STOCKHOLDERS' EQUITY AND CONTRIBUTED CAPITAL | NOTE 5 - STOCKHOLDERS' EQUITY AND CONTRIBUTED CAPITAL Series A Convertible Preferred Stock The Company is authorized to issue 5,000,000 shares of $0.001 par value Series A Preferred Stock, of which 200,000 shares were registered, issued and outstanding as of June 30, 2016. Series A Preferred Stock have no liquidation rights. Series A Preferred Stock shall not be entitled to receive any dividends nor are they entitled to any voting rights with respect to the Series A Preferred Stock. At any time and from time-to-time after the issuance of the Series A Preferred Stock, any holder may convert any or all of the registered shares of Series A Preferred Stock held by such holder at the ratio of one hundred (100) shares of Common Stock for every one (1) share of Series A Preferred Stock. However, the beneficial owner of such Series A Preferred Stock cannot not convert their Series A Preferred stock where they will beneficially own in excess of 4.9% of the shares of the Common Stock. On March 29, 2013, the Company issued 200,000 shares of its Series A Preferred Stock to shareholders in exchange for cash of $10,000. Each share of the Series A Preferred Stock can be exchanged for one hundred (100) shares of Common Stock of the Company. This Series A Preferred Stock was issued with a beneficial conversion feature totaling $10,000. This non-cash expense related to the beneficial conversion features of those securities and is recorded with a corresponding credit to paid-in-capital. On November 4, 2015, a shareholder of Series A Preferred Stock converted 990 preferred shares to 99,000 shares of Common Stock. On December 7, 2015, a shareholder of Series A Preferred Stock converted 750 preferred shares to 75,000 shares of Common Stock. On February 15, 2016, a shareholder of Series A Preferred Stock converted 600 preferred shares to 60,000 shares of Common Stock. On April 12, 2016, a shareholder of Series A Preferred Stock converted 1,000 preferred shares to 100,000 shares of Common Stock. On May 3, 2016, a shareholder of Series A Preferred Stock converted 1,800 preferred shares to 180,000 shares of Common Stock. On May 5, 2016, a shareholder of Series A Preferred Stock converted 1,600 preferred shares to 160,000 shares of Common Stock. On May 19, 2016, a shareholder of Series A Preferred Stock converted 1,850 preferred shares to 185,000 shares of Common Stock. On May 20, 2016, a shareholder of Series A Preferred Stock converted 500 preferred shares to 50,000 shares of Common Stock. On May 25, 2016, a shareholder of Series A Preferred Stock converted 2,200 preferred shares to 220,000 shares of Common Stock. If the remaining 188,710 shares of issued and outstanding Series A Preferred Stock were to be converted into Common Stock, and each beneficial owner held less than 4.9% of the Companys Common Stock after issuance, it would result in the issuance of 18,871,000 shares of Common Stock. Series B Preferred Stock The Company is authorized to issue 5,000,000 shares of $0.001 par value Series B voting preferred stock, of which no shares are issued and outstanding. The Series B voting preferred stock is not entitled to receive any dividends and has no liquidation rights, however may vote each share at a weight of ten votes of common stock. Series C Preferred Stock The Company is authorized to issue 5,000,000 shares of $0.001 par value Series C preferred stock, of which no shares are issued and outstanding. The designation of these shares has yet to be determined by the Board of Directors. Common Stock The Company is authorized to issue 185,000,000 shares of its $0.001 par value Common Stock, of which 3,800,000 shares are issued and outstanding. On February 27, 2013, the Company issued 3,000,000 shares of its Common Stock to a founder for cash of $3,000. On March 26, 2014, the Company issued 300,000 shares of its Common Stock to approximately 31 shareholders for cash of $3,000. On February 4, 2016, the Company underwent a change of control of ownership. VERSAI Inc. returned the 3,000,000 control shares to the Companys then sole officer and director that it had previously purchased on September 24, 2015 in order that the company may continue as a going concern. In consideration for the return of the 3,000,000 common shares, the Company issued 500,000 restricted common shares to the lending group who provided to VERSAI, Inc. the cash consideration to purchase the 3,000,000 control shares on September 24, 2015. On November 4, 2015, a shareholder of Series A Preferred Stock converted 990 preferred shares to 99,000 shares of Common Stock. On December 7, 2015, a shareholder of Series A Preferred Stock converted 750 preferred shares to 75,000 shares of Common Stock. On February 15, 2016, a shareholder of Series A Preferred Stock converted 600 preferred shares to 60,000 shares of Common Stock. On April 12, 2016, a shareholder of Series A Preferred Stock converted 1,000 preferred shares to 100,000 shares of Common Stock. On May 3, 2016, a shareholder of Series A Preferred Stock converted 1,800 preferred shares to 180,000 shares of Common Stock. On May 5, 2016, a shareholder of Series A Preferred Stock converted 1,600 preferred shares to 160,000 shares of Common Stock. On May 19, 2016, a shareholder of Series A Preferred Stock converted 1,850 preferred shares to 185,000 shares of Common Stock. On May 20, 2016, a shareholder of Series A Preferred Stock converted 500 preferred shares to 50,000 shares of Common Stock. On May 25, 2016, a shareholder of Series A Preferred Stock converted 2,200 preferred shares to 220,000 shares of Common Stock. As of June 30, 2016, there have been no stock options or warrants granted. |