Cover
Cover - USD ($) | 12 Months Ended | |
Jun. 30, 2020 | Mar. 15, 2021 | |
Cover [Abstract] | ||
Document Type | 10-K | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2020 | |
Document Fiscal Period Focus | FY | |
Document Fiscal Year Focus | 2020 | |
Current Fiscal Year End Date | --06-30 | |
Entity File Number | 333-197692 | |
Entity Registrant Name | Star Alliance International Corp. | |
Entity Central Index Key | 0001614556 | |
Entity Incorporation, State or Country Code | NV | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Public Float | $ 107,313,334 | |
Entity Common Stock, Shares Outstanding | 117,299,584 |
Balance Sheets
Balance Sheets - USD ($) | Jun. 30, 2020 | Jun. 30, 2019 |
Current assets: | ||
Cash | $ 20,058 | $ 471 |
Total current assets | 20,058 | 471 |
Other assets: | ||
Property and equipment | 450,000 | 0 |
Mining claims | 57,532 | 0 |
Total other assets | 507,532 | 0 |
Total Assets | 527,590 | 471 |
Current liabilities: | ||
Accounts payable | 40,630 | 32,692 |
Accrued expenses | 8,658 | 2,863 |
Accrued compensation | 144,360 | 0 |
Note payable | 435,700 | 20,000 |
Note payable - former related party | 32,000 | 32,000 |
Related party advance | 2,576 | 3,980 |
Due to former related party | 42,651 | 42,651 |
Total current liabilities | 706,575 | 134,186 |
Total liabilities | 706,575 | 134,186 |
COMMITMENTS AND CONTINGENCIES (see footnotes) | ||
Stockholders' deficit: | ||
Common stock, $0.001 par value, 175,000,000 shares authorized, 105,713,334 and 83,450,000 shares issued and outstanding, respectively | 107,314 | 83,450 |
Additional paid-in capital | 2,382,859 | 551,289 |
Common stock to be issued | 8,633 | 7,000 |
Stock subscription receivable | (9,900) | 0 |
Accumulated deficit | (2,669,774) | (775,454) |
Total stockholders' deficit | (178,985) | (133,715) |
Total liabilities and stockholders' deficit | 527,590 | 471 |
Series A Preferred Stock [Member] | ||
Stockholders' deficit: | ||
Preferred stock | 0 | 0 |
Series B Preferred Stock [Member] | ||
Stockholders' deficit: | ||
Preferred stock | $ 1,883 | $ 0 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2020 | Jun. 30, 2019 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 175,000,000 | 175,000,000 |
Common stock, shares issued | 107,313,334 | 83,450,000 |
Common stock, shares outstanding | 107,313,334 | 83,450,000 |
Series A Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ .001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Series B Preferred Stock [Member] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,900,000 | 1,900,000 |
Preferred stock, shares issued | 1,883,000 | 0 |
Preferred stock, shares outstanding | 1,883,000 | 0 |
Statements of Operations
Statements of Operations - USD ($) | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Operating expenses: | ||
General and administrative | $ 75,110 | $ 27,617 |
Professional fees | 144,980 | 63,534 |
Consulting | 903,540 | 0 |
Director compensation | 474,100 | 0 |
Officer compensation | 168,000 | 0 |
Total operating expenses | 1,765,730 | 91,151 |
Loss from operations | (1,765,730) | (91,151) |
Other expense: | ||
Interest expense | (4,590) | (2,731) |
Loss on conversion of accrued salary | (124,000) | (48,000) |
Total other expense | (128,590) | (50,731) |
Loss before provision for income taxes | (1,894,320) | (141,882) |
Provision for income taxes | 0 | 0 |
Net loss | $ (1,894,320) | $ (141,882) |
Net loss per common share - basic and diluted | $ (0.02) | $ 0 |
Weighted average common shares outstanding - basic and diluted | 95,935,432 | 37,817,123 |
Statements of Changes in Stockh
Statements of Changes in Stockholders' Equity (Deficit) - USD ($) | Preferred Stock | Common Stock | Additional Paid-In Capital | Common Stock To Be Issued | Stock Subscription Receivable | Retained Earnings / Accumulated Deficit | Total |
Beginning balance, shares at Jun. 30, 2018 | 0 | 35,450,000 | |||||
Beginning balance, value at Jun. 30, 2018 | $ 0 | $ 35,450 | $ 503,289 | $ 0 | $ 0 | $ (633,572) | $ (94,833) |
Stock issued for conversion of debt, shares | 48,000,000 | ||||||
Stock issued for conversion of debt, value | $ 48,000 | 48,000 | 96,000 | ||||
Stock sold for cash, value | 7,000 | 7,000 | |||||
Net loss | (141,882) | (141,882) | |||||
Ending balance, shares at Jun. 30, 2019 | 0 | 83,450,000 | |||||
Ending balance, value at Jun. 30, 2019 | $ 0 | $ 83,450 | 551,289 | 7,000 | 0 | (775,454) | (133,715) |
Stock issued for services, shares | 4,560,000 | ||||||
Stock issued for services, value | $ 4,560 | 489,280 | 493,840 | ||||
Stock issued for services - related party, shares | 9,500,000 | ||||||
Stock issued for services - related party, value | $ 9,500 | 922,500 | 932,000 | ||||
Stock issued for conversion of debt, shares | 2,750,000 | ||||||
Stock issued for conversion of debt, value | $ 2,750 | 58,926 | 61,046 | ||||
Stock sold for cash, shares | 6,053,331 | ||||||
Stock sold for cash, value | $ 6,054 | 188,845 | 1,633 | (9,900) | 0 | 186,632 | |
Preferred stock issued for acquisition, shares | 1,833,000 | ||||||
Preferred stock issued for acquisition, value | $ 1,883 | 5,649 | 7,532 | ||||
Net loss | (1,894,320) | (1,894,320) | |||||
Ending balance, shares at Jun. 30, 2020 | 1,833,000 | 107,313,331 | |||||
Ending balance, value at Jun. 30, 2020 | $ 1,883 | $ 107,314 | $ 2,382,859 | $ 8,633 | $ (9,900) | $ (2,669,774) | $ (178,985) |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (1,894,320) | $ (141,882) |
Changes in assets and liabilities: | ||
Common stock issued for services | 493,840 | 0 |
Common stock issued for services - related party | 932,000 | 0 |
Loss on conversion of debt | 6,000 | 0 |
Loss on conversion of related party advance | 0 | 48,000 |
Loss on conversion of accrued salary | 118,000 | 0 |
Accounts payable | 7,938 | 43,192 |
Accrued expenses | 6,591 | 5,781 |
Accrued compensation | 194,360 | 0 |
Net cash used in operating activities | (135,591) | (44,909) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Net cash provided by / (used in) investing activities | 0 | 0 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds of borrowings from a related party | 38,700 | 72,085 |
Repayment to related party | (39,854) | (34,005) |
Proceeds from the sale of common stock | 186,632 | 7,000 |
Proceeds from note payable | 89,400 | 0 |
Payment on note payable | (119,700) | 0 |
Net cash provided by financing activities | 155,178 | 45,080 |
Net increase in cash | 19,587 | 171 |
Cash at the beginning of period | 471 | 300 |
Cash at the end of period | 20,058 | 471 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Interest paid | 0 | 0 |
Income taxes paid | 0 | 0 |
NON-CASH TRANSACTIONS: | ||
Related party advance converted to common shares | 0 | 48,000 |
Operating expenses paid directly by related party | 0 | 13,600 |
Note issued to settle unpaid legal fees | 0 | 20,000 |
Conversion of debt | $ 104,250 | $ 0 |
1. Nature of Business
1. Nature of Business | 12 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business | NOTE 1 – NATURE OF BUSINESS Star Alliance International Corp. (“the Company”, “we”, “us”) was originally incorporated with the name Asteriko Corp. in the State of Nevada on April 17, 2014 under the laws of the State of Nevada, for the purpose of acquiring and developing gold mining as well as certain other mining properties worldwide. |
2. Significant Accounting Polic
2. Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | NOTE 2 – SIGNIFICANT AND CRITICAL ACCOUNTING POLICIES AND PRACTICES Basis of Presentation The accompanying financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules of the Securities and Exchange Commission (“SEC”). Use of 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. Cash equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents for the years ended June 30, 2020 or 2019. Long Lived Assets Property consists of mining equipment not yet used. Our company assesses the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying value may not be recoverable. When we determine that the carrying value of long-lived assets may not be recoverable based upon the existence of one or more indicators of impairment and the carrying value of the asset cannot be recovered from projected undiscounted cash flows, we record an impairment charge. Our company measures any impairment based on a projected discounted cash flow method using a discount rate determined by management to be commensurate with the risk inherent in the current business model. Significant management judgment is required in determining whether an indicator of impairment exists and in projecting cash flows. Stock-based Compensation The Company records stock-based compensation in accordance with FASB ASC Topic 718, “ Compensation – Stock Compensation Equity Based Payments to Non-Employees Fair value of financial instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1 - Quoted market prices available in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2 - Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). Level 3 - Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability. The Company’s financial instruments are consisted principally of accrued expenses and short term debt. The carrying amounts of such financial instruments in the accompanying balance sheets approximate their fair values due to their relatively short-term nature. Net income (loss) per common share Net loss per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net loss per common share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per common share is computed by dividing net loss by the weighted average number of shares of common stock and potentially dilutive outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through contingent share arrangements, stock options and warrants. The diluted loss per share is the same as the basic loss per share for the years ended July 31, 2020 and 2019, as the inclusion of any potential shares would have had an antidilutive effect due to our loss from operations. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses, and also issued subsequent amendments to the initial guidance, ASU 2018-19, ASU 2019-04, ASU 2019-05, and ASU 2019-11 (collectively, Topic 326), to introduce a new impairment model for recognizing credit losses on financial instruments based on an estimate of current expected credit losses (CECL). Under Topic 326, an entity is required to estimate CECL on available-for-sale (AFS) debt securities only when the fair value is below the amortized cost of the asset and is no longer based on an impairment being “other-than-temporary”. Topic 326 also requires the impairment calculation on an individual security level and requires an entity use present value of cash flows when estimating the CECL. The credit-related losses are required to be recognized through earnings and non-credit related losses are reported in other comprehensive income. In April 2019, the FASB further clarified the scope of Topic 326 and addressed issues related to accrued interest receivable balances, recoveries, variable interest rates and prepayment. The new guidance will require modified retrospective application to all outstanding instruments, with a cumulative effect adjustment recorded to opening retained earnings as of the beginning of the first period in which the guidance becomes effective. In August 2018, the FASB issued ASU 2018-13 to improve the effectiveness of disclosures about fair value measurements required under ASC 820. The ASU modifies the disclosure objective paragraphs of ASC 820 to eliminate (1) “at a minimum” from the phrase “an entity shall disclose at a minimum” and (2) other similar “open ended” disclosure requirements to promote the appropriate exercise of discretion by entities. The disclosure objective added in ASC 820-10-50-1C states: The objective of the disclosure requirements in this Subtopic is to provide users of financial statements with information about assets and liabilities measured at fair value in the statement of financial position or disclosed in the notes to financial statements: a) the valuation techniques and inputs that a reporting entity uses to arrive at its measures of fair value, including judgments and assumptions that the entity makes, b) the uncertainty in the fair value measurements as of the reporting date, and c) how changes in fair value measurements affect an entity’s performance and cash flows. The new ASU is effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
3. Going Concern
3. Going Concern | 12 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | NOTE 3 – GOING CONCERN The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. As shown in the accompanying financial statements, the Company has an accumulated deficit of $2,669,774 and negative working capital of $178,985 as of June 30, 2020. For the year ended June 30, 2020 the Company had a net loss of $1,894,320 (includes $1,425,840 of non-cash stock compensation expense and a $118,000 loss on conversion of accrued salary), with $135,591 of cash used in operating activities. Due to these conditions, it raises substantial doubt about the Company’s ability to continue as a going concern. The Company is attempting to commence operations and generate sufficient revenue; however, the Company’s cash position may not be sufficient to support its daily operations. While the Company believes in the viability of its strategy to commence operations and generate sufficient revenue and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon its ability to further implement its business plan and generate sufficient revenue and its ability to raise additional funds. The financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that may result should the Company be unable to continue as a going concern. On January 30, 2020, the World Health Organization declared the coronavirus outbreak a "Public Health Emergency of International Concern" and on March 10, 2020, declared it to be a pandemic. Actions taken around the world to help mitigate the spread of the coronavirus include restrictions on travel, and quarantines in certain areas, and forced closures for certain types of public places and businesses. The coronavirus and actions taken to mitigate it have had and are expected to continue to have an adverse impact on the economies and financial markets of many countries, including the geographical area in which the Company plans to operate. |
4. Acquisition
4. Acquisition | 12 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
Acquisition | NOTE 4 – ACQUISITION On August 13, 2019, The Company closed an Asset Purchase Agreement (the “APA”) with Troy Mining Corporation (“Troy”). Under the APA, the company acquired 78 gold mining claims consisting of approximately 4,800 acres, located east/southeast of El Portal, California, in Mariposa County, together with all of Troy’s rights to related equipment and buildings currently located on the mining claims. In exchange for the mining claims and related assets, the company Under the Purchase Note, we paid $50,000 at the time of the closing, and are required to pay an additional $50,000 within sixty days of the closing, and $25,000 every other month thereafter, with the entire remaining amount due no later than March 31, 2020. In the event of default under the Purchase Note, all assets acquired under the APA will be forfeited back to Troy. We are current on all the terms of the agreement. On October 9, 2019, a contract extension was agreed between Star Alliance International Corp. and Troy Mining Corporation. The agreement gives the Company 150 days to file an S-1 registration statement and obtain approval for the shares that are to be issued to the Troy shareholders to become free trading. The S1 registration was filed on August 14, 2020. As of June 30, 2020, the Company has paid $115,000 on the note. The balance as of June 30, 2020, is $385,000. |
5. Related Party Transactions
5. Related Party Transactions | 12 Months Ended |
Jun. 30, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 5 – RELATED PARTY TRANSACTIONS In June 2018, Richard Carey, the Company’s Chairman, advanced the Company $300 to open a bank account. During the year ended June 30, 2019, Mr. Carey advanced the Company an additional $72,085, of which $34,005 was repaid. On June 12, 2019, Mr. Carey converted $48,000 of the amount due to him into 48,000,000 shares of common stock. The stock was fair valued at $0.002 per share by an independent valuation firm resulting in a loss on conversion of $48,000. As of June 30, 2020, and June 30, 2019, the balance due to Mr. Carey is $0 and $3,980, respectively. The advances are unsecured, non-interest bearing and due on demand. As of June 30, 2020, the Company owes Anthony Anish, a board member, $1,976 for expense reimbursement. On August 1, 2019, employment agreements for Richard Carey, John Baird and Anthony Anish were signed providing for annual salaries of $120,000 per annum for Richard Carey and $60,000 for John Baird and Anthony Anish. As of June 30, 2020, the Company has accrued compensation due to Mr. Carey of $46,360, Mr. Baird of $55,000 and Mr. Anish of $43,000. Mr. Carey is using his personal office space at no cost to the Company. During the year ended June 30, 2020, the Company granted 4,000,000 shares of common stock to an officer and two directors for services rendered. The shares were valued at $0.002 per share for total non-cash expense of $8,000. During the year ended June 30, 2020, the Company granted 2,500,000 shares of common stock to directors for services rendered. The shares were valued at $0.168 per share for total non-cash expense of $420,000. During the year ended June 30, 2020, the CEO converted $50,000 of accrued compensation into 1,000,000 shares of common stock. The shares were valued at $0.168. The Company recognized a $118,000 loss on the conversion. During the year ended June 30, 2020, the Company granted 2,000,000 shares of common stock to the brother of the CEO for services rendered. The shares were valued at $0.168 per share for total non-cash expense of $336,000. During the year ended June 30, 2020, the Company granted 1,000,000 shares of common stock to the brother of the former CFO for services rendered. The shares were valued at $0.168 per share for total non-cash expense of $168,000. |
6. Note Payable
6. Note Payable | 12 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Note Payable | NOTE 6 – NOTE PAYABLE As of June 30, 2020 and 2019, the Company owed Kok Chee Lee, the former CEO and Director of the Company, $42,651 and $42,651, respectively for operating expenses he paid on behalf of the Company during the year ended June 30, 2018. The borrowing is unsecured, non-interest-bearing and due on demand. On June 1, 2018, the Company executed a promissory note in the amount of $32,000 with the former Secretary of the Board for $30,128 of accrued expenses for services previously provided and an additional $1,872 for services rendered. The note is unsecured, bears interest at 5% per annum and matures on December 1, 2018. As of June 30, 2020 and 2019, there is $3,336 and $1,732, respectively, of accrued interest due on the note. The note is past due and in default. On October 15, 2018, the Company executed a promissory note for $20,000, for amounts previously accrued and payable to the Company’s former attorney. The note bears interest at 8% and is due on October 15, 2019. As of June 30, 2020 and 2019, there is $15,300 and $2,570 and $20,000 and $1,131, of principal and accrued interest due on the note. On June 11, 2019, the company executed a promissory note with Troy for $500,000 (Note 4). The Company paid the initial $50,000 due on the note on August 13, 2019 and $35,000 as of December 31, 2019. As of June 30, 2020 there is $385,000 due on this note. In order to pay the initial $50,000 required under the APA and the Purchase Note, the Company obtained funding under a Convertible Promissory Note in the amount of $50,000 issued to a private investor. The Convertible Promissory Note accrues interest at an annual rate of 10% and is due and payable in full in 60 days. On October 7, 2019, a new $250,000 Convertible Promissory Note with initial funding of $50,000 was issued to the same investor. The Convertible Promissory Note accrues interest at an annual rate of 10% and is due and payable in full in 60 days. The Convertible Promissory Note is convertible to shares of our common stock at a price of $0.05 per share. The investor has converted the $50,000 and $50,000 from Q1 into 2,260,000 shares of common stock. During the year ended June 30, 2020, the Company received a total of $79,000 in other loans from two individuals. These loans accrue interest at 10% and are due on demand. On February 28, 2020, one of the individuals converted $35,000 and $796 of principal and interest, respectively, into 2,000,000 shares of common stock. On June 29, 2020, the individuals converted $19,000 of principal into 500,000 shares of common stock. The company recognized a $6,000 loss on the conversion. Accrued interest on the remaining $25,000 as of June 30, 2020 is $1,150. |
7. Preferred Stock
7. Preferred Stock | 12 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Preferred Stock | NOTE 7 – PREFERRED STOCK Of the 25,000,000 shares of the Company's authorized Preferred Stock, $0.001 par value per share, 1,900,000 are designated as Series B Preferred Stock. Only one person or entity, is entitled to be designated as the owner of all of the Series B Preferred Stock (the “Holder”), in whose name the initial certificates representing the Series B Preferred Stock shall be issued. Any transfer of the Series B Preferred Stock to a different Holder must be approved in advance by the Corporation; provided, however, the Holder shall have the right to transfer the Series B Preferred Stock, or any portion thereof, to any affiliate of Holder or nominee of Holder, without the approval of the Corporation. Each share of Preferred Stock shall have one vote per share. Holder is not entitled to dividends or distributions and each share of Series B Preferred Stock shall be convertible at the rate of two Common Shares for each one B Preferred stock. In conjunction with the APA with Troy, the company issued 1,833,000 shares of Series B Preferred Stock, the shares were valued at $0.002 or $7,532 as if they had been converted into 3,666,000 shares of common stock. On October 9, 2019, the parties have agreed to extend the date for filing the registration statement relating to the preferred shares of the Company to be issued to the Troy shareholders and that would in turn extend the date that the shares would become free trading. This extension will be for 150 days for filing the registration statement and obtaining approval for the shares to become free trading. All the remaining terms included in the contract will remain the same. |
8. Common Stock
8. Common Stock | 12 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Common Stock | NOTE 8 – COMMON STOCK During the year ended June 30, 2020, the Company granted 1,640,000 shares of common stock for services. The shares were valued at $0.002 per share for total non-cash expense of $3,280. During the year ended June 30, 2020, the Company granted 2,960,000 shares of common stock for services. The shares were valued at $0.168 per share for total non-cash expense of $490,560. During the year ended June 30, 2020, the Company sold 6,053,331 shares of common stock for total cash proceeds of $186,632. In addition, the Company issued 1,000,000 shares of common stock that had been purchased in the prior period. Refer to Note 6 for additional shares issued under a convertible promissory note. During the year ended June 30, 2020, the Company issued 2,750,000 shares of common stock in conversion of a $35,250 and $769 of principal and interest, respectively. Refer to Note 5 for stock issuances to related parties. |
9. Income Tax
9. Income Tax | 12 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Tax | NOTE 9 – INCOME TAX Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company has evaluated Staff Accounting Bulletin No. 118 regarding the impact of the decreased tax rates of the Tax Cuts & Jobs Act. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. The U.S. federal income tax rate of 21% is being used due to the new tax law recently enacted. Net deferred tax assets consist of the following components as of June 30: 2020 2019 Deferred Tax Assets: NOL Carryover $ 560,650 $ 152,765 Less valuation allowance (560,650 ) (152,765 ) Net deferred tax assets $ – $ – At June 30, 2020, the Company had net operating loss carry forwards of approximately $560,650 that may be offset against future taxable income. No tax benefit has been reported in the June 30, 2020 or 2019 financial statements since the potential tax benefit is offset by a valuation allowance of the same amount. On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cut and Jobs Act (the “Tax Act”). The Tax Act establishes new tax laws that affects 2018 and future years, including a reduction in the U.S. federal corporate income tax rate to 21% effective January 1, 2018. Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards for federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur, net operating loss carry forwards may be limited as to use in future years. ASC Topic 740 provides guidance on the accounting for uncertainty in income taxes recognized in a company’s financial statements. Topic 740 requires a company to determine whether it is more likely than not that a tax position will be sustained upon examination based upon the technical merits of the position. If the more-likely-than-not threshold is met, a company must measure the tax position to determine the amount to recognize in the financial statements. The Company includes interest and penalties arising from the underpayment of income taxes in the statements of operations in the provision for income taxes. As of June 30, 2020, the Company had no accrued interest or penalties related to uncertain tax positions. With few exceptions, the Company is no longer subject to U.S. federal, state and local income tax examinations by tax authorities for years before 2014. |
10. Subsequent Event
10. Subsequent Event | 12 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Event | NOTE 10 – SUBSEQUENT EVENTS Management has evaluated subsequent events pursuant to the requirements of ASC Topic 855, from the balance sheet date through the date the financial statements were available to be issued and has determined that the following material events have occurred. 1. On August 12, 2020, John Baird resigned his positions as Chief Financial Officer, Joint Chairman and a Director of the Company. 2. On August 14, 2020, the Company filed an S1 Registration Statement. The Securities and Exchange Commission issued their first set of comments which the Company plans to respond to shortly. 3. On February 16, 2021 a contract extension for ninety (90) days was signed between Troy Mining Corporation and Star Alliance International Corporation. A payment of $40,000 was made by Star Alliance that reduces the final amount due to Troy Mining Corporation. |
2. Significant And Critical Acc
2. Significant And Critical Accounting Policies and Practices (Policies) | 12 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules of the Securities and Exchange Commission (“SEC”). |
Use of Estimates | Use of 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. |
Cash equivalents | Cash equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents for the years ended June 30, 2020 or 2019. |
Long Lived Assets | Long Lived Assets Property consists of mining equipment not yet used. Our company assesses the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying value may not be recoverable. When we determine that the carrying value of long-lived assets may not be recoverable based upon the existence of one or more indicators of impairment and the carrying value of the asset cannot be recovered from projected undiscounted cash flows, we record an impairment charge. Our company measures any impairment based on a projected discounted cash flow method using a discount rate determined by management to be commensurate with the risk inherent in the current business model. Significant management judgment is required in determining whether an indicator of impairment exists and in projecting cash flows. |
Stock-based Compensation | Stock-based Compensation The Company records stock-based compensation in accordance with FASB ASC Topic 718, “ Compensation – Stock Compensation Equity Based Payments to Non-Employees |
Fair value of financial instruments | Fair value of financial instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1 - Quoted market prices available in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2 - Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). Level 3 - Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability. The Company’s financial instruments are consisted principally of accrued expenses and short term debt. The carrying amounts of such financial instruments in the accompanying balance sheets approximate their fair values due to their relatively short-term nature. |
Net income (loss) per common share | Net income (loss) per common share Net loss per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net loss per common share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per common share is computed by dividing net loss by the weighted average number of shares of common stock and potentially dilutive outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through contingent share arrangements, stock options and warrants. The diluted loss per share is the same as the basic loss per share for the years ended July 31, 2020 and 2019, as the inclusion of any potential shares would have had an antidilutive effect due to our loss from operations. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses, and also issued subsequent amendments to the initial guidance, ASU 2018-19, ASU 2019-04, ASU 2019-05, and ASU 2019-11 (collectively, Topic 326), to introduce a new impairment model for recognizing credit losses on financial instruments based on an estimate of current expected credit losses (CECL). Under Topic 326, an entity is required to estimate CECL on available-for-sale (AFS) debt securities only when the fair value is below the amortized cost of the asset and is no longer based on an impairment being “other-than-temporary”. Topic 326 also requires the impairment calculation on an individual security level and requires an entity use present value of cash flows when estimating the CECL. The credit-related losses are required to be recognized through earnings and non-credit related losses are reported in other comprehensive income. In April 2019, the FASB further clarified the scope of Topic 326 and addressed issues related to accrued interest receivable balances, recoveries, variable interest rates and prepayment. The new guidance will require modified retrospective application to all outstanding instruments, with a cumulative effect adjustment recorded to opening retained earnings as of the beginning of the first period in which the guidance becomes effective. In August 2018, the FASB issued ASU 2018-13 to improve the effectiveness of disclosures about fair value measurements required under ASC 820. The ASU modifies the disclosure objective paragraphs of ASC 820 to eliminate (1) “at a minimum” from the phrase “an entity shall disclose at a minimum” and (2) other similar “open ended” disclosure requirements to promote the appropriate exercise of discretion by entities. The disclosure objective added in ASC 820-10-50-1C states: The objective of the disclosure requirements in this Subtopic is to provide users of financial statements with information about assets and liabilities measured at fair value in the statement of financial position or disclosed in the notes to financial statements: a) the valuation techniques and inputs that a reporting entity uses to arrive at its measures of fair value, including judgments and assumptions that the entity makes, b) the uncertainty in the fair value measurements as of the reporting date, and c) how changes in fair value measurements affect an entity’s performance and cash flows. The new ASU is effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
9. Income Tax (Tables)
9. Income Tax (Tables) | 12 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of deferred taxes | 2020 2019 Deferred Tax Assets: NOL Carryover $ 560,650 $ 152,765 Less valuation allowance (560,650 ) (152,765 ) Net deferred tax assets $ – $ – |
3. Going Concern (Details Narra
3. Going Concern (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Accumulated deficit | $ (2,669,774) | $ (775,454) |
Working capital | (178,985) | |
Net loss | (1,894,320) | (141,882) |
Net cash used in operating activities | (135,591) | $ (44,909) |
Non-cash stock compensation [Member] | ||
Net loss | (1,425,840) | |
Loss on conversion of accrued salary [Member] | ||
Net loss | $ (118,000) |
4. Acquisition (Details Narrati
4. Acquisition (Details Narrative) | 1 Months Ended | 12 Months Ended | |
Aug. 13, 2019USD ($)shares | Jun. 30, 2020USD ($)Integer | Jun. 30, 2019USD ($) | |
Payment of note payable | $ 119,700 | $ 0 | |
Asset Purchase Agreement [Member] | Series B Preferred Stock [Member] | |||
Stock issued for acquisition, shares | shares | 1,833,000 | ||
Payment for acquisition | $ 50,000 | ||
Troy [Member] | |||
Number of mining claims | Integer | 78 | ||
Acreage of mining claims | Integer | 4,800 | ||
Payment of note payable | $ 115,000 | ||
Note payable balance | $ 385,000 |
5. Related Party Transactions (
5. Related Party Transactions (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Stock owned | 107,313,334 | 83,450,000 |
Proceeds from related party | $ 38,700 | $ 72,085 |
Repayment to related party | 39,854 | 34,005 |
Stock issued for services, value | 493,840 | |
Loss on conversion of accrued salary | $ (124,000) | (48,000) |
Officer And Two Directors [Member] | ||
Stock issued for services, shares | 4,000,000 | |
Stock issued for services, value | $ 8,000 | |
Directors [Member] | ||
Stock issued for services, shares | 2,500,000 | |
Stock issued for services, value | $ 420,000 | |
Chief Executive Officer [Member] | ||
Stock issued for accrued salary, shares | 1,000,000 | |
Stock issued for accrued salary, value | $ 50,000 | |
Loss on conversion of accrued salary | $ (118,000) | |
Brother of CFO [Member] | ||
Stock issued for services, shares | 2,000,000 | |
Stock issued for services, value | $ 336,000 | |
Former CFO [Member] | ||
Stock issued for services, shares | 1,000,000 | |
Stock issued for services, value | $ 168,000 | |
Richard Carey [Member] | ||
Proceeds from related party | 72,085 | |
Repayment to related party | 34,005 | |
Conversion of debt, amount converted | $ 48,000 | |
Conversion of debt, shares issued | 48,000,000 | |
Loss on conversion of stock | $ (48,000) | |
Due to related party | 0 | $ 3,980 |
Accrued compensation | 46,360 | |
Anthony Anish [Member] | ||
Due to related party | 1,976 | |
Accrued compensation | 43,000 | |
John Baird [Member] | ||
Accrued compensation | $ 55,000 |
6. Note Payable (Details Narrat
6. Note Payable (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 11 Months Ended | 12 Months Ended | |||
Aug. 13, 2019 | Oct. 07, 2019 | Oct. 15, 2018 | Dec. 31, 2019 | Jun. 01, 2018 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 11, 2019 | |
Proceeds from note payable | $ 89,400 | $ 0 | ||||||
Loss on conversion of debt | (6,000) | 0 | ||||||
Kok Chee Lee [Member] | ||||||||
Note payable | 42,651 | 42,651 | ||||||
Former Secretary of the Board [Member] | ||||||||
Debt face amount | $ 32,000 | |||||||
Debt stated interest rate | 5.00% | |||||||
Debt maturity date | Dec. 1, 2018 | |||||||
Accrued interest | 3,336 | 1,732 | ||||||
Note in default | 32,000 | 32,000 | ||||||
Former Attorney [Member] | ||||||||
Note payable | 15,300 | 20,000 | ||||||
Debt face amount | $ 20,000 | |||||||
Debt stated interest rate | 8.00% | |||||||
Debt maturity date | Oct. 15, 2019 | |||||||
Accrued interest | 2,570 | $ 1,131 | ||||||
Troy [Member] | ||||||||
Note payable | $ 385,000 | |||||||
Debt face amount | $ 500,000 | |||||||
Debt maturity date | Aug. 13, 2019 | |||||||
Repayment of debt | $ 50,000 | $ 35,000 | ||||||
Private Investor [Member] | ||||||||
Debt face amount | $ 50,000 | $ 250,000 | ||||||
Debt stated interest rate | 10.00% | 10.00% | ||||||
Proceeds from note payable | $ 50,000 | |||||||
Debt converted, amount converted | $ 100,000 | |||||||
Debt converted, shares issued | 2,260,000 | |||||||
Two Individuals [Member] | ||||||||
Note payable | $ 25,000 | |||||||
Debt face amount | $ 79,000 | |||||||
Debt stated interest rate | 10.00% | |||||||
Accrued interest | $ 1,150 | |||||||
Proceeds from note payable | 54,000 | |||||||
Debt converted, amount converted | $ 19,000 | |||||||
Debt converted, shares issued | 500,000 | |||||||
Loss on conversion of debt | $ (6,000) |
7. Preferred Stock (Details Nar
7. Preferred Stock (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended |
Aug. 13, 2019 | Jun. 30, 2020 | |
Stock issued for acquisition, value | $ 7,532 | |
Asset Purchase Agreement [Member] | Series B Preferred Stock [Member] | ||
Stock issued for acquisition, shares | 1,833,000 | |
Stock issued for acquisition, value | $ 7,532 |
8. Common Stock (Details Narrat
8. Common Stock (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Stock issued for services, value | $ 493,840 | |
Proceeds from sale of stock | 186,632 | $ 7,000 |
Stock issued for conversion of debt, value | $ 61,046 | $ 96,000 |
Common Stock [Member] | ||
Stock issued previously purchased | 1,000,000 | |
Stock issued for conversion of debt, shares | 2,750,000 | |
Stock issued for conversion of debt, value | $ 35,250 | |
Stock issued for conversion of interest, value | $ 769 | |
Common Stock [Member] | Services [Member] | ||
Stock issued for services, shares | 1,640,000 | |
Stock issued for services, value | $ 3,280 | |
Common Stock [Member] | Services [Member] | ||
Stock issued for services, shares | 1,960,000 | |
Stock issued for services, value | $ 490,560 | |
Common Stock [Member] | Stock Sale [Member] | ||
Stock sold for cash, shares | 6,053,331 | |
Proceeds from sale of stock | $ 186,632 |
9. Income Tax (Details - Deferr
9. Income Tax (Details - Deferred taxes) - USD ($) | Jun. 30, 2020 | Jun. 30, 2019 |
Income Tax Disclosure [Abstract] | ||
Deferred tax asssets - NOL carryover | $ 560,650 | $ 152,765 |
Deferred tax asset - valuation allowance | (560,650) | (152,765) |
Net deferred tax assets | $ 0 | $ 0 |
9. Income Tax (Details Narrativ
9. Income Tax (Details Narrative) | Jun. 30, 2020USD ($) |
Income Tax Disclosure [Abstract] | |
Net operating loss carryforward | $ 560,650 |