v3.26.3
CONVERTIBLE PROMISSORY NOTE
3 Months Ended
Mar. 31, 2026
CONVERTIBLE PROMISSORY NOTE  
CONVERTIBLE PROMISSORY NOTE

Note 7 – CONVERTIBLE PROMISSORY NOTE

 

On February 09, 2023, the Company issued a convertible promissory note (the “February 2023 Note”) at a face value of $133,000 to a third party at an interest rate of 12% per annum. Net proceeds received against the promissory note are $116,000 with a discount of $17,000. Maturity date of the note is 12 months from the date of issue with a conversion price of $0.001

 

The convertible-note balance declined from $132,500 at December 31, 2024 to $122,500 at December 31, 2025. The 2025 general ledger records a $500 reduction associated with common stock issued to Wei Fan and a $9,500 reduction on December 31, 2025 associated with restricted common stock reflected in transfer agent records. The original February 2023 note matured in February 2024. As of March 31, 2026, the principal balance remained $122,500. Management has indicated that the creditor has not demanded immediate repayment. The Company continues to recognize the outstanding principal and accrued interest. The absence of a demand does not itself establish an extension or waiver of the contractual maturity date.

 

 

 

March 31,

2026

 

 

December 31,

2025

 

Convertible promissory note, net

 

$122,500

 

 

$122,500

 

Accrued interest payable

 

 

49,289

 

 

 

45,664

 

Total note and accrued interest

 

 

171,789

 

 

 

168,164

 

 

On October 27, 2023, 500,000 shares of common stock were issued at a rate of $0.001 to settle the promissory note value of $500.

 

The March 31, 2026 balance sheet records accrued interest payable of $49,289 and convertible notes payable of $122,500; these balances were $45,664 and $122,500 at December 31, 2025, respectively.

 

Interest expense for the three months ended March 31, 2026 was $3,625.

 

Related Party Advances – Amount Due to Director 

 

As of March 31, 2026, amounts due to the director were $60,047, compared with $58,153 as of December 31, 2025. The increase of $1,894 relates to expenses paid by the director on behalf of the Company. These balances are included in related party advances in the accompanying balance sheets. The advances are interest-free and have no fixed repayment schedule or maturity date. They are provided by the director to support the Company’s ongoing operations.