Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Dec. 31, 2019 | Feb. 14, 2020 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | LEGACY VENTURES INTERNATIONAL INC. | |
Entity Central Index Key | 0001616788 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Document Type | 10-Q | |
Document Period End Date | Dec. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Entity File Number | 333-199040 | |
Is Entity a Shell Company? | false | |
Entity Small Business | true | |
Is Entity an Emerging Growth Company | true | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Interactive Data Current | Yes | |
Entity Incorporation, State or Country Code | NV | |
Entity Common Stock, Shares Outstanding | 315,064 | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true |
INTERIM CONDENSED BALANCE SHEET
INTERIM CONDENSED BALANCE SHEETS (Unaudited) - USD ($) | Jun. 30, 2019 | Jun. 01, 2019 | Dec. 31, 2018 | Jun. 30, 2018 |
Current assets | ||||
Cash | $ 29,130 | $ 37,234 | ||
Stockholders' deficiency | ||||
Total stockholders' deficiency | $ (166,595) | $ (625,522) |
INTERIM CONDENSED BALANCE SHE_2
INTERIM CONDENSED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Dec. 31, 2019 | Jun. 30, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 315,064 | 315,064 |
Common stock, shares outstanding | 315,064 | 315,064 |
INTERIM CONDENSED STATEMENTS OF
INTERIM CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Operating expenses | ||||
Professional fees | $ 10,350 | $ 15,000 | $ 21,600 | $ 21,250 |
Other general and administration | 433 | 4,348 | 3,198 | 5,181 |
Loss from operations | (10,783) | (19,348) | (24,737) | (26,431) |
Other (expenses) income | ||||
Other (expenses) income | 545,580 | 545,580 | ||
Interest expense - Convertible and Secured notes | (1,322) | (21,089) | (2,055) | (30,187) |
Accretion expense - Convertible notes | (467,575) | |||
Bank charges and other | (15) | (30) | ||
Total other expenses | (1,322) | 524,476 | (2,055) | 47,788 |
Loss before taxes | (12,105) | 505,128 | (26,853) | 21,357 |
Income tax expense | ||||
Net loss and comprehensive loss | $ (12,105) | $ 505,128 | $ (26,853) | $ 21,357 |
Net loss per share - basic and diluted | $ (0.04) | $ 1.60 | $ (0.09) | $ 0.07 |
Weighted average number of common shares outstanding - basic and diluted | 315,064 | 315,064 | 315,064 | 315,064 |
STATEMENTS OF SHAREHOLDERS' EQU
STATEMENTS OF SHAREHOLDERS' EQUITY (DEFICIENCY) (Unaudited) - USD ($) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning balance at Jun. 30, 2018 | $ 32 | $ 6,394,771 | $ (6,536,554) | |
Beginning balance, shares at Jun. 30, 2018 | 315,064 | |||
Net Loss | (483,771) | $ 21,357 | ||
Ending balance at Dec. 31, 2018 | $ 32 | 6,394,771 | (7,020,325) | (625,522) |
Ending balance, shares at Dec. 31, 2018 | 315,064 | |||
Net Loss | 458,927 | 458,927 | ||
Ending balance at Jun. 01, 2019 | $ 32 | 6,394,771 | (6,561,398) | (166,595) |
Ending balance, shares at Jun. 01, 2019 | 315,064 | |||
Beginning balance at Jun. 30, 2019 | $ 32 | 6,394,771 | (6,561,398) | |
Beginning balance, shares at Jun. 30, 2019 | 315,064 | |||
Net Loss | (24,853) | $ (26,853) | ||
Ending balance at Dec. 31, 2019 | $ 32 | $ 6,394,771 | $ (6,588,190) | |
Ending balance, shares at Dec. 31, 2019 | 315,064 |
INTERIM CONDENSED STATEMENT OF
INTERIM CONDENSED STATEMENT OF CASH FLOWS (Unaudited) - USD ($) | 6 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Cash used in operating activities | ||
Net (loss) income | $ (26,853) | $ 21,357 |
Adjustments to reconcile net loss to net cash used by operating activities: | ||
Gain on cancellation of convertible note | (545,580) | |
Accretion expense - Debt discount on convertible promissory note | 467,575 | |
Changes in non-cash operating assets and liabilities | ||
Interest payable - Convertible notes | 2,055 | 30,187 |
Accounts payable and accrued liabilities | (8,817) | 13,665 |
Net cash used in operating activities | (33,615) | (12,796) |
Cash flow from investing activities | ||
Net cash used in investing activities | 50,000 | 50,000 |
Cash flow from financing activities | ||
Proceeds from secured convertible note | 50,000 | 50,000 |
Net cash provided by financing activities | 16,385 | 37,204 |
Increase in cash | 12,745 | 30 |
Cash, beginning of period | 29,130 | 37,234 |
Cash payments for Interest | ||
Cash payments for Income taxes |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF BUSINESS | 6 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS Legacy Ventures International, Inc. (“Legacy” or the “Company”), was incorporated on March 4, 2014 under the laws of the State of Nevada The Company currently has no ongoing operations except for the incurring of general and administrative expenditures. Previously, since September 15, 2015, the Company operated through a wholly-owned subsidiary RM Fresh Brands Inc. (“RM Fresh”). On August 31, 2016, in order to fund the ongoing operation and further development of RM, the Company consented to new third party investments into RM in the approximate total amount of $175,000, made in the form of cash and retirement of indebtedness owed by RM. As result of these new investments into RM, the Company’s ownership percentage of the RM Fresh was reduced to twenty percent (20%). The Company entered into a mutual Release agreement with RM. Under the Release, the Company released and discharged all liabilities owed to the Company by RM (with the exception of the Demand Promissory Note). RM in turn released the Company of all liabilities owing to RM and released the Company all ongoing contractual and financial responsibilities to RM, including the Company’s contractual obligation to further fund management fees or other expenses to be incurred by RM. The carrying value of the investment in RM Fresh was previously written down to $nil. On June 28, 2017, Randall Letcavage entered into a stock purchase agreement for the acquisition of an aggregate of 286,720 shares of Common Stock of the Company, representing approximately 91% of the issued and outstanding shares of Common Stock of the Company as of such date, from Rehan Saeed, the previous majority shareholder of the Company (the “Purchase Agreement”). The Purchase Agreements were fully executed and delivered, and the transaction consummated as of and at July 7, 2017. Consequently, Mr. Letcavage was able to unilaterally control the election of our Board of Directors, all matters upon which shareholder approval is required and, ultimately, the direction of the Company. In addition, on June 28, 2017, Rehan Saeed submitted his resignation from all executive officer positions with the Company, including Chief Executive Officer and President, effective on the 10th day following the filing of a Schedule 14f-1 with the U.S. Securities and Exchange Commission. On June 28, 2017, Randall Letcavage was appointed as Chief Executive Officer, Chief Financial Officer, Director, effective immediately. On June 28, 2017, the Company entered into a non-binding letter of intent to enter into a business combination with Nexalin Technology, Inc., a Nevada corporation (“Nexalin”). On June 6, 2018, the Company reported that Matthew Milonas entered into an agreement for the acquisition of an aggregate of 286,720 shares of Common Stock of the Company, representing approximately 91% of the issued and outstanding shares of Common Stock of the Company (the “Shares”) as of such date, from Randall Letcavage, the majority shareholder of the Company (the “Agreement”). However, Mr. Milonas claims that he did not fully execute and deliver the Agreement and has disclaimed ownership of the subject shares. Mr. Letcavage will not contest Mr. Milonas’ claims and as a result, Mr. Letcavage’s ownership of the shares did not change as disclosed. On August 9, 2018, Mr. Letcavage, as the holder of 91% of the outstanding shares of common stock of the Company, approved the appointment of Peter Sohn as the Chief Executive Officer and Chief Financial Officer and Director of the Company. Effective December 17, 2018, and Mr. Sohn accepted the appointments as Chief Executive Officer and Chief Financial Officer and Director of the Company. On December 17, 2018, Mr. Letcavage delivered to Peter Sohn an agreement for the acquisition by Mr. Sohn of the Shares from Mr. Letcavage, which agreement is dated August 9, 2018, but was delivered and deemed effective on December 17, 2018 (the “Agreement”). As a result, Mr. Sohn is now able to unilaterally control the election of our Board of Directors, all matters upon which shareholder approval is required and, ultimately, the direction of the Company Share Exchange Agreement and Subscriptions Effective September 11, 2017 (the “Closing Date”), the Company entered into that certain Share Exchange Agreement (the “Share Exchange Agreement”), dated as of September 1, 2017, by and among the Company, Nexalin and shareholders of Nexalin holding a majority of the issued and outstanding shares of Nexalin common stock (the “Nexalin Shareholders”). Pursuant to the Share Exchange Agreement, the Company agreed to exchange the outstanding equity stock of Nexalin held by the Nexalin Shareholders for units (the “Units”) consisting of an aggregate of approximately 25,000,000 newly issued shares of the Common Stock, $0.001 par value, of the Company and warrants (the “Warrants”) to purchase an aggregate of approximately 25,000,000 newly issued shares of the Common Stock, $0.001 par value, of the Company. The warrants are two-year warrants exercisable at the end of one year for exercise prices between $1.50 and $1.75 per share, payable in cash. The warrants must be promptly exercised, and subject to forfeiture if not so exercised, if the Company’s shares achieve a trading price of $3.00 or more for 30 consecutive days. At the Closing Date, the Company approved the issuance of approximately 15,500,000 shares of common stock to the Nexalin shareholders, together with warrants for the purchase of an additional 15,500,000 shares and reserved approximately 9,500,000 additional shares, together with the related warrants, for the issuance to remaining Nexalin shareholders who are expected to execute and deliver the Share Exchange Agreement, including approximately 1,100,000 shares and related warrants issuable immediately to consultants in connection with the transactions contemplated by the Share Exchange Agreement. On September 15, 2017, Legacy Ventures International, Inc., (the “Company”), filed a Current Report on Form 8-K (the “09/15/17 Form 8K”) announcing that effective September 11, 2017 (the “Closing Date”), the Company, on the one hand, and Nexalin Technology, Inc., a Nevada corporation (“Nexalin”), and shareholders of Nexalin holding a majority of the issued and outstanding shares of Nexalin common stock (the “Nexalin Shareholders”), on the other hand, entered into a Share Exchange Agreement (the “Share Exchange Agreement”), dated as of September 1, 2017. In the Share Exchange Agreement the Company agreed to issue units in exchange for all the outstanding equity stock of Nexalin held by the Nexalin Shareholders. The “Units” were to consist of an aggregate of approximately 25,000,000 newly issued shares of the Company’s Common Stock, $0.001 par value, and warrants (the “Warrants”) to purchase an aggregate of approximately 25,000,000 newly issued shares of the Company’s Common Stock, $0.001 par value. On November 29, 2017, the Company filed an amendment to its 09/15/17 Form 8-K (the “11/29/17 Amended Form 8K”) announcing that the “Closing Date” as defined in the Share Exchange Agreement was September 30, 2017, and, further, that as of the date of the of the 11/29/17 Amended Form 8K, the holders of approximately 90% of the equity securities of Nexalin had exchanged their shares into shares of the Company’s Common Stock. On December 26, 2017, the Company filed a Current Report on Form 8K (the “12/26/17 Form 8K”) announcing that on December 21, 2017, the Company’s sole officer and director, Randy Letcavage, who was at the time Nexalin’s sole officer and director, resigned all officer and director positions with the Company and Nexalin. It was also announced that Mark White was appointed as the Interim Chief Executive Officer and Interim Chief Financial Officer of both the Company and Nexalin. Finally, it was announced that Rick Morad was appointed as the sole director of the Company and Nexalin. On February 1, 2018, the Company filed a Current Report on Form 8K (the “02/01/18 Form 8K”) announcing that Mark White was appointed as a Company director. |
GOING CONCERN AND BASIS OF PRES
GOING CONCERN AND BASIS OF PRESENTATION | 6 Months Ended |
Dec. 31, 2019 | |
Going Concern [Abstract] | |
GOING CONCERN AND BASIS OF PRESENTATION | NOTE 2 – GOING CONCERN AND BASIS OF PRESENTATION The Company’s interim condensed financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. During the current year, the Company has incurred recurring losses from operations and as at December 31, 2019 has a working capital deficiency of $193,387, and an accumulated deficit of $6,588,190. The Company’s continued existence is dependent upon its ability to continue to execute its operating plan and to obtain additional debt or equity financing. These conditions raise substantial doubt about our ability to continue as a going concern. There can be no assurance that the necessary debt or equity financing will be available, or will be available on terms acceptable to the Company, in which case the Company may be unable to meet its obligations. Should the Company be unable to realize its assets and discharge its liabilities in the normal course of business, the net realizable value of its assets may be materially less than the amounts recorded in the financial statements. The financial statements do not include any adjustments relating to the recoverability of recorded asset amounts that might be necessary should the Company be unable to continue in existence. The unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's annual report filed with the SEC on Form 10-K for the year ended June 30, 2019. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. Operating results for the three and six months ended December 31, 2019 are not necessarily indicative of the results to be expected for the year ending June 30, 2020. Notes to the interim condensed financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the year ended June 30, 2019, as reported in Form 10-K, have been omitted. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS | 6 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS | NOTE 3 – SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS SIGNIFICANT ACCOUNTING POLICIES The Company's significant accounting policies have not changed from the year ended June 30, 2019. BASIC AND DILUTED NET INCOME (LOSS) PER SHARE |
BASIC AND DILUTED NET LOSS PER
BASIC AND DILUTED NET LOSS PER SHARE | 6 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
BASIC AND DILUTED NET LOSS PER SHARE | NOTE 4 – PROMISSORY AND CONVERTIBLE NOTES On September 11, 2017, the Company issued a Convertible Promissory Note ("Convertible Note") to an accredited investor. The Convertible Note has an aggregate principal amount of $500,000, and was payable on September 11, 2018 (the "Maturity Date"), and bears an interest rate of 4% per annum, with an interest rate of 18% per annum if the Convertible Note was not repaid by the Maturity Date. The holder may convert the Convertible Note at any time up to the Maturity Date into shares of the Company's common stock, par value $0.001 per share, at a conversion price equal to $1.00 per share. The Company could prepay the Convertible Note prior to the Maturity Date and/or the date of conversion without penalty upon receiving the written consent of the holder. The Convertible Note payable contained a beneficial conversion feature. As a result, the Company recognized a nominal value for the Convertible note, at the September 11, 2017 issuance date, the balance of which was accreted to the face value at the effective interest rate. Accretion expense for the six months ended December 31, 2019 and December 31, 2018 was $nil and $467,575. The difference between the nominal value ascribe to the Convertible Note on issuance and the face value was recorded in the Additional Paid In Capital. As a result of the series of events discussed previously on Note 1, on April 11, 2018, the Company wrote-off the value of the Convertible Note as well as the accrued interest receivable thereon. The Convertible Note was assigned to an accredited arm’s length third party, in exchange for the waiver of the promissory note payable pursuant to the terms of the Assignment Agreement. On September 11, 2017, the Company received a Promissory Note ("Promissory Note") from Nexalin Technology, Inc. The Promissory Note has an aggregate principal amount of $500,000 and is payable on December 31, 2017 (the "Maturity Date") and bears an interest rate of 4% per annum. On December 18, 2018, the Company entered into an assignment agreement (“Assignment Agreement”) with the holder of the Convertible Note, whereby, the Promissory Note was assigned to the Convertible Note holder in exchange for the waiver and cancellation of the Convertible Note. As a result, the Company recognized a gain of $545,580 for the year ended June 30, 2019, which was the carrying value of the Convertible Note and the accrued interest payable thereon at the time the assignment agreement was entered into. SECURED PROMISSORY NOTES On December 2, 2018, the Company issued a Secured Promissory Note ("Secured Notes") to an accredited investor. The Secured Note has an aggregate principal amount of $50,000, and is payable on December 2, 2019 (the "Maturity Date"), and bears an interest rate of 4% per annum. The amount owing under the Secured Note is secured by the assets of the Company. The note may be converted, the terms of which are to be negotiated between the Company and the note holder. The principal and interest was not paid at the maturity date as the Company continues to negotiate a settlement with the Secured Note holder. The Company has incurred interest expense of $806 and $159 for the three months ended December 31, 2019 and 2018, respectively, and incurred interest expense of $1,310 and $159 for the six months ended December 31, 2019 and 2018, respectively. On September 6, 2019, the Company issued a Secured Promissory Note ("Secured Notes") to an accredited investor. The Secured Note has an aggregate principal amount of $50,000, and is payable on September 6, 2020 (the "Maturity Date"), and bears an interest rate of 4% per annum. The amount owing under the Secured Note is secured by the assets of the Company. The note may be converted, the terms of which are to be negotiated between the Company and the note holder. The Company recorded interest expense of $285 for the three and six months ended December 31, 2019. UNSECURED CONVERTIBLE PROMISSORY NOTES On June 28, 2017 the Company issued $20,000 of unsecured convertible promissory notes (“Notes”). The Notes matured on June, 27, 2018, and bear interest at a rate of 8% per annum. The Notes are convertible into the Common Stock of the Company at a fixed conversion rate of $0.75 per share at any time prior to the maturity date. The Company evaluated the terms and conditions of the Notes under the guidance of ASC 815, Derivatives and Hedging. The conversion feature met the definition of conventional convertible for purposes of applying the conventional convertible exemption. The definition of conventional contemplates a limitation on the number of shares issuable under the arrangement. The instrument was convertible into a fixed number of shares and there were no down round protection features contained in the contracts. The Company was required to consider whether the hybrid contracts embodied a beneficial conversion feature (“BCF”). The calculation of the effective conversion amount resulted in a BCF because the fair value of the conversion was greater than the Company’s stock price on the date of issuance and a BCF was recorded in the amount of $20,000 and accordingly the amount of $20,000 was credited to Additional Paid in Capital. The BCF which represents debt discount is accreted over the life of the loan using the effective interest rate. Accretion expense for the three and six months ended December 31, 2019 and 2018 was $nil, respectively. Interest expense for the three months ended December 31, 2019 and 2018, was $231 and $222, respectively. Interest expense for the six months ended December 31, 2019, was $460 and $448, respectively. As at December 31, 2019, the carrying value of the notes were $20,000 (June 30, 2019 - $20,000). No amounts of principal and interest for the above mentioned notes have been paid to date. |
RELATED PARTY ADVANCES AND BALA
RELATED PARTY ADVANCES AND BALANCES, AND ADVANCES FROM THIRD PARTIES | 6 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
RELATED PARTY ADVANCES AND BALANCES, AND ADVANCES FROM THIRD PARTIES | NOTE 5 – RELATED PARTY ADVANCES AND BALANCES, AND ADVANCES FROM THIRD PARTIES During the three and six months ended December 31, 2019 and 2018, the Company was advanced $nil, respectively, by a third party. The funds were used to pay certain professional fees including auditors, and accountants. The Company is currently in the process of negotiating with the third party with respect to settlement of the amount advanced. As at December 31, 2018 and June 30, 2019, the Advances from third parties was $22,925. |
COMMON AND PREFERRED STOCK TRAN
COMMON AND PREFERRED STOCK TRANSACTIONS | 6 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
COMMON AND PREFERRED STOCK TRANSACTIONS | NOTE 6 - COMMON AND PREFERRED STOCK TRANSACTIONS COMMON STOCK - AUTHORIZED As at December 31, 2019, the Company was authorized to issue 10,000,000 of preferred stock, with a par value of $0.0001 and 100,000,000 of common stock, with a par value of $0.0001. There were no common stock transactions in the period ended December 31, 2019 and year ended June 30, 2019. |
ORGANIZATION AND DESCRIPTION _2
ORGANIZATION AND DESCRIPTION OF BUSINESS (Details Narrative) | Jun. 06, 2018shares | Sep. 11, 2017Days$ / sharesshares | Jun. 28, 2017shares | Dec. 31, 2019$ / sharesshares | Jun. 30, 2019$ / sharesshares | Aug. 31, 2016USD ($) |
Common stock, par value | $ / shares | $ 0.0001 | $ 0.0001 | ||||
Warrant term | 2 years | |||||
Common stock, shares issued | 315,064 | 315,064 | ||||
Purchase of additional warrants, shares | 15,500,000 | |||||
Purchase of additional reserved warrants, shares | 9,500,000 | |||||
Trading price, per share | $ / shares | $ 3 | |||||
Warrants issue, shares | 1,100,000 | |||||
Trading price number of consecutive days | Days | 30 | |||||
Warrant [Member] | Minimum [Member] | ||||||
Exercise price of warrant | $ / shares | $ 1.50 | |||||
Warrant [Member] | Maximum [Member] | ||||||
Exercise price of warrant | $ / shares | $ 1.75 | |||||
Share Exchange Agreement [Member] | ||||||
Common stock shares newly issued | 25,000,000 | |||||
Common stock, par value | $ / shares | $ 0.001 | |||||
Share Exchange Agreement [Member] | Warrant [Member] | ||||||
Common stock shares newly issued | 25,000,000 | |||||
Common stock, par value | $ / shares | $ 0.001 | |||||
RM [Member] | ||||||
Cash and retirement of indebtedness | $ | $ 175,000 | |||||
Randall Letcavage [Member] | Stock purchase agreement [Member] | ||||||
Stock issued for acquisition | 286,720 | |||||
Percentage of issued and outstanding shares acquired | 91.00% | |||||
Matthew Milonas [Member] | ||||||
Stock issued for acquisition | 286,720 | |||||
Percentage of issued and outstanding shares acquired | 91.00% | |||||
Nexalin Shareholder [Member] | ||||||
Common stock, shares issued | 15,500,000 |
GOING CONCERN AND BASIS OF PR_2
GOING CONCERN AND BASIS OF PRESENTATION (Details Narrative) | Dec. 31, 2019USD ($) |
Going Concern [Abstract] | |
Working capital deficiency | $ (181,282) |
PROMISSORY AND CONVERTIBLE NOTE
PROMISSORY AND CONVERTIBLE NOTES (Details Narrative) - USD ($) | Sep. 06, 2019 | Dec. 02, 2018 | Sep. 11, 2017 | Jun. 28, 2017 | Dec. 31, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Jun. 30, 2019 | Jun. 30, 2018 |
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||||
Accretion expense | $ 467,575 | |||||||||||
Gain on cancellation of Convertible Note | $ 545,580 | |||||||||||
Proceeds from related party | $ 22,925 | $ 22,925 | ||||||||||
Unsecured Convertible Promissory Notes [Member] | ||||||||||||
Aggregate principal amount | $ 20,000 | |||||||||||
Maturity date | Jun. 27, 2018 | |||||||||||
Interest-bearing, Interest Rate | 8.00% | |||||||||||
Interest expense | $ 229 | $ 226 | ||||||||||
Accretion expense | 0 | 0 | ||||||||||
Carrying value of convertible note | 20,000 | $ 20,000 | ||||||||||
Secured Promissory Note [Member] | Accredited investor [Member] | ||||||||||||
Aggregate principal amount | $ 500,000 | |||||||||||
Maturity date | Dec. 2, 2019 | |||||||||||
Interest-bearing, Interest Rate | 4.00% | |||||||||||
Convertible Promissory Note [Member] | Accredited investor [Member] | ||||||||||||
Aggregate principal amount | $ 500,000 | |||||||||||
Maturity date | Sep. 11, 2018 | |||||||||||
Interest rate | 18.00% | |||||||||||
Interest-bearing, Interest Rate | 4.00% | |||||||||||
Common stock, par value | $ 0.001 | |||||||||||
Conversion Price | $ 1 | |||||||||||
Accretion expense | 0 | $ 476,575 | ||||||||||
Convertible Note [Member] | Nexalin Technology, Inc [Member] | ||||||||||||
Aggregate principal amount | $ 500,000 | |||||||||||
Maturity date | Dec. 31, 2017 | |||||||||||
Interest-bearing, Interest Rate | 4.00% | |||||||||||
Secured Note [Member] | Accredited investor [Member] | ||||||||||||
Aggregate principal amount | $ 50,000 | |||||||||||
Maturity date | Sep. 6, 2020 | |||||||||||
Interest-bearing, Interest Rate | 4.00% | |||||||||||
Proceeds from related party | $ 27,576 |
RELATED PARTY ADVANCES AND BA_2
RELATED PARTY ADVANCES AND BALANCES, AND ADVANCES FROM THIRD PARTIES (Details Narrative) - USD ($) | 6 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Related Party Transactions [Abstract] | ||
Proceeds from third party advances | $ 22,925 | $ 22,925 |
COMMON AND PREFERRED STOCK TR_2
COMMON AND PREFERRED STOCK TRANSACTIONS (Details Narrative) - $ / shares | Dec. 31, 2019 | Jun. 30, 2019 |
Equity [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |