NOTE 6 - STOCKHOLDERS' EQUITY | The Company filed Amended and Restated Articles of Incorporation with the Secretary of State of the State of Colorado, as follows: · Effective November 19, 2018, the Company designated 500,000 shares of Series C Preferred Stock. · Effective March 14, 2018, the Company reduced the total number of authorized shares of stock of the Company to 42,000,000 shares. The total number of authorized shares of the Company is currently 15,000,000 shares of preferred stock and 27,000,000 shares of Common Stock. · Effective September 7, 2017, the Company designated 8,000,000 shares of its Series B Preferred Stock. · Effective August 20, 2017, the Company amended the designated shares of Series A Preferred Stock to 4,600,000 shares. Preferred Stock The Company has authorized 15,000,000 preferred shares with a par value of $0.0001 per share. The Board of Directors is authorized to divide the authorized shares of Preferred Stock into one or more series, each of which shall be so designated as to distinguish the shares thereof from the shares of all other series and classes. Series A Preferred Stock The Company has designated 4,600,000 shares of Series A Convertible Preferred Stock. The Series A Preferred Stock may convert into Common Stock at a rate equal to 10 shares of common stock for each share of Series A Preferred stock. In the event that any cash dividend on the Common Stock is declared by the Board, the Board shall simultaneously declare a dividend for each share of Series A Preferred Stock in an amount equal to the product of (i) the per share dividend declared and to be paid in respect of each share of Common Stock and (ii) the amount of common stock the Series A Preferred Stock is convertible into under the designation. On August 31, 2017, the Company finalized the cancelation of the 46,000,000 shares of common stock and issued 4,600,000 shares of its Series A Preferred Stock to its officers. As at October 31, 2017 and 2016, the Company had 4,600,000 and 0 shares of Series A Preferred Stock issued and outstanding, respectively. Series B Preferred Stock The Company has designated 8,000,000 shares of Series B Preferred Stock, with a face value of $1.00 per share. The Series B Preferred Stock has no conversion right or no voting rights. The shareholders of the Series B Preferred will be entitled to $200 per pound that the Company harvested from its cultivation operations, which is divided by the outstanding shares of the Series B preferred shares. As at October 31, 2017 and 2016, the Company had no shares of Series B Preferred Stock issued and outstanding. Series C Preferred Stock The Company has designated 500,000 shares of Series C Convertible Preferred Stock. The Series C Preferred Stock has no voting rights. The Series C Preferred Stock may convert into Common Stock at a rate equal to 10 shares of common stock for each share of Series C Preferred stock. In the event that any cash dividend on the Common Stock is declared by the Board, the Board shall simultaneously declare a dividend for each share of Series C Preferred Stock in an amount equal to the product of (i) the per share dividend declared and to be paid in respect of each share of Common Stock and (ii) the amount of common stock the Series C Preferred Stock is convertible into under the designation. As at October 31, 2017 and 2016, the Company had no shares of Series C Preferred Stock issued and outstanding. Common Stock The Company has authorized 27,000,000 common shares with a par value of $0.0001 per share. Each common share entitles the holder to one vote, in person or proxy, on any matter on which action of the stockholders of the corporation is sought. During the year ended October 31, 2017 and 2016, the Company issued 1,340,000 and 4,000,000 common shares for proceeds of $134,000 and $11,000, respectively. During the year ended October 31, 2017, the founders exchanged an aggregate of 46,000,000 shares of common stock for 4,600,000 shares of Series A Preferred stock. As at October 31, 2017 and 2016, the Com pany had 4,871,771 and Additional paid in capital During the year ended October 31, 2017, the Company’s officer contributed additional paid in capital in the amount of $240,115. Subscriptions Received On October 30, 2017, the Company received cash of $50,000 for the stock subscription at $0.10 per share and recorded this as subscriptions received – shares to be issued as of October 31, 2017. On November 1, 2017, 500,000 shares of common stock were issued. |