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RELATED PARTY TRANSACTIONS
12 Months Ended
Dec. 31, 2025
Related Party Transactions [Abstract]  
RELATED PARTY TRANSACTIONS

NOTE 9 – RELATED PARTY TRANSACTIONS

 

During the years ended December 31, 2025 and 2024, the Company has had extensive dealings with related parties including the following:

 

Year Ended December 31, 2025:

 

The Company issued 2,000,000 shares of restricted common stock valued at $4,800 to a member of its Board of Directors as a bonus for consulting work done during the year ended December 31, 2025.

 

Year Ended December 31, 2024:

 

During the year ended December 31, 2024, the Company repaid a related party shareholder a total of $102,679 of the principal balance and accrued interest of a convertible note payable. The balance of the related party convertible note was $0 at December 31, 2024.

 

In January of 2024, the Company extended the term of previous agreements with four individuals to continue serving as members of the Company’s Board of Directors. Two of the individuals are related to the Company’s CEO. Under the agreement, the Directors agreed to provide various services to the Company including making recommendations for both the short term and the long term business strategies to be employed by the Company, monitoring and assessing the Company’s business and to advise the Company’s Board of Directors with respect to an appropriate business strategy on an ongoing basis, commenting on proposed corporate decisions and identifying and evaluating alternative courses of action, making suggestions to strengthen the Company’s operations, identifying and evaluating external threats and opportunities to the Company, evaluating and making ongoing recommendations to the Board with respect for one year and may be terminated by either the Company or the Director by providing written notice to the other party. The previous agreement also terminates automatically upon the death, resignation or removal of the Directors. Under the terms of the agreement, the Company agreed to compensate the related party Board members via payment of 7,000,000 restricted shares of its common stock each, an aggregate total of 28,000,000 shares or $112,000, of which $111,386 was earned in 2024 and is shown in consulting and contractor expenses in the accompanying consolidated statements of operations. During the year ended December 31, 2025 the Company agreed to compensate the related party Board members via payment of 10,000,000 restricted shares of its common stock each, an aggregate total of 40,000,000 shares or $100,000, of which $100,000 was earned in 2025 and is shown in consulting and contractor expenses in the accompanying consolidated statements of operations.

 

In December of 2024, the Company entered into a promissory note agreement in the amount of $15,000 with a related party. This note pays interest at a rate of 6% per annum and the principal and accrued interest is due on or before June 11, 2025. The lender received 2,000,000 shares of the Company’s restricted common stock as a loan origination fee. The note is unsecured and is convertible at the lender’s option into shares of the Company’s common stock at a rate of $0.0025 per share. At December 31, 2025 this note was in default.

 

Additional related party transactions:

 

The Company has an informal consulting agreement with a person who is related to the Company’s CEO to pay the related party a variable amount per month plus periodic bonuses to provide general business consulting and assessing the Company’s business and to advise management with respect to an appropriate business strategy on an ongoing basis, commenting on proposed corporate decisions, perform periodic background research including background checks and provide investigative information on individuals and companies and to assist, when needed, as an administrative specialist to perform various administrative duties and clerical services including reviewing the Company’s agreements and books and records. The consultant provides the services under the direction and supervision of the Company’s CEO. During the years ended December 31, 2025 and 2024, the Company paid the related party fees of $65,500 and $60,503, respectively, for services rendered. These fees are recorded as an expense in consulting and contractor expenses in the accompanying consolidated statements of operations. At December 31, 2025 and 2024, the Company owed the related party $2,500 and $0, respectively.

 

The Company has an ongoing agreement with a limited liability company that is owned and controlled by a person who is related to the Company’s CEO to provide stock transfer agency services. During the years ended December 31, 2025 and 2024, the Company paid the related party limited liability company fees of $1,300 and $8,424 respectively, for services rendered. These fees are recorded as an expense in consulting and contractor expenses in the accompanying consolidated statements of operations. At December 31, 2025 and 2024, the Company owed the related party limited liability company $7,668 and $0, respectively.

 

During the years ended December 31, 2025 and 2024, the Company paid cash fees of $60,000 and $53,000 to one of its Board members for business consulting and strategic advisory services that were separate from his duties as a member of the Company’s Board of Directors. During the years ended December 31, 2025 and 2024 the Board member also received a bonus of restricted common stock of $5,000 and $0. At December 31, 2025 and 2024, the Company owed the related party $5,000 and $0, respectively.

 

During the years ended December 31, 2025 and 2024, the Company paid fees of $12,000 and $22,000 to a limited liability company controlled by one of its Board members for business consulting and strategic advisory services that were separate from his duties as a member of the Company’s Board of Directors. At December 31, 2025 and 2024, the Company owed the related party $16,000.

 

The Company’s related party transactions and amounts are not necessarily indicative of the terms that would normally be agreeable to unrelated third parties.

 

Shareholder Loan

 

See Note 5 convertible notes payable – related parties, convertible notes payable – related parties, in default, and notes payable - related parties, in default.

 

At December 31, 2025 and 2024, the following promissory notes and shareholder loans were outstanding to related parties:

 

See Note 5 convertible notes payable – related parties, convertible notes payable – related parties, in default, and notes payable - related parties, in default.