Note 4 –Convertible Notes - Related Party

Debt:

From August 1, 2017, to June 28, 2018, the Company issued various promissory notes with an aggregate principal amount of $102,145 of which $11,095 was paid directly to the holder to pay for expenses on behalf of the Company. These borrowings were from an investor (the “Lender”) who has significant influence over the Company’s affairs. Interest is 12% to 25% per annum and is payable on demand. For the notes issued between November 14, 2017, and December 4, 2017, in the event of prepayment, the Borrower will pay to Lender 150% of the unpaid principal amount of the notes. For the remainder of the notes, there is no penalty for prepayment. These promissory notes have since been modified to include conversion privileges.

Conversion Terms:

The Lender has the right at any time following the 9th anniversary month of the date of the note, to convert the outstanding and unpaid notes principal and interest due into the Company’s common shares. The number of shares of Common Stock to be issued upon a conversion hereunder will be determined by dividing the Conversion Amount by Volume Weighted Average Price of the Common Stock as quoted by OTC Markets Group Inc. for the preceding five (5) trading days immediately preceding the date of conversion (“Conversion Price”). In no event, however, will the Conversion Price be less than $0.35 per share.

Conversion of Debt:

In December 2018, in a private transaction, the holder of $102,145 in debt sold these notes to an unrelated investor who subsequently converted the outstanding principal debt to common stock, thereby acquiring control of the Company. Effective December 4, 2018, the Company issued 8,753,506 shares of its common stock (“Shares”) upon the exercise of conversion rights under outstanding convertible promissory notes (“Notes”). The conversion price for the shares was $0.00927 per share and the aggregate principal amount converted under the Notes was $102,145. As a result of the conversion, the Notes were paid in full and are no longer outstanding obligations of the Company. On December 8th, 2021, the Company issued the additional 2,265,372 shares of common stock for the above conversion. The Shares were issued in compliance with the exemptions from the registration requirements of the Securities Act of 1933, as amended, provided by Section 4(a)(2) and Regulation S for transactions not involving a public offering and for offers and sales outside the United States.