| STOCKHOLDERS’ EQUITY |
NOTE
6 – STOCKHOLDERS’ EQUITY
Preferred
Stock
No preferred
shares have been designated by the Company as of September 30, 2024 and 2023.
Common
Stock
The Company
is authorized to issue up to 800,000,000 shares of common stock (par value $0.00001). As of September 30, 2024 and 2023, the Company
had 569,779,887 shares and 421,292,610 shares of common stock issued and outstanding, respectively.
The Company
has a total of 5,778,367 shares that remain approved, reserved and outstanding and not yet issued by the Transfer Agent at September
30, 2024.
During the
year ended September 30, 2024, the Company issued 148,487,277 shares of common stock as follows:
| ● | 27,000,000
shares of the Company’s common stock to members of the Board of Directors, employees
and consultants. The fair value of the shares, as determined by reference market price of
the Company’s common stock on each grant date, aggregated $296,675. |
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700,000 shares of the Company’s
common stock at $0.01 per share for a purchase price of $7,000. |
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1,600,000
shares of the Company’s common stock were issued to convertible note holders for providing
loans. The fair value of the shares, as determined by reference market price of the Company’s
common stock on each grant date, aggregated $20,721.
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500,000 shares of the
Company’s common stock were issued to a convertible note holder as an incentive to revise the terms of the note. The fair value
of the shares, as determined by reference market price of the Company’s common stock on the grant date, was valued at $1,700
and was expensed. |
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16,687,277
shares of the Company’s common stock were issued for settlement of related party and affiliated debt and liabilities totaling
$2,204,183. The fair value of the common stock issued was determined based on the market price at the time of issuance. As a result
of the settlement, the Company recognized a gain of $1,945,531, representing the excess of the liabilities settled over the fair
value of the shares issued. This gain was recorded as an increase to additional paid-in capital, in accordance with applicable accounting
guidance for capital transactions involving related parties. |
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100,000,000 shares of the Company’s common stock were issued, per the terms of the Share Sale and Purchase Agreement dated July 28, 2024. – see NOTE 11. |
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2,000,000 shares of the Company’s common stock
were issued, pursuant to a Memorandum of Understanding, dated September 7, 2023, as a capital contribution to Wafer Manufacturing Corporation
(“WMC”), a consolidated joint venture in which the Company holds a 75% ownership interest. The transaction was treated as
an investment in the joint venture and resulted in an increase to the Company’s investment balance. As an inter-company transaction,
it was eliminated in consolidation and had no impact on total consolidated stockholders’ equity.
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During
the year ended September 30, 2023, the Company issued 46,987,130 shares of common stock as follows:
| ● | 46,750,000
shares of the Company’s common stock to members of the Board of Directors, employees
and consultants valued at $291,600 ($0.0062 per share average). |
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237,130 new
common shares were issued to settle debt on convertible note that matured on December 5, 2021, totaling $65,211. The company
recognized a loss of $40,162 on this exchange.
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Non-Controlling Interest
Wafer Manufacturing Corporation (“WMC”)
is a consolidated joint venture in which the Company holds a 75% ownership interest. The remaining 25% is owned by a non-controlling interest.
As a majority owner, the Company consolidates WMC’s financial results in its consolidated financial statements.
For the year ended September 30, 2024, the
Company recorded a gain of $185
attributable to the non-controlling interest in WMC, representing the portion of WMC’s net loss allocable to the minority ownership.
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