AppSoft (ASFT) 10-Q 21 May 24 2024 Q1 Quarterly report Financial data

Cover

Cover - shares	3 Months Ended
	Mar. 31, 2024	May 20, 2024
Cover [Abstract]
Entity Registrant Name	APPSOFT TECHNOLOGIES, INC.
Entity Central Index Key	0001651992
Document Type	10-Q
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Small Business	true
Entity Shell Company	false
Entity Emerging Growth Company	true
Entity Current Reporting Status	Yes
Document Period End Date	Mar. 31, 2024
Entity Filer Category	Non-accelerated Filer
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2024
Entity Ex Transition Period	false
Entity Common Stock Shares Outstanding		4,504,103
Entity File Number	333-206764
Entity Incorporation State Country Code	NV
Entity Tax Identification Number	47-3427919
Entity Address Address Line 1	1225 Franklin Avenue
Entity Address Address Line 2	Suite 325
Entity Address City Or Town	Garden City
Entity Address State Or Province	NY
Entity Address Postal Zip Code	11530
City Area Code	516
Local Phone Number	224-7717
Security 12g Title	common stock, par value $0.001 per share
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Trading Symbol	ASFT

Balance Sheets

Balance Sheets - USD ($)	Mar. 31, 2024	Dec. 31, 2023
CURRENT ASSETS
Cash	$ 107	$ 8
TOTAL CURRENT ASSETS	107	8
TOTAL ASSETS	107	8
CURRENT LIABILITIES
Accounts Payable and Accruals	298	298
Accrued Interest	29,526	27,541
TOTAL CURRENT LIABILITIES	29,824	27,839
Note Payable	405,643	392,543
TOTAL LIABILITIES	435,467	420,382
COMMITMENTS AND CONTINGENCIES	0	0
STOCKHOLDER'S EQUITY
Series A Cumulative, Convertible Preferred stock ($0.0001 par value; 10,000,000 shares authorized; 1,936,000 and 1,936,000 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively)	193	193
Common stock ($0.0001 par value; 1,000,000,000 shares authorized; 4,504,103 and 4,504,103 shares issued and outstanding at March 31, 2024 and December 31, 2023, respectively)	449	449
Additional Paid in Capital	533,858	533,858
Accumulated Deficit	(969,860)	(954,874)
TOTAL STOCKHOLDER'S EQUITY (DEFICIT)	(435,360)	(420,374)
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY/(DEFICIT)	$ 107	$ 8

Balance Sheet (Parenthetical)

Balance Sheet (Parenthetical) - $ / shares	Mar. 31, 2024	Dec. 31, 2023	Mar. 31, 2023
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	1,000,000,000	1,000,000,000
Common Stock, Shares, Issued	4,504,103	4,504,103
Common Stock, Shares, Outstanding	4,504,103	4,504,103
Series A Cumulative Convertible Preferred Stock [Member]
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	10,000,000	10,000,000	10,000,000
Preferred Stock, shares issued	1,936,000	1,936,000	1,936,000
Preferred Stock, shares outstanding	1,936,000	1,936,000	1,936,000

Statements of Operations (Unaud

Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Statements of Operations (Unaudited)
Sales	$ 0	$ 0
Total Revenue	0	0
EXPENSES:
Selling, General and Administrative	2,252	1,409
Interest Expense	1,984	1,704
Outside Services	0	975
Professional Fees	10,750	22,980
Total Expense	14,986	27,068
Loss from operations	(14,986)	(27,068)
Other Income/Loss)
Income on Extinguishment of Debt	0	7,900
Provision for Income Taxes	0	0
NET LOSS	$ (14,986)	$ (19,168)
Weighted average common shares outstanding, basic and fully diluted	4,504,103	4,504,103
Basic and fully diluted net loss per common share:	$ 0	$ 0

Statements of Cash Flows (Unaud

Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (14,986)	$ (27,068)
Income on Extinguishment of Debt	0	7,900
Changes in Assets and Liabilities:
Increase (decrease) in Accounts Payable and Other Accruals	0	1,469
Increase (decrease) in Accrued Interest Expense	1,985	1,704
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES	(13,001)	(15,995)
CASH FLOWS TO/(FROM) FINANCING ACTIVITIES:
Note Payable - borrowings	13,100	16,023
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES	13,100	16,023
NET INCREASE(DECREASE) IN CASH AND CASH EQUIVALENTS	99	28
CASH AND CASH EQUIVALENTS,
BEGINNING OF THE PERIOD	8	5
END OF THE PERIOD	107	33
CASH PAID DURING THE PERIOD FOR:
Interest	0	0
Taxes	$ 0	$ 0

Statement of Stockholders' Equi

Statement of Stockholders' Equity (Unaudited) - USD ($)	Total	Common Stock	Preferred Stock	Additional Paid-in Capital	Retained Earnings (Accumulated Deficit)
Balance, shares at Dec. 31, 2022		4,504,143	1,936,000
Balance, amount at Dec. 31, 2022	$ (369,932)	$ 449	$ 193	$ 533,858	$ (904,432)
Net Loss	(19,168)	$ 0	$ 0	0	(19,168)
Balance, shares at Mar. 31, 2023		4,504,143	1,936,000
Balance, amount at Mar. 31, 2023	(389,100)	$ 449	$ 193	533,858	(923,600)
Balance, shares at Dec. 31, 2023		4,504,143	1,936,000
Balance, amount at Dec. 31, 2023	(420,374)	$ 449	$ 193	533,858	(954,874)
Net Loss	(14,986)	$ 0	$ 0	0	(14,986)
Balance, shares at Mar. 31, 2024		4,504,143	1,936,000
Balance, amount at Mar. 31, 2024	$ (435,360)	$ 449	$ 193	$ 533,858	$ (969,860)

BUSINESS ACTIVITY

BUSINESS ACTIVITY	3 Months Ended
	Mar. 31, 2024
BUSINESS ACTIVITY
BUSINESS ACTIVITY	NOTE A—BUSINESS ACTIVITY AppSoft Technologies (the "Company”) was organized under the laws of the State of Nevada March 24, 2015. The Company’s fiscal year-end is December 31 st

GOING CONCERN

GOING CONCERN	3 Months Ended
	Mar. 31, 2024
GOING CONCERN
GOING CONCERN	NOTE B—GOING CONCERN The accompanying financial statements have been prepared on a going concern basis, which assumes the Company will realize its assets and discharge its liabilities in the normal course of business. As reflected in the accompanying financial statements, the Company has a deficit accumulated of $969,860 and cash used in operations of $13,001 at the period ended March 31, 2024. The Company’s ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. These circumstances raise substantial doubt about the Company’s ability to continue as a going concern for the 12 months from the date when these financial statements were issued. The accompanying financial statements do not include any adjustments that might arise because of this uncertainty. To address these aforementioned, management has undertaken the following initiatives: 1) enter into discussions to secure additional equity funding from current or new shareholders; 2) undertake a program to continue to monitor the Company’s ongoing working capital requirements and minimum expenditure commitments; 3) continue their focus on maintaining an appropriate level of corporate overhead in line with the Company’s available cash resources.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2024
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE C—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation- The financial statements included herein were prepared under Generally Accepted Accounting Principles (GAAP). All adjustments have been made which in the opinion of management are necessary, normal, and recurring in nature for presentation. Interim filings should be read in conjunction with the Company’s annual report as of December 31, 2023. Cash and Cash Equivalents- For the purposes of the Statement of Cash Flows, the Company considers liquid investments with an original maturity of three months or less to be cash equivalents. Management’s Use of Estimates- The preparation of 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 financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The financial statements above reflect all the costs of doing business. Revenue Recognition- On May 28, 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.2014-09, Revenue from Contracts with Customers, Topic 606 (“ASC 606”), requiring an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The new revenue standard replaces most existing revenue recognition guidance in GAAP and permits the use of either the full retro30spective or modified retrospective transition method. The Company adopted this standard using the modified basis effective January 1, 2019, and given the Company's limited revenue, the modified retrospective basis has no material impact on prior years given the limited revenue. Comprehensive Income (Loss) - The Company reports Comprehensive income and its components following guidance set forth by section 220-10 of the FASB Accounting Standards Codification which establishes standards for the reporting and display of comprehensive income and its components in the financial statements. There were no items of comprehensive income (loss) applicable to the Company during the period covered in the financial statements. Net Income 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 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 share is computed by dividing net loss by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. There was a total of 1,936,000 upon conversion of preferred stock as of March 31, 2024. Deferred Taxes- The Company accounts for income taxes under Section 740-10-30 of the FASB Accounting Standards Codification. Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date. Fair Value of Financial Instruments- The carrying amounts reported in the balance sheet for cash, accounts receivable and accounts payable approximate fair value based on the short-term maturity of these instruments. Accounts Receivable- Accounts deemed uncollectible are written off in the year they become uncollectible. As of March 31, 2024 and 2023, the balance in Accounts Receivable was $0 and $0. Impairment of Long-Lived Assets- The Company evaluates the recoverability of its fixed assets and other assets in accordance with section 360-10-15 of the FASB Accounting Standards Codification for disclosures about Impairment or Disposal of Long-Lived Assets. Disclosure requires recognition of impairment of long-lived assets in the event the net book value of such assets exceeds its expected cash flows. If so, it is impaired and is written down to fair value, which is determined based on either discounted future cash flows or appraised values. The Company adopted the statement on inception. No impairments of these types of assets were recognized during the periods ended March 31, 2024 and 2023. Stock-Based Compensation- The Company accounts for stock-based compensation using the fair value method following the guidance set forth in section 718-10 of the FASB Accounting Standards Codification for disclosure about Stock-Based Compensation. This section requires a public entity to measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). That cost will be recognized over the period during which an employee is required to provide service in exchange for the award- the requisite service period (usually the vesting period). No compensation cost is recognized for equity instruments for which employees do not render the requisite service. Fair Value for Financial Assets and Financial Liabilities- 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 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 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 as of the reporting date. Level 2 Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3 Pricing inputs that are generally unobservable inputs and not corroborated by market data. The carrying amounts of the Company’s financial assets and liabilities, such as cash and accrued expenses, approximate their fair values because of the short maturity of these instruments. The Company’s note payable approximates the fair value of such instrument based upon management’s best estimate of interest rates that would be available to the Company for similar financial arrangement at the periods ended March 31, 2024 and 2023. The Company does not have any assets or liabilities measured at fair value on a recurring or a non-recurring basis, consequently, the Company did not have any fair value adjustments for assets and liabilities measured at fair value at March 31, 2024, nor gains or losses are reported in the statement of operations that are attributable to the change in unrealized gains or losses relating to those assets and liabilities still held at the reporting date for the periods ended March 31, 2024 and 2023. Recently Issued Accounting Pronouncements In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures”, which improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 is effective for the Company for the year ended 2024 and early adoption is permitted. Upon adoption, the guidance should be applied retrospectively to all prior periods presented in the financial statements. The Company does not expect that the guidance will have material impacts on its financial position, results of operations or cash flows. The Company is evaluating the impact that the updated standard will have on its financial statement disclosures. In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”, which improves the transparency of income tax disclosures. ASU 2023-09 is effective for the Company for the year ended December 31, 2025 and early adoption is permitted. Upon adoption, the guidance should be applied retrospectively to all prior periods presented in the financial statements. The Company is evaluating the impact that the updated standard will have on its financial statement disclosures. Other pronouncements issued by the FASB or other authoritative accounting standards groups with future effective dates are either not applicable or are not expected to be significant to the Company’s financial position, results of operations or cash flows.

SEGMENT REPORTING

SEGMENT REPORTING	3 Months Ended
	Mar. 31, 2024
SEGMENT REPORTING
NOTE D - SEGMENT REPORTING	NOTE D-SEGMENT REPORTING The Company follows the guidance set forth by section 280-10 of the FASB Accounting Standards Codification for reporting and disclosure on operating segments of the Company. It also requires segment disclosures about products and services, geographic areas, and major customers. The Company determined that it did not have any separately reportable operating segments as of March 31, 2024 and 2023.

CAPITAL STOCK

CAPITAL STOCK	3 Months Ended
	Mar. 31, 2024
CAPITAL STOCK
CAPITAL STOCK	NOTE E-CAPITAL STOCK The Company is authorized to issue 1,000,000,000 Common Shares at $.0001 par value per share. Total issued and outstanding shares of common stock is 4,504,103 and 4,504,103 as of March 31, 2024 and March 31, 2023, respectively. Total issued and outstanding shares of preferred stock is 1,936,000 and 1,936,000 as of March 31, 2024 and March 31, 2023, respectively. The Company is authorized to issue 10,000,000 Series A Cumulative, Convertible Preferred Shares (Preferred Stock) at $.0001 par value per share. During the period from inception (March 24, 2015) through December 31, 2016, the Company issued 2,000,000 shares of preferred stock at $.05 per share to Ventureo, LLC in exchange for $50,000 in cash and Phone Apps with a fair market value of $50,000 for a total of $100,000. The shares of “Preferred Stock” are convertible, at the option of the holder, into shares of common stock at a conversion price of $0.005 per share. The holder of the “Preferred Stock” may not convert any portion of the “Preferred Stock” if, after giving effect to such conversion, the holder would beneficially own in excess of 4.99%, except that the holder may, by written notice to the Company, increase or decrease this percentage up to a maximum of 9.99%, provided that any such increase will not be effective until the 61 st The Company is authorized to issue 10,000,000 Series A Cumulative, Convertible Preferred Shares (Preferred Stock) at $.0001 par value per share. During the period from inception (March 24, 2015) through December 31, 2016, the Company issued 2,000,000 shares of preferred stock at $.05 per share to Ventureo, LLC in exchange for $50,000 in cash and Phone Apps with a fair market value of $50,000 for a total of $100,000. The shares of “Preferred Stock” are convertible, at the option of the holder, into shares of common stock at a conversion price of $0.005 per share. The holder of the “Preferred Stock” may not convert any portion of the “Preferred Stock” if, after giving effect to such conversion, the holder would beneficially own in excess of 4.99%, except that the holder may, by written notice to the Company, increase or decrease this percentage up to a maximum of 9.99%, provided that any such increase will not be effective until the 61 st The Company agreed to reduce the price at which each share of Series A Preferred Stock, of which Ventureo is the sole holder, converts into Common Stock from $0.005 per share to $0.0002 per share. The Company filed an amendment to its Articles of Incorporation reflecting the change of the conversion price. The Company’s Board approved the Agreement by unanimous written consent to action on November 30, 2018, and the Majority Holders approved the Agreement by the Stockholder Consent on December 4, 2018. During 2021, the Company converted 1,400 shares of Preferred Stock into 350,000 shares of Common Stock. Capital Contributions Brian Kupchik, President, and CEO made no capital contributions during the quarters ended March 31, 2024 and March 31, 2023.

INCOME TAX

INCOME TAX	3 Months Ended
	Mar. 31, 2024
INCOME TAX
INCOME TAX	NOTE F – INCOME TAX The Company provides for income taxes under (now included under Accounting Standards Codification (ASC), 740), Accounting for Income Taxes. ASC 740 requires the use of an asset and liability approach in accounting for income taxes. Deferred tax assets and liabilities are recorded based on the differences between the financial statement and tax bases of assets and liabilities and the tax rates in effect when these differences are expected to reverse. ASC 740 requires the reduction of deferred tax assets by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some or all the deferred tax assets will not be realized. For Federal income tax purposes, the Company has net operating loss carry forwards that expire through 2030. The net operating loss carry forward as of March 31, 2024 is approximately $969,860 and as of March 31, 2023 is $923,600 approximately. The total deferred tax assets are approximately $204,000 and $194,000 for the periods ended March 31, 2024 and 2023, respectively. No tax benefit has been reported in the financial statements because after evaluating our own potential tax uncertainties, the Company has determined that there are no material uncertain tax positions that have a greater than 50% likelihood of reversal if the Company were to be audited. The provision for income taxes differs from the amounts which would be provided by applying the statutory federal income tax rate of 21% to the net loss before provision for income taxes for the following reasons: The Company is not obligated to pay State Income Taxes because it is a Nevada corporation. The Company does not currently have any tax returns open for examination.

NOTES PAYABLE AND NOTE EXCHANGE

NOTES PAYABLE AND NOTE EXCHANGE AGREEMENT	3 Months Ended
	Mar. 31, 2024
NOTES PAYABLE AND NOTE EXCHANGE AGREEMENT
NOTES PAYABLE AND NOTE EXCHANGE AGREEMENT	NOTE G--NOTES PAYABLE AND NOTE EXCHANGE AGREEMENT The total amount of the Notes Payable is $405.643 Detail of the Notes Payable is as follows: 2018 Notes Payable 2018 Principal and Interest were consolidated into promissory note in the amount of $160,314 On November 30, 2018, the Company entered into an Exchange Agreement with its Creditors under which each Creditor agreed to cancel the Original Notes issued and accept a new promissory note in the amount of $160,314 from the Company evidencing the amount of principal and accrued interest thereon through such date owed to the Creditor that mature on December 31, 2021 in exchange for the Original Notes. In consideration for the exchange of the Original Notes for the New Notes, the Company agreed to reduce the price at which each share of Series A Preferred Stock, of which Ventureo is the sole holder, converts into Common Stock from $0.005 per share to $0.0002 per share. The Company filed an amendment to its Articles of Incorporation reflecting the change of the conversion price. The Company’s Board approved the Agreement by unanimous written consent to action on November 30, 2018, and the Majority Holders approved the Agreement by the Stockholder Consent on December 4, 2018. Although new borrowings are not yet formalized into a note agreement, the Company and the lender agree that the new loans have the same terms and conditions for the formalized notes. 2019 Notes Payable In 2019 an additional $42,106 BGS Drawdown Promissory Note On December 31, 2020, the Company executed a Drawdown Promissory Note in favor of Bryan Glass Securities, Inc. (“BGS”) under which the Company is entitled to borrow up to an aggregate of $150,000 during the 2020 and 2021 calendar years (the “Drawdown Note”). The original drawdown amount was $50,000 but has been increased to $150,000 in 2021. Under the Drawdown Note, the Company must request a drawdown against the instrument not less than three days prior to the date on which it requires the proceeds stating the amount of the drawdown and the purposes to which the proceeds will be applied. BGS is entitled to approve or decline an advance of all or a portion of the drawdown request. The unpaid principal amount of the Drawdown Note bears interest at the rate of 2% per year. On October 17, 2022, BGS agreed to extend the maturity date of the Drawdown Note to December 31, 2024. On January 1, 2023, the Drawdown Note amount was increased from $150,000 to $400,000. · During the year 2020, $38,800 · During the year 2021, $62,721 · During the year 2022, $24,775 · During the year 2023, $63,827 · During the 1 st $13,100 As of March 31, 2024, the Company has borrowed an aggregate of $203,223 $196,777

WRITE-OFF OF PAYABLES

WRITE-OFF OF PAYABLES	3 Months Ended
	Mar. 31, 2024
WRITE-OFF OF PAYABLES
WRITE-OFF OF PAYABLES	NOTE H—WRITE-OFF OF PAYABLES During the 1 st Laws governing the statute of limitations relating to contractual obligations in Nevada are set forth in Title 2, Civil Practice, Chapter 11, of the Nevada Revised Statutes (“NRS”), entitled “Limitations of Actions,” comprising NRS 11.190 through NRS 11.250. With respect to contractual obligations, under Nevada law, a plaintiff must commence an action permitted at law within the specific time period allotted under Chapter 11 of the NRS. If the action is not brought within the allotted time period, the defendant may assert a defense that the of limitations. The statute of limitations is an affirmative defense in which the defendant introduces evidence, which, if found to be credible, will negate criminal or civil liability, even if it is proven that the defendant committed the alleged acts. The party raising the affirmative defense has the burden of proof on establishing that it applies. In a civil action in which a creditor demands payment on a written instrument evidencing a debt, the successful assertion of the statute of limitations defense will bar collection of the debt. In order to assert the statute of limitations as a defense, a defendant must specifically assert the defense in its answer. If a defendant fails to specifically plead the defense, it will be deemed to be waived. Since no action to enforce such liabilities was brought before December 31, 2022, it is our opinion that the Liability is time-barred from collection under the laws of Nevada and may be removed from the Company’s current balance sheet. Given the foregoing, the following existing liabilities would be time barred by the statute of limitations: Nature of Liability Amount Date Created Written Instrument Maturity Date Date on which Statute of Limitations Expired Accounts payable $7.900 July 2015 Engagement Letter None July 2021 Therefore, the Company made the decision to write-off the Payable totaling $7,900. As of March 31, 2023, the write-off of the $7,900 resulted in a Gain on Extinguishment of Debt which was reported on the Statement of Operations for the year ended December 31, 2022 —per ASC Section 470-50-40. ASC Section 470-50-40 (Debt Modification and Extinguishments), considers the extinguishment of the debt to an unrelated party results in a Gain on Extinguishment of Debt which has been reported on the Statement of Operations.

MATERIAL EVENTS SUBSEQUENT EVEN

MATERIAL EVENTS SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2024
MATERIAL EVENTS SUBSEQUENT EVENTS
MATERIAL EVENTS/SUBSEQUENT EVENTS	NOTE I—MATERIAL EVENTS/SUBSEQUENT EVENTS Since the close of the period covered by the financial statements of which these notes form a part, the following material transactions have occurred: Subsequent Events In May 2024, the Company drew down $10,100 under the drawdown note, After the draw down, there remains $186,677 available under the draw down note. The Company evaluated for subsequent events through the issuance date of the Company’s financial statements and, except as described above, has determined no subsequent events have occurred. Material Events On October 17, 2022, BGS agreed to extend the maturity date of the Drawdown note to December 31, 2024. On January 1, 2023, BGS increased the Drawdown Note agreement from $150,000 to $400,000.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2024
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation	Basis of Presentation- The financial statements included herein were prepared under Generally Accepted Accounting Principles (GAAP). All adjustments have been made which in the opinion of management are necessary, normal, and recurring in nature for presentation. Interim filings should be read in conjunction with the Company’s annual report as of December 31, 2023.
Cash and Cash Equivalents	Cash and Cash Equivalents- For the purposes of the Statement of Cash Flows, the Company considers liquid investments with an original maturity of three months or less to be cash equivalents.
Management's Use of Estimates	Management’s Use of Estimates- The preparation of 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 financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. The financial statements above reflect all the costs of doing business.
Revenue recognition	Revenue Recognition- On May 28, 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.2014-09, Revenue from Contracts with Customers, Topic 606 (“ASC 606”), requiring an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The new revenue standard replaces most existing revenue recognition guidance in GAAP and permits the use of either the full retro30spective or modified retrospective transition method. The Company adopted this standard using the modified basis effective January 1, 2019, and given the Company's limited revenue, the modified retrospective basis has no material impact on prior years given the limited revenue.
Comprehensive Income (Loss)	Comprehensive Income (Loss) - The Company reports Comprehensive income and its components following guidance set forth by section 220-10 of the FASB Accounting Standards Codification which establishes standards for the reporting and display of comprehensive income and its components in the financial statements. There were no items of comprehensive income (loss) applicable to the Company during the period covered in the financial statements.
Net Income per Common Share	Net Income 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 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 share is computed by dividing net loss by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. There was a total of 1,936,000 upon conversion of preferred stock as of March 31, 2024.
Deferred Taxes	Deferred Taxes- The Company accounts for income taxes under Section 740-10-30 of the FASB Accounting Standards Codification. Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date.
Fair Value of Financial Instruments	Fair Value of Financial Instruments- The carrying amounts reported in the balance sheet for cash, accounts receivable and accounts payable approximate fair value based on the short-term maturity of these instruments.
Accounts Receivable	Accounts Receivable- Accounts deemed uncollectible are written off in the year they become uncollectible. As of March 31, 2024 and 2023, the balance in Accounts Receivable was $0 and $0.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets- The Company evaluates the recoverability of its fixed assets and other assets in accordance with section 360-10-15 of the FASB Accounting Standards Codification for disclosures about Impairment or Disposal of Long-Lived Assets. Disclosure requires recognition of impairment of long-lived assets in the event the net book value of such assets exceeds its expected cash flows. If so, it is impaired and is written down to fair value, which is determined based on either discounted future cash flows or appraised values. The Company adopted the statement on inception. No impairments of these types of assets were recognized during the periods ended March 31, 2024 and 2023.
Stock-Based Compensation	Stock-Based Compensation- The Company accounts for stock-based compensation using the fair value method following the guidance set forth in section 718-10 of the FASB Accounting Standards Codification for disclosure about Stock-Based Compensation. This section requires a public entity to measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). That cost will be recognized over the period during which an employee is required to provide service in exchange for the award- the requisite service period (usually the vesting period). No compensation cost is recognized for equity instruments for which employees do not render the requisite service.
Fair Value for Financial Assets and Financial Liabilities	Fair Value for Financial Assets and Financial Liabilities- 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 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 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 as of the reporting date. Level 2 Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3 Pricing inputs that are generally unobservable inputs and not corroborated by market data. The carrying amounts of the Company’s financial assets and liabilities, such as cash and accrued expenses, approximate their fair values because of the short maturity of these instruments. The Company’s note payable approximates the fair value of such instrument based upon management’s best estimate of interest rates that would be available to the Company for similar financial arrangement at the periods ended March 31, 2024 and 2023. The Company does not have any assets or liabilities measured at fair value on a recurring or a non-recurring basis, consequently, the Company did not have any fair value adjustments for assets and liabilities measured at fair value at March 31, 2024, nor gains or losses are reported in the statement of operations that are attributable to the change in unrealized gains or losses relating to those assets and liabilities still held at the reporting date for the periods ended March 31, 2024 and 2023.
Recently Issued Accounting Pronouncements	In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures”, which improves reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 is effective for the Company for the year ended 2024 and early adoption is permitted. Upon adoption, the guidance should be applied retrospectively to all prior periods presented in the financial statements. The Company does not expect that the guidance will have material impacts on its financial position, results of operations or cash flows. The Company is evaluating the impact that the updated standard will have on its financial statement disclosures. In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures”, which improves the transparency of income tax disclosures. ASU 2023-09 is effective for the Company for the year ended December 31, 2025 and early adoption is permitted. Upon adoption, the guidance should be applied retrospectively to all prior periods presented in the financial statements. The Company is evaluating the impact that the updated standard will have on its financial statement disclosures. Other pronouncements issued by the FASB or other authoritative accounting standards groups with future effective dates are either not applicable or are not expected to be significant to the Company’s financial position, results of operations or cash flows.

WRITE-OFF OF PAYABLES (Table)

WRITE-OFF OF PAYABLES (Table)	3 Months Ended
	Mar. 31, 2024
WRITE-OFF OF PAYABLES
Schedule Of outstanding debts	Nature of Liability Amount Date Created Written Instrument Maturity Date Date on which Statute of Limitations Expired Accounts payable $7.900 July 2015 Engagement Letter None July 2021

GOING CONCERN (Details Narrativ

GOING CONCERN (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
GOING CONCERN
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES	$ (13,001)	$ (15,995)
Accumulated Deficit	$ (969,860)		$ (954,874)

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Incremental Common Shares Attributable to Dilutive Effect of Conversion of Preferred Stock	1,936,000
Accounts Receivable	$ 0	$ 0

CAPITAL STOCK (Details Narrativ

CAPITAL STOCK (Details Narrative) - USD ($)	12 Months Ended	21 Months Ended
	Dec. 31, 2021	Dec. 31, 2016	Mar. 31, 2024	Dec. 31, 2023	Mar. 31, 2023
Common Stock, Shares, Outstanding			4,504,103	4,504,103
Common Stock, Shares, Issued			4,504,103	4,504,103
Common Stock, Shares Authorized			1,000,000,000	1,000,000,000
Common Stock, Par or Stated Value Per Share			$ 0.0001	$ 0.0001
Maximum [Member]
Convertible Preferred Stock ,Beneficially Ownership Percentage		9.99%
Series A Cumulative Convertible Preferred Stock [Member]
Preferred Stock, shares outstanding			1,936,000	1,936,000	1,936,000
Preferred Stock, shares issued			1,936,000	1,936,000	1,936,000
Common Stock, Par or Stated Value Per Share			$ 0.0001		$ 0.0001
Preferred Stock, Share Authorized			10,000,000	10,000,000	10,000,000
Preferred Stock, Par or Stated Value Per Share			$ 0.0001	$ 0.0001	$ 0.0001
Common Stocks [Member]
Common Stock, Shares, Outstanding			4,504,103		4,504,103
Common Stock, Shares, Issued			4,504,103		4,504,103
Common Stock, Shares Authorized			1,000,000,000		1,000,000,000
Common Stock, Par or Stated Value Per Share			$ 0.0001		$ 0.0001
Original Issue Price			$ 0.05
Preferred Shares Converted to Common Shares	350,000
Convertible preferred stock, shares	1,400
Series A Preferred Stock [Member] | Ventureo LLC [Member]
Preferred Stock, shares issued		2,000,000
Preferred Stock, Par or Stated Value Per Share		$ 0.05
Proceeds from Issuance of Preferred Stock and Preference Stock		$ 50,000
Stock Issued During Period, Value, New Issues		$ 100,000
Convertible Preferred Stock Conversion Price		$ 0.005
Payments to Acquire Productive Assets, Total		$ 50,000

INCOME TAX (Details Narrative)

INCOME TAX (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
INCOME TAX
Operating Loss Carryforwards	$ 969,860	$ 923,600
Federal Statutory Income Tax Rate	21%
Deferred Tax Assets	$ 204,000	$ 194,000
Description of net operating loss carryforward expiry year	the Company has net operating loss carry forwards that expire through 2030
Income tax descriptions	the Company has determined that there are no material uncertain tax positions that have a greater than 50% likelihood of reversal if the Company were to be audited

NOTES PAYABLE AND NOTE EXCHAN_2

NOTES PAYABLE AND NOTE EXCHANGE AGREEMENT (Details Narrative) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018	Nov. 30, 2018
Promissory note									$ 160,314
Debt instrument interest rate, stated percentage	2%
Accrued Interest	$ 29,824
Interest expense	1,984	$ 1,704
Note Payable	$ 405,643		$ 392,543
Bryan Glass Securities, Inc. [Member]
Debt instrument interest rate, stated percentage	2%
Additional notes payable	$ 150,000				$ 150,000
Proceeds from issuance preferred stock	50,000
Drawdown amount increased	400,000			$ 150,000
Drawdown amount	13,100		$ 63,827	$ 24,775	$ 62,721	$ 38,800
Drawdown Note	203,223
Advances drawdown Note	$ 196,777
2018 Notes Payable [Member]
Promissory note									$ 160,314
Debt instrument interest rate, stated percentage								2%
2019 Notes Payable [Member]
Promissory note							$ 42,106
Debt instrument interest rate, stated percentage							2%
Maximum [Member]
Common Stock, Convertible, Conversion Price, Decrease	$ 0.005
Minimum [Member]
Common Stock, Convertible, Conversion Price, Decrease	$ 0.0002

WRITEOFF OF PAYABLES (Details)

WRITEOFF OF PAYABLES (Details)	3 Months Ended
	Mar. 31, 2024 USD ($)
WRITE-OFF OF PAYABLES
Date on which Statute of Limitations Expired	July 2021
Accounts Payable Written Instrument	Engagement Letter
Accounts payable	$ 7,900

WRITEOFF OF PAYABLES (Details N

WRITEOFF OF PAYABLES (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
WRITE-OFF OF PAYABLES
Accounts payable	$ 7,900
Gain on Extinguishment of Debt	$ 0	$ 7,900

MATERIAL EVENTS SUBSEQUENT EV_2

MATERIAL EVENTS SUBSEQUENT EVENTS (Details Narrative)	1 Months Ended	3 Months Ended
	May 31, 2024	Mar. 31, 2024
Description of Related to Promissory Note		On January 1, 2023, BGS increased the Drawdown Note agreement from $150,000 to $400,000
Maturity Date Extend of Drawdown Promissory Note		Dec. 31, 2024
Subsequent Event [Member]
Description of draw down note	the Company drew down $10,100 under the drawdown note, After the draw down, there remains $186,677 available under the draw down note