Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 14, 2023 | |
Cover [Abstract] | ||
Entity Registrant Name | 3FORCES INC. | |
Entity Central Index Key | 0001730732 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | true | |
Entity Current Reporting Status | Yes | |
Document Period End Date | Sep. 30, 2023 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2023 | |
Entity Ex Transition Period | false | |
Entity Common Stock Shares Outstanding | 132,660,450 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 333-230070 | |
Entity Incorporation State Country Code | AZ | |
Entity Address Address Line 1 | 7702 E Doubletree Ranch Road | |
Entity Address Address Line 2 | Unit 300 | |
Entity Address City Or Town | Scottsdale | |
Entity Address State Or Province | AZ | |
Entity Address Postal Zip Code | 85258 | |
City Area Code | 480 | |
Local Phone Number | 902-3062 |
BALANCE SHEETS
BALANCE SHEETS - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
Current Assets: | ||
Cash | $ 63,530 | $ 136,048 |
Total Current Assets | 63,530 | 136,048 |
Software development costs, net | 96,900 | 108,600 |
Total Assets | 160,430 | 244,648 |
Current Liabilities: | ||
Accounts payable and accrued liabilities | 23,160 | 46,809 |
Accrued interest - related party | 553,679 | 414,429 |
Note payable - related party | 722,151 | 662,141 |
Accrued officer compensation - related party | 1,410,528 | 1,260,528 |
Total Liabilities | 2,709,518 | 2,383,907 |
Stockholders' Deficit: | ||
Common stock, $0.0001 par value; 10,000,000,000 shares authorized, 141,379,995 and 113,842,500 shares issued and outstanding, respectively | 14,138 | 11,384 |
Additional paid-in capital | 977,614 | 427,452 |
Common stock to be issued | 106,358 | 184,268 |
Treasury stock | (50) | (50) |
Accumulated other comprehensive income | 461 | 1,038 |
Accumulated deficit | (3,647,609) | (2,763,351) |
Total Stockholders' Deficit | (2,549,088) | (2,139,259) |
Total Liabilities and Stockholders' Deficit | $ 160,430 | $ 244,648 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2023 | Dec. 31, 2022 |
BALANCE SHEETS | ||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 10,000,000,000 | 10,000,000,000 |
Common Stock, Shares, Issued | 141,379,995 | 113,842,500 |
Common Stock, Shares, Outstanding | 141,379,995 | 113,842,500 |
STATEMENTS OF OPERATIONS AND CO
STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) | ||||
Revenue, net | $ 237 | $ 270 | $ 694 | $ 2,601 |
Operating Expenses: | ||||
Officer compensation - related party | 143,750 | 56,875 | 431,250 | 170,625 |
Software development expense | 8,100 | 9,600 | 25,800 | 29,168 |
Amortization expense | 6,300 | 6,300 | 18,900 | 18,900 |
General and administrative expenses | 44,553 | 45,292 | 269,755 | 118,405 |
Total operating expenses | 202,703 | 118,067 | 745,705 | 337,098 |
Loss from operations | (202,466) | (117,797) | (745,011) | (334,497) |
Other income (expense): | ||||
Interest expense - related party | (49,055) | (37,938) | (139,253) | (109,491) |
Unrealized gain on trading securities | 0 | (11,161) | 0 | (24,000) |
Interest income | 1 | 66 | 6 | 86 |
Total other expense | (49,054) | (49,033) | (139,247) | (133,405) |
Loss before income taxes | (251,520) | (166,830) | (884,258) | (467,902) |
Provision for income taxes | 0 | 0 | 0 | 0 |
Net loss | (251,520) | (166,830) | (884,258) | (467,902) |
Other comprehensive loss: | ||||
Foreign currency translation adjustment | (864) | (1,446) | (577) | (2,942) |
Comprehensive loss | $ (252,384) | $ (168,276) | $ (884,835) | $ (470,844) |
Loss per share, basic and diluted | $ 0 | $ (0.02) | $ 0 | $ 0 |
Weighted average shares, basic and diluted | 141,379,995 | 113,842,500 | 128,925,785 | 113,842,500 |
STATEMENTS OF STOCKHOLDERS DEFI
STATEMENTS OF STOCKHOLDERS DEFICIT (Unaudited) - USD ($) | Total | Common Stock | Additional Paid-In Capital | Common Stock To Be Issued | Treasury Stock | Retained Earnings (Accumulated Deficit) | Accumulated other comprehensive loss |
Balance, shares at Dec. 31, 2021 | 7,589,500 | ||||||
Balance, amount at Dec. 31, 2021 | $ (1,568,593) | $ 810 | $ 438,026 | $ 146,667 | $ (50) | $ (2,153,410) | $ (636) |
Common stock issued for services - related party | 6,875 | 0 | 0 | 6,875 | 0 | 0 | 0 |
Net Loss | (132,145) | $ 0 | 0 | 0 | 0 | (131,941) | (204) |
Balance, shares at Mar. 31, 2022 | 7,589,500 | ||||||
Balance, amount at Mar. 31, 2022 | (1,693,863) | $ 810 | 438,026 | 153,542 | (50) | (2,285,351) | (840) |
Balance, shares at Dec. 31, 2021 | 7,589,500 | ||||||
Balance, amount at Dec. 31, 2021 | (1,568,593) | $ 810 | 438,026 | 146,667 | (50) | (2,153,410) | (636) |
Balance, shares at Dec. 31, 2022 | 113,842,500 | ||||||
Balance, amount at Dec. 31, 2022 | (2,139,259) | $ 11,384 | 427,452 | 184,268 | (50) | (2,763,351) | 1,038 |
Balance, shares at Mar. 31, 2022 | 7,589,500 | ||||||
Balance, amount at Mar. 31, 2022 | (1,693,863) | $ 810 | 438,026 | 153,542 | (50) | (2,285,351) | (840) |
Common stock issued for services - related party | 6,875 | 0 | 0 | 6,875 | 0 | 0 | 0 |
Net Loss | (170,423) | $ 0 | 0 | 0 | 0 | (169,131) | (1,292) |
Balance, shares at Jun. 30, 2022 | 7,589,500 | ||||||
Balance, amount at Jun. 30, 2022 | (1,857,411) | $ 810 | 438,026 | 160,417 | (50) | (2,454,482) | (2,132) |
Common stock issued for services - related party | 6,875 | 0 | 0 | 6,875 | 0 | 0 | 0 |
Net Loss | (168,276) | 0 | 0 | 0 | 0 | (166,830) | (1,446) |
Common stock issued for services | 1,658 | $ 0 | 0 | 1,658 | 0 | 0 | 0 |
Balance, shares at Sep. 30, 2022 | 7,589,500 | ||||||
Balance, amount at Sep. 30, 2022 | (2,017,154) | $ 810 | 438,026 | 168,950 | (50) | (2,621,312) | (3,578) |
Balance, shares at Dec. 31, 2022 | 113,842,500 | ||||||
Balance, amount at Dec. 31, 2022 | (2,139,259) | $ 11,384 | 427,452 | 184,268 | (50) | (2,763,351) | 1,038 |
Common stock issued for services - related party | 93,750 | 0 | 0 | 93,750 | 0 | 0 | 0 |
Net Loss | (353,848) | $ 0 | 0 | 0 | 0 | (354,312) | 464 |
Common stock issued for services, shares | 750,000 | ||||||
Common stock issued for services, amount | 110,627 | $ 75 | 74,925 | 35,627 | 0 | 0 | 0 |
Common stock issued for cash, shares | 225,000 | ||||||
Common stock issued for cash, amount | 22,500 | $ 23 | 22,477 | 0 | 0 | 0 | 0 |
Balance, shares at Mar. 31, 2023 | 114,817,500 | ||||||
Balance, amount at Mar. 31, 2023 | (2,266,230) | $ 11,482 | 524,854 | 313,645 | (50) | (3,117,663) | 1,502 |
Balance, shares at Dec. 31, 2022 | 113,842,500 | ||||||
Balance, amount at Dec. 31, 2022 | (2,139,259) | $ 11,384 | 427,452 | 184,268 | (50) | (2,763,351) | 1,038 |
Balance, shares at Sep. 30, 2023 | 141,379,995 | ||||||
Balance, amount at Sep. 30, 2023 | (2,549,088) | $ 14,138 | 977,614 | 106,358 | (50) | (3,647,609) | 461 |
Balance, shares at Mar. 31, 2023 | 114,817,500 | ||||||
Balance, amount at Mar. 31, 2023 | (2,266,230) | $ 11,482 | 524,854 | 313,645 | (50) | (3,117,663) | 1,502 |
Common stock issued for services - related party | 35,627 | 0 | 0 | 35,627 | 0 | 0 | 0 |
Net Loss | (278,603) | $ 0 | 0 | 0 | 0 | (278,426) | (177) |
Common stock issued for services - related party, shares | 26,562,495 | ||||||
Common stock issued for services - related party, amount | 187,500 | $ 2,656 | 452,760 | (267,916) | 0 | 0 | 0 |
Balance, shares at Jun. 30, 2023 | 141,379,995 | ||||||
Balance, amount at Jun. 30, 2023 | (2,321,706) | $ 14,138 | 977,614 | 81,356 | (50) | (3,396,089) | 1,325 |
Common stock issued for services - related party | 25,002 | 0 | 0 | 25,002 | 0 | 0 | 0 |
Net Loss | (252,384) | $ 0 | 0 | 0 | 0 | (251,520) | (864) |
Balance, shares at Sep. 30, 2023 | 141,379,995 | ||||||
Balance, amount at Sep. 30, 2023 | $ (2,549,088) | $ 14,138 | $ 977,614 | $ 106,358 | $ (50) | $ (3,647,609) | $ 461 |
STATEMENTS OF CASH FLOWS (Unaud
STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cash flows from operating activities: | ||
Net Loss | $ (884,258) | $ (467,902) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock based compensation - related party | 281,250 | 20,625 |
Stock based compensation | 171,256 | 1,658 |
Amortization expense | 24,000 | 18,900 |
Loss on trading securities | 0 | 24,000 |
Changes in assets and liabilities: | ||
Accounts payable and accrued liabilities | (23,649) | 27,134 |
Accrued interest - related party | 139,250 | 109,491 |
Accrued compensation- related party | 150,000 | 150,000 |
Net cash used in operating activities | (142,151) | (116,094) |
Cash flows from investing activities: | ||
Software development cost | (12,300) | (7,200) |
Purchase of trading securities | 0 | (37,570) |
Proceeds from sale of trading securities | 0 | 83,113 |
Net cash (used) provided by investing activities | (12,300) | 38,343 |
Cash flows from financing activities: | ||
Proceeds from sale of common stock | 22,500 | 0 |
Proceeds from a related party | 60,010 | 500 |
Net cash provided by financing activities | 82,510 | 500 |
Effect of exchange rate on cash | (577) | (2,942) |
Net change in cash | (71,941) | (77,251) |
Cash, beginning of period | 136,048 | 163,289 |
Cash, end of period | 63,530 | 83,096 |
Supplemental Disclosures: | ||
Interest paid | 0 | 0 |
Income taxes paid | $ 0 | $ 0 |
ORGANIZATION AND BUSINESS OPERA
ORGANIZATION AND BUSINESS OPERATIONS | 9 Months Ended |
Sep. 30, 2023 | |
ORGANIZATION AND BUSINESS OPERATIONS | |
ORGANIZATION AND BUSINESS OPERATIONS | NOTE 1 – ORGANIZATION AND BUSINESS OPERATIONS Nature of Business The Company was incorporated under the laws of the State of California on September 6, 2016 under the name Taluhu Inc. The Company’s name was changed to Live Inc. on September 29, 2016 and on September 6, 2020, the Company’s name was changed to Guuru Corp. As discussed further below, on April 29, 2021, the Company’s name was changed to 3Forces Inc. On October 2, 2020, the Company formed Talguu Inc., an Arizona corporation, as a wholly owned subsidiary for the purpose of changing the domicile of the Company from California to Arizona. The process involved the filing of respective merger forms in each of Arizona and California. On January 15, 2021, the State of Arizona approved the Statement of Merger whereby the parent entity, then Guuru Corp (a California corporation, formerly Live Inc.), was merged into Talguu Inc. (an Arizona corporation). On March 15, 2021, the State of California approved the merger transaction. As mentioned above, on April 29, 2021, the Company’s name was changed to 3Forces Inc. We are a cloud based business to consumer platform company. Currently, we have ManagerSpecial.com, Talguu.com, and 9000Jobs.com platforms. Only 9000Jobs currently is in use by the public in the Philippines. The rest are in the development and testing stages. ManagerSpecial.com enables service providers such as restaurants, hotels, and any goods and services that need to find and offer discounts to buyers to purchase their expiring products. 9000Jobs.com is our job search platform for entry level positions in service industries located in the Philippines market and soon to be in the United States (replacing JobDor.com). Talguu.com is a broadcasting platform, where the content producers will be assigned their individual channels. The channels will be 100% commercial free. Each channel will deliver content circumscribed by a specific theme, such as personal health care, do-it-yourself topics, business formation and management, among others. Content will be provided by one or more providers who will produce and deliver the content on one of our channels. In this platform, the content will be subscribed by individual viewers for a fee. We will receive an agreed percentage of the fees. On April 5, 2023, the Company filed Articles of Amendment with the Arizona Secretary of State which effected a 15 for 1 forward split of its issued and outstanding common stock. All share and earnings per share information have been retroactively adjusted to reflect the stock split |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The Company’s unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The accompanying unaudited condensed financial statements reflect all adjustments, consisting of only normal recurring items, which, in the opinion of management, are necessary for a fair statement of the results of operations for the periods shown and are not necessarily indicative of the results to be expected for the full year ending December 31, 2023. These unaudited condensed financial statements should be read in conjunction with the financial statements and related notes for the year ended December 31, 2022. 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. Significant estimates include the estimated useful lives of software development costs. Actual results could differ from those estimates. Concentrations of Credit Risk We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. We believe we are not exposed to any significant credit risk on cash. 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 periods ended September 30, 2023 and December 31, 2022. Investments The Company follows ASC subtopic 321-10, Investments-Equity Securities, which requires the accounting for an equity security to be measured at fair value with changes in unrealized gains and losses included in current period operations. Where an equity security is without a readily determinable fair value, the Company may elect to estimate its fair value at cost minus impairment plus or minus changes resulting from observable price changes. Fair value measurement The Company’s marketable securities consist of investments in equity securities. Dividends and interest income are accrued as earned. Realized gains and losses are determined on a specific identification basis. The Company reviews marketable securities for impairment whenever circumstances and situations change such that there is an indication that the carrying amounts may not be recovered. The changes in the fair value of these securities are recognized in current period earnings in accordance with ASC 825. The Company follows GAAP which establishes a fair value hierarchy that prioritizes the valuation techniques and creates the following three broad levels, with Level 1 valuation being the highest priority: Level 1 valuation Level 2 valuation Level 3 valuation Revenue Recognition The Company recognizes revenue under ASC 606, “Revenue from Contracts with Customers” (“ASC 606”). The Company determines revenue recognition through the following steps: · Identification of a contract with a customer; · Identification of the performance obligations in the contract; · Determination of the transaction price; · Allocation of the transaction price to the performance obligations in the contract; and · Recognition of revenue when or as the performance obligations are satisfied. Adoption of ASC 606 did not have a significant impact on our financial statements. We recognize revenue upon transfer of control of promised products or services to customers in an amount that reflects the consideration expected to be received in exchange for those products or services. We determine the transaction price associated with each deliverable based on the unique contract with the customer, which is considered to be a stand-alone contract that we retain the right to accept or reject. Revenue is recognized net of allowances for returns and any taxes collected from customers, which are subsequently remitted to governmental authorities. The Company is currently recognizing revenue through 9000Jobs.com in the Philippines. We had a joint venture agreement with a local marketing company, ABS-CBN, by which they pay the local staff in the Philippines and do the marketing for the Company, in exchange for 60% of the revenue received. This joint venture was terminated on November 30, 2022. Comprehensive Income The Company uses SFAS 130 “Reporting Comprehensive Income” (ASC Topic 220). Comprehensive income is comprised of net income and all changes to the statements of stockholders’ deficit. Comprehensive income for the three and nine months ended September 30, 2023 and 2022 is included in net income as foreign currency translation adjustments. Recently issued accounting pronouncements The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the unaudited 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. |
GOING CONCERN
GOING CONCERN | 9 Months Ended |
Sep. 30, 2023 | |
GOING CONCERN | |
GOING CONCERN | NOTE 3 - GOING CONCERN The accompanying unaudited financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has an accumulated deficit of $3,647,609 as of September 30, 2023, had a net loss of $884,258 and net cash used in operating activities of $142,151 for the nine months ended September 30, 2023. The Company’s ability to raise additional capital through the future issuances of common stock and/or debt financing is unknown. The obtainment of additional financing, the successful development of the Company’s contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. These conditions and the ability to successfully resolve these factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern. The unaudited financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties. The Company has developed and is managing three cloud-based platforms as part of our overall business plan. In order for us to fully implement our business plan, we will use our available cash of approximately $63,500 as of September 30, 2023, and we will need approximately $1,026,500 in financing for a total of $1,090,000 in required funds. If all of these funds are not available from Mr. Keith Wong under our continued loan arrangements, we will seek to raise all or part of the funds through public or private debt or equity financing. These funds will enable us to fully develop and market our 3 platforms for the next 12 months, however, we cannot predict our ability to successfully raise such funds. |
SOFTWARE DEVELOPMENT
SOFTWARE DEVELOPMENT | 9 Months Ended |
Sep. 30, 2023 | |
SOFTWARE DEVELOPMENT | |
SOFTWARE DEVELOPMENT | NOTE 4 – SOFTWARE DEVELOPMENT Per ASC 985-20 expenses in the development of the software are expensed until technological feasibility has been reached and costs are determined to be recoverable. At this point additional expenses are capitalized. Capitalization ends, and amortization begins when the product is available for general release to customers. Software development costs are amortized over the estimated useful life of three years. As of September 30, 2023 and December 31, 2022, the Company has $96,900 and $108,600, respectively, net of amortization of $48,300 and $29,400, respectively, of capitalized software development costs. |
RELATED PARTY
RELATED PARTY | 9 Months Ended |
Sep. 30, 2023 | |
RELATED PARTY | |
RELATED-PARTY | NOTE 5 - RELATED PARTY As of September 30, 2023, the Company has nine promissory notes with Keith Wong, the Company’s founder, Chief Executive Officer and sole director described in this Note. On July 31, 2017, the Company executed a promissory note with Mr. Wong for $200,000. The note originally accrued interest at a rate of 10% (simple) per annum and is due on demand. The note was amended, effective November 1, 2019, in order to change the interest rate to compounded interest at 4% per quarter. On June 21, 2019, the Company executed a promissory note with Mr. Wong for $160,000. The loan is unsecured, accrues interest at 4% per quarter, compounded quarterly, and is due on demand. On August 16, 2019, the Company executed a promissory note with Mr. Wong for $60,000. The loan is unsecured, accrues interest at 4% per quarter, compounded quarterly, and is due on demand. On February 4, 2021, the Company executed a promissory note with Mr. Wong for $40,000. The loan is unsecured, accrues interest at 4% per quarter, compounded quarterly, and is due on demand. On May 27, 2021, the Company executed a promissory note with Mr. Wong for $54,141. The loan is unsecured, accrues interest at 4% per quarter, compounded quarterly, and is due on demand. On September 1, 2021, the Company executed a promissory note with Mr. Wong for $37,000. The loan is unsecured, accrues interest at 4% per quarter, compounded quarterly, and is due on demand. On November 1, 2021, the Company executed a promissory note with Mr. Wong for $60,000. The loan is unsecured, accrues interest at 4% per quarter, compounded quarterly, and is due on demand. On December 1, 2022, the Company executed a promissory note with Mr. Wong for $50,000. The loan is unsecured, accrues interest at 4% per quarter, compounded quarterly, and is due on demand. On June 23, 2023, the Company executed a promissory note with Mr. Wong for $60,010. The loan is unsecured, accrues interest at 4% per quarter, compounded quarterly, and is due on demand. In addition to the above loans, on September 30, 2019, Mr. Wong advanced the Company $500 to open a bank account in the Company’s name in the Philippines. The loan is unsecured, accrues interest at 4% per quarter, compounded quarterly, and is due on demand. On September 30, 2022, Mr. Wong advanced the Company an additional $500 to open another bank account in the Company’s name in the Philippines. The loan is unsecured, accrues interest at 4% per quarter, compounded quarterly, and is due on demand. As of September 30, 2023 and December 31, 2022, there is $553,679 and $414,429, respectively, of total accrued interest due on the above notes. Mr. Wong has informed the Company in writing that he does not intend to demand payment, in whole or in part, of the outstanding promissory notes until the earlier of (i) December 31, 2023 or (ii) at such time as the Company receives a minimum of $2,000,000 in proceeds from a public or private offering. Mr. Wong’s consulting agreement was renewed effective September 1, 2020. Annual compensation was increased from $180,000 to $200,000. In addition, he is entitled to receive 15,000,000 shares of common stock which will vest over four years (or monthly at the rate of 312,495 shares per month). The term of the agreement is for four years and either party may terminate the agreement by delivering notice to the other. In this regard, during the year ended December 31, 2021, Mr. Wong earned 3,750,000 shares of common stock for services rendered under his consulting agreement, for total non-cash expense of $27,500. During the year ended December 31, 2022, Mr. Wong earned 3,750,000 shares of common stock for services rendered under his consulting agreement, for total non-cash expense of $27,500. Since the Company’s common stock is not currently trading, shares were issued at the price of shares sold to third parties of $0.007 at such time. During the nine months ended September 30, 2023, Mr. Wong earned 2,812,500 shares of common stock for services rendered under his consulting agreement, for total non-cash expense of $281,500. Since the Company’s common stock is not currently trading, shares were issued at the price of shares last sold to a third party of $0.10. On May 8, 2023, 26,562,495 shares of common stock were issued to Mr. Wong under his consulting agreements, of which 1) 24,687,495 shares of common stock which were previously earned but unissued (valued at $267,916) and 2) 1,875,000 shares of common stock for Q2 and Q3 quarter (valued at $187,500). As of September 30, 2023 and December 31, 2022, there is $1,410,528 and $1,260,528, respectively, of accrued compensation due to Mr. Wong. |
COMMON STOCK
COMMON STOCK | 9 Months Ended |
Sep. 30, 2023 | |
COMMON STOCK | |
COMMON STOCK | NOTE 6 – COMMON STOCK The Company entered into the following consulting agreements: On December 6, 2021, the Company entered into a four year consulting agreement. The agreement provides for a total of 3,000,000 shares to be issued on each of the three anniversary dates in following amounts, 750,000 in 2022, 900,000 in 2023 and 1,350,000 in 2024. On December 26, 2021, the Company entered into a three-year consulting agreement. The agreement provides for a total of 180,000 shares to be issued on each of the three anniversary dates in the following amounts: 45,000 in 2022, 75,000 in 2023 and 60,000 in 2024. On September 1, 2022, the Company entered into a 10 year agreement with a consultant. The agreement provides for a total of 300,000 shares to be issued in the event of an IPO or acquisition. On September 1, 2022, the Company entered into a one year agreement with a second consultant. The agreement provides for a total of 1,275,000 shares to be issued during the term at the rate of 106,250 per month. Effective September 1, 2022, the Company entered into a 18 month agreement with a third consultant. The agreement provides for a total of 225,180 shares to be issued during the term at the rate of 12,510 per month. On September 15, 2021, the Company entered into a four year consulting agreement. The agreement provides for a total of 2,576,850 shares to be issued during the term at the rate of 107,370 per month. In addition, the consultant was entitled to a cash compensation of at least $250,000 per annual. The agreement was terminated in October 2022. During the year ended December 31, 2022, under the above agreements, the Company granted 1,377,390 shares of common stock to four consultants for services rendered for total non-cash expense of $10,101. Since the Company’s common stock is not currently trading, shares were issued at the price of shares last sold to third parties of $0.007. As of September 30, 2023, the shares have not yet been issued, however have been recorded as common stock to be issued as shown in stockholders’ deficit. During the nine months ended September 30, 2023, the Company sold 225,000 shares in a private placement at a price of $0.10 for total proceeds of $22,500. During the nine months ended September 30, 2023, a total of 1,712,550 shares of common stock were issued for services rendered under the above consulting agreements for total non-cash expense of $171,256. Since the Company’s common stock is not currently trading, shares were issued at the price of shares last sold to a third party of $0.10. As of September 30, 2023, 2,339,940 shares have not yet been issued by the transfer agent and are included in common stock to be issued. Refer to Note 5 for related party equity transactions. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE LOSS | 9 Months Ended |
Sep. 30, 2023 | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | NOTE 7 – ACCUMULATED OTHER COMPREHENSIVE LOSS Balance of related after-tax components comprising accumulated other comprehensive loss are as follows: September 30, 2023 Accumulated other comprehensive loss, beginning of period $ 1,038 Change in cumulative translation adjustment (577 ) Accumulated other comprehensive loss, end of period $ 461 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2023 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 8 – SUBSEQUENT EVENTS In accordance with SFAS 165 (ASC 855-10) management has performed an evaluation of subsequent events through the date that the unaudited financial statements were issued and has determined that it does not have any material subsequent events to disclose in these unaudited financial statements other than the following. On October 19,2023, Mr. Wong, returned and cancelled 8,719,545 shares of his. common stock |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of presentation | The Company’s unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The accompanying unaudited condensed financial statements reflect all adjustments, consisting of only normal recurring items, which, in the opinion of management, are necessary for a fair statement of the results of operations for the periods shown and are not necessarily indicative of the results to be expected for the full year ending December 31, 2023. These unaudited condensed financial statements should be read in conjunction with the financial statements and related notes for the year ended December 31, 2022. |
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. Significant estimates include the estimated useful lives of software development costs. Actual results could differ from those estimates. |
Concentrations of Credit Risk | We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. We believe we are not exposed to any significant credit risk on cash. |
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 periods ended September 30, 2023 and December 31, 2022. |
Investments | The Company follows ASC subtopic 321-10, Investments-Equity Securities, which requires the accounting for an equity security to be measured at fair value with changes in unrealized gains and losses included in current period operations. Where an equity security is without a readily determinable fair value, the Company may elect to estimate its fair value at cost minus impairment plus or minus changes resulting from observable price changes. |
Fair value measurement | The Company’s marketable securities consist of investments in equity securities. Dividends and interest income are accrued as earned. Realized gains and losses are determined on a specific identification basis. The Company reviews marketable securities for impairment whenever circumstances and situations change such that there is an indication that the carrying amounts may not be recovered. The changes in the fair value of these securities are recognized in current period earnings in accordance with ASC 825. The Company follows GAAP which establishes a fair value hierarchy that prioritizes the valuation techniques and creates the following three broad levels, with Level 1 valuation being the highest priority: Level 1 valuation Level 2 valuation Level 3 valuation |
Revenue Recognition | The Company recognizes revenue under ASC 606, “Revenue from Contracts with Customers” (“ASC 606”). The Company determines revenue recognition through the following steps: · Identification of a contract with a customer; · Identification of the performance obligations in the contract; · Determination of the transaction price; · Allocation of the transaction price to the performance obligations in the contract; and · Recognition of revenue when or as the performance obligations are satisfied. Adoption of ASC 606 did not have a significant impact on our financial statements. We recognize revenue upon transfer of control of promised products or services to customers in an amount that reflects the consideration expected to be received in exchange for those products or services. We determine the transaction price associated with each deliverable based on the unique contract with the customer, which is considered to be a stand-alone contract that we retain the right to accept or reject. Revenue is recognized net of allowances for returns and any taxes collected from customers, which are subsequently remitted to governmental authorities. The Company is currently recognizing revenue through 9000Jobs.com in the Philippines. We had a joint venture agreement with a local marketing company, ABS-CBN, by which they pay the local staff in the Philippines and do the marketing for the Company, in exchange for 60% of the revenue received. This joint venture was terminated on November 30, 2022. |
Comprehensive Income | The Company uses SFAS 130 “Reporting Comprehensive Income” (ASC Topic 220). Comprehensive income is comprised of net income and all changes to the statements of stockholders’ deficit. Comprehensive income for the three and nine months ended September 30, 2023 and 2022 is included in net income as foreign currency translation adjustments. |
Recently issued accounting pronouncements | The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the unaudited 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. |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | |
Schedule of accumulated other comprehensive loss | September 30, 2023 Accumulated other comprehensive loss, beginning of period $ 1,038 Change in cumulative translation adjustment (577 ) Accumulated other comprehensive loss, end of period $ 461 |
GOING CONCERN (Details Narrativ
GOING CONCERN (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
GOING CONCERN | |||||
Accumulated deficit | $ (3,647,609) | $ (3,647,609) | $ (2,763,351) | ||
Net Loss | $ (251,520) | $ (166,830) | (884,258) | $ (467,902) | |
Net cash used in operating activities | $ (142,151) | $ (116,094) | |||
Description of compnay business plan | we will use our available cash of approximately $63,500 as of September 30, 2023, and we will need approximately $1,026,500 in financing for a total of $1,090,000 in required funds. If all of these funds are not available from Mr. Keith Wong under our continued loan arrangements, we will seek to raise all or part of the funds through public or private debt or equity financing. These funds will enable us to fully develop and market our 3 platforms for the next 12 months, however, we cannot predict our ability to successfully raise such funds |
SOFTWARE DEVELOPMENT (Details N
SOFTWARE DEVELOPMENT (Details Narrative) - USD ($) | Sep. 30, 2023 | Dec. 31, 2022 |
SOFTWARE DEVELOPMENT | ||
Software development costs, net | $ 96,900 | $ 108,600 |
Capitalized Computer Software, Accumulated Amortization | $ 48,300 | $ 29,400 |
RELATED PARTY (Details Narrativ
RELATED PARTY (Details Narrative) - USD ($) | 9 Months Ended | 12 Months Ended | |||||||||||||
May 08, 2023 | Sep. 30, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Jun. 23, 2023 | Dec. 01, 2022 | Sep. 30, 2022 | Nov. 01, 2021 | Sep. 01, 2021 | May 27, 2021 | Feb. 04, 2021 | Sep. 30, 2019 | Aug. 16, 2019 | Jun. 21, 2019 | Jul. 31, 2017 | |
Debt Instrument, Face Amount | $ 60,010 | $ 50,000 | $ 500 | $ 60,000 | $ 37,000 | $ 54,141 | $ 40,000 | $ 500 | $ 60,000 | $ 160,000 | $ 200,000 | ||||
Non cash expenses | $ 171,256 | ||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 4% | 4% | 4% | 4% | 4% | 4% | 4% | 4% | 4% | 4% | 10% | ||||
Common stock Issued | 26,562,495 | ||||||||||||||
Discretion of Common Shares Allotted | 1) 24,687,495 shares of common stock which were previously earned but unissued (valued at $267,916) and 2) 1,875,000 shares of common stock for Q2 and Q3 quarter (valued at $187,500) | ||||||||||||||
Accrued interest - related party | $ 553,679 | $ 414,429 | |||||||||||||
Share Price | $ 0.007 | ||||||||||||||
Accrued officer compensation - related party | $ 1,410,528 | $ 1,260,528 | |||||||||||||
CEO | |||||||||||||||
Salary and Wage, Excluding Cost of Good and Service Sold | $ 200,000 | ||||||||||||||
Stock Issued During Period, Shares, Issued for Services | 2,812,500 | 3,750,000 | 3,750,000 | ||||||||||||
Vested number of common shares | 15,000,000 | ||||||||||||||
Share Price | $ 0.10 | ||||||||||||||
MrWong [Member] | |||||||||||||||
Non cash expenses | $ 281,500 | $ 27,500 | $ 27,500 |
COMMON STOCK (Details Narrative
COMMON STOCK (Details Narrative) - USD ($) | 1 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Dec. 06, 2021 | Sep. 15, 2022 | Sep. 01, 2022 | Dec. 26, 2021 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Common stock shares issued | 3,000,000 | 180,000 | 1,712,550 | ||||
Non cash expenses | $ 171,256 | ||||||
Common stock yet to be issued | 2,339,940 | ||||||
Share issue price | $ 0.10 | ||||||
Proceeds from sale of stock | $ 0 | $ 83,113 | |||||
Share Price | $ 0.007 | ||||||
Private Placement [Member] | |||||||
Sale of common share | 225,000 | ||||||
Share issue price | $ 0.10 | ||||||
Proceeds from sale of stock | $ 22,500 | ||||||
Four Year Consulting Agreement [Member] | Common Stocks [Member] | |||||||
Common stock shares issued | 2,576,850 | ||||||
Cash compensastion | $ 250,000 | ||||||
Common share granted | 1,377,390 | ||||||
Non cash expenses | $ 10,101 | ||||||
Share issue price | $ 0.007 | ||||||
Four Year Consulting Agreement [Member] | Common Stocks [Member] | 2022 [Member] | |||||||
Proceeds from sale of stock | $ 22,500 | ||||||
Share Price | $ 0.007 | $ 0.007 | |||||
Four Year Consulting Agreement [Member] | Common Stocks [Member] | 2024 [Member] | |||||||
Common stock shares issued | 900,000 | 60,000 | |||||
Four Year Consulting Agreement [Member] | Common Stocks [Member] | 2023 [Member] | |||||||
Common stock shares issued | 750,000 | 75,000 | |||||
Four Year Consulting Agreement [Member] | Common Stocks [Member] | 2025 [Member] | |||||||
Common stock shares issued | 1,350,000 | ||||||
Ten Year Consulting Agreement [Member] | Common Stocks [Member] | |||||||
Common stock shares issued | 300,000 | 45,000 | |||||
One Year Second Consulting Agreement [Member] | Common Stocks [Member] | |||||||
Common stock shares issued | 1,275,000 | ||||||
Eighteen Months Third Consulting Agreement [Member] | Common Stocks [Member] | |||||||
Common stock shares issued | 225,180 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
ACCUMULATED OTHER COMPREHENSIVE LOSS | |
Accumulated other comprehensive loss, beginning of period | $ 1,038 |
Change in cumulative translation adjustment | (577) |
Accumulated other comprehensive loss, end of period | $ 461 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) | 1 Months Ended |
Oct. 19, 2023 shares | |
Subsequent events | Mr. Wong | |
Share cancelled | 8,719,545 |