Note 5 - Stockholders' Deficit |
6 Months Ended | |||||||||
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Dec. 31, 2024 | ||||||||||
| Notes to Financial Statements | ||||||||||
| Equity [Text Block] |
NOTE 5 - STOCKHOLDERS’ DEFICIT
Common stock
During the six months ended December 31, 2024 and 2023, there were no common share transactions.
On September 19, 2023, the Company increased the number of authorized shares of Common Stock to 1,000,000,000 at $0.001 par value which has been reflected retrospectively on the consolidated balance sheet.
Series B Preferred stock
On December 10, 2018, the Company issued 40 Series B Preferred Stock.
On January 14, 2019, the Company issued 2 Series B Preferred Shares.
Each Preferred Share carries an annual 12% dividend compounded annually for three (3) consecutive years. The Company will pay dividends on a quarterly basis at the discretion of the Board to the extent cash or other assets are available. Dividends may be paid in cash or other property. The Shares have no voting rights.
The Shares were convertible into shares of common stock of the Company at the option of the holder on a basis (subject to adjustments for stock dividends, splits, combinations and similar events) at any time within 12 to 36 months from the date of issuance of the Shares provided that the Company has enough authorized and unissued shares of common stock available for the conversion. Any accrued but unpaid interest or dividends related to the Shares may also be converted into common stock at the discretion of the Board of Directors.
The Company also has the option to call the Shares and purchase some or all of the Series B Preferred Stock owned by investors at any time at on a pro rata, nearest whole share basis. The redemption value of the Shares is $2,500 per Share (subject to adjustments for stock dividends, splits, combinations and similar events) (the “Redemption Value”). On the date 36 months from the issuance date of the Shares, if not already converted to common, the Company shall redeem the Shares at the Redemption Value and pay all accrued but unpaid dividends and interest to the extent assets are available.
The mandatorily redeemable preferred stock liability (“MRPSL”) of $105,000 has been recognized at the issuance date. On September 15, 2023, pursuant to a termination agreement with the investor (See Note 4), the investor returned to the Company, 40 preferred shares, which were cancelled. As a result, the Company has reduced the MRPSL by $100,000 and reduced its dividends payable by $36,481. As of December 31, 2024, redeemable preferred stock dividends payable was $1,824 ( June 30, 2024 - ) and MRPSL was $5,000 ( June 30, 2024 - ).
Series C Preferred Stock
On September 18, 2023, the Company issued 1 Series C Preferred Stock at $0.001 par value. On September 19, 2023, following the increase in the authorized common shares, the 1 Series C Preferred Stock was automatically cancelled for no consideration.
The Series C Preferred Stock held voting power equal to 51% of the total number of votes on all of its stock issued and outstanding and held the voting rights to vote solely on the increase to the authorized number of shares of common stock. The Series C Preferred shares were not convertible, were not entitled to participate in distribution of assets or rights on dissolution or wind-up and were not entitled to dividends or distributions.
Stock options, warrants and restricted shares
The Company has options, warrants or restricted shares issued and outstanding as of December 31, 2024 and June 30, 2024.
Share obligations
The three obligations above are reflected as share subscriptions and obligations to issue shares within equity.
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