests | 100.00% | |||
Number of common shares in exchange for issued and outstanding equity interests | 80,000 | |||
MJP Holdings Ltd [Member] | ||||
Issued and outstanding equity interests | 100.00% | |||
MJP Holdings Ltd [Member] | Liao Zu Guo [Member] | January 1, 2017 [Member] | ||||
Issued and outstanding equity interests | 100.00% |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Going Concern Details Narrative | ||
Accumulated deficit | $ (626,563) | $ (280,133) |
SUMMARY OF SIGNIFICANT ACCOUN26
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Accounting Policies [Abstract] | ||
Percentage of wholly owned subsidiaries | 80.00% | |
Impairment of long-lived assets or goodwill | $ 226,007 |
ASSETS ACQUISITION AND BUSINE27
ASSETS ACQUISITION AND BUSINESS COMBINATION (Details) | Jun. 30, 2017USD ($)$ / sharesshares |
Consideration given up: | |
Share issued | shares | 80,000 |
Market price of the Company’s shares on October 28, 2016 | $ / shares | $ 2.50 |
Fair value of equity instrument issued | $ 200,000 |
Assets acquired/liabilities assumed: | |
Total assets | 84,000 |
Total liabilities | (19,290) |
Recognized intangible assets | 135,290 |
Total | $ 200,000 |
ASSETS ACQUISITION AND BUSINE28
ASSETS ACQUISITION AND BUSINESS COMBINATION (Details 1) | 1 Months Ended |
Oct. 28, 2016USD ($) | |
Consideration given up: | |
Cash: | $ 80,000 |
Allocation of purchases price: | |
Cash and cash equivalents | 3,754 |
Inventory | 1,869 |
Liabilities assumed: | |
Accounts payable | (8,300) |
Estimated warranty liabilities | (3,254) |
Advances from Energy Alliance | (4,000) |
Loan payable | (3,464) |
Net assets acquired | (13,395) |
Allocated to non-controlling interest | 2,678 |
Intangible assets and goodwill | $ 90,717 |
ASSETS ACQUISITION AND BUSINE29
ASSETS ACQUISITION AND BUSINESS COMBINATION (Details 2) | 12 Months Ended |
Jun. 30, 2017USD ($) | |
Assets Acquisition And Business Combination Details 2 | |
Revenue | $ 1,941 |
Net loss from operations | $ (11,779) |
ASSETS ACQUISITION AND BUSINE30
ASSETS ACQUISITION AND BUSINESS COMBINATION (Details Narrative) - USD ($) | Feb. 05, 2016 | Oct. 28, 2016 | Jun. 30, 2017 |
Recognized intangible assets | $ 135,290 | ||
Allocated to non-controlling interest | $ 2,678 | ||
Intangible assets and goodwill | $ 90,717 | ||
Percentage of wholly owned subsidiaries | 80.00% | ||
Share Exchange Agreement [Member] | |||
Number of common shares in exchange for issued and outstanding equity interests | 80,000 | ||
Issued and outstanding equity interests | 100.00% | ||
Liao Zu Guo [Member] | Share Exchange Agreement [Member] | |||
Number of common shares in exchange for issued and outstanding equity interests | 80,000 | ||
Issued and outstanding equity interests | 100.00% | ||
Heal [Member] | |||
Allocated to non-controlling interest | $ (2,678) | ||
Intangible assets and goodwill | $ 90,717 | ||
Human Energy Alliance Laboratories Corp [Member] | |||
Issued and outstanding equity interests | 80.00% | ||
Human Energy Alliance Laboratories Corp [Member] | Liao Zu Guo [Member] | |||
Business acquisition shares issued and outstanding | 35,000,000 | ||
Proceeds from equity interest | $ 80,000 |
GOODWILL AND INTANGIBLE ASSET31
GOODWILL AND INTANGIBLE ASSETS (Details) | Jun. 30, 2017USD ($)$ / sharesshares |
Consideration given up: | |
Share issued | shares | 80,000 |
Market price of the Company’s shares on October 28, 2016 | $ / shares | $ 2.50 |
Fair value of equity instrument issued | $ 200,000 |
Assets acquired/liabilities assumed: | |
Total assets | 84,000 |
Total liabilities | (19,290) |
Recognized intangible assets | 135,290 |
Total | $ 200,000 |
Intangible assets from the acquisition of Energy Alliance [Member] | |
Consideration given up: | |
Share issued | shares | 80,000 |
Market price of the Company’s shares on October 28, 2016 | $ / shares | $ 0.05 |
Fair value of equity instrument issued | $ 200,000 |
Assets acquired/liabilities assumed: | |
Total assets | 84,000 |
Total liabilities | (19,290) |
Recognized intangible assets | 135,290 |
Total | $ 200,000 |
GOODWILL AND INTANGIBLE ASSET32
GOODWILL AND INTANGIBLE ASSETS (Details 1) | 1 Months Ended |
Oct. 28, 2016USD ($) | |
Consideration given up: | |
Cash: | $ 80,000 |
Allocation of purchases price: | |
Cash and cash equivalents | 3,754 |
Inventory | 1,869 |
Liabilities assumed: | |
Accounts payable | (8,300) |
Estimated warranty liabilities | (3,254) |
Advances from Energy Alliance | (4,000) |
Loan payable | (3,464) |
Net assets acquired | (13,395) |
Allocated to non-controlling interest | 2,678 |
Intangible assets and goodwill | 90,717 |
Intangible assets and good from the acquisition of HEAL [Member] | |
Consideration given up: | |
Cash: | 80,000 |
Allocation of purchases price: | |
Cash and cash equivalents | 3,754 |
Inventory | 1,869 |
Liabilities assumed: | |
Accounts payable | (8,300) |
Estimated warranty liabilities | (3,254) |
Advances from Energy Alliance | (4,000) |
Loan payable | (3,464) |
Net assets acquired | (13,395) |
Allocated to non-controlling interest | 2,678 |
Intangible assets and goodwill | $ 90,717 |
GOODWILL AND INTANGIBLE ASSET33
GOODWILL AND INTANGIBLE ASSETS (Details Narrative) - USD ($) | Jun. 30, 2017 | Oct. 28, 2016 |
Recognized intangible assets | $ 135,290 | |
Intangible assets and goodwill | $ 90,717 | |
Heal [Member] | ||
Intangible assets and goodwill | $ 90,717 |
DISPOSAL OF SUBSIDIARIES (Detai
DISPOSAL OF SUBSIDIARIES (Details) | 1 Months Ended |
Nov. 28, 2016USD ($) | |
MJP Lighting Solution Ltd. | |
Net Assets | $ 1,406 |
Net Liabilities | (3,969) |
Consideration given up: | |
Reacquisition of stock | (130,000) |
Fair value of reacquired stock | (650) |
Gain on disposal | $ 3,213 |
DISPOSAL OF SUBSIDIARIES (Det35
DISPOSAL OF SUBSIDIARIES (Details 1) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Revenue | $ 5,386 | $ 6,118 |
Cost of goods sold | 4,480 | 5,110 |
Gross profit | 906 | 1,008 |
General & administration | 33,354 | 19,157 |
Professional fees | 55,286 | 20,212 |
Operating loss | (87,734) | (38,361) |
Gain from discontinued operations | 16,871 | |
January 1, 2017 [Member] | ||
Revenue | 1,987 | |
Cost of goods sold | 923 | |
Gross profit | 1,064 | |
General & administration | 5,352 | |
Professional fees | 200 | |
Operating loss | (4,488) | |
Gain from sale of Energy Alliance | 21,359 | |
Gain from discontinued operations | $ 16,871 |
DISPOSAL OF SUBSIDIARIES (Det36
DISPOSAL OF SUBSIDIARIES (Details 2) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Due to related party | $ 147,185 | $ 130,482 |
Net liabilities | 229,148 | $ 151,571 |
Gain on sale of Energy Alliance | 21,359 | |
January 1, 2017 [Member] | ||
Cash | 15,284 | |
Inventory | 1,010 | |
Accounts payable | (6,771) | |
Credit card | (2,549) | |
Due to related party | (28,239) | |
Loan payable | (9,057) | |
Estimated warranty liabilities | (2,852) | |
Net liabilities | (33,174) | |
Non-controlling interest | 3,576 | |
Assumption of due to related party | (28,239) | |
Consideration for past services provided by Executive to the company | 20,000 | |
Gain on sale of Energy Alliance | $ 21,359 |
DISPOSAL OF SUBSIDIARIES (Det37
DISPOSAL OF SUBSIDIARIES (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Nov. 28, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Oct. 28, 2016 | Oct. 04, 2016 | |
Gain on disposal | $ 33,436 | ||||
Gain on sale of Energy Alliance | $ 21,359 | ||||
Foreign exchange translation adjustment | 658 | ||||
January 1, 2017 [Member] | |||||
Assumption of due to related party | (28,239) | ||||
Consideration for past services s provided by Executive to the company | 20,000 | ||||
Gain on sale of Energy Alliance | $ 21,359 | ||||
Energy Alliance [Member] | |||||
Issued and outstanding equity interests | 100.00% | ||||
Energy Alliance [Member] | January 1, 2017 [Member] | |||||
Issued and outstanding equity interests | 100.00% | ||||
Assumption of due to related party | $ 28,239 | ||||
Consideration for past services s provided by Executive to the company | $ 20,000 | ||||
MJP Holdings Ltd [Member] | |||||
Issued and outstanding equity interests | 100.00% | ||||
Due to uncollectable receivables | $ 4,041 | ||||
Chris Tong Tang And Zhao Hui Ma [Member] | |||||
Stock returned to treasury for cancellation | 130,000 |
CONVERTIBLE NOTE (Details Narra
CONVERTIBLE NOTE (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Convertible note beneficial conversion feature | $ 55,849 | |
Amortized discount | 53,151 | |
Interest expense | 60,607 | |
Expenses paid by convertible notes | $ 9,969 | |
Convertible Notes [Member] | ||
Convertible note conversion price | $ 0.01 | |
Convertible note bearing interest | 35.00% | |
Convertible note beneficial conversion feature | $ 9,969 | |
Amortized discount | 9,969 | |
Convertible note payable | 9,969 | |
Expenses paid by convertible notes | $ 9,969 | |
Convertible Notes [Member] | November 1, 2016 [Member] | ||
Convertible note conversion price | $ 0.005 | |
Amount due to relates parties | $ 18,239 | |
Convertible note bearing interest | 4.00% | |
Maturity date | Nov. 1, 2017 | |
Convertible note beneficial conversion feature | $ 18,239 | |
Amortized discount | 15,493 | |
Convertible note payable | 8,239 | |
Interest expense | $ 247 | |
Common stock converted, shares | 30,000 | |
Common stock converted, amount | $ 10,000 | |
Convertible Notes [Member] | January 1, 2017 [Member] | ||
Convertible note conversion price | $ 0.005 | |
Amount due to relates parties | $ 10,000 | |
Convertible note bearing interest | 45.00% | |
Convertible note beneficial conversion feature | $ 10,000 | |
Amortized discount | 10,000 | |
Convertible note payable | 10,000 | |
Interest expense | $ 2,232 | |
Convertible Notes One [Member] | January 1, 2017 [Member] | ||
Convertible note conversion price | $ 0.005 | |
Amount due to relates parties | $ 14,289 | |
Convertible note bearing interest | 45.00% | |
Convertible note beneficial conversion feature | $ 14,289 | |
Amortized discount | 14,289 | |
Convertible note payable | 14,289 | |
Interest expense | $ 3,189 | |
Convertible Notes Two [Member] | January 1, 2017 [Member] | ||
Convertible note conversion price | $ 0.005 | |
Amount due to relates parties | $ 3,352 | |
Convertible note bearing interest | 45.00% | |
Convertible note beneficial conversion feature | $ 3,352 | |
Amortized discount | 3,400 | |
Convertible note payable | 3,468 | |
Interest expense | $ 774 |
DUE TO RELATED PARTIES (Details
DUE TO RELATED PARTIES (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Due to related parties | $ 73,159 | $ 50,891 |
Convertible notes payable | 43,219 | |
Corporation due to related parties | 147,185 | 130,482 |
Debt forgiveness | 4,461 | |
January 1, 2017 [Member] | ||
Convertible notes payable | 27,641 | |
Corporation due to related parties | $ (28,239) |
COMMON STOCK (Details Narrative
COMMON STOCK (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Nov. 28, 2016 | Jun. 30, 2017 | Oct. 28, 2016 | Jun. 30, 2016 | |
Common stock, shares issued | 299,400 | 322,170 | ||
Common stock, shares outstanding | 299,400 | 322,170 | ||
Debt conversion, converted instrument, amount | $ 10,000 | |||
Debt conversion, converted instrument, shares issued | 40,000 | |||
Corporation [Member] | ||||
Stock repurchased during period | 12,000 | |||
Purchase price per share | $ 1.712 | |||
Corporation One [Member] | ||||
Stock repurchased during period | 770 | |||
Purchase price per share | $ 3.42 | |||
Chris Tong Tang And Zhao Hui Ma [Member] | ||||
Stock returned to treasury for cancellation | 130,000 | |||
Energy Alliance [Member] | ||||
Common stock, shares issued | 80,000 | |||
Common stock exchange for equity interest | 100.00% |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Federal income tax benefit attributed to: | ||
Net operating loss | $ 29,794 | $ 31,767 |
Valuation | (29,794) | (31,767) |
Net benefit | $ (29,794) | $ (31,767) |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) | Jun. 30, 2017 | Jun. 30, 2016 |
Deferred tax attributed: | ||
Net operating loss carryover | $ 117,406 | $ 87,612 |
Less: change in valuation allowance | (117,406) | (87,612) |
Net deferred tax asset |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Net operating loss carry forwards | $ 117,406 | $ 87,612 |
Federal income tax | 34.00% | |
UNITED STATES | ||
Net operating loss carry forwards | $ 289,149 | 116,474 |
Carryforward expiration year | 2,033 | |
CANADA | ||
Net operating loss carry forwards | $ 56,163 | $ 56,163 |
Carryforward expiration year | 2,033 |
SUBSEQUENT EVENT (Details Narra
SUBSEQUENT EVENT (Details Narrative) - USD ($) | Feb. 05, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Feb. 07, 2018 |
Debt conversion, converted instrument, amount | $ 10,000 | |||
Debt conversion, converted instrument, shares issued | 40,000 | |||
Subsequent Event [Member] | ||||
Conversion of common shares issue | 13,000,000 | |||
Conversion of accrued salary | $ 65,000 | |||
Debt conversion, converted instrument, amount | $ 11,400 | |||
Debt conversion, converted instrument, shares issued | 2,280,000 | |||
Subsequent Event [Member] | On July 1, 2017 [Member] | ||||
Description of salary agreement | the Company which the Company shall pay a cash based base salary of $65,000 from July 1, 2017 through December 31, 2017. |