STOCKHOLDERS’ EQUITY |
6 Months Ended |
|---|---|
Jun. 30, 2025 | |
| Equity [Abstract] | |
| STOCKHOLDERS’ EQUITY | NOTE 9 – STOCKHOLDERS’ EQUITY
Authorized Capital
As of June 30, 2025, the Company has authorized shares of Common Stock at $ par value and authorized shares of Preferred Stock at a par value of $, and Series A convertible shares at a par value of $.
Preferred Stock
The holders of Preferred Stock are entitled to receive dividends equal to the amount of the dividend or distribution per share of common stock payable multiplied by the number of shares of common stock the shares of Series A preferred shares held by such holder are convertible into. Each Series A preferred share is convertible into ten common shares.
The company classified the Series A Preferred Stock as permanent equity as the terms do not provide for an obligation to buy back the shares in exchange for cash or other assets of the Company. The shares are not considered debt under ASC 480 “Distinguishing Liabilities from Equity” as the shares do not represent an obligation that must or may be settled with a variable number of shares. No other redemption features exist within the terms of the instrument.
Refer to Note 8 for details on convertible preferred stock issuances to the Company’s officers.
Common Stock
Refer to Note 8 for details on common share issuances to the Company’s officers.
The above shares of capital stock are restricted securities under Rule 144 and were issued in reliance on an exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”).
Capital Contributions
During the periods ending June 30, 2025, and June 30, 2024, the Company did not receive any capital contributions. |