Preferred Stock and Common Stock |
12 Months Ended |
|---|---|
Jul. 31, 2025 | |
| Preferred Stock and Common Stock | |
| Preferred Stock and Common Stock | Note 4. Preferred Stock and Common Stock
Preferred Stock
In December 2022 and January 2023, the Company issued a total of 200,000 shares of Series A Super Voting Preferred Stock (the “Series A Preferred Shares”) to an otherwise unaffiliated investor. These 200,000 Series A Preferred Shares were cancelled for 100,000 each time, on June 27 and July 7, 2023, respectively.
On June 27, 2022, the Company issued 100,000 Series A Preferred Shares for consideration of $0.001 per share to an unaffiliated investor with 0 gross proceeds. The Series A Preferred Shares had been pledged to secure a note made by the Company to JanBella since December 15, 2022.
On June 27, 2023, JanBella acquired 100,000 outstanding Series A Preferred Shares in satisfaction of a promissory note made by the Company in favor of JanBella, representing 99.87% of the voting power of the Company.
On August 23, 2023, JanBella sold its Series A Preferred Shares it held to Zenith Energy Ltd. (“Zenith Energy”). Zenith Energy. In the change in control transaction, Zenith Energy acquired the 100,000 Series A Preferred Shares from JanBella for consideration of approximately $398,400. The Series A Stock shall have the following preferences, powers, designations and other special rights: Each Series A Preferred Share entitles the Unaffiliated investor to 10,000 votes on all matters submitted to the shareholders of the Company's common stock. The Unaffiliated investor of the Series A Preferred Shares votes together with the Unaffiliated investors of common stock as a single class upon all matters submitted to a vote of shareholders. ·
The Unaffiliated investors of Series A Preferred Shares are not entitled to receive dividends paid on the Company's Common Stock.
Upon liquidation, dissolution and winding up of the Company, whether voluntary or involuntary, the Unaffiliated investors of the Series A Preferred Shares then outstanding are not entitled to receive out of the assets of the Company, whether from capital or earnings available for distribution, any amounts which will be otherwise available to and distributed to the holders of common stock.
Common Stock
Effective January 18, 2013, the Company filed with Secretary of State of Nevada a Certificate of Change that affected a 1:50 reverse split in the Company's outstanding common stock and a reduction of the Company’s authorized common stock in the same 1:50 ratio, from 500,000,000 shares to 10,000,000 shares. The Company has retroactively restated all share amounts to show the effects of the Common Stock split.
On August 18, 2021, the Company increased its authorized capital to 5,000,000,000 shares of common stock with par value $0.00075.
During the year ended July 31, 2022, the Company issued 666,226 shares of common stock for total proceeds of $701,534. The Company also cancelled 167,857 shares of common stock for no monetary amount.
During the year-ended July 31, 2023, the Company issued 348,548 shares of common stock for total proceeds of $31,937. The Company also cancelled 37,079 shares of common stock for no monetary amount.
During the year-ended July 31, 2025 and 2024, the Company did not issue nor cancelled any share.
In October 2022, the shareholders representing a majority of the Company's issued voting shares, as well as the Company's board of directors approved a reverse stock split whereby each 840 pre-split shares of common stock shall be exchanged for one post-split share of common stock. Concurrently with the reverse split, the Company has approved the decrease in its authorized shares of common stock from 5,000,000,000 shares with par value $0.00075 to 250,000,000 shares with par value $0.001. The Company has retroactively restated all share amounts to show effects of the reverse split. |