STOCKHOLDERS’ EQUITY |
6 Months Ended | ||
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Jun. 30, 2025 | |||
| Equity [Abstract] | |||
| STOCKHOLDERS’ EQUITY |
(A) Common Stock and Series A Convertible Preferred Shares
On February 9, 2025, the authorized capital stock was increased to Four Billion Ten Million (4,010,000,000) shares, consisting of (a) Four Billion () shares of common stock, par value $ per share and (b) Ten Million () shares of preferred stock, par value $ per share, issuable in one or more series as hereinafter provided.
Common Stock
The number of authorized common stock is Four Billion () Shares. Issued and Outstanding as of June 30, 2025 and December 31, 2024 were . The shares were issued under Rule 144 of the Securities and Exchange Act.
On March 28, 2025, the Company entered into a share exchange agreement with all shareholders of the ModuLink Investment Limited (“MIL”). Under the terms of the agreement, the Company will acquire 100% of the issued and outstanding shares of MIL by issuing a total of shares of IDVV common stock at a valuation of $0.0034 per share to the shareholders of MIL on a pro-rata basis, representing an aggregate valuation of approximately $8,013,000. The transaction was consummated on May 1, 2025 and MIL became a 100% owned subsidiary of the Company. The board of directors have approved the issuance of 2,356,712,066 shares which were issued on May 30, 2025.
As the Share Exchange between the Company and MIL was a merger of entities under common control and accounted for as a reverse recapitalization, the common stock has been retrospectively restated to reflect the issuance of 2,356,712,066 shares of IDVV common stock for all periods presented.
Series A Convertible Preferred Shares
The number of authorized Series A Convertible Preferred is Five Hundred Thousand () Shares. Shares Issued and Outstanding as of June 30, 2025 and December 31, 2024 were shares. Each holder of Series A Convertible Preferred Shares is entitled to vote together with holders of the common stock with each one Series A Convertible Preferred A Share voting as twenty thousand shares of Common Stock. Similarly, each one share of Series A Convertible Preferred Share is convertible into twenty thousand shares of Common Stock.
On February 7, 2025, the Board changed the name of the Preferred A Stock to “the Series A Convertible Preferred” stock. The Series A Convertible Preferred Stock has a par value of $ and authorized shares, of which are issued and outstanding.
Currently, holders of Series A Convertible Preferred Stock are: (i) entitled to receive dividends or other distributions and rank prior to the Company’s Common Stock as to distribution of assets upon liquidation, dissolution; (ii) entitled to vote on all matters submitted to a vote of the shareholders together with the Common Stock holders with each one share of Series A Convertible Preferred Stock having 20,000 votes; (iii) entitled to convert Series A Preferred Stock into shares of Common Stock with each one share of Series A Convertible Preferred Stock be converted to 20,000 shares of Common Stock.
(B) Dividends
The Company has not declared any dividends since incorporation.
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