Vector 21 (VHLD) 10-Q 23 Apr 24 2024 Q2 Quarterly report Financial data

Cover

Cover - shares	6 Months Ended
	Dec. 31, 2023	Apr. 22, 2024
Document Information [Line Items]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Amendment Flag	false
Document Period End Date	Dec. 31, 2023
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q2
Entity Information [Line Items]
Entity Registrant Name	VECTOR 21 HOLDINGS, INC.
Entity Central Index Key	0001916879
Entity File Number	000-56418
Entity Tax Identification Number	88-1065560
Entity Incorporation, State or Country Code	DE
Current Fiscal Year End Date	--06-30
Entity Current Reporting Status	Yes
Entity Shell Company	true
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Contact Personnel [Line Items]
Entity Address, Address Line One	12136 West Bayaud Avenue
Entity Address, Address Line Two	Suite 300
Entity Address, City or Town	Lakewood
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80228
Entity Phone Fax Numbers [Line Items]
City Area Code	303
Local Phone Number	303-422-8127
Entity Listings [Line Items]
Entity Common Stock, Shares Outstanding		1,697,200

Condensed Unaudited Balance She

Condensed Unaudited Balance Sheets - USD ($)	Dec. 31, 2023	Jun. 30, 2023
Current Assets
Cash and cash equivalents	$ 162	$ 325
Total Current Assets	162	325
Total Assets	162	325
Current Liabilities
Accounts payable and accruals	43,201	33,912
Total Current Liabilities	118,160	92,051
Total Liabilities	118,160	92,051
Commitments and Contingencies (Note 7)
Shareholders' Deficit
Common stock, $0.0001 par value, 500,000,000 shares authorized, 1,697,200 shares issued and outstanding	170	170
Additional paid in capital	17,673,072	17,673,072
Accumulated Deficit	(17,791,240)	(17,764,968)
Total Shareholders' Deficit	(117,998)	(91,726)
Total Liabilities and Shareholders' Deficit	162	325
Related Party
Current Liabilities
Loan payable - related party	23,949	7,759
Promissory notes - related parties	$ 51,010	$ 50,380

Condensed Unaudited Balance S_2

Condensed Unaudited Balance Sheets (Parentheticals) - $ / shares	Dec. 31, 2023	Jun. 30, 2023
Statement of Financial Position [Abstract]
Common stock par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	1,697,200	1,697,200
Common stock, shares outstanding	1,697,200	1,697,200

Condensed Unaudited Statements

Condensed Unaudited Statements of Operations - USD ($)	3 Months Ended		6 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022
Income Statement [Abstract]
REVENUE
OPERATING EXPENSES:
General and administrative expenses	19,418	14,375	25,642	17,058
TOTAL OPERATING EXPENSES	19,418	14,375	25,642	17,058
OPERATING LOSS	(19,418)	(14,375)	(25,642)	(17,058)
OTHER EXPENSE
Interest expense – related party	(540)		(630)
LOSS BEFORE TAXES	(19,958)	(14,375)	(26,272)	(17,058)
TAXES
NET LOSS	$ (19,958)	$ (14,375)	$ (26,272)	$ (17,058)
Weighted average shares outstanding- basic (in Shares)	1,697,200	1,697,200	1,697,200	1,697,200
Net loss per share – basic (in Dollars per share)	$ (0.01)	$ (0.01)	$ (0.01)	$ (0.01)

Condensed Unaudited Statement_2

Condensed Unaudited Statements of Operations (Parentheticals) - $ / shares	3 Months Ended		6 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022
Income Statement [Abstract]
Weighted average shares outstanding - diluted	1,697,200	1,697,200	1,697,200	1,697,200
Net loss per share – diluted	$ (0.01)	$ (0.01)	$ (0.01)	$ (0.01)

Condensed Unaudited Statement_3

Condensed Unaudited Statements of Changes in Shareholders' Deficit - USD ($)	Common Shares	Additional Paid-in Capital	Accumulated Deficit	Total
Balance beginning at Jun. 30, 2022	$ 170	$ 17,673,072	$ (17,730,699)	$ (57,457)
Balance beginning (in Shares) at Jun. 30, 2022	1,697,200
Net loss for the period			(17,058)	(17,058)
Balance ending at Dec. 31, 2022	$ 170	17,673,072	(17,747,757)	(74,515)
Balance ending (in Shares) at Dec. 31, 2022	1,697,200
Balance beginning at Sep. 30, 2022	$ 170	17,673,072	(17,733,382)	(60,140)
Balance beginning (in Shares) at Sep. 30, 2022	1,697,200
Net loss for the period			(14,375)	(14,375)
Balance ending at Dec. 31, 2022	$ 170	17,673,072	(17,747,757)	(74,515)
Balance ending (in Shares) at Dec. 31, 2022	1,697,200
Balance beginning at Jun. 30, 2023	$ 170	17,673,072	(17,764,968)	$ (91,726)
Balance beginning (in Shares) at Jun. 30, 2023	1,697,200			1,697,200
Net loss for the period			(26,272)	$ (26,272)
Balance ending at Dec. 31, 2023	$ 170	17,673,072	(17,791,240)	$ (117,998)
Balance ending (in Shares) at Dec. 31, 2023	1,697,200			1,697,200
Balance beginning at Sep. 30, 2023	$ 170	17,673,072	(17,771,282)	$ (98,040)
Balance beginning (in Shares) at Sep. 30, 2023	1,697,200
Net loss for the period			(19,958)	(19,958)
Balance ending at Dec. 31, 2023	$ 170	$ 17,673,072	$ (17,791,240)	$ (117,998)
Balance ending (in Shares) at Dec. 31, 2023	1,697,200			1,697,200

Condensed Unaudited Statement_4

Condensed Unaudited Statements of Cash Flows - USD ($)	6 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Cash Flows from Operating Activities:
Net Loss	$ (26,272)	$ (17,058)
Adjustments to reconcile net loss to net cash used in operating activities:
Prepaid Expenses		3,208
Accounts Payable & Accruals	9,289	514
Net Cash Flows Used in Operating Activities	(16,983)	(13,336)
Cash Flows from Financing Activities
Loan Payable- Related Party	16,190	4,861
Advances Under Promissory Notes – Related Parties	630	9,000
Net Cash Flows from Financing Activities	16,820	13,861
Net increase (decrease) in Cash:	(163)	525
Cash, beginning of period:	325
Cash, end of period:	162	525
Supplemental Disclosures of Cash Flow Information:
Cash paid for interest
Cash paid for income tax
Non-Cash Investing and Financing Activities
Conversion of loan payable - related party to Promissory Note Payable - Related Party		$ 41,110

Nature of Operations

Nature of Operations	6 Months Ended
	Dec. 31, 2023
Nature of Operations [Abstract]
NATURE OF OPERATIONS	NOTE 1. NATURE OF OPERATIONS Nature of Business Vector 21 Holdings, Inc., a Delaware corporation, (“Vector 21”, “the Company”, “We", "Us" or “Our’) is a publicly quoted shell company seeking to merge with an entity with experienced management and opportunities for growth in return for shares of our common stock to create values for our shareholders. No potential merger candidate has been identified at this time. History Vector 21 was incorporated in Delaware on March 5, 2021. Effective April 28, 2021, following a corporate reorganization as described below (‘the Holding Company Reorganization” or ‘the reverse recapitalization”), Vector 21 became the reorganized successor to Momentum Biofuels, Inc. (“Predecessor Company”), a publicly quoted holding company that ceased trading in 2012. Reorganization into a Holding Company Structure for Vector 21 Holdings, Inc., reorganization successor to Momentum Biofuels, Inc. Effective March 10, 2021, Momentum Biofuels, Inc. (“Momentum Biofuels Colorado”), a Colorado corporation, redomiciled to Delaware by merging with its wholly owned subsidiary, Momentum Biofuels, Inc., a Delaware corporation. Momentum Biofuels Colorado ceased to exist as an independent legal entity following its merger with Momentum Biofuels Delaware. Pursuant to the Delaware Holding Company formation statute, DGCL Section 251(g), Momentum Biofuels Delaware entered into an Agreement and Plan of Merger and Reorganization into a Holding Company with Vector 21 Holdings, Inc. (“Vector 21”) and MBF Ops, Inc. (“MBF Ops.”), both wholly owned subsidiaries of Momentum Biofuels Delaware, effective April 28, 2021. The Agreement and Plan of Merger and Reorganization into a Holding Company provided for the merger of Momentum Biofuels Delaware with, and into MBF Ops., with MBF Ops. being the surviving corporation in the merger, as a subsidiary to Vector 21. Momentum Biofuels Delaware ceased to exist as an independent legal entity following its merger with MBF Ops. The shareholders of Momentum Biofuels Delaware were converted, by the holding company reorganization, under the Agreement, to shareholders of Vector 21 on a one for one basis pursuant to the Agreement and the Delaware Statute Sec. 251(g). MBF Ops., the surviving company of the merger with Momentum Biofuels Delaware, became a wholly owned subsidiary of Vector 21, the holding company. Vector 21 became the parent holding company resulting under the Agreement, pursuant to Delaware General Corporation Law section 251(g), with its wholly owned subsidiary company, MBF Ops, the surviving company of the merger with Momentum Biofuels Delaware. As a result of the Holding Company Reorganization, shareholders in the publicly quoted Momentum Biofuels Delaware, formerly the shareholders of Momentum Biofuels Colorado as of the date of the reorganization, became shareholders in the publicly quoted Vector 21. MBF Ops, being the direct successor by the merger with Momentum Biofuels Delaware, became a subsidiary company of Vector 21. Disposal of MBF Ops. Effective June 28, 2021, Vector 21 disposed of 100% of the issued share capital of its sole subsidiary company, MBF Ops., to an unrelated third party. We made a $1,000 payment in cash and promised to issue 50,000 post-split shares of our common stock to the company (MBF) as capital for the subsidiary company which had no ongoing business or assets and outstanding liabilities of $1,130,842. These shares of common stock have been issued to the Purchaser as of the date of these financial statements. Reverse and Forward Stock Splits Effective May 13, 2021, we completed: - a reverse stock split of our outstanding common stock, $0.0001 par value, on a one (1) post-split share for eight thousand (8,000) pre-split shares basis, and subsequently - a forward stock split of our post reverse split outstanding common stock, $0.0001 par value, on a one hundred (100) post-split shares for one (1) pre-split share basis. As a result of the 8,000: 1 reverse stock split described above, the number of issued and outstanding shares of the Company’s common stock was reduced from 123,224,444 to 15,403. No fractional shares were issued in connection with the reverse stock split. Instead, a holder of record of common stock who would otherwise be entitled to a fraction of a share was, in lieu thereof, entitled to receive a whole share of common stock. Consequently 1,069 additional shares were issued in respect of fractional shares and therefore a total of 16,472 shares of common stock were issued and outstanding after the reverse split. As a result of 1:100 forward stock split described above, the number of issued and outstanding shares of the Company’s common stock increased from 16,472 to 1,647,200. A total of 1,697,200 shares of common stock are currently outstanding on the date of the filing. Impact of the Ukrainian and Israeli Conflicts We believe that the conflicts involving Ukraine and Israel do not have any direct impact on our operations, financial condition, or financial reporting. We believe the conflicts will have only a general impact on our operations in the same manner as it is having a general impact on all businesses that have their operations limited to North America resulting from international sanction and embargo regulations, possible shortages of goods and goods incorporating parts that may be supplied from countries involved in the conflicts, supply chain challenges, and the international and US domestic inflation resulting from the conflict and government spending in relation to the conflicts. As we are a shell company, we do not believe we will be targeted for cyber-attacks related to the conflicts. We have no operations in the countries directly involved in the conflict or are specifically impacted by any of the sanctions and embargoes, as we principally operate solely in the United States. We do not believe that the conflicts will have any impact on our internal control over financial reporting. Other than general securities market trends, we do not have reason to believe that investors will evaluate the company as having special risks or exposures related to the conflicts . Inflation We anticipate that our business and financial position will be impacted by the current inflationary environment. To the extent that we use borrowed funds, we believe costs will increase for us. Access to capital will be impacted by increased interest rates and may affect our ability to obtain capital. Inflation will also have an impact on the cost of supplies of goods and services that we use with the consequence of an adverse impact on our operating costs.

Going Concern

Going Concern	6 Months Ended
	Dec. 31, 2023
Going Concern [Abstract]
GOING CONCERN	NOTE 2. GOING CONCERN Our financial statements are prepared using accounting principles generally accepted in the United States of America (“GAAP”) applicable to a going concern, which contemplate the realization of assets and the liquidation of liabilities in the normal course of business. We have no ongoing business or income and for the six-month ended December 31, 2023 we incurred a loss of $26,272 and had an accumulated deficit of $17,791,240 as of December 31, 2023. These conditions raise substantial doubt about our ability to continue as a going concern. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of these uncertainties. Our ability to continue as a going concern is dependent upon our ability to raise additional debt or equity funding to meet our ongoing operating expenses and ultimately in merging with another entity with experienced management and profitable operations. No assurances can be given that we will be successful in achieving these objectives.

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Dec. 31, 2023
Summary of Significant Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation This summary of significant accounting policies is presented to assist in the understanding of financial statements. These policies conform to GAAP and have been consistently applied. The Company has selected June 30 as its financial year end. Interim Financial Statements The accompanying unaudited interim condensed financial statements have been prepared in accordance with GAAP for interim financial information in accordance with Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The accompanying condensed financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, changes in shareholders’ deficit and cash flows as of December 31, 2023 and for the related periods presented, have been included. The results for the three- and six-months period ended December 31, 2023 are not necessarily indicative of the results of operations for the full year. These financial statements and related footnotes should be read in conjunction with the financial statements and footnotes thereto for the years ended June 30, 2023 and 2022 included in our Form 10-12G/A filed on October 30, 2023. Use of Estimates The preparation of financial statements in conformity with GAAP 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. Cash and Cash Equivalents We maintain cash balances in a non-interest-bearing account that currently does not exceed federally insured limits. For the purpose of the statements of cash flows, all highly liquid investments with a maturity of three months or less are considered to be cash equivalents. As of December 31, 2023, and June 30, 2023, our cash balances were $162 and $325 respectively. Fair Value Measurements: ASC Topic 820, Fair Value Measurements and Disclosures ("ASC 820"), provides a comprehensive framework for measuring fair value and expands disclosures which are required about fair value measurements. Specifically, ASC 820 sets forth a definition of fair value and establishes a hierarchy prioritizing the inputs to valuation techniques, giving the highest priority to quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable value inputs. ASC 820 defines the hierarchy as follows: Level 1 – Quoted prices are available in active markets for identical assets or liabilities as of the reported date. The types of assets and liabilities included in Level 1 are highly liquid and actively traded instruments with quoted prices, such as equities listed on the New York Stock Exchange. Level 2 – Pricing inputs are other than quoted prices in active markets but are either directly or indirectly observable as of the reported date. The types of assets and liabilities in Level 2 are typically either comparable to actively traded securities or contracts or priced with models using highly observable inputs. Level 3 – Significant inputs to pricing that are unobservable as of the reporting date. The types of assets and liabilities included in Level 3 are those with inputs requiring significant management judgment or estimation, such as complex and subjective models and forecasts used to determine the fair value of financial transmission rights. Our financial instruments consist of our prepaid expenses, accounts payable and accruals, loan payable- related party and promissory note- related party. The carrying amount of our prepaid expenses, accounts payable and accruals, loan payable- related party and promissory note- related party approximates their fair values because of the short-term maturities of these instruments. Related Party Transactions: A related party is generally defined as (i) any person that holds 10% or more of our membership interests including such person's immediate families, (ii) our management, (iii) someone that directly or indirectly controls, is controlled by or is under common control with us, (iv) any person who is or was (since the beginning of the last fiscal year for which the Company has filed an Annual Report on Form 10-K and proxy statement, even if such person does not presently serve in that role) an executive officer, director or nominee for director of the Company, or (v) anyone who can significantly influence our financial and operating decisions. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. See Notes 5 and 6 below for details of related party transactions in the period presented. Leases: We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) as assets, operating lease non-current liabilities, and operating lease current liabilities in our balance sheet. Finance leases are property and equipment, other current liabilities, and other non-current liabilities in the balance sheet. ROU assets represent the right to use an asset for the lease term and lease liability represent the obligation to make lease payment arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over lease term. As most of the leases doesn’t provide an implicit rate. We generally use the incremental borrowing rate on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date. The operating ROU asset also includes any lease payments made and excludes lease incentives. Lease expense for lease payment is recognized on a straight-line basis over lease term. The Company was not party to any lease transaction during the three and six-month periods ended December 31, 2023 and 2022. Income Taxes: The provision for income taxes is computed using the asset and liability method, under which deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates that apply to taxable income in effect for the years in which those tax assets are expected to be realized or settled. We record a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized. Uncertain Tax Positions: We evaluate tax positions in a two-step process. We first determine whether it is more likely than not that a tax position will be sustained upon examination, based on the technical merits of the position. If a tax position meets the more-likely-than-not recognition threshold, it is then measured to determine the amount of benefit to recognize in the financial statements. The tax position is measured as the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. We classify gross interest and penalties and unrecognized tax benefits that are not expected to result in payment or receipt of cash within one year as long-term liabilities in the financial statements. Revenue Recognition: Revenues are recognized when control of the promised goods or services are transferred to a customer, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements: Step 1: Identify the contract(s) with customers. Step 2: Identify the performance obligations in the contract. Step 3: Determine the transaction price. Step 4: Allocate the transaction price to performance obligations. Step 5: Recognize revenue when the entity satisfies a performance obligation. As the Company had no business operations during the three and six-month periods ended December 31, 2023 and 2022, we have not identified specific planned revenue streams. During the three and six-month periods ended December 31, 2023 and 2022, we did not recognize any revenue. Advertising Costs: We expense advertising costs when advertisements occur. No advertising costs were incurred during the three and six-month periods ended December 31, 2023 and 2022. Stock-Based Compensation: The cost of equity instruments issued to employees and non-employees in return for goods and services is measured by the grant date fair value of the equity instruments issued in accordance with ASC 718, Compensation – Stock Compensation. The related expense is recognized as services are rendered or vesting periods elapse. Net Loss per Share Calculation: Basic earnings (loss) per common share ("EPS") is computed by dividing net income (loss) available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted average shares outstanding, assuming all dilutive potential common shares were issued. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. No potentially dilutive debt or equity instruments were issued or outstanding during the three and six-month periods ended December 31, 2023 and 2022. Recently Accounting Pronouncements: We have reviewed all the recently issued, but not yet effective, accounting pronouncements and do not believe any of these pronouncements will have a material impact on our financial statements.

Accounts Payable and Accruals

Accounts Payable and Accruals	6 Months Ended
	Dec. 31, 2023
Accounts Payable and Accruals [Abstract]
ACCOUNTS PAYABLE AND ACCRUALS	NOTE 4. ACCOUNTS PAYABLE AND ACCRUALS As of December 31, 2023, and June 30, 2023, the balance of accounts payable and accrued expenses was $43,201 and $33,912, respectively. As of December 31, 2023, $33,589 of the balance was due to our share transfer agent $4,612 related to accounting fees and $5,000 related to audit fees.

Loan Payable _ Related Party

Loan Payable – Related Party	6 Months Ended
	Dec. 31, 2023
Loan Payable – Related Party [Abstract]
LOAN PAYABLE – RELATED PARTY	NOTE 5. LOAN PAYABLE – RELATED PARTY As of December 31, 2023, and June 30, 2023, the balance outstanding under the loan payable - related party was $23,949 and $7,759, respectively. During the six-month period ended December 31, 2023, one of our directors, who is also our principal shareholder, advanced to us $16,190 by way of a loan to finance our working capital requirements. The loan is unsecured, interest free and due on demand.

Promissory Notes _ Related Part

Promissory Notes – Related Parties	6 Months Ended
	Dec. 31, 2023
Promissory Notes – Related Parties [Abstract]
PROMISSORY NOTES – RELATED PARTIES	NOTE 6. PROMISSORY NOTES – RELATED PARTIES As of December 31, 2023, and June 30, 2023, the balance outstanding under promissory notes - related parties was $51,010 and $50,380, respectively. The balance at December 31, 2023 included accrued interest of $630. We entered into a Promissory Note (“Note 1”) with Legacy Technology Holdings, Inc. for $9,000 due on demand for advances totaling $9,000 made in November 2022. Note 1 incurred no interest unless it defaults after demand and thereafter at 12% per annum. It is unsecured. Our directors, Calvin D. Smiley, Sr. and Redgie Green are also directors of Legacy Technology Holdings, Inc. and Mr. Green is the CEO/President of Legacy Technology Holdings, Inc. Effective February 23, 2023, Note 1 with Legacy Technology Holdings, Inc. was amended such that, commencing January 1, 2023, the Note incurred interest of 6% per year, and was assigned a maturity date of August 31, 2023. Effective March 24, 2023, Note 1 was assigned from Legacy Technology Holdings, Inc. to Perigee Holdings, Inc. whose former directors were Calvin D. Smiley, Sr. and Redgie Green. Note 1 went into default on August 31, 2023. Interest at a default rate of 18% is accruing on Note 1 subsequent to its default. We also entered into a further Promissory Note (“Note 2”) in the amount of $41,110 with Michael A Littman, an affiliate of our principal shareholder, Michael A Littman Atty Defined Benefit Plan in respect of funds he had previously advance to us. Note 2 is due on demand and bears no interest unless demand is made and then the default rate is 12% per annum. It is unsecured.

Commitments & Contingencies

Commitments & Contingencies	6 Months Ended
	Dec. 31, 2023
Commitments & Contingencies [Abstract]
COMMITMENTS & CONTINGENCIES	NOTE 7. COMMITMENTS & CONTINGENCIES Legal Proceedings We were not subject to any legal proceedings during the three and six-month periods ended December 31, 2023 and 2022, and, to the best of our knowledge, no legal proceedings are pending or threatened. Contractual Obligations We are not party to any contractual obligations at this time.

Shareholders' Deficit

Shareholders' Deficit	6 Months Ended
	Dec. 31, 2023
Shareholders' Deficit [Abstract]
SHAREHOLDERS’ DEFICIT	NOTE 8. SHAREHOLDERS’ DEFICIT Common Stock As of December 31, 2023, we were authorized to issue 500,000,000 shares of common stock with a par value of $0.0001. No shares of common stock were issued during the three and six-month periods ended December 31, 2023 and 2022. As of December 31, 2023 and June 30, 2023, 1,697,200 shares of common stock were issued and outstanding. Warrants No warrants were issued or outstanding during the three and six-month periods ended December 31, 2023 and 2022. Stock Options We currently have no stock option plan. No stock options were issued or outstanding during the three and six-month periods ended December 31, 2023 and 2022.

Subsequent Events

Subsequent Events	6 Months Ended
	Dec. 31, 2023
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 9. SUBSEQUENT EVENTS The Company evaluated subsequent events after December 31, 2023, in accordance with FASB ASC 855 Subsequent Events, through the date of the issuance of these financial statements and has determined there have been no subsequent event for which disclosure is required.

Pay vs Performance Disclosure

Pay vs Performance Disclosure - USD ($)	3 Months Ended		6 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022
Pay vs Performance Disclosure
Net Income (Loss)	$ (19,958)	$ (14,375)	$ (26,272)	$ (17,058)

Insider Trading Arrangements

Insider Trading Arrangements	3 Months Ended
	Dec. 31, 2023
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	6 Months Ended
	Dec. 31, 2023
Summary of Significant Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation This summary of significant accounting policies is presented to assist in the understanding of financial statements. These policies conform to GAAP and have been consistently applied. The Company has selected June 30 as its financial year end.
Interim Financial Statements	Interim Financial Statements The accompanying unaudited interim condensed financial statements have been prepared in accordance with GAAP for interim financial information in accordance with Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The accompanying condensed financial statements have been prepared by the Company without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, changes in shareholders’ deficit and cash flows as of December 31, 2023 and for the related periods presented, have been included. The results for the three- and six-months period ended December 31, 2023 are not necessarily indicative of the results of operations for the full year. These financial statements and related footnotes should be read in conjunction with the financial statements and footnotes thereto for the years ended June 30, 2023 and 2022 included in our Form 10-12G/A filed on October 30, 2023.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP 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.
Cash and Cash Equivalents	Cash and Cash Equivalents We maintain cash balances in a non-interest-bearing account that currently does not exceed federally insured limits. For the purpose of the statements of cash flows, all highly liquid investments with a maturity of three months or less are considered to be cash equivalents. As of December 31, 2023, and June 30, 2023, our cash balances were $162 and $325 respectively.
Fair Value Measurements	Fair Value Measurements: ASC Topic 820, Fair Value Measurements and Disclosures ("ASC 820"), provides a comprehensive framework for measuring fair value and expands disclosures which are required about fair value measurements. Specifically, ASC 820 sets forth a definition of fair value and establishes a hierarchy prioritizing the inputs to valuation techniques, giving the highest priority to quoted prices in active markets for identical assets and liabilities and the lowest priority to unobservable value inputs. ASC 820 defines the hierarchy as follows: Level 1 – Quoted prices are available in active markets for identical assets or liabilities as of the reported date. The types of assets and liabilities included in Level 1 are highly liquid and actively traded instruments with quoted prices, such as equities listed on the New York Stock Exchange. Level 2 – Pricing inputs are other than quoted prices in active markets but are either directly or indirectly observable as of the reported date. The types of assets and liabilities in Level 2 are typically either comparable to actively traded securities or contracts or priced with models using highly observable inputs. Level 3 – Significant inputs to pricing that are unobservable as of the reporting date. The types of assets and liabilities included in Level 3 are those with inputs requiring significant management judgment or estimation, such as complex and subjective models and forecasts used to determine the fair value of financial transmission rights. Our financial instruments consist of our prepaid expenses, accounts payable and accruals, loan payable- related party and promissory note- related party. The carrying amount of our prepaid expenses, accounts payable and accruals, loan payable- related party and promissory note- related party approximates their fair values because of the short-term maturities of these instruments.
Related Party Transactions	Related Party Transactions: A related party is generally defined as (i) any person that holds 10% or more of our membership interests including such person's immediate families, (ii) our management, (iii) someone that directly or indirectly controls, is controlled by or is under common control with us, (iv) any person who is or was (since the beginning of the last fiscal year for which the Company has filed an Annual Report on Form 10-K and proxy statement, even if such person does not presently serve in that role) an executive officer, director or nominee for director of the Company, or (v) anyone who can significantly influence our financial and operating decisions. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. See Notes 5 and 6 below for details of related party transactions in the period presented.
Leases	Leases: We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) as assets, operating lease non-current liabilities, and operating lease current liabilities in our balance sheet. Finance leases are property and equipment, other current liabilities, and other non-current liabilities in the balance sheet. ROU assets represent the right to use an asset for the lease term and lease liability represent the obligation to make lease payment arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over lease term. As most of the leases doesn’t provide an implicit rate. We generally use the incremental borrowing rate on the estimated rate of interest for collateralized borrowing over a similar term of the lease payments at commencement date. The operating ROU asset also includes any lease payments made and excludes lease incentives. Lease expense for lease payment is recognized on a straight-line basis over lease term. The Company was not party to any lease transaction during the three and six-month periods ended December 31, 2023 and 2022.
Income Taxes	Income Taxes: The provision for income taxes is computed using the asset and liability method, under which deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax bases of assets and liabilities, and for operating losses and tax credit carryforwards. Deferred tax assets and liabilities are measured using the currently enacted tax rates that apply to taxable income in effect for the years in which those tax assets are expected to be realized or settled. We record a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized.
Uncertain Tax Positions	Uncertain Tax Positions: We evaluate tax positions in a two-step process. We first determine whether it is more likely than not that a tax position will be sustained upon examination, based on the technical merits of the position. If a tax position meets the more-likely-than-not recognition threshold, it is then measured to determine the amount of benefit to recognize in the financial statements. The tax position is measured as the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. We classify gross interest and penalties and unrecognized tax benefits that are not expected to result in payment or receipt of cash within one year as long-term liabilities in the financial statements.
Revenue Recognition	Revenue Recognition: Revenues are recognized when control of the promised goods or services are transferred to a customer, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements: Step 1: Identify the contract(s) with customers. Step 2: Identify the performance obligations in the contract. Step 3: Determine the transaction price. Step 4: Allocate the transaction price to performance obligations. Step 5: Recognize revenue when the entity satisfies a performance obligation. As the Company had no business operations during the three and six-month periods ended December 31, 2023 and 2022, we have not identified specific planned revenue streams. During the three and six-month periods ended December 31, 2023 and 2022, we did not recognize any revenue.
Advertising Costs	Advertising Costs: We expense advertising costs when advertisements occur. No advertising costs were incurred during the three and six-month periods ended December 31, 2023 and 2022.
Stock-Based Compensation	Stock-Based Compensation: The cost of equity instruments issued to employees and non-employees in return for goods and services is measured by the grant date fair value of the equity instruments issued in accordance with ASC 718, Compensation – Stock Compensation. The related expense is recognized as services are rendered or vesting periods elapse.
Net Loss per Share Calculation	Net Loss per Share Calculation: Basic earnings (loss) per common share ("EPS") is computed by dividing net income (loss) available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted average shares outstanding, assuming all dilutive potential common shares were issued. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. No potentially dilutive debt or equity instruments were issued or outstanding during the three and six-month periods ended December 31, 2023 and 2022.
Recently Accounting Pronouncements	Recently Accounting Pronouncements: We have reviewed all the recently issued, but not yet effective, accounting pronouncements and do not believe any of these pronouncements will have a material impact on our financial statements.

Nature of Operations (Details)

Nature of Operations (Details) - USD ($)		1 Months Ended	6 Months Ended
	Jun. 28, 2021	Jun. 28, 2021	Dec. 31, 2023	Jun. 30, 2023
Nature of Operations [Abstract]
Sale of subsidiary issued share capital percentage		100%
Cash	$ 1,000	$ 1,000
Split shares	50,000
Assets and outstanding liabilities		$ 1,130,842
Reverse and forward stock splits, description			Effective May 13, 2021, we completed:   - a reverse stock split of our outstanding common stock, $0.0001 par value, on a one (1) post-split share for eight thousand (8,000) pre-split shares basis, and subsequently   - a forward stock split of our post reverse split outstanding common stock, $0.0001 par value, on a one hundred (100) post-split shares for one (1) pre-split share basis. As a result of the 8,000: 1 reverse stock split described above, the number of issued and outstanding shares of the Company’s common stock was reduced from 123,224,444 to 15,403. No fractional shares were issued in connection with the reverse stock split. Instead, a holder of record of common stock who would otherwise be entitled to a fraction of a share was, in lieu thereof, entitled to receive a whole share of common stock. Consequently 1,069 additional shares were issued in respect of fractional shares and therefore a total of 16,472 shares of common stock were issued and outstanding after the reverse split.As a result of 1:100 forward stock split described above, the number of issued and outstanding shares of the Company’s common stock increased from 16,472 to 1,647,200.
Common stock, shares outstanding			1,697,200	1,697,200

Going Concern (Details)

Going Concern (Details) - USD ($)	3 Months Ended		6 Months Ended
	Dec. 31, 2023	Dec. 31, 2022	Dec. 31, 2023	Dec. 31, 2022	Jun. 30, 2023
Going Concern [Abstract]
NET LOSS	$ (19,958)	$ (14,375)	$ (26,272)	$ (17,058)
Accumulated deficit	$ (17,791,240)		$ (17,791,240)		$ (17,764,968)

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Details) - USD ($)	6 Months Ended
	Dec. 31, 2023	Jun. 30, 2023
Summary of Significant Accounting Policies [Line Items]
Cash	$ 162	$ 325
Tax percentage	50%
Related Party Transactions [Member]
Summary of Significant Accounting Policies [Line Items]
Membership interests	10%

Accounts Payable and Accruals (

Accounts Payable and Accruals (Details) - USD ($)	6 Months Ended
	Dec. 31, 2023	Jun. 30, 2023
Accounts Payable and Accruals [Line Items]
Accounts payable and accrued expenses	$ 43,201	$ 33,912
Accounting fee	4,612
Audit fees	5,000
Related Party [Member]
Accounts Payable and Accruals [Line Items]
Due to related party	$ 33,589

Loan Payable _ Related Party (D

Loan Payable – Related Party (Details) - USD ($)	6 Months Ended
	Dec. 31, 2023	Jun. 30, 2023
Loan Payable – Related Party [Line Items]
Principal shareholder, advance	$ 16,190
Related Party [Member]
Loan Payable – Related Party [Line Items]
Loan payable - related party	$ 23,949	$ 7,759

Promissory Notes _ Related Pa_2

Promissory Notes – Related Parties (Details) - USD ($)	Feb. 23, 2023	Dec. 31, 2023	Aug. 31, 2023	Jun. 30, 2023	Nov. 30, 2022
Promissory Notes – Related Parties [Line Items]
Accrued interest		$ 630
Promissory note [Member]
Promissory Notes – Related Parties [Line Items]
Interest rate	6%	12%
Maturity date	Aug. 31, 2023
Interest default rate			18%
Related Party [Member]
Promissory Notes – Related Parties [Line Items]
Note payable related party		$ 51,010		$ 50,380
Due amount					$ 9,000
Related Party [Member] | Promissory note [Member]
Promissory Notes – Related Parties [Line Items]
Due amount					$ 9,000
Legacy Technology Holdings, Inc. [Member]
Promissory Notes – Related Parties [Line Items]
Interest rate		12%
Michael A Littman [Member]
Promissory Notes – Related Parties [Line Items]
Due amount		$ 41,110

Shareholders' Deficit (Details)

Shareholders' Deficit (Details) - $ / shares	Dec. 31, 2023	Jun. 30, 2023
Shareholders' Deficit [Abstract]
Common stock, shares authorized	500,000,000	500,000,000
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares issued	1,697,200	1,697,200
Common stock, shares outstanding	1,697,200	1,697,200