STOCKHOLDERS' DEFICIENCY | 9. STOCKHOLDERS’ DEFICIENCY COMMON STOCK - AUTHORIZED As at September 30, 2016, the Company 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. COMMON STOCK - ISSUED AND OUTSTANDING On September 9, 2015, the Board of Directors and stockholders of the Company approved a Certificate of Amendment to its Articles of Incorporation to increase the par value of Company’s common stock and preferred stock from no par value to $0.0001 per stock and approved a 1:7 forward split upon the increase of the par value. As a result, the issued and outstanding common stock of the Company increased from 7,400,000 stocks prior to the Forward Split to 51,800,000 stocks following the Forward Split. Prior year amounts have been restated from the earliest period presented, to reflect the effect of the forward split. On September 30, 2015 the Company issued 2,000,000 of common stock to the former stockholders of RM Fresh pursuant to Share Exchange Agreement. Further, the Principal stockholder of the Company agreed to cancel 25,800,000 of common stock in accordance with the Cancellation Agreement. As explained in Note 8, on September 30, 2015 the holders of convertible notes payable exercised their option to convert the notes payable including interest into stocks at a price of $1 per stock with the resultant issuance of 180,000 stocks. During October and December 2015, the Company issued 92,000 of common stock to three investors at a price of $1.25 per common stock and received gross proceeds of $115,000. On October 1, 2015, the Company issued 250,000 of common stock to a director in connection with joining the board of directors. These stocks were fair valued at $337,500, determined based on the market price on the date of issuance, and recorded as expense under professional fees in the statement of operations. During October and December 2015, the Company issued 335,000 of common stock to various third parties in connection with providing consulting services. These stocks were fair valued at $452,350, and expensed during the year ended June 30, 2016. During February 2016, the Company issued 70,000 of common stock to one investor at a cash price of $0.50 per common stock and received gross proceeds of $35,000. On January 8, 2016 and March 31, 2016, the Company issued 250,000 each of common stock to two directors in connection with joining the board of directors. These stocks were fair valued at $290,000 and $22,500 respectively, determined based on the market price on the date of issuance, and expensed during the year ended June 30, 2016. On January 26, 2016, the Company issued 100,000 of common stock to third parties in connection with providing consulting services. These stocks were fair valued at $89,000, determined based on the market price on the date of issuance, and expensed during the year ended June 30, 2016. At September 30, 2016, there were 29,527,000 of common stock issued and outstanding (June 30, 2016– 29,527,000 of common stock) of which 15,247,000 stocks are restricted while 14,280,000 are unrestricted. The restricted stocks have been issued to various parties through private placements, as start-up capital or as consideration for professional services. These restricted stocks will be available for sale under Rule 144 of the Securities Act of 1933, as amended, when the conditions of Rule 144 have been met. |