Cover
Cover | 9 Months Ended |
Mar. 31, 2020 | |
Cover [Abstract] | |
Document Type | S-1 |
Amendment Flag | false |
Entity Registrant Name | Star Alliance International Corp. |
Entity Central Index Key | 0001614556 |
Entity Incorporation, State or Country Code | NV |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Elected Not To Use the Extended Transition Period | false |
Balance Sheets (Unaudited)
Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2020 | Jun. 30, 2019 | Jun. 30, 2018 |
Current assets: | |||
Cash | $ 3,529 | $ 471 | $ 300 |
Total current assets | 3,529 | 471 | 300 |
Other assets: | |||
Property and equipment | 450,000 | 0 | |
Mining claims | 57,532 | 0 | |
Total other assets | 507,532 | 0 | 0 |
Total Assets | 511,061 | 471 | 300 |
Current liabilities: | |||
Accounts payable | 40,049 | 32,692 | |
Accrued expenses | 5,868 | 2,863 | 20,182 |
Accrued compensation | 95,200 | 0 | |
Note payable | 421,500 | 20,000 | |
Note payable - former related party | 32,000 | 32,000 | 32,000 |
Related party advance | 5,721 | 3,980 | 300 |
Due to former related party | 42,651 | 42,651 | 42,651 |
Total current liabilities | 642,989 | 134,186 | 95,133 |
Total liabilities | 642,989 | 134,186 | 9,533 |
COMMITMENTS AND CONTINGENCIES (see footnotes) | |||
Stockholders' deficit: | |||
Preferred stock | 0 | 0 | 0 |
Common stock, $0.001 par value, 175,000,000 shares authorized, 105,713,334 and 83,450,000 shares issued and outstanding, respectively | 105,714 | 83,450 | 35,450 |
Additional paid-in capital | 2,174,660 | 551,289 | 503,289 |
Common stock to be issued | 6,633 | 7,000 | 0 |
Stock subscription receivable | (9,900) | 0 | |
Accumulated deficit | (2,410,918) | (775,454) | (633,572) |
Total stockholders' deficit | (131,928) | (133,715) | (94,833) |
Total liabilities and stockholders' deficit | 511,061 | 471 | 300 |
Series A Preferred Stock [Member] | |||
Stockholders' deficit: | |||
Preferred stock | 0 | 0 | 0 |
Series B Preferred Stock [Member] | |||
Stockholders' deficit: | |||
Preferred stock | $ 1,883 | $ 0 | $ 0 |
Balance Sheets (Unaudited) (Par
Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2020 | Jun. 30, 2019 | Jun. 30, 2018 |
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 | 25,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 175,000,000 | 175,000,000 | 175,000,000 |
Common stock, shares issued | 105,713,334 | 83,450,000 | 35,450,000 |
Common stock, shares outstanding | 10,571,333 | 83,450,000 | 35,450,000 |
Series A Preferred Stock [Member] | |||
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 | 0 |
Series B Preferred Stock [Member] | |||
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,900,000 | 1,900,000 | 1,900,000 |
Preferred stock, shares issued | 1,883,000 | 0 | 0 |
Preferred stock, shares outstanding | 1,883,000 | 0 | 0 |
Statements of Operations (Unaud
Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | |
Operating expenses: | ||||||
General and administrative | $ 738,608 | $ 7,344 | $ 794,984 | $ 16,950 | $ 27,617 | $ 6,382 |
Professional fees | 109,180 | 22,306 | 126,680 | 53,902 | 63,534 | 87,422 |
Director compensation | 441,000 | 0 | 469,000 | 0 | ||
Officer compensation | 45,000 | 0 | 123,000 | 0 | ||
Total operating expenses | 1,333,788 | 29,650 | 1,513,664 | 70,852 | 91,151 | 93,804 |
Loss from operations | (1,333,788) | (29,650) | (1,513,664) | (70,852) | (91,151) | (93,804) |
Other expense: | ||||||
Interest expense | (1,745) | (789) | (3,800) | (1,933) | (2,731) | (132) |
Loss on conversion of accrued salary | (118,000) | 0 | (118,000) | 0 | (48,000) | 0 |
Total other expense | (119,745) | (789) | (121,800) | (1,933) | (50,731) | (132) |
Loss before provision for income taxes | (1,453,533) | (30,439) | (1,635,464) | (72,785) | (141,882) | (93,936) |
Provision for income taxes | 0 | 0 | 0 | 0 | 0 | 0 |
Net loss | $ (1,453,533) | $ (30,439) | $ (1,635,464) | $ (72,785) | $ (141,882) | $ (93,936) |
Net loss per common share - basic and diluted | $ (0.01) | $ 0 | $ (0.02) | $ 0 | $ 0 | $ 0 |
Weighted average common shares outstanding - basic and diluted | 96,781,173 | 35,400,000 | 92,426,933 | 35,400,000 | 37,817,123 | 35,400,000 |
Statements of Changes in Stockh
Statements of Changes in Stockholders' Equity (Deficit) (Unaudited) - USD ($) | Preferred Stock | Common Stock [Member] | Additional Paid-In Capital | Common Stock To Be Issued | Preferred Stock To Be Issued | Stock Subscription Receivable | Accumulated Deficit | Total |
Beginning balance, shares at Jun. 30, 2017 | 35,400,000 | |||||||
Beginning balance, value at Jun. 30, 2017 | $ 35,400 | $ 478,339 | $ 0 | $ (539,636) | $ (25,897) | |||
Stock issued for services, shares | 50,000 | |||||||
Stock issued for services, value | $ 50 | 24,950 | 25,000 | |||||
Net loss | (93,936) | (93,936) | ||||||
Ending balance, shares at Jun. 30, 2018 | 35,450,000 | |||||||
Ending balance, value at Jun. 30, 2018 | $ 35,450 | 503,289 | (633,572) | (94,833) | ||||
Net loss | (22,810) | (22,810) | ||||||
Ending balance, shares at Sep. 30, 2018 | 35,450,000 | |||||||
Ending balance, value at Sep. 30, 2018 | $ 35,450 | 503,289 | (656,382) | (117,643) | ||||
Beginning balance, shares at Jun. 30, 2018 | 35,450,000 | |||||||
Beginning balance, value at Jun. 30, 2018 | $ 35,450 | 503,289 | (633,572) | (94,833) | ||||
Net loss | (72,785) | |||||||
Ending balance, shares at Mar. 31, 2019 | 35,450,000 | |||||||
Ending balance, value at Mar. 31, 2019 | $ 35,450 | 503,289 | (706,357) | (167,618) | ||||
Beginning balance, shares at Jun. 30, 2018 | 35,450,000 | |||||||
Beginning balance, value at Jun. 30, 2018 | $ 35,450 | 503,289 | (633,572) | (94,833) | ||||
Stock issued for services - related party, shares | 48,000,000 | |||||||
Stock issued for services - related party, value | $ 48,000 | 48,000 | 96,000 | |||||
Net loss | (141,882) | (141,882) | ||||||
Ending balance, shares at Jun. 30, 2019 | 0 | 83,450,000 | ||||||
Ending balance, value at Jun. 30, 2019 | $ 0 | $ 83,450 | 551,289 | 7,000 | $ 0 | $ 0 | (775,454) | (133,715) |
Beginning balance, shares at Sep. 30, 2018 | 35,450,000 | |||||||
Beginning balance, value at Sep. 30, 2018 | $ 35,450 | 503,289 | (656,382) | (117,643) | ||||
Net loss | (19,536) | (19,536) | ||||||
Ending balance, shares at Dec. 31, 2018 | 35,450,000 | |||||||
Ending balance, value at Dec. 31, 2018 | $ 35,450 | 503,289 | (675,918) | (137,179) | ||||
Net loss | (30,439) | (30,439) | ||||||
Ending balance, shares at Mar. 31, 2019 | 35,450,000 | |||||||
Ending balance, value at Mar. 31, 2019 | $ 35,450 | 503,289 | (706,357) | (167,618) | ||||
Beginning balance, shares at Jun. 30, 2019 | 0 | 83,450,000 | ||||||
Beginning balance, value at Jun. 30, 2019 | $ 0 | $ 83,450 | 551,289 | 7,000 | 0 | 0 | (775,454) | (133,715) |
Stock issued for services, shares | 1,500,000 | |||||||
Stock issued for services, value | $ 1,500 | 1,500 | 80 | 3,080 | ||||
Stock issued for services - related party, shares | 4,000,000 | |||||||
Stock issued for services - related party, value | $ 4,000 | 4,000 | 8,000 | |||||
Stock issued for conversion of debt, shares | 250,000 | |||||||
Stock issued for conversion of debt, value | $ 250 | 250 | ||||||
Stock sold for cash, shares | 1,000,000 | |||||||
Stock sold for cash, value | $ 1,000 | 2,000 | 53,000 | 56,000 | ||||
Preferred stock issued for acquisition, value | 7,532 | 7,532 | ||||||
Net loss | (73,751) | (73,751) | ||||||
Ending balance, shares at Sep. 30, 2019 | 0 | 90,200,000 | ||||||
Ending balance, value at Sep. 30, 2019 | $ 0 | $ 90,200 | 558,789 | 60,080 | 7,532 | 0 | (849,205) | (132,604) |
Beginning balance, shares at Jun. 30, 2019 | 0 | 83,450,000 | ||||||
Beginning balance, value at Jun. 30, 2019 | $ 0 | $ 83,450 | 551,289 | 7,000 | 0 | 0 | (775,454) | (133,715) |
Net loss | (1,635,464) | |||||||
Ending balance, shares at Mar. 31, 2020 | 1,833,000 | 105,713,334 | ||||||
Ending balance, value at Mar. 31, 2020 | $ 1,883 | $ 105,714 | 2,174,660 | 6,633 | 0 | (9,900) | (2,410,918) | (131,928) |
Beginning balance, shares at Sep. 30, 2019 | 0 | 90,200,000 | ||||||
Beginning balance, value at Sep. 30, 2019 | $ 0 | $ 90,200 | 558,789 | 60,080 | 7,532 | 0 | (849,205) | (132,604) |
Stock issued for services, shares | 140,000 | |||||||
Stock issued for services, value | $ 140 | 140 | (80) | 200 | ||||
Stock sold for cash, shares | 3,780,000 | |||||||
Stock sold for cash, value | $ 3,780 | 106,220 | (51,367) | 58,633 | ||||
Net loss | (108,180) | (108,180) | ||||||
Ending balance, shares at Dec. 31, 2019 | 0 | 94,120,000 | ||||||
Ending balance, value at Dec. 31, 2019 | $ 0 | $ 94,120 | 665,149 | 8,633 | 7,532 | 0 | (957,385) | (181,951) |
Stock issued for services, shares | 2,820,000 | |||||||
Stock issued for services, value | $ 2,820 | 470,940 | 473,760 | |||||
Stock issued for services - related party, shares | 4,500,000 | |||||||
Stock issued for services - related party, value | $ 4,500 | 751,500 | 756,000 | |||||
Stock issued for conversion of debt, shares | 2,000,000 | |||||||
Stock issued for conversion of debt, value | $ 2,000 | 33,796 | 35,796 | |||||
Stock sold for cash, shares | 1,273,334 | |||||||
Stock sold for cash, value | $ 1,274 | 80,626 | (2,000) | (9,900) | 70,000 | |||
Preferred stock issued for acquisition, shares | 1,833,000 | |||||||
Preferred stock issued for acquisition, value | $ 1,833 | 5,649 | (7,532) | |||||
Stock issued for accrued salary, shares | 1,000,000 | |||||||
Stock issued for accrued salary, value | $ 1,000 | 167,000 | 168,000 | |||||
Net loss | (1,453,533) | (1,453,533) | ||||||
Ending balance, shares at Mar. 31, 2020 | 1,833,000 | 105,713,334 | ||||||
Ending balance, value at Mar. 31, 2020 | $ 1,883 | $ 105,714 | $ 2,174,660 | $ 6,633 | $ 0 | $ (9,900) | $ (2,410,918) | $ (131,928) |
Statements of Cash Flows (Unaud
Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||
Net loss | $ (1,635,464) | $ (72,785) | $ (141,882) | $ (93,936) |
Changes in assets and liabilities: | ||||
Common stock issued for services | 477,040 | 0 | 0 | 25,000 |
Common stock issued for services - related party | 764,000 | 0 | ||
Loss on conversion of accrued salary | 118,000 | 0 | 48,000 | 0 |
Accounts payable | 7,357 | 30,502 | 43,192 | 0 |
Accrued expenses | 3,800 | 4,983 | 5,781 | 68,936 |
Accrued compensation | 145,200 | 0 | ||
Net cash used in operating activities | (120,067) | (37,300) | (44,909) | 0 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||
Net cash provided by / (used in) investing activities | 0 | 0 | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
Proceeds of borrowings from a related party | 38,100 | 61,041 | 72,085 | 300 |
Repayment to related party | (36,108) | (23,816) | (34,005) | 0 |
Proceeds from the sale of common stock | 184,633 | 0 | 7,000 | 0 |
Proceeds from note payable | 55,500 | 0 | ||
Payment on note payable | (119,000) | 0 | ||
Net cash provided by financing activities | 123,125 | 37,225 | 45,080 | 300 |
Net increase (decrease) in cash | 3,058 | (75) | 171 | 300 |
Cash at the beginning of period | 471 | 300 | 300 | 0 |
Cash at the end of period | 3,529 | 225 | 471 | 300 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||||
Interest paid | 0 | 0 | 0 | 0 |
Income taxes paid | 0 | 0 | 0 | 0 |
NON-CASH TRANSACTIONS: | ||||
Accrued salary converted to common stock | 50,000 | 0 | ||
Principal and interest converted to common stock | 35,796 | 0 | ||
Operating expenses paid directly by related party | 0 | 13,600 | 13,600 | 0 |
Note issued to settle unpaid legal fees | $ 0 | $ 20,000 | ||
Operating expenses paid directly by a former related party | 0 | 42,651 | ||
Note payable issued for settlement of accrued expense | 0 | 32,000 | ||
Related party advance converted to common shares | 48,000 | 0 | ||
Note issued to settle unpaid legal fees | $ 20,000 | $ 0 |
1. Nature of Business
1. Nature of Business | 9 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Nature of Business | NOTE 1 – NATURE OF BUSINESS Star Alliance International Corp. (“the Company”, “we”, “us”) was originally incorporated with the name Asteriko Corp. in the State of Nevada on April 17, 2014 under the laws of the State of Nevada, for the purpose of acquiring and developing gold mines as well as certain other mining properties worldwide. | NOTE 1 – NATURE OF BUSINESS Star Alliance International Corp. (“the Company”, “we”, “us”) was originally incorporated with the name Asteriko Corp. in the State of Nevada on April 17, 2014 under the laws of the state of Nevada, for the purpose of acquiring and developing gold mining as well as certain other mining properties worldwide. |
2. Significant Accounting Polic
2. Significant Accounting Policies | 9 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Jun. 30, 2019 | |
Accounting Policies [Abstract] | ||
Significant Accounting Policies | NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC"), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's latest Annual Report on Form 10-K filed with the SEC. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the results of operations for the interim periods presented have been reflected herein. The results of operations for such interim periods are not necessarily indicative of operations for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal year, as reported in the Form 10-K for the fiscal year ended June 30, 2019, have been omitted. Use of Estimates The preparation of the financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of liabilities, and the disclosure of contingent liabilities at the date of the financial statements, and the reported amounts of expenses during the reporting periods. Management makes these estimates using the best information available at the time; however, actual results could differ materially from those estimates. | NOTE 2 – SIGNIFICANT AND CRITICAL ACCOUNTING POLICIES AND PRACTICES Basis of Presentation The accompanying financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules of the Securities and Exchange Commission (“SEC”). Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Cash equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents for the years ended June 30, 2019 or 2018. Stock-based Compensation The Company records stock-based compensation in accordance with FASB ASC Topic 718, “ Compensation – Stock Compensation Equity Based Payments to Non-Employees Fair value of financial instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1 - Quoted market prices available in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2 - Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). Level 3 - Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability. The Company’s financial instruments are consisted principally of accrued expenses and short term debt. The carrying amounts of such financial instruments in the accompanying balance sheets approximate their fair values due to their relatively short-term nature. Income Tax Provision The Company follow ASC 740-10-30, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Income in the period that includes the enactment date. On December 22, 2017, the Tax Cuts and Jobs Act (TCJA) was signed into law by the President of the United States. TCJA is a tax reform act that among other things, reduced corporate tax rates to 21 percent effective January 1, 2018. FASB ASC 740, Income Taxes, requires deferred tax assets and liabilities to be adjusted for the effect of a change in tax laws or rates in the year of enactment, which is the year in which the, change was signed into law. Accordingly, the Company adjusted its deferred tax assets and liabilities at June 30, 2019, using the new corporate tax rate of 21 percent. See Note 7. The Company adopted ASC 740-10-25 (“ASC 740-10-25”) with regard to uncertainty income taxes. ASC 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under ASC 740-10-25, we may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. ASC 740-10-25 also provides guidance on derecognition, classification, interest and penalties on income taxes, and accounting in interim periods and requires increased disclosures. We had no material adjustments to our liabilities for unrecognized income tax benefits according to the provisions of ASC 740-10-25. Net income (loss) per common share Net loss per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net loss per common share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per common share is computed by dividing net loss by the weighted average number of shares of common stock and potentially dilutive outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through contingent share arrangements, stock options and warrants. There were no potentially dilutive common shares outstanding for the years ended June 30, 2019 and June 30, 2018. Recently Issued Accounting Pronouncements In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. In January 2017, the FASB issued ASU 2017-04, Intangibles—Goodwill and Other (Topic 350) In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting. In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception Earnings Per Share In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) In May 2014, the Financial Accounting Standards Board (FASB) issued ASU 2014-09, Revenue from Contracts with Customers, to establish ASC Topic 606, (ASC 606). ASU 2014-09 supersedes the revenue recognition requirements in ASC Topic 605, Revenue Recognition and most industry-specific guidance throughout the Industry Topics of the Codification. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance includes a five-step framework that requires an entity to: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract, and (v) recognize revenue when the entity satisfies a performance obligation. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The Company adopted this ASU and it did not have a material impact on the Company’s results of operations. The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
3. Going Concern
3. Going Concern | 9 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Jun. 30, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Going Concern | NOTE 3 – GOING CONCERN The accompanying unaudited financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. As shown in the accompanying unaudited financial statements, the Company has an accumulated deficit of $2,410,918 and negative working capital of $639,460 as of March 31, 2020. For the nine months ended March 31, 2020 the Company had a net loss of $1,635,464 (includes $1,241,040 of non-cash stock compensation expense and a $118,000 loss on conversion of accrued salary), with $120,067 of cash used in operating activities. Due to these conditions, it raises substantial doubt about the Company’s ability to continue as a going concern. The Company is attempting to commence operations and generate sufficient revenue; however, the Company’s cash position may not be sufficient to support its daily operations. While the Company believes in the viability of its strategy to commence operations and generate sufficient revenue and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon its ability to further implement its business plan and generate sufficient revenue and its ability to raise additional funds. The financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that may result should the Company be unable to continue as a going concern. | NOTE 3 – GOING CONCERN The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. As shown in the accompanying financial statements, the Company has an accumulated deficit of $775,454 and negative working capital of $133,715 as of June 30, 2019. For the year ended June 30, 2019 the Company had a net loss of $141,882. Due to these conditions, it raises substantial doubt about the Company’s ability to continue as a going concern. The Company is attempting to commence operations and generate sufficient revenue; however, the Company’s cash position may not be sufficient to support its daily operations. While the Company believes in the viability of its strategy to commence operations and generate sufficient revenue and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon its ability to further implement its business plan and generate sufficient revenue and its ability to raise additional funds. The financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that may result should the Company be unable to continue as a going concern. |
4. Related Party Transactions
4. Related Party Transactions | 9 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Jun. 30, 2019 | |
Related Party Transactions [Abstract] | ||
Related Party Transactions | NOTE 4 – RELATED PARTY TRANSACTIONS In June 2018, Richard Carey, the Company’s Chairman, advanced the Company $300 to open a bank account. During the year ended June 30, 2019, Mr. Carey advanced the Company an additional $72,085, of which $34,005 was repaid. On June 12, 2019, Mr. Carey converted $48,000 of the amount due to him into 48,000,000 shares of common stock. The stock was fair valued at $0.002 per share by an independent valuation firm resulting in a loss on conversion of $48,000. As of March 31, 2020 and June 30, 2019, the balance due to Mr. Carey is $45 and $3,980, respectively. The advances are unsecured, non-interest bearing and due on demand. As of March 31, 2020, the Company owes Anthony Anish, a board member, $5,676 for expense reimbursement. On August 1, 2019, employment agreements for Richard Carey, John Baird and Anthony Anish were signed providing for annual salaries of $120,000 per annum for Richard Carey and $60,000 for John Baird and Anthony Anish. As of March 31, 2020, the Company has accrued compensation due to Mr. Carey of $25,200, Mr. Baird of $40,000 and Mr. Anish of $30,000. Mr. Carey is using his personal office space at no cost to the Company. During the nine months ended March 31, 2020, the Company granted 4,000,000 shares of common stock to an officer and two directors for services rendered. The shares were valued at $0.002 per share for total non-cash expense of $8,000. During the nine months ended March 31, 2020, the Company granted 2,500,000 shares of common stock to directors for services rendered. The shares were valued at $0.168 per share for total non-cash expense of $420,000. During the nine months ended March 31, 2020, the CEO converted $50,000 of accrued compensation into 1,000,000 shares of common stock. The shares were valued at $0.168. The Company recognized a $118,000 loss on the conversion. During the nine months ended March 31, 2020, the Company granted 2,000,000 shares of common stock to the brother of the CFO for services rendered. The shares were valued at $0.168 per share for total non-cash expense of $336,000. | NOTE 4 – RELATED PARTY TRANSACTIONS On May 14, 2018, pursuant to an agreement by and between Richard Carey, the Company’s new President and Chairman of the Board, and Kido, Mr. Richard Carey acquired 22,000,000 shares of common stock of the Company owned by Kido, representing 62.15% ownership of the Company which constitutes control. Mr. Richard Carey accepted the positions of President and Chairman of the Board on the same day. In June 2018, Richard Carey, the Company’s Chairman, advanced the Company $300 to open a bank account. During the year ended June 30, 2019, Mr. Carey advanced the Company an additional $72,085, of which $34,005 was repaid. On June 12, 2019, Mr. Carey converted $48,000 of the amount due to him into 48,000,000 shares of common stock. The stock was fair valued at $0.002 per share by an independent valuation firm resulting in a loss on conversion of $48,000. As of June 30, 2019 and 2018, the balance due to Mr. Carey is $3,980 and $300, respectively. The advances are unsecured, non-interest bearing and due on demand. Mr. Carey is using his personal office space at no cost to the Company. |
5. Notes Payable
5. Notes Payable | 9 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Jun. 30, 2019 | |
Debt Disclosure [Abstract] | ||
Note Payable | NOTE 5 – NOTES PAYABLE As of March 31, 2020 and June 30, 2019, the Company owed Kok Chee Lee, the former CEO and Director of the Company, $42,651 and $42,651, respectively for operating expenses he paid on behalf of the Company during the year ended June 30, 2018. The borrowing is unsecured, non-interest-bearing and due on demand. On June 1, 2018, the Company executed a promissory note in the amount of $32,000 with the former Secretary of the Board for $30,128 of accrued expenses for services previously provided and an additional $1,872 for services rendered. The note is unsecured, bears interest at 5% per annum and matures on December 1, 2018. As of March 31, 2020 and June 30, 2019, there is $2,937 and $1,732, respectively, of accrued interest due on the note. The note is past due and in default. On October 15, 2018, the Company executed a promissory note for $20,000, for amounts previously accrued and payable to the Company’s former attorney. The note bears interest at 8% and is due on October 15, 2019. As of June 30, 2019, there is $16,000 and $2,254 and $20,000 and $1,131, of principal and accrued interest due on the note. On June 11, 2019, the company executed a promissory note with Troy for $500,000 (Note 6). The Company paid the initial $50,000 due on the note on August 13, 2019 and $35,000 as of December 31, 2019. As of March 31, 2020 there is $385,000 due on this note. In order to pay the initial $50,000 required under the APA and the Purchase Note, the Company obtained funding under a Convertible Promissory Note in the amount of $50,000 issued to a private investor. The Convertible Promissory Note accrues interest at an annual rate of 10% and is due and payable in full in 60 days. On October 7, 2019, a new $250,000 Convertible Promissory Note with initial funding of $50,000 was issued to the same investor. The Convertible Promissory Note accrues interest at an annual rate of 10% and is due and payable in full in 60 days. The Convertible Promissory Note is convertible to shares of our common stock at a price of $0.05 per share. The investor has converted the $50,000 and $50,000 from Q1 into 2,260,000 shares of common stock. During the nine months ended March 31, 2020, the Company received a total of $54,000 in other loans from two individuals. These loans accrue interest at 10% and are due on demand. On February 28, 2020, one of the individuals converted $35,000 and $796 of principal and interest, respectively, into 2,000,000 shares of common stock. Accrued interest on the remaining $19,000 as of March 31, 2020 is $677. | NOTE 6 – NOTE PAYABLE As of June 30, 2019 and 2018, the Company owed Kok Chee Lee, the former CEO and Director of the Company, $42,651 and $42,651, respectively for operating expenses he paid on behalf of the Company during the year ended June 30, 2018. The borrowing is unsecured, non-interest-bearing and due on demand. On June 1, 2018, the Company executed a promissory note in the amount of $32,000 with the former Secretary of the Board for $30,128 of accrued expenses for services previously provided and an additional $1,872 for services rendered. The note is unsecured, bears interest at 5% per annum and matures on December 1, 2018. As of June 30, 2019 and 2018, there is $1,732 and $132, respectively, of accrued interest on the note. The note is past due and in default. On October 15, 2018, the Company executed a promissory note for $20,000, for amounts previously accrued and payable to the Company’s former attorney. The note bears interest at 8% and is due on October 15, 2019. As of June 30, 2019, there is $1,131 of accrued interest due on the note. |
6. Acquisition
6. Acquisition | 9 Months Ended |
Mar. 31, 2020 | |
Business Combinations [Abstract] | |
Acquisition | NOTE 6 – ACQUISITION On August 13, 2019, The Company closed an Asset Purchase Agreement (the “APA”) with Troy Mining Corporation (“Troy”). Under the APA, the company acquired 78 gold mining claims consisting of approximately 4,800 acres, located east/southeast of El Portal, California, in Mariposa County, together with all of Troy’s rights to related equipment and buildings currently located on the mining claims. In exchange for the mining claims and related assets, the company Under the Purchase Note, we paid $50,000 at the time of the closing, and are required to pay an additional $50,000 within sixty days of the closing, and $25,000 every other month thereafter, with the entire remaining amount due no later than March 31, 2020. In the event of default under the Purchase Note, all assets acquired under the APA will be forfeited back to Troy. We are current on all the terms of the agreement. On October 9, 2019, a contract extension was agreed between Star Alliance International Corp. and Troy Mining Corporation. The agreement gives the Company 150 days to file an S-1 registration statement and obtain approval for the shares that are to be issued to the Troy shareholders to become free trading. As of March 31, 2020, the Company has paid $115,000 on the note. The balance as of March 31, 2020, is $385,000. |
7. Preferred Stock
7. Preferred Stock | 9 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Preferred Stock | NOTE 7 – PREFERRED STOCK Of the 25,000,000 shares of the Company's authorized Preferred Stock, $0.001 par value per share, 1,900,000 are designated as Series B Preferred Stock. Only one person or entity, is entitled to be designated as the owner of all of the Series B Preferred Stock (the “Holder”), in whose name the initial certificates representing the Series B Preferred Stock shall be issued. Any transfer of the Series B Preferred Stock to a different Holder must be approved in advance by the Corporation; provided, however, the Holder shall have the right to transfer the Series B Preferred Stock, or any portion thereof, to any affiliate of Holder or nominee of Holder, without the approval of the Corporation. Each share of Preferred Stock shall have one vote per share. Holder is not entitled to dividends or distributions and each share of Series B Preferred Stock shall be convertible at the rate of two Common Shares for each one B Preferred stock. In conjunction with the APA with Troy, the company issued 1,833,000 shares of Series B Preferred Stock, the shares were valued at $0.002 or $7,532 as if they had been converted into 3,666,000 shares of common stock. On October 9, 2019, the parties have agreed to extend the date for filing the registration statement relating to the preferred shares of the Company to be issued to the Troy shareholders and that would in turn extend the date that the shares would become free trading. This extension will be for 150 days for filing the registration statement and obtaining approval for the shares to become free trading. All the remaining terms included in the contract will remain the same. |
8. Common Stock
8. Common Stock | 9 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Jun. 30, 2019 | |
Equity [Abstract] | ||
Common Stock | NOTE 8 – COMMON STOCK During the nine months ended March 31, 2020, the Company granted 1,640,000 shares of common stock for services. The shares were valued at $0.002 per share for total non-cash expense of $3,280. During the nine months ended March 31, 2020, the Company granted 2,860,000 shares of common stock for services. The shares were valued at $0.168 per share for total non-cash expense of $473,760. During the nine months ended March 31, 2020, the Company sold 3,695,994 shares of common stock for total cash proceeds of $184,633. In addition, the Company issued 1,000,000 shares of common stock that had been purchased in the prior period. Refer to Note 5 for additional shares issued under a convertible promissory note. During the nine months ended March 31, 2020, the Company issued 2,250,000 shares of common stock in conversion of a $35,250 and $769 of principal and interest, respectively. Refer to Note 4 for stock issuances to related parties. | NOTE 5 – COMMON STOCK On June 30, 2018, the Company granted 50,000 shares of common stock for services rendered as of June 30, 2018. The shares were valued at $0.50 for total non-cash compensation expense of $25,000. As of June 30, 2018 the shares had not yet been issued by the transfer agent. During the year ended June 30, 2019, the Company sold 2,400,000 shares of common stock for total cash proceeds of $7,000. As of June 30, 2019, the shares have not yet been issued by the transfer agent and therefore have been credited to common stock to be issued. Refer to Note 4 for shares issued to a related party. |
9. Subsequent Event
9. Subsequent Event | 9 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Jun. 30, 2019 | |
Subsequent Events [Abstract] | ||
Subsequent Event | NOTE 9 – SUBSEQUENT EVENT Subsequent to March 31, 2020, the Company granted 1,100,000 shares of common stock for services to the Company. In July, 2020, the Company received $77,500 in convertible loans from private investors that are convertible to common stock of the Company at $0.10 per share. In July 2020, the Company negotiated an extension for the final payment due for the purchase of the mine. This extension is until September 15, 2020. The Company plans to pay off any balance due on or before that date. Since the year end the note due to the Company’s former attorney has been purchased and the new holder has agreed to convert that note into common stock of the Company at twenty cents per share | NOTE 8 – SUBSEQUENT EVENTS 1. Acquisition of Troy Mining Claims On August 13, 2019, The Company closed an Asset Purchase Agreement (the “APA”) with Troy Mining Corporation (“Troy”). Under the APA, we acquired 78 gold mining claims consisting of approximately 4,800 acres, located east/southeast of El Portal, California, in Mariposa County, together with all of Troy’s rights to related equipment and buildings currently located on the mining claims. In exchange for the mining claims and related assets, we: · Agreed to issue 1,900,000 shares of a new class of preferred stock designated Series B Preferred Stock; and · Agreed to make total cash payments in the amount of $500,000 under a Promissory Note (the “Purchase Note”) Under the Purchase Note, we paid $50,000 at the time of the closing, and are required to pay an additional $50,000 within sixty days of the closing, and $25,000 every other month thereafter, with the entire remaining amount due no later than March 31, 2020. In the event of default under the Purchase Note, all assets acquired under the APA will be forfeited back to Troy. The 1,900,000 shares of Series B Preferred Stock designated and issued as part of the purchase price will be convertible into common stock on a 2:1 basis beginning 60 days from their date of issuance and will cast two votes per share on all matters submitted to a vote of our shareholders. If converted, all shares of Series B Preferred Stock must be converted in one tranche. Within 60 days of the closing, we are required under the APA to file a registration statement registering the re-sale of the shares of common stock issuable upon conversion of the Series B Preferred Stock. On October 9, 2019, the parties have agreed to extend the date for filing the registration statement relating to the preferred shares of STAL to be issued to the Troy shareholders and that would in turn extend the date that the shares would become free trading. This extension will be for 150 days for filing the registration statement and obtaining approval for the shares to become free trading. All the remaining terms included in the contract will remain the same. 2. In order to pay the initial $50,000 required under the APA and the Purchase Note, the Company obtained funding under a Convertible Promissory Note in the amount of $50,000 issued to a private investor. The Convertible Promissory Note accrues interest at an annual rate of 10% and is due and payable in full in 60 days. The Convertible Promissory Note is convertible to shares of our common stock at a price of $0.05 per share. 3. In July 2019, the Company issued 6,000,000 shares of common stock to various members of the Board. All but 250,000 common shares were issued in lieu of Directors Fees. 4. On August 1, 2019, employment agreements for Richard Carey, John Baird and Anthony Anish were signed providing for annual salaries of $120,000 per annum for Richard Carey and $60,000 for John Baird and Anthony Anish. 5. In October 2019, the approximately 7 mile road from the main highway to our mining claims has been cleared and is now passable. 6. On October 7, 2019, a new $250,000 Convertible Promissory Note with initial funding of $50,000 was issued to a private investor. The Convertible Promissory Note accrues interest at an annual rate of 10% and is due and payable in full in 60 days. The Convertible Promissory Note is convertible to shares of our common stock at a price of $0.05 per share. 7. On October 9, 2019, a contract extension was agreed between Star Alliance International Corp. and Troy Mining Corporation The agreement gives the Company 150 days to file an S-1 registration statement and obtain approval for the shares that are to be issued to the Troy shareholders to become free trading. |
7. Income Tax (June 2019 Note)
7. Income Tax (June 2019 Note) | 12 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Tax | NOTE 7 – INCOME TAX Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The Company has evaluated Staff Accounting Bulletin No. 118 regarding the impact of the decreased tax rates of the Tax Cuts & Jobs Act. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. The U.S. federal income tax rate of 21% is being used due to the new tax law recently enacted. Net deferred tax assets consist of the following components as of June 30: 2019 2018 Deferred Tax Assets: NOL Carryover $ 152,765 $ 127,772 Less valuation allowance (152,765 ) (127,772 ) Net deferred tax assets $ – $ – The income tax provision differs from the amount of income tax determined by applying the U.S. federal income tax rate to pretax income from continuing operations for the period ended June 30, due to the following: At June 30, 2019, the Company had net operating loss carry forwards of approximately $634,000 that maybe offset against future taxable income. No tax benefit has been reported in the June 30, 2019 or 2018 financial statements since the potential tax benefit is offset by a valuation allowance of the same amount. On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cut and Jobs Act (the “Tax Act”). The Tax Act establishes new tax laws that affects 2018 and future years, including a reduction in the U.S. federal corporate income tax rate to 21% effective January 1, 2018. Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards for federal income tax reporting purposes are subject to annual limitations. Should a change in ownership occur, net operating loss carry forwards may be limited as to use in future years. ASC Topic 740 provides guidance on the accounting for uncertainty in income taxes recognized in a company’s financial statements. Topic 740 requires a company to determine whether it is more likely than not that a tax position will be sustained upon examination based upon the technical merits of the position. If the more-likely-than-not threshold is met, a company must measure the tax position to determine the amount to recognize in the financial statements. The Company includes interest and penalties arising from the underpayment of income taxes in the statements of operations in the provision for income taxes. As of June 30, 2019, the Company had no accrued interest or penalties related to uncertain tax positions. With few exceptions, the Company is no longer subject to U.S. federal, state and local income tax examinations by tax authorities for years before 2013. |
2. Significant And Critical Acc
2. Significant And Critical Accounting Policies and Practices (Policies) | 9 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Jun. 30, 2019 | |
Accounting Policies [Abstract] | ||
Basis of Presentation | Basis of Presentation The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC"), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's latest Annual Report on Form 10-K filed with the SEC. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the results of operations for the interim periods presented have been reflected herein. The results of operations for such interim periods are not necessarily indicative of operations for the full year. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent fiscal year, as reported in the Form 10-K for the fiscal year ended June 30, 2019, have been omitted. | Basis of Presentation The accompanying financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules of the Securities and Exchange Commission (“SEC”). |
Use of Estimates | Use of Estimates The preparation of the financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of liabilities, and the disclosure of contingent liabilities at the date of the financial statements, and the reported amounts of expenses during the reporting periods. Management makes these estimates using the best information available at the time; however, actual results could differ materially from those estimates. | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Cash equivalents | Cash equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents for the years ended June 30, 2019 or 2018. | |
Stock-based Compensation | Stock-based Compensation The Company records stock-based compensation in accordance with FASB ASC Topic 718, “ Compensation – Stock Compensation Equity Based Payments to Non-Employees | |
Fair value of financial instruments | Fair value of financial instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1 - Quoted market prices available in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2 - Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). Level 3 - Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability. The Company’s financial instruments are consisted principally of accrued expenses and short term debt. The carrying amounts of such financial instruments in the accompanying balance sheets approximate their fair values due to their relatively short-term nature. | |
Income Tax Provision | Income Tax Provision The Company follow ASC 740-10-30, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Income in the period that includes the enactment date. On December 22, 2017, the Tax Cuts and Jobs Act (TCJA) was signed into law by the President of the United States. TCJA is a tax reform act that among other things, reduced corporate tax rates to 21 percent effective January 1, 2018. FASB ASC 740, Income Taxes, requires deferred tax assets and liabilities to be adjusted for the effect of a change in tax laws or rates in the year of enactment, which is the year in which the, change was signed into law. Accordingly, the Company adjusted its deferred tax assets and liabilities at June 30, 2019, using the new corporate tax rate of 21 percent. See Note 7. The Company adopted ASC 740-10-25 (“ASC 740-10-25”) with regard to uncertainty income taxes. ASC 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under ASC 740-10-25, we may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. ASC 740-10-25 also provides guidance on derecognition, classification, interest and penalties on income taxes, and accounting in interim periods and requires increased disclosures. We had no material adjustments to our liabilities for unrecognized income tax benefits according to the provisions of ASC 740-10-25. | |
Net income (loss) per common share | Net income (loss) per common share Net loss per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net loss per common share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per common share is computed by dividing net loss by the weighted average number of shares of common stock and potentially dilutive outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through contingent share arrangements, stock options and warrants. There were no potentially dilutive common shares outstanding for the years ended June 30, 2019 and June 30, 2018. | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business. In January 2017, the FASB issued ASU 2017-04, Intangibles—Goodwill and Other (Topic 350) In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting. In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception Earnings Per Share In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) In May 2014, the Financial Accounting Standards Board (FASB) issued ASU 2014-09, Revenue from Contracts with Customers, to establish ASC Topic 606, (ASC 606). ASU 2014-09 supersedes the revenue recognition requirements in ASC Topic 605, Revenue Recognition and most industry-specific guidance throughout the Industry Topics of the Codification. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance includes a five-step framework that requires an entity to: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract, and (v) recognize revenue when the entity satisfies a performance obligation. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. The Company adopted this ASU and it did not have a material impact on the Company’s results of operations. The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
7. Income Tax (Tables) (June 20
7. Income Tax (Tables) (June 2019 Note) | 12 Months Ended |
Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of deferred tax assets | 2019 2018 Deferred Tax Assets: NOL Carryover $ 152,765 $ 127,772 Less valuation allowance (152,765 ) (127,772 ) Net deferred tax assets $ – $ – |
3. Going Concern (Details Narra
3. Going Concern (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Mar. 31, 2020 | Mar. 31, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||||
Accumulated deficit | $ (2,410,918) | $ (2,410,918) | $ (775,454) | $ (633,572) | ||||||
Working capital | (639,460) | (639,460) | (133,715) | |||||||
Net loss | $ (1,453,533) | $ (108,180) | $ (73,751) | $ (30,439) | $ (19,536) | $ (22,810) | (1,635,464) | $ (72,785) | (141,882) | (93,936) |
Net cash used in operating activities | $ (120,067) | $ (37,300) | $ (44,909) | $ 0 |
4. Related Party Transactions (
4. Related Party Transactions (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 11 Months Ended | 12 Months Ended | |||||
Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | May 24, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Stock owned | 10,571,333 | 10,571,333 | 83,450,000 | 35,450,000 | |||||
Proceeds from related party | $ 38,100 | $ 61,041 | $ 72,085 | $ 300 | |||||
Repayment to related party | 36,108 | 23,816 | 34,005 | 0 | |||||
Stock issued for services, value | $ 473,760 | $ 200 | $ 3,080 | 25,000 | |||||
Stock issued for accrued salary, value | 168,000 | ||||||||
Loss on conversion of accrued salary | (118,000) | $ 0 | $ (118,000) | $ 0 | (48,000) | 0 | |||
Chief Executive Officer [Member] | |||||||||
Stock issued for accrued salary, shares | 1,000,000 | ||||||||
Stock issued for accrued salary, value | $ 50,000 | ||||||||
Loss on conversion of accrued salary | $ (118,000) | ||||||||
Officer And Two Directors [Member] | |||||||||
Stock issued for services, shares | 4,000,000 | ||||||||
Stock issued for services, value | $ 8,000 | ||||||||
Directors [Member] | |||||||||
Stock issued for services, shares | 2,500,000 | ||||||||
Stock issued for services, value | $ 420,000 | ||||||||
Brother of CFO [Member] | |||||||||
Stock issued for services, shares | 2,000,000 | ||||||||
Stock issued for services, value | $ 336,000 | ||||||||
Richard Carey [Member] | |||||||||
Stock owned | 22,000,000 | ||||||||
Equity ownership | 62.15% | ||||||||
Proceeds from related party | 72,085 | 300 | |||||||
Repayment to related party | 34,005 | ||||||||
Conversion of debt, amount converted | $ 48,000 | ||||||||
Conversion of debt, shares issued | 48,000,000 | ||||||||
Loss on conversion of stock | $ (48,000) | ||||||||
Due to related party | 45 | 45 | $ 3,980 | $ 300 | |||||
Accrued compensation | 25,000 | 25,000 | |||||||
Anthony Anish [Member] | |||||||||
Due to related party | 5,676 | 5,676 | |||||||
Accrued compensation | 30,000 | 30,000 | |||||||
John Baird [Member] | |||||||||
Accrued compensation | $ 40,000 | $ 40,000 |
5. Notes Payable (Details Narra
5. Notes Payable (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | 11 Months Ended | |||||
Aug. 13, 2019 | Oct. 07, 2019 | Oct. 15, 2018 | Dec. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Jun. 01, 2018 | Jun. 30, 2019 | Jun. 11, 2019 | Jun. 30, 2018 | |
Proceeds from note payable | $ 55,500 | $ 0 | ||||||||
Kok Chee Lee [Member] | ||||||||||
Note payable | 42,651 | $ 42,651 | $ 42,651 | |||||||
Former Secretary of the Board [Member] | ||||||||||
Debt face amount | $ 32,000 | |||||||||
Debt stated interest rate | 5.00% | |||||||||
Debt maturity date | Dec. 1, 2018 | |||||||||
Accrued interest | 2,937 | 1,732 | $ 132 | |||||||
Note in default | 32,000 | 32,000 | ||||||||
Former Attorney [Member] | ||||||||||
Note payable | 16,000 | 20,000 | ||||||||
Debt face amount | $ 20,000 | |||||||||
Debt stated interest rate | 8.00% | |||||||||
Debt maturity date | Oct. 15, 2019 | |||||||||
Accrued interest | 2,254 | $ 1,131 | ||||||||
Troy [Member] | ||||||||||
Note payable | $ 385,000 | |||||||||
Debt face amount | $ 500,000 | |||||||||
Debt maturity date | Aug. 13, 2019 | |||||||||
Repayment of debt | $ 50,000 | $ 35,000 | ||||||||
Private Investor [Member] | ||||||||||
Debt face amount | $ 50,000 | $ 250,000 | ||||||||
Debt stated interest rate | 10.00% | 10.00% | ||||||||
Proceeds from note payable | $ 50,000 | |||||||||
Debt converted, amount converted | $ 100,000 | |||||||||
Debt converted, shares issued | 2,260,000 | |||||||||
Two Individuals [Member] | ||||||||||
Debt face amount | $ 54,000 | |||||||||
Debt stated interest rate | 10.00% | |||||||||
Accrued interest | $ 677 | |||||||||
Proceeds from note payable | $ 54,000 |
6. Acquisition (Details Narrati
6. Acquisition (Details Narrative) | 1 Months Ended | 9 Months Ended | |
Aug. 13, 2019USD ($)shares | Mar. 31, 2020USD ($)Integer | Mar. 31, 2019USD ($) | |
Payment of note payable | $ 119,000 | $ 0 | |
Asset Purchase Agreement [Member] | Series B Preferred Stock [Member] | |||
Stock issued for acquisition, shares | shares | 1,833,000 | ||
Payment for acquisition | $ 50,000 | ||
Troy [Member] | |||
Number of mining claims | Integer | 78 | ||
Acreage of mining claims | Integer | 4,800 | ||
Payment of note payable | $ 115,000 | ||
Note payable balance | $ 385,000 |
7. Preferred Stock (Details Nar
7. Preferred Stock (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended |
Aug. 13, 2019 | Sep. 30, 2019 | |
Stock issued for acquisition, value | $ 7,532 | |
Asset Purchase Agreement [Member] | Series B Preferred Stock [Member] | ||
Stock issued for acquisition, shares | 1,833,000 | |
Stock issued for acquisition, value | $ 7,532 |
8. Common Stock (Details Narrat
8. Common Stock (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | |
Stock issued for services, value | $ 473,760 | $ 200 | $ 3,080 | $ 25,000 | |||
Proceeds from sale of stock | $ 184,633 | $ 0 | $ 7,000 | $ 0 | |||
Stock issued for conversion of debt, value | $ 35,796 | $ 250 | |||||
Common Stock [Member] | |||||||
Stock issued for services, shares | 50,000 | ||||||
Stock issued for services, value | $ 25,000 | ||||||
Stock sold for cash, shares | 2,400,000 | ||||||
Stock issued previously purchased | 1,000,000 | ||||||
Stock issued for conversion of debt, shares | 2,250,000 | ||||||
Stock issued for conversion of debt, value | $ 35,250 | ||||||
Stock issued for conversion of interest, value | $ 769 | ||||||
Common Stock [Member] | Services [Member] | |||||||
Stock issued for services, shares | 1,640,000 | ||||||
Stock issued for services, value | $ 3,280 | ||||||
Common Stock [Member] | Services [Member] | |||||||
Stock issued for services, shares | 2,860,000 | ||||||
Stock issued for services, value | $ 473,760 | ||||||
Common Stock [Member] | Stock Sale [Member] | |||||||
Stock sold for cash, shares | 3,595,994 | ||||||
Proceeds from sale of stock | $ 184,633 |
3. Going Concern (June 2019 Not
3. Going Concern (June 2019 Note) (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Mar. 31, 2020 | Mar. 31, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||||||||
Accumulated deficit | $ (2,410,918) | $ (2,410,918) | $ (775,454) | $ (633,572) | ||||||
Working capital | (639,460) | (639,460) | (133,715) | |||||||
Net loss | $ (1,453,533) | $ (108,180) | $ (73,751) | $ (30,439) | $ (19,536) | $ (22,810) | $ (1,635,464) | $ (72,785) | $ (141,882) | $ (93,936) |
4. Related Party Transactions_2
4. Related Party Transactions (June 2019 Note) (Details Narrative) - USD ($) | 9 Months Ended | 11 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | May 24, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Stock owned | 10,571,333 | 83,450,000 | 35,450,000 | ||
Proceeds from related party | $ 38,100 | $ 61,041 | $ 72,085 | $ 300 | |
Repayment to related party | 36,108 | $ 23,816 | 34,005 | 0 | |
Richard Carey [Member] | |||||
Stock owned | 22,000,000 | ||||
Equity ownership | 62.15% | ||||
Proceeds from related party | 72,085 | 300 | |||
Repayment to related party | 34,005 | ||||
Conversion of stock, amount converted | $ 48,000 | ||||
Conversion of stock, shares converted | 48,000,000 | ||||
Loss on conversion of stock | $ (48,000) | ||||
Due to related party | $ 45 | $ 3,980 | $ 300 |
5. Common Stock (June 2019 Note
5. Common Stock (June 2019 Note) (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | |
Common stock issued for services, value | $ 473,760 | $ 200 | $ 3,080 | $ 25,000 | |
Stock issued new, value | $ 70,000 | $ 58,633 | $ 56,000 | ||
Common Stock [Member] | |||||
Common stock issued for services, shares | 50,000 | ||||
Common stock issued for services, value | $ 25,000 | ||||
Stock to be issued, shares | 2,400,000 | 50,000 | |||
Stock issued new, shares | 2,400,000 | ||||
Stock issued new, value | $ 7,000 |
6. Note Payable (June 2019 Note
6. Note Payable (June 2019 Note) (Details Narrative) - USD ($) | 3 Months Ended | 11 Months Ended | |||
Oct. 15, 2018 | Jun. 01, 2018 | Mar. 31, 2020 | Jun. 30, 2019 | Jun. 30, 2018 | |
Kok Chee Lee [Member] | |||||
Note payable | $ 42,651 | $ 42,651 | $ 42,651 | ||
Former Secretary of the Board [Member] | |||||
Debt face amount | $ 32,000 | ||||
Debt stated interest rate | 5.00% | ||||
Debt maturity date | Dec. 1, 2018 | ||||
Accrued interest | 2,937 | 1,732 | $ 132 | ||
Note in default | 32,000 | 32,000 | |||
Former Attorney [Member] | |||||
Note payable | 16,000 | 20,000 | |||
Debt face amount | $ 20,000 | ||||
Debt stated interest rate | 8.00% | ||||
Debt maturity date | Oct. 15, 2019 | ||||
Accrued interest | $ 2,254 | $ 1,131 |
7. Income Tax (June 2019 Note)
7. Income Tax (June 2019 Note) (Details - Deferred taxes) - USD ($) | Jun. 30, 2019 | Jun. 30, 2018 |
Income Tax Disclosure [Abstract] | ||
Deferred NOL carryover | $ 152,765 | $ 127,772 |
Less valuation allowance | (152,765) | (127,772) |
Net deferred tax assets | $ 0 | $ 0 |
7. Income Tax (June 2019 Note_2
7. Income Tax (June 2019 Note) (Details Narrative) | Jun. 30, 2019USD ($) |
Income Tax Disclosure [Abstract] | |
Net operating loss carryforward | $ 634,000 |