Cover
Cover | 3 Months Ended |
Mar. 31, 2023 shares | |
Cover [Abstract] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Quarterly Report | true |
Document Transition Report | false |
Document Period End Date | Mar. 31, 2023 |
Document Fiscal Period Focus | Q1 |
Document Fiscal Year Focus | 2023 |
Current Fiscal Year End Date | --12-31 |
Entity File Number | 333-220706 |
Entity Registrant Name | SOUTH EAST ASIA DEVELOPMENT CORP. |
Entity Central Index Key | 0001673431 |
Entity Tax Identification Number | 81-1002497 |
Entity Incorporation, State or Country Code | WY |
Entity Address, Address Line One | Unit 2102, One Global Place |
Entity Address, Address Line Two | 5th Avenue Corner 25th Street |
Entity Address, City or Town | BGC, Taguig City |
Entity Address, Country | PH |
Entity Address, Postal Zip Code | 1630 |
Country Region | 63 |
City Area Code | 2 |
Local Phone Number | 79433419 |
Entity Current Reporting Status | Yes |
Entity Interactive Data Current | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | false |
Entity Shell Company | true |
Entity Common Stock, Shares Outstanding | 36,603,800 |
Entity Information, Former Legal or Registered Name | IA ENERGY CORP. |
Balance Sheets (Unaudited)
Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2023 | Dec. 31, 2022 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 0 | $ 204 |
TOTAL CURRENT ASSETS AND TOTAL ASSETS | 0 | 204 |
CURRENT LIABILITIES | ||
Accounts payable, related party | 0 | 33,000 |
Loans payable, related party | 0 | 291,231 |
TOTAL CURRENT LIABILITIES AND TOTAL LIABILITIES | 0 | 324,231 |
STOCKHOLDERS' EQUITY (DEFICIT) | ||
Preferred stock, $0.0001 par value; 20,000,000 shares authorized, -0- shares issued | 0 | 0 |
Common stock, $0.0001 par value; 500,000,000 shares authorized, 36,603,800 and 36,603,800 shares issued and outstanding, respectively | 3,660 | 3,660 |
Additional paid-in capital | 5,758,240 | 5,758,240 |
Accumulated deficit | (5,761,900) | (6,085,927) |
Total Stockholders' Equity (Deficit) | 0 | (324,027) |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) | $ 0 | $ 204 |
Balance Sheets (Unaudited) (Par
Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 20,000,000 | 20,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 |
Common Stock, Shares, Issued | 36,603,800 | 36,603,800 |
Common Stock, Shares, Outstanding | 36,603,800 | 36,603,800 |
Statements of Operations (Unaud
Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||
NET REVENUES | $ 0 | $ 0 |
OPERATING EXPENSES | ||
Professional and accounting fees | 16,176 | 150 |
Other selling, general and administrative | 30 | 1,590 |
Total Operating Expenses | 16,206 | 1,740 |
LOSS FROM OPERATIONS | (16,206) | (1,740) |
OTHER INCOME (EXPENSES) | ||
Gain on forgiveness of debt | 340,233 | 0 |
Total Other Income | 340,233 | 0 |
NET INCOME (LOSS) | $ 324,027 | $ (1,740) |
Statements of Operations (Una_2
Statements of Operations (Unaudited) (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||
Earnings Per Share, Basic | $ 0.01 | $ 0 |
Earnings Per Share, Diluted | $ 0.01 | $ 0 |
Weighted Average Number of Shares Outstanding, Diluted | 36,603,800 | 36,603,800 |
Weighted Average Number of Shares Outstanding, Basic | 36,603,800 | 36,603,800 |
Statements of Cash Flows (Unaud
Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ 324,027 | $ (1,740) |
Adjustments to reconcile net loss to net cash used by operating activities: | ||
Gain on forgiveness of debt | (340,233) | 0 |
Changes in operating assets and liabilities: | ||
Accounts payable, related party | 0 | 1,500 |
Net Cash Used in Operating Activities | (16,206) | (240) |
CASH FLOWS FROM INVESTING ACTIVITIES | 0 | 0 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from related party loans | 16,002 | 0 |
Payments on related party loans | 0 | (500) |
Net Cash Provided by (Used in) Financing Activities | 16,002 | (500) |
NET DECREASE IN CASH AND CASH EQUIVALENTS | (204) | (740) |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 204 | 1,156 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 0 | 416 |
Cash Payments For: | ||
Interest | 0 | 0 |
Taxes | 0 | 0 |
Non-cash Activities: | ||
Gain on forgiveness of debt | $ 324,231 | $ 0 |
Statements of Stockholders' Equ
Statements of Stockholders' Equity (Deficit) (Unaudited) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Dec. 31, 2021 | $ 3,660 | $ 5,758,240 | $ (6,041,044) | $ (279,144) |
Net loss | (1,740) | (1,740) | ||
Ending balance, value at Mar. 31, 2022 | 3,660 | 5,758,240 | (6,042,784) | (280,884) |
Beginning balance, value at Dec. 31, 2022 | 3,660 | 5,758,240 | (6,085,927) | (324,027) |
Net loss | 324,027 | 324,027 | ||
Ending balance, value at Mar. 31, 2023 | $ 3,660 | $ 5,758,240 | $ (5,761,900) | $ 0 |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF BUSINESS | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS IA Energy Corp. (the Company) was incorporated in the State of Wyoming on January 6, 2016. Our operations to date have been devoted primarily to start-up and development activities, which include: (i) formation of the Company; (ii) development of our business plan; (iii) development of our proprietary waste-to-energy technology; and (iv) marketing of our proprietary waste-to-energy technology. We have not completed development of our proprietary waste-to-energy technology and there is no assurance that we will be successful in completing the development. On May 4, 2023, the Company filed Articles of Amendment with the Wyoming Secretary of State to change the name of the Company to South East Asia Development Corp. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES This summary of significant accounting policies of the Company is presented to assist in understanding the Company’s financial statements. The financial statements and notes are representations of the Company’s management who are responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements. The following policies are considered to be significant: a. Accounting Method The Company recognizes income and expenses based on the accrual method of accounting. The Company has elected a calendar year-end. b. Interim Financial Statements The interim financial statements as of March 31, 2023 and for the three months ended March 31, 2023 and 2021 are unaudited and have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. These statements reflect all normal and recurring adjustments that, in the opinion of management, are necessary for a fair presentation of the information contained herein. Operating results for the three months ended March 31, 2023, are not necessarily indicative of results that may be expected for the year ending December 31, 2023. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the Unites States have been condensed or omitted pursuant to the Securities and Exchange Commission’s rules and regulations. These unaudited financial statements should be read in conjunction with our audited financial statements and notes thereto for the year ended December 31, 2022 as included in our report on Form 10-K. c. Cash and Cash Equivalents and Restricted Cash Cash equivalents are generally comprised of certain highly liquid investments with original maturities of less than three months. d. Use of Estimates in the Preparation of Financial Statements 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. e. Revenue Recognition The Company recognizes revenue according to ASC 606, Revenue from Contracts with Customers The Company determines revenue recognition based upon the following five (5) criteria: Step 1 Identification of the contract with the customer Step 2 Identification of promised goods and services and evaluation of whether the promised goods and services are distinct performance obligations Step 3 Determination of the transaction price Step 4 Allocation of the transaction price to distinct performance obligations Step 5 Attribution of revenue for each distinct performance obligation f. Income Taxes The Company accounts for income taxes using the asset and liability method. Under this method, deferred income taxes are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which differences are expected to reverse. A valuation allowance is established to reduce deferred tax assets if it is more likely than not that all or some portion of such deferred tax assets will not be realized. A full allowance against deferred tax assets was provided as of March 31, 2023 and December 31, 2022. At March 31, 2023, the Company had net operating loss carryforwards of approximately $ 669,000 280,000 389,000 Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carryforwards for Federal income tax reporting purposes are subject to annual limitations. Should a significant change in ownership occur, net operating loss carryforwards may be limited as to future use. g. Basic and Diluted Net Loss per Share of Common Stock Basic net loss per common share is based on the weighted average number of shares outstanding during the periods presented. Diluted earnings per share is computed using the weighted average number of common shares plus dilutive common share equivalents outstanding during the period. For the periods presented, the issued and outstanding warrants (See Note 3) were excluded from the calculation of diluted shares outstanding as the effect of their inclusion would be anti-dilutive. h. Recent Accounting Pronouncements Certain accounting pronouncements have been issued by the FASB and other standard-setting organizations which are not yet effective and have not yet been adopted by the Company. The impact on the Company’s financial position and results of operations from adoption of these standards is not expected to be material. i. Subsequent Events The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and determined there are no events requiring disclosure. |
EQUITY TRANSACTIONS
EQUITY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
EQUITY TRANSACTIONS | NOTE 3 - EQUITY TRANSACTIONS The Company has 500,000,000 0.0001 |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
FINANCIAL INSTRUMENTS | NOTE 4 - FINANCIAL INSTRUMENTS Our financial instruments consist of cash and cash equivalents, accounts payable and loans payable. The carrying amount of these assets and liabilities approximates fair value due to their short-term nature. |
GOING CONCERN
GOING CONCERN | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GOING CONCERN | NOTE 5 - GOING CONCERN The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has sustained significant net losses which have resulted in an accumulated deficit at March 31, 2023 of $ 5,761,900 Continuation of the Company as a going concern is dependent upon obtaining additional working capital. The management of the Company has developed a strategy which it believes will accomplish this objective through short term loans from related parties and additional equity investments which will enable the Company to continue operations for the coming year. However, there is no assurance that these objectives will be met. These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might result from the outcome of this uncertainty. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 6 - RELATED PARTY TRANSACTIONS Loans Payable, Related Party The Company periodically received advances from a corporation controlled by John Munoz, beneficial owner of 25,000,000 shares of our common stock and Chief Executive Officer of the Company from inception on January 6, 2016 to July 25, 2017. These loans are non-interest bearing and due on demand. The amount of loans payable to this corporation as of March 31, 2023 and December 31, 2022 was $- 0 291,231 Sublease Agreement On July 1, 2017, the Company entered into a Sublease Agreement with another corporation controlled by John Munoz. The Sublease Agreement provided for the Company’s use of office space in Harbor City, California at a Monthly Base Rent of $500 per month. The term of the Sublease commenced on July 1, 2017 and ended October 31, 2019. Effective November 1, 2019, the Company entered into a Sublease Agreement with the related party described in the first paragraph of Note 6 for the Company’s use of office space in Long Beach, California at a Monthly Base Rent of $500 per month. The Sublease is month to month and terminable by either party upon 30 days written notice. See Note 7 for description of this liability being forgiven. For the three months ended March 31, 2023 and 2022, the Company recorded $- 0 1,500 |
CHANGE OF CONTROL
CHANGE OF CONTROL | 3 Months Ended |
Mar. 31, 2023 | |
Change Of Control | |
CHANGE OF CONTROL | NOTE 7 - CHANGE OF CONTROL IA Energy Corp., (“ Company Seller Purchaser Agreement The Seller indicated that he was the beneficial and owners of record of 25,025,000 Shares of Common Stock (“ Control Shares On January 18, 2023, the Parties entered into the First Amendment to Stock Purchase Agreement (“Amendment”). The Amendment provided that the Purchaser was to purchase all 25,943,800 shares of Common Stock (the “Control Shares”) owned by Munoz for the aggregate purchase price of $300,000, which was an additional 918,800 shares of common stock. The Control Shares sold pursuant to the Agreement and the Amendment represents 70.877% of the issued and outstanding shares of the Company. Additionally, Munoz had periodically advanced funds to the Company, which is reflected as Loans Payable, Related Party (“Related Party Loan”) under Current Liabilities on the financial statements of the Company. The amounts due and owing by the Company to Munoz, as of December 31, 2022 was $291,231. Additionally, as a result of a Sublease between the Company and Munoz, the financial statements reflect as Accounts Payable, Related Party (“Related Party Accounts Payable”) under Current Liabilities on the financial statements of the Company, such amounts due and owing by the Company which as of December 31, 2022 was $33,000. The Amendment provided that the full amount of any Related Party Loan and Related Party Accounts Payable then owing as of the Closing of the transactions contemplated by the Purchase Agreement, were to be forgiven effective as of the Closing, in total amount of $340,233. This amount has been reflected as Gain on Forgiveness of Debt in the statement of operations for the three months ended March 31, 2023. Prior to the Closing, the sole officer and director of the Company, pursuant to Section 17-16-810(c) of the Wyoming Business Corporations Act, which provides that a vacancy that will occur at a later date, by reason of a resignation effective at a later date under W.S. 17-16-807(b) or otherwise, may be filled before the vacancy occurs, but the new director may not take office until the vacancy occurs, appointed Javier the Sole Director, and President, Secretary, and Chief Financial Officer. The Closing under the Agreement, the Amendment, and the Escrow occurred on January 18, 2023. At Closing Munoz transferred the Control Shares to Javier, the sole officer and director of the Company resigned, simultaneously with Javier becoming the Sole Director, the President, the Secretary, and Chief Financial Officer. At Closing, the balance of $225,000 was paid by the Escrow Agent to Munoz. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Accounting Method | a. Accounting Method The Company recognizes income and expenses based on the accrual method of accounting. The Company has elected a calendar year-end. |
Interim Financial Statements | b. Interim Financial Statements The interim financial statements as of March 31, 2023 and for the three months ended March 31, 2023 and 2021 are unaudited and have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. These statements reflect all normal and recurring adjustments that, in the opinion of management, are necessary for a fair presentation of the information contained herein. Operating results for the three months ended March 31, 2023, are not necessarily indicative of results that may be expected for the year ending December 31, 2023. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the Unites States have been condensed or omitted pursuant to the Securities and Exchange Commission’s rules and regulations. These unaudited financial statements should be read in conjunction with our audited financial statements and notes thereto for the year ended December 31, 2022 as included in our report on Form 10-K. |
Cash and Cash Equivalents and Restricted Cash | c. Cash and Cash Equivalents and Restricted Cash Cash equivalents are generally comprised of certain highly liquid investments with original maturities of less than three months. |
Use of Estimates in the Preparation of Financial Statements | d. Use of Estimates in the Preparation of Financial Statements 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. |
Revenue Recognition | e. Revenue Recognition The Company recognizes revenue according to ASC 606, Revenue from Contracts with Customers The Company determines revenue recognition based upon the following five (5) criteria: Step 1 Identification of the contract with the customer Step 2 Identification of promised goods and services and evaluation of whether the promised goods and services are distinct performance obligations Step 3 Determination of the transaction price Step 4 Allocation of the transaction price to distinct performance obligations Step 5 Attribution of revenue for each distinct performance obligation |
Income Taxes | f. Income Taxes The Company accounts for income taxes using the asset and liability method. Under this method, deferred income taxes are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which differences are expected to reverse. A valuation allowance is established to reduce deferred tax assets if it is more likely than not that all or some portion of such deferred tax assets will not be realized. A full allowance against deferred tax assets was provided as of March 31, 2023 and December 31, 2022. At March 31, 2023, the Company had net operating loss carryforwards of approximately $ 669,000 280,000 389,000 Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carryforwards for Federal income tax reporting purposes are subject to annual limitations. Should a significant change in ownership occur, net operating loss carryforwards may be limited as to future use. |
Basic and Diluted Net Loss per Share of Common Stock | g. Basic and Diluted Net Loss per Share of Common Stock Basic net loss per common share is based on the weighted average number of shares outstanding during the periods presented. Diluted earnings per share is computed using the weighted average number of common shares plus dilutive common share equivalents outstanding during the period. For the periods presented, the issued and outstanding warrants (See Note 3) were excluded from the calculation of diluted shares outstanding as the effect of their inclusion would be anti-dilutive. |
Recent Accounting Pronouncements | h. Recent Accounting Pronouncements Certain accounting pronouncements have been issued by the FASB and other standard-setting organizations which are not yet effective and have not yet been adopted by the Company. The impact on the Company’s financial position and results of operations from adoption of these standards is not expected to be material. |
Subsequent Events | i. Subsequent Events The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and determined there are no events requiring disclosure. |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) | Mar. 31, 2023 USD ($) |
Accounting Policies [Abstract] | |
Operating Loss Carryforwards | $ 669,000 |
Deferred Tax Assets, Operating Loss Carryforwards, Subject to Expiration | 280,000 |
Deferred Tax Assets, Operating Loss Carryforwards, Not Subject to Expiration | $ 389,000 |
EQUITY TRANSACTIONS (Details Na
EQUITY TRANSACTIONS (Details Narrative) - $ / shares | Mar. 31, 2023 | Dec. 31, 2022 |
Equity [Abstract] | ||
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 |
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | Mar. 31, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Retained Earnings (Accumulated Deficit) | $ 5,761,900 | $ 6,085,927 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | |||
Operating Lease, Expense | $ 0 | $ 1,500 | |
John Munoz [Member] | |||
Related Party Transaction [Line Items] | |||
Other Loans Payable | $ 0 | $ 291,231 |