UPD Holding (UPDC) 8-K 16 Nov 18 Entry into a Material Definitive Agreement Financial data

Document and Entity Information

Document and Entity Information	1 Months Ended
	Nov. 16, 2018
Document And Entity Information
Entity Registrant Name	UPD HOLDING CORP.
Entity Central Index Key	836,937
Document Type	8-K
Document Period End Date	Nov. 16, 2018
Amendment Flag	false
Entity Emerging Growth Company	false
Entity Ex Transition Period	false

BALANCE SHEETS

BALANCE SHEETS - USD ($)	Sep. 30, 2017	Dec. 31, 2016	Dec. 31, 2015
Pro Forma [Member]
CURRENT ASSETS:
Cash and Cash Equivalents	$ 127,241
Inventory	56,782
Note Receivable
Other Current Assets	22,000
Total Current Assets	206,023
NONCURRENT ASSETS:
Property, plant and equipment, net	389,967
Intangible assets, net	1,243,462
Goodwill	492,762
Total noncurrent assets	2,126,191
TOTAL ASSETS	2,332,214
CURRENT LIABILITIES:
Accounts Payable	220,861
Accrued Liabilities	70,758
Accrued Interest
Notes Payable	460,000
Convertible Notes	50,000
Notes Payable - Related Party	10,000
Convertible Notes Payable - Related Party	15,000
Due to Shareholder(s)	64,261
Total Current Liabilities	890,880
TOTAL LIABILITIES	890,880
STOCKHOLDERS' DEFICIT:
Common stock, $0.001 par value 10,000 authorized: 6,500 and 4,000 shares issued and outstanding as of December 31, 2016 and 2015, respectively	806,333
Additional paid-in capital	927,928
Accumulated deficit	(292,927)
TOTAL STOCKHOLDERS' DEFICIT	1,441,334
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	2,332,214
Record Street Brewing Co [Member]
CURRENT ASSETS:
Cash and Cash Equivalents	35,000		$ 100
Total Current Assets	35,000		100
NONCURRENT ASSETS:
Property, plant and equipment, net	322,608	349,070	1,656
Total noncurrent assets	322,608	349,070	1,656
TOTAL ASSETS	357,608	349,070	1,756
CURRENT LIABILITIES:
Accounts Payable	24,616	37,722	31,246
Accrued Interest	25,000	12,000
Notes Payable	25,000	10,000
Convertible Notes	100,000
Notes Payable - Related Party	10,000	10,000
Due to Shareholder(s)	167,981	159,911	100
Construction Liability	172,500	172,500
Total Current Liabilities	525,097	402,133	31,346
TOTAL LIABILITIES	525,097	402,133	31,346
STOCKHOLDERS' DEFICIT:
Common stock, $0.001 par value 10,000 authorized: 6,500 and 4,000 shares issued and outstanding as of December 31, 2016 and 2015, respectively	7	7	4
Additional paid-in capital	214,925	177,243	(4)
Accumulated deficit	(382,421)	(230,313)	(29,590)
TOTAL STOCKHOLDERS' DEFICIT	(167,489)	(53,063)	(29,590)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	357,608	$ 349,070	$ 1,756
Record Street Brewing Co [Member] | Pro Forma [Member]
CURRENT ASSETS:
Cash and Cash Equivalents	35,000
Inventory
Note Receivable
Other Current Assets
Total Current Assets	35,000
NONCURRENT ASSETS:
Property, plant and equipment, net	322,608
Intangible assets, net
Goodwill
Total noncurrent assets	322,608
TOTAL ASSETS	357,608
CURRENT LIABILITIES:
Accounts Payable	24,616
Accrued Liabilities
Accrued Interest	25,000
Notes Payable	25,000
Convertible Notes	100,000
Notes Payable - Related Party	10,000
Convertible Notes Payable - Related Party
Due to Shareholder(s)	167,981
Construction Liability	172,500
Total Current Liabilities	525,097
TOTAL LIABILITIES	525,097
STOCKHOLDERS' DEFICIT:
Common stock, $0.001 par value 10,000 authorized: 6,500 and 4,000 shares issued and outstanding as of December 31, 2016 and 2015, respectively	7
Additional paid-in capital	214,925
Accumulated deficit	(382,421)
TOTAL STOCKHOLDERS' DEFICIT	(167,489)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	357,608
UPD Holding Inc [Member] | Pro Forma [Member]
CURRENT ASSETS:
Cash and Cash Equivalents	110,120
Inventory
Note Receivable	15,000
Other Current Assets
Total Current Assets	125,120
NONCURRENT ASSETS:
Property, plant and equipment, net
Intangible assets, net
Goodwill
Total noncurrent assets
TOTAL ASSETS	125,120
CURRENT LIABILITIES:
Accounts Payable	33,028
Accrued Liabilities	70,758
Accrued Interest
Notes Payable	100,000
Convertible Notes	50,000
Notes Payable - Related Party
Convertible Notes Payable - Related Party	15,000
Due to Shareholder(s)
Construction Liability
Total Current Liabilities	268,786
TOTAL LIABILITIES	268,786
STOCKHOLDERS' DEFICIT:
Common stock, $0.001 par value 10,000 authorized: 6,500 and 4,000 shares issued and outstanding as of December 31, 2016 and 2015, respectively	406,333
Additional paid-in capital	(272,072)
Accumulated deficit	(277,927)
TOTAL STOCKHOLDERS' DEFICIT	(143,666)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	125,120
Pro Forma Adjustments [Member] | Pro Forma [Member]
CURRENT ASSETS:
Cash and Cash Equivalents	(17,879)
Inventory	56,782
Note Receivable	(15,000)
Other Current Assets	22,000
Total Current Assets	45,903
NONCURRENT ASSETS:
Property, plant and equipment, net	58,031
Intangible assets, net	1,243,462
Goodwill	492,762
Total noncurrent assets	1,803,583
TOTAL ASSETS	1,849,486
CURRENT LIABILITIES:
Accounts Payable	163,217
Accrued Liabilities
Accrued Interest	(22,500)
Notes Payable	(15,000)
Convertible Notes	(100,000)
Notes Payable - Related Party
Convertible Notes Payable - Related Party
Due to Shareholder(s)	(920)
Construction Liability	(172,500)
Total Current Liabilities	96,997
TOTAL LIABILITIES	96,997
STOCKHOLDERS' DEFICIT:
Common stock, $0.001 par value 10,000 authorized: 6,500 and 4,000 shares issued and outstanding as of December 31, 2016 and 2015, respectively	400,000
Additional paid-in capital	(160,863)
Accumulated deficit	(101,394)
TOTAL STOCKHOLDERS' DEFICIT	1,752,489
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$ 1,849,486

BALANCE SHEETS (Parenthetical)

BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 30, 2017	Dec. 31, 2016	Dec. 31, 2015
Pro Forma [Member]
Common stock, shares issued	80,000,000
Record Street Brewing Co [Member]
Common stock, Par value (in dollar per share)	$ 0.001	$ 0.001	$ 0.001
Common stock, share authorized	10,000	10,000	10,000
Common stock, shares issued	6,500	6,500	4,000
Common stock, shares outstanding	6,500	6,500	4,000
Record Street Brewing Co [Member] | Pro Forma [Member]
Common stock, Par value (in dollar per share)	$ 0.001
Common stock, share authorized	10,000
Common stock, shares issued	6,500
Common stock, shares outstanding	6,500
UPD Holding Inc [Member] | Pro Forma [Member]
Common stock, Par value (in dollar per share)	$ 0.005
Common stock, share authorized	200,000,000
Common stock, shares issued	81,266,636
Common stock, shares outstanding	81,266,636

STATEMENTS OF OPERATION

STATEMENTS OF OPERATION - USD ($)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2017	Dec. 31, 2015	Sep. 30, 2017	Sep. 30, 2016	Jun. 30, 2017	Dec. 31, 2016
Pro Forma [Member]
Sales	$ 2,176				$ 19,809
Cost of sales	(30,799)				(39,896)
Gross Profit	(28,623)				(20,087)
Operating expenses:
Selling, general, and administrative expense	(116,216)				(91,002)
Total operating expenses	(116,216)				(91,002)
Operating income	(144,839)				(111,089)
Other expenses:
Gain (loss) on disposal of assets	(3,394)
Bad debt expense	(15,000)
Interest expense	(7,361)				(82,998)
Total other expenses	(25,755)				(82,998)
NET LOSS	$ (170,594)				$ (194,087)
BASIC AND DILUTED PER SHARE DATA:
Net loss per share - basic and diluted (in dollar per share)	$ 0				$ 0
Weighted average shares outstanding - basic and diluted (in shares)	159,897,071				159,750,198
Record Street Brewing Co [Member]
Sales			$ 21,985
Cost of sales		$ (3,390)	(51,710)	(51,089)		$ (57,658)
Gross Profit		(3,390)	(29,725)	(51,089)		(57,658)
Operating expenses:
Selling, general, and administrative expense		(26,200)	(102,989)	(107,176)		(128,572)
Total operating expenses		(26,200)	(102,989)	(107,176)		(128,572)
Operating income		(29,590)	(132,714)	(158,265)		(186,230)
Other expenses:
Gain (loss) on disposal of assets			(3,394)
Interest expense			(16,000)	(9,993)		(14,493)
Total other expenses			(19,394)	(9,993)		(14,493)
NET LOSS		$ (29,590)	$ (152,108)	$ (168,258)		$ (200,723)
Record Street Brewing Co [Member] | Pro Forma [Member]
Sales	$ 2,176				$ 19,809
Cost of sales	(30,799)				(39,896)
Gross Profit	(28,623)				(20,087)
Operating expenses:
Selling, general, and administrative expense	(82,730)				(51,760)
Total operating expenses	(82,730)				(51,760)
Operating income	(111,353)				(71,847)
Other expenses:
Gain (loss) on disposal of assets	(3,394)
Bad debt expense
Interest expense	(7,000)				(18,000)
Total other expenses	(10,394)				(18,000)
NET LOSS	(121,747)				(89,847)
UPD Holding Inc [Member] | Pro Forma [Member]
Sales
Cost of sales
Gross Profit
Operating expenses:
Selling, general, and administrative expense	(33,486)				(39,242)
Total operating expenses	(33,486)				(39,242)
Operating income	(33,486)				(39,242)
Other expenses:
Gain (loss) on disposal of assets
Bad debt expense
Interest expense	(361)				(64,998)
Total other expenses	(361)				(64,998)
NET LOSS	$ (33,847)				$ (104,240)
BASIC AND DILUTED PER SHARE DATA:
Net loss per share - basic and diluted (in dollar per share)	$ 0				$ 0
Weighted average shares outstanding - basic and diluted (in shares)	79,897,071				79,750,198
Pro Forma Adjustments [Member] | Pro Forma [Member]
Sales
Cost of sales
Gross Profit
Operating expenses:
Selling, general, and administrative expense
Total operating expenses
Operating income
Other expenses:
Gain (loss) on disposal of assets
Bad debt expense	(15,000)
Interest expense
Total other expenses	(15,000)
NET LOSS	$ (15,000)
BASIC AND DILUTED PER SHARE DATA:
Weighted average shares outstanding - basic and diluted (in shares)	80,000,000

STATEMENT OF STOCKHOLDERS' DEFI

STATEMENT OF STOCKHOLDERS' DEFICIT - Record Street Brewing Co [Member] - USD ($)	Common Stock [Member]	Additional Paid-In Capital [Member]	Accumulated Deficit [Member]	Total
BALANCE, BEGINNING at Sep. 20, 2015
BALANCE, BEGINNING (in shares) at Sep. 20, 2015
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Shares issued to founders	$ 4	(4)
Shares issued to founders (in shares)	4,000
Net loss			(29,590)	(29,590)
BALANCE, ENDING at Dec. 31, 2015	$ 4	(4)	(29,590)	$ (29,590)
BALANCE, ENDING (in shares) at Dec. 31, 2015	4,000			4,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Common stock purchase	$ 3	149,997
Common stock purchase (in shares)	2,500
Noncash rent expense		27,250		$ 27,250
Net loss			(200,723)	(200,723)
BALANCE, ENDING at Dec. 31, 2016	$ 7	$ 177,243	$ (230,313)	$ (53,063)
BALANCE, ENDING (in shares) at Dec. 31, 2016	6,500			6,500
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Noncash rent expense				$ 36,450
Net loss				(152,108)
BALANCE, ENDING at Sep. 30, 2017				$ (167,489)
BALANCE, ENDING (in shares) at Sep. 30, 2017				6,500

STATEMENTS OF CASH FLOWS

STATEMENTS OF CASH FLOWS - Record Street Brewing Co [Member] - USD ($)	3 Months Ended	9 Months Ended		12 Months Ended
	Dec. 31, 2015	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (29,590)	$ (152,108)	$ (168,258)	$ (200,723)
Adjustments to reconcile net loss to net cash used in operating activities:
Accounts payable used to purchase fixed assets	(1,656)
Loss on disposal of assets		(3,394)
Noncash rent expense		36,450	7,000	27,250
Changes in operating assets and liabilities:
Accounts Payable	31,246	(13,106)	8,189	6,476
Accrued Interest		13,000	7,500	12,000
Net Cash Used in Operating Activities		(112,370)	(145,569)	(154,997)
CASH FLOWS FROM INVESTING ACTIVITIES:
Proceeds from sale of assets		37,000
Investments in property, plant, and equipment		(13,932)	(174,259)	(174,914)
Net Cash Used in Investing Activities		23,068	(174,259)	(174,914)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from expenses paid by shareholders		1,232
Proceeds from sale of common stock			150,000	150,000
Proceeds from loans from shareholders	100	8,070	159,728	234,811
Repayment of loans from shareholders				(75,000)
Proceeds from Convertible Notes		100,000
Proceeds from notes payable - related party				10,000
Proceeds from notes payable		15,000	10,000	10,000
Net Cash Provided by Financing Activities	100	124,302	319,728	329,811
NET CHANGE IN CASH AND CASH EQUIVALENTS	100	35,000	(100)	(100)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD			100	100
CASH AND CASH EQUIVALENTS, END OF PERIOD	100	35,000
INTEREST PAID:		3,000
TAXES PAID:
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Founders' shares issued 4,000 shares at $0.001 par	4
Leasehold improvements acquired with construction liability			$ 172,500	$ 172,500

STATEMENTS OF CASH FLOWS (Paren

STATEMENTS OF CASH FLOWS (Parenthetical) - Record Street Brewing Co [Member] - $ / shares	3 Months Ended	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2016
Founders' shares issued (in shares)	4,000	4,000
Founders' share par value (in dollar per share)	$ 0.001	$ 0.001

ORGANIZATION_Basis of Presentat

ORGANIZATION/Basis of Presentation	9 Months Ended	12 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
Pro Forma [Member]
ORGANIZATION	1. Basis of Presentation Effective December 31, 2017, UPD Holding, Inc. (“UPD”) completed the acquisition of 100% of the equity of Record Street Brewing Co. (“RSB”). UPD issued 80,000,000 shares of common stock to the shareholders of RSB in exchange for all of RSB’s issued and outstanding 5,000 shares. In the pro forma unaudited combined financial statements, pro forma adjustments are made to reflect the financial position and results of operations of a combined operating entity. The unaudited pro forma combined financial statements have been prepared for illustrative purposes only and are not necessarily indicative of the consolidated financial position or results of operations in future periods or the results that actually would have been realized has UPD and RSB been a combined company during the specified periods. The unaudited pro forma combined financial statements, including the notes thereto, are qualified in their entirety by reference to, and should be read in conjunction with, the historical financial statements of RSB included herein, and the historical financial statements of UPD included in its Annual Report on Form 10-K for the year ended June 30, 2017 and its Quarterly Report on Form 10-Q for the three months ended September 30, 2017.
Record Street Brewing Co [Member]
ORGANIZATION	NOTE 1 – ORGANIZATION Organization – G oing Concern – In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plans to obtain such resources for the Company include (i) obtaining capital from management and significant stockholders sufficient to meet its minimal operating expenses; (ii) obtaining funding from outside sources through the sale of its debt and/or equity securities; and (iii) completing a merger with or acquisition of an existing operating company. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.	NOTE 1 – ORGANIZATION Organization – Going Concern – In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plans to obtain such resources for the Company include (i) obtaining capital from management and significant stockholders sufficient to meet its minimal operating expenses; (ii) obtaining funding from outside sources through the sale of its debt and/or equity securities; and (iii) completing a merger with or acquisition of an existing operating company. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended	12 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
Record Street Brewing Co [Member]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation – Revenue Recognition – The Company sells beer through distributors. Revenue is recognized when obligations under the terms of a contract with our customers are satisfied; generally, this occurs when the product arrives at distribution centers. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods. We consider customer purchase orders, which in some cases are governed by a master agreement, to be the contracts with a customer. For each contract related to the sale of beer, we consider the promise to transfer products, each of which is distinct, to be the identified performance obligation. The transaction price for each performance obligation is specifically identified within the contract with our customer and represents the fair standalone selling price. Discounts are recognized as a reduction to Sales at the time we recognize the revenue. We generally do not grant return privileges, except in limited and specific circumstances.	NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation – Use of Estimates Cash and Cash Equivalents – Property, equipment and leasehold improvements · Restaurant supplies: 5 years · Brewing supplies: 7 years · Leasehold improvements: 20 years Expenditures for repairs and maintenance are expensed as incurred; renewals and betterments are capitalized. Upon disposal of equipment and leasehold improvements, the accounts are relieved of the costs and related accumulated depreciation, and resulting gains or losses are reflected in operations. Property, plant and equipment are reviewed for impairment in accordance with ASC 360. The Company assesses impairment of property, plant, and equipment whenever events or changes in circumstances indicate the carrying values of the assets may not be recoverable. Income taxes – Related parties – Recent accounting pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). ASU 2014-09 supersedes virtually all existing revenue guidance. Under this standard, an entity is required to recognize revenue upon transfer of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services. As such, an entity needs to use more judgment and make more estimates than under the previous guidance. On December 31, 2016, the Company adopted the new accounting standard and all related amendments using the modified retrospective method which allows application only to the most current reporting period presented in the financial statements with a cumulative effect adjustment to retained earnings. The Company expects the impact of the adoption to be immaterial to its consolidated financial statements on an ongoing basis. See also Note 2 in the accompanying unaudited financial statements for the nine months ended September 30, 2017. Other recent accounting pronouncements that have been issued or proposed by FASB are not expected to have a material impact on the financial statements upon adoption.

FIXED ASSETS

FIXED ASSETS	12 Months Ended
	Dec. 31, 2016
Record Street Brewing Co [Member]
FIXED ASSETS	NOTE 3 – FIXED ASSETS Cost Accumulated Depreciation December 31, 2016 Net Book Value December 31, 2015 Net Book Value Restaurant Supplies $ 6,725 $ - $ 6,725 $ - Brewing Supplies 40,394 - 40,394 - Leasehold Improvements 301,951 - 301,951 1,656 Total $ 349,070 $ - $ 349,070 $ 1,656 During the year ended December 31, 2016, the Company did not record any depreciation. The brewing supplies were not installed and other fixed assets were not ready for service.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended	12 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
Record Street Brewing Co [Member]
RELATED PARTY TRANSACTIONS	NOTE 3 – RELATED PARTY TRANSACTIONS For the nine months ended September 30, 2017 the Company has identified the following material related party transactions. The Company borrowed $4,400 and $3,670 from shareholders Jesse Corletto and Patrick Ogle respectively. These loans, which are payable on demand, were made on an informal basis and are not accruing interest. The Company entered into a sublease with 324 E. 4 th th th th The Company entered into a sublease with 401 E. 4 th th th	NOTE 4 – RELATED PARTY TRANSACTIONS In 2015 the Company issued 2,000 founders’ shares to Jesse Corletto and 2,000 founders’ shares to Patrick Ogle. The shares were valued at par, $0.001. The Company also borrowed $100 from Patrick Ogle to fund the opening of a bank account. In 2016 the Company has identified the following material related party transactions: During the course of 2016, the Company borrowed $32,200 and $24,811 from shareholders Jesse Corletto and Patrick Ogle, respectively. These unsecured loans were made on an informal basis payable on demand and are not accruing interest. Ian Madan became a shareholder in the Company on January 29, 2016 with a $100,000 investment in exchange for 2,000 shares. Michael Madan became a shareholder in the Company on January 29, 2016 with a $50,000 investment in exchange for 500 shares. The Company borrowed $75,000 from Michael Madan on January 5, 2016 and repaid the principal without interest on February 1, 2016. The Company entered into a $100,000 unsecured bridge loan with Michael Madan on May 2, 2016 at an interest rate of 18% and with a maturity date of October 31, 2016. The accrued interest on this bridge loan as of December 31, 2016 was $12,000. The Company also borrowed $2,800 on an unsecured, informal basis payable on demand from shareholder Michael Madan in 2016, this sum is not accruing interest. The Company borrowed $10,000 from Terie Ogle, the mother of shareholder Patrick Ogle, on December 26, 2016. This unsecured loan was made on an informal basis payable on demand and is not accruing interest. The Company entered into a sublease with 324 E. 4 th th th th The Company entered into a sublease with 401 E. 4 th th th

NOTES PAYABLE

NOTES PAYABLE	9 Months Ended	12 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
Record Street Brewing Co [Member]
NOTES PAYABLE	NOTE 4 – NOTES PAYABLE The Company borrowed $15,000 from UPD Holding, Inc. on September 22, 2017. The proceeds of this note were used for working capital and this note is payable on demand and is not accruing interest. UPD Holding, Inc. subsequently acquired the Company on December 31, 2017 as described in Note 6.	NOTE 5 – NOTES PAYABLE The Company borrowed $10,000 from an unrelated party on June 23, 2016. This unsecured note is not accruing interest and is payable on demand.

CONVERTIBLE NOTES PAYABLE

CONVERTIBLE NOTES PAYABLE	9 Months Ended
	Sep. 30, 2017
Record Street Brewing Co [Member]
CONVERTIBLE NOTES PAYABLE	NOTE 5 – CONVERTIBLE NOTES PAYABLE The Company borrowed $100,000 in June 2017 in the form of two unsecured convertible notes payable with a maturity date of June 30, 2018. These notes payable are convertible for 1,000 shares. Interest is accruing on these notes at 10% per annum. On December 31, 2017, immediately before the acquisition described below, the Company converted the convertible notes described above to 1,000 common shares

CONSTRUCTION LIABILITY

CONSTRUCTION LIABILITY	9 Months Ended	12 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
Record Street Brewing Co [Member]
CONSTRUCTION LIABILITY	NOTE 6 – CONSTRUCTION LIABILITY During 2016, the company entered into a construction contract for leasehold improvements. This contract was not completed and litigation commenced between the Company and the counterparty to the contract in 2016. This litigation was subsequently settled in November 2017 for a payment of $82,500 and a two year noninterest bearing note in the total amount of $90,000 which requires monthly payments of $3,750. The Company has accrued this liability as of June 30, 2016 when the construction ceased.	NOTE 6 – CONSTRUCTION LIABILITY During 2016, the company entered into a construction contract for leasehold improvements. This contract was not completed and litigation commenced between the Company and the counterparty to the contract in 2016. This litigation was subsequently settled in November 2017 for a payment of $82,500 and a two year noninterest bearing note in the total amount of $90,000 which requires monthly payments of $3,750. The Company has accrued this liability as of June 30, 2016 when the construction ceased.

INCOME TAXES

INCOME TAXES	12 Months Ended
	Dec. 31, 2016
Record Street Brewing Co [Member]
INCOME TAXES	NOTE 7 – INCOME TAXES As of December 31, 2016 and 2015 deferred tax assets consist of the following: 2016 2015 Federal loss carryforwards $ 42,643 $ 6,214 Less: valuation allowances (42,643 ) (6,214 ) Deferred tax asset $ - $ - The future utilization of the net operating loss carryforward to offset future taxable income may be subject to an annual limitation as a result of ownership changes that could occur in the future. As of December 31, 2016 and 2015, the Company’s Federal net operating loss carryforwards were $203,063 and $29,590, respectively. The Company provided a valuation allowance equal to the deferred income tax asset for the year ended December 31, 2016 because it is not known whether future taxable income will be sufficient to utilize the loss carryforward. The carryforward will expire in 2036.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended	12 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
Record Street Brewing Co [Member]
SUBSEQUENT EVENTS	NOTE 7 – SUBSEQUENT EVENTS On October 1, 2017 the Company entered into a restructuring agreement with the Madan family. Pursuant to that agreement, Ian and Michael’s 2,500 shares were redeemed, retired, and cancelled in exchange for $150,000 in promissory notes accruing interest at 12% per annum and maturing on December 31, 2018. Further, the $100,000 bridge loan, any accrued interest on that loan, and Michael Madan’s interest in an Assignment and Repurchase Agreement were exchanged for an additional $200,000 in promissory notes accruing interest at 12% per annum and maturing on December 31, 2018. On December 31, 2017, immediately before the acquisition described below, the Company converted the convertible notes described above to 1,000 common shares. On December 31, 2017 the Company was acquired by UPD Holding, Inc. (“UPD”), a product development company based in Reno, NV. Shareholders of the Company received $1,600,000 of equity equal to 80,000,000 shares of UPD’s common stock.	NOTE 8 – SUBSEQUENT EVENTS On June 26, 2017 the Company completed the issuance of $100,000 in convertible notes. The notes accrue interest at 10% per annum and mature on June 30, 2018. The notes are convertible for 1,000 shares of the Company’s common stock. On December 31, 2017, immediately before the acquisition described below, the Company converted the convertible notes described above to 1,000 common shares. On October 1, 2017 the Company entered into a restructuring agreement with the Madan family. Pursuant to that agreement, Ian and Michael’s 2,500 shares were redeemed, retired, and cancelled in exchange for $150,000 in promissory notes accruing interest at 12% per annum and maturing on December 31, 2018. Further, the $100,000 bridge loan, any accrued interest on that loan, and Michael Madan’s interest in an Assignment and Repurchase Agreement were exchanged for an additional $200,000 in promissory notes accruing interest at 12% per annum and maturing on December 31, 2018. On December 31, 2017 the Company was acquired by UPD Holding, Inc. (“UPD”), a product development company based in Reno, NV. Shareholders of the Company received $1,600,000 of equity equal to 80,000,000 shares of UPD’s common stock.

Estimated consideration and pre

Estimated consideration and preliminary purchase price allocation	9 Months Ended
	Sep. 30, 2017
Pro Forma [Member]
Estimated consideration and preliminary purchase price allocation	2. Estimated consideration and preliminary purchase price allocation The Company has performed a preliminary valuation analysis of the fair market value of RSB’s assets to be acquired and liabilities to be assumed. Using the total consideration for the Acquisition, the Company has estimated the allocations to such assets and liabilities. The following table summarizes the allocation of the preliminary purchase price as of the transactions’ closing date, December 31, 2017: Consideration: Fair value of equity consideration paid $ 1,600,000 Recognized preliminary amounts of identifiable assets acquired and (liabilities assumed), at fair value: Cash $ 17,121 Current Assets 22,000 Inventory 56,782 Furniture & Equipment 91,933 Leasehold Improvements 298,034 Identifiable intangible assets 1,243,462 Accounts payable (187,833 ) Notes payable to related parties (74,261 ) Other current liabilities (360,000 ) Preliminary estimate of the fair value of assets acquired and liabilities assumed 1,107,238 Goodwill 492,762 Total purchase price $ 1,600,000

Pro-forma Assumptions and Adjus

Pro-forma Assumptions and Adjustments	9 Months Ended
	Sep. 30, 2017
Pro Forma [Member]
Pro-forma Assumptions and Adjustments	3. Pro-forma Assumptions and Adjustments The accompanying pro forma unaudited combined financial statements of UPD have been prepared to reflect the following assumptions and adjustments: a) Working capital adjustments from September 30, 2017 to transaction date b) Elimination of inter-company loan of $15,000 c) To reflect execution of repurchase agreement in connection with October 1, 2017 restructuring d) To reflect October 1, 2017 restructuring agreement e) To reflect conversion of convertible notes on acquisition date f) To eliminate RSB’s equity accounts and account for the issuance of UPD shares in connection with the acquisition

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (policies) - Record Street Brewing Co [Member]	9 Months Ended	12 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
Basis of Presentation	Basis of Presentation –	Basis of Presentation – Use of Estimates
Revenue Recognition	Revenue Recognition – The Company sells beer through distributors. Revenue is recognized when obligations under the terms of a contract with our customers are satisfied; generally, this occurs when the product arrives at distribution centers. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods. We consider customer purchase orders, which in some cases are governed by a master agreement, to be the contracts with a customer. For each contract related to the sale of beer, we consider the promise to transfer products, each of which is distinct, to be the identified performance obligation. The transaction price for each performance obligation is specifically identified within the contract with our customer and represents the fair standalone selling price. Discounts are recognized as a reduction to Sales at the time we recognize the revenue. We generally do not grant return privileges, except in limited and specific circumstances.
Use of Estimates		Use of Estimates
Cash and Cash Equivalents		Cash and Cash Equivalents –
Property, equipment and leasehold improvements		Property, equipment and leasehold improvements · Restaurant supplies: 5 years · Brewing supplies: 7 years · Leasehold improvements: 20 years Expenditures for repairs and maintenance are expensed as incurred; renewals and betterments are capitalized. Upon disposal of equipment and leasehold improvements, the accounts are relieved of the costs and related accumulated depreciation, and resulting gains or losses are reflected in operations. Property, plant and equipment are reviewed for impairment in accordance with ASC 360. The Company assesses impairment of property, plant, and equipment whenever events or changes in circumstances indicate the carrying values of the assets may not be recoverable.
Income taxes		Income taxes –
Related parties		Related parties –
Recent accounting pronouncements		Recent accounting pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). ASU 2014-09 supersedes virtually all existing revenue guidance. Under this standard, an entity is required to recognize revenue upon transfer of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services. As such, an entity needs to use more judgment and make more estimates than under the previous guidance. On December 31, 2016, the Company adopted the new accounting standard and all related amendments using the modified retrospective method which allows application only to the most current reporting period presented in the financial statements with a cumulative effect adjustment to retained earnings. The Company expects the impact of the adoption to be immaterial to its consolidated financial statements on an ongoing basis. See also Note 2 in the accompanying unaudited financial statements for the nine months ended September 30, 2017. Other recent accounting pronouncements that have been issued or proposed by FASB are not expected to have a material impact on the financial statements upon adoption.

FIXED ASSETS (Tables)

FIXED ASSETS (Tables)	12 Months Ended
	Dec. 31, 2016
Record Street Brewing Co [Member]
Svhedule of fixed assets	Cost Accumulated December 31, 2016 December 31, 2015 Restaurant Supplies $ 6,725 $ - $ 6,725 $ - Brewing Supplies 40,394 - 40,394 - Leasehold Improvements 301,951 - 301,951 1,656 Total $ 349,070 $ - $ 349,070 $ 1,656

INCOME TAXES (Tables)

INCOME TAXES (Tables)	12 Months Ended
	Dec. 31, 2016
Record Street Brewing Co [Member]
Schedule of deferred tax assets	As of December 31, 2016 and 2015 deferred tax assets consist of the following: 2016 2015 Federal loss carryforwards $ 42,643 $ 6,214 Less: valuation allowances (42,643 ) (6,214 ) Deferred tax asset $ - $ -

Estimated consideration and p_2

Estimated consideration and preliminary purchase price allocation (Tables)	3 Months Ended
	Sep. 30, 2017
Pro Forma [Member] | Record Street Brewing Co [Member]
Schedule of purchase price allocation	The following table summarizes the allocation of the preliminary purchase price as of the transactions’ closing date, December 31, 2017: Consideration: Fair value of equity consideration paid $ 1,600,000 Recognized preliminary amounts of identifiable assets acquired and (liabilities assumed), at fair value: Cash $ 17,121 Current Assets 22,000 Inventory 56,782 Furniture & Equipment 91,933 Leasehold Improvements 298,034 Identifiable intangible assets 1,243,462 Accounts payable (187,833 ) Notes payable to related parties (74,261 ) Other current liabilities (360,000 ) Preliminary estimate of the fair value of assets acquired and liabilities assumed 1,107,238 Goodwill 492,762 Total purchase price $ 1,600,000

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - Record Street Brewing Co [Member]	12 Months Ended
	Dec. 31, 2016USD ($)
Restaurant Supplies [Member]
Estimated useful lives	5 years
Brewing Supplies [Member]
Estimated useful lives	5 years
Leasehold Improvements [Member]
Estimated useful lives	5 years
Accounts Payable [Member]
Bank overdraft	$ (159)

FIXED ASSETS (Details)

FIXED ASSETS (Details) - Record Street Brewing Co [Member] - USD ($)	Sep. 30, 2017	Dec. 31, 2016	Dec. 31, 2015
Cost		$ 349,070
Accumulated Depreciation
Ending balance	$ 322,608	349,070	$ 1,656
Restaurant Supplies [Member]
Cost		6,725
Accumulated Depreciation
Ending balance		6,725
Brewing Supplies [Member]
Cost		40,394
Accumulated Depreciation
Ending balance		40,394
Leasehold Improvements [Member]
Cost		301,951
Accumulated Depreciation
Ending balance		$ 301,951	$ 1,656

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - Record Street Brewing Co [Member] - USD ($)	Oct. 01, 2016	May 02, 2016	Feb. 17, 2016	Jan. 29, 2016	Sep. 30, 2017	Dec. 31, 2016	Dec. 26, 2016	Jan. 05, 2016	Dec. 31, 2015
Debt maturity date					Oct. 1, 2016
Accured interest on bridge loan						$ 12,000
Rent paid	$ 5,750		$ 1,000
Expenses	$ 17,250		$ 10,000		$ 51,750
Forgiven expenses					27,450
Lease expiration, date	Dec. 31, 2018		Feb. 28, 2018
Jesse Corletto [Member]
Shares issued									2,000
Share issued, per share									$ 0.001
Debt face amount					4,400	32,200
Patrick Ogle [Member]
Shares issued									2,000
Share issued, per share									$ 0.001
Debt face amount					$ 3,670	24,811			$ 100
Ian Madan [Member]
Debt conversion, amount				$ 100,000
Debt conversion, share issued				2,000
Michael Madan [Member]
Debt face amount						$ 12,000		$ 75,000
Debt conversion, amount				$ 50,000
Debt conversion, share issued				500
Bridge loaned amount		$ 100,000
Debt instrument, interest rate				18.00%
Debt maturity date		Oct. 31, 2016		Oct. 31, 2016
Terie Ogle [Member]
Debt face amount							$ 10,000

NOTES PAYABLE (Details Narrativ

NOTES PAYABLE (Details Narrative) - USD ($)	Sep. 30, 2017	Sep. 22, 2017	Jun. 26, 2017	Jun. 23, 2016
10% Convertible Notes Payable Due on 30 June 2018 [Member] | Record Street Brewing Co [Member]
Debt face amount	$ 100,000	$ 15,000	$ 100,000	$ 10,000

CONVERTIBLE NOTES PAYABLE (Deta

CONVERTIBLE NOTES PAYABLE (Details Narrative) - 10% Convertible Notes Payable Due on 30 June 2018 [Member] - Record Street Brewing Co [Member] - USD ($)	1 Months Ended
	Jun. 30, 2017	Dec. 31, 2017	Sep. 30, 2017	Sep. 22, 2017	Jun. 26, 2017	Jun. 23, 2016
Debt face amount			$ 100,000	$ 15,000	$ 100,000	$ 10,000
Number of debt conversion shares	1,000
Number of common shares isued on debt conversion		1,000			1,000

CONSTRUCTION LIABILITY (Details

CONSTRUCTION LIABILITY (Details Narrative) - Construction Contract [Member] - Counterparty [Member]	12 Months Ended
	Dec. 31, 2016USD ($)
Litigation payment	$ 82,500
Noninterest bearing liablities	90,000
Accrued liability	$ 3,750
Term of noninterest bearing note	Two year</font></p>" id="sjs-B6">&lt;p>&lt;font style="font: 10pt Times New Roman, Times, Serif">Two year&lt;/font>&lt;/p>

INCOME TAXES (Details)

INCOME TAXES (Details) - Record Street Brewing Co [Member] - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Federal loss carryforwards	$ 42,643	$ 6,214
Less: valuation allowances	(42,643)	(6,214)
Deferred tax asset

INCOME TAXES (Details Narrative

INCOME TAXES (Details Narrative) - Record Street Brewing Co [Member] - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Federal net operating loss carryforwards	$ 203,063	$ 29,590
Operating loss carryforward expiration year	2,036

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - Record Street Brewing Co [Member] - USD ($)	Oct. 01, 2017	Dec. 31, 2017	Sep. 30, 2017	Sep. 22, 2017	Jun. 26, 2017	Jun. 23, 2016
Number of shares issued in transaction (in shares)		80,000,000
Number of shares issued in transaction		$ 1,600,000
UPD Holding Inc [Member]
Number of shares issued in transaction (in shares)		80,000,000
Number of shares issued in transaction		$ 1,600,000
10% Convertible Notes Payable Due on 30 June 2018 [Member]
Debt face amount			$ 100,000	$ 15,000	$ 100,000	$ 10,000
Number of common shares isued on conversion		1,000			1,000
10% Convertible Notes Payable Due on 30 June 2018 [Member] | Subsequent Event [Member]
Number of common shares isued on conversion		1,000
12% Promissory Notes Due on December 31, 2018 [Member] | Subsequent Event [Member] | Restructuring Agreement [Member ]
Debt face amount	$ 150,000
Number of shares cancelled	2,500
12% Promissory Notes Due on December 31, 2018 [Member] | Subsequent Event [Member] | Assignment And Repurchase Agreement [Member]
Debt face amount	$ 200,000
Bridge Loaned amount	$ 100,000

Basis of Presentation (Details

Basis of Presentation (Details Narrative) - shares	Sep. 30, 2017	Dec. 31, 2016	Dec. 31, 2015
Record Street Brewing Co [Member]
Common stock issued (in shares)	6,500	6,500	4,000
Pro Forma [Member]
Business combination, percentage	100.00%
Common stock issued (in shares)	80,000,000
Pro Forma [Member] | Record Street Brewing Co [Member]
Common stock issued (in shares)	6,500
Pro Forma [Member] | Shareholders' Equity [Member]
Common stock issued (in shares)	5,000

Estimated consideration and p_3

Estimated consideration and preliminary purchase price allocation (Details) - Pro Forma [Member]	Sep. 30, 2017USD ($)
Consideration:
Fair value of equity consideration paid	$ 1,600,000
Recognized preliminary amounts of identifiable assets acquired and (liabilities assumed), at fair value:
Cash	17,121
Current Assets	22,000
Inventory	56,782
Furniture & Equipment	91,933
Leasehold Improvements	298,034
Identifiable intangible assets	1,243,462
Accounts payable	(187,833)
Notes payable to related parties	(74,261)
Other current liabilities	(360,000)
Preliminary estimate of the fair value of assets acquired and liabilities assumed	1,107,238
Goodwill	492,762
Total purchase price	$ 1,600,000

Pro-forma Assumptions and Adj_2

Pro-forma Assumptions and Adjustments (Details Narrative)	Sep. 30, 2017USD ($)
Pro Forma [Member]
Inter-company loan	$ 15,000