Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jun. 30, 2021 | Oct. 11, 2021 | Dec. 31, 2020 | |
Cover [Abstract] | |||
Entity Registrant Name | PHI GROUP INC | ||
Entity Central Index Key | 0000704172 | ||
Document Type | 10-K | ||
Document Period End Date | Jun. 30, 2021 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --06-30 | ||
Entity Well-Known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | No | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 0 | ||
Entity Common Stock, Shares Outstanding | 27,705,108,673 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2021 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Current Assets | ||
Cash and cash equivalents | $ 95,344 | $ 225,381 |
Marketable securities | 385,457 | 235,088 |
Total current assets | 480,801 | 460,469 |
Other assets: | ||
Investments | 411,427 | 5,000 |
Total Assets | 892,228 | 465,469 |
Current Liabilities | ||
Accounts payable | 608,521 | 354,080 |
Sub-fund obligations | 1,474,775 | 1,266,634 |
Accrued expenses | 2,166,006 | 2,798,743 |
Short-term notes payable (net) | 306,735 | 395,950 |
Convertible Promissory Notes (net) | 220,230 | 272,207 |
Due to officers | 1,720,323 | 1,696,274 |
Advances from customers | 582,237 | 430,500 |
Derivative liabilities and Note Discount | 611,792 | 310,870 |
Total Liabilities | 7,690,620 | 7,525,259 |
Stockholders' deficit: | ||
Common stock, $0.001 par value; 40 billion shares authorized; 26,081,268,895 shares issued and outstanding on 06/30/2021; 40 billion shares authorized and 13,232,408,755 shares issued and outstanding on 6/30/2020, respectively, adjusted for 1 for 1,500 reverse split effective March 15, 2012. | 26,081,269 | 13,232,410 |
APIC - Common Stock | 21,123,349 | 23,922,943 |
Common Stock to be issued | 15,000 | |
Common Stock to be cancelled | (2,696,411) | (35,500) |
Treasury stock: 484,767 shares as of 6/30/21 and 6/30/20, respectively - cost method. | (44,170) | (44,170) |
Accumulated deficit | (51,010,719) | (44,010,352) |
Total Acc. Other Comprehensive Income (Loss) | (266,890) | (135,301) |
Total stockholders' deficit | (6,798,392) | (7,059,790) |
Total liabilities and stockholders' deficit | 892,228 | 465,469 |
Class A Series II Preferred Stock [Member] | ||
Stockholders' deficit: | ||
Preferred Stock, value | 10,000 | |
Class B Series I Preferred Stock [Member] | ||
Stockholders' deficit: | ||
Preferred Stock, value | $ 180 | $ 180 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) | 12 Months Ended |
Jun. 30, 2021$ / sharesshares | |
Preferred stock, par value | $ / shares | $ 0.001 |
Preferred stock, shares authorized | 500,000,000 |
Common stock, par value | $ / shares | $ 0.001 |
Common stock, shares authorized | 40,000,000,000 |
Common stock, shares issued | 26,081,268,895 |
Common stock, shares outstanding | 26,081,268,895 |
Treasury stock, shares | 484,767 |
Reverse Stock Split | 1 for 1,500 reverse split |
Class A Series II Preferred Stock [Member] | |
Preferred stock, shares issued | 0 |
Preferred stock, shares outstanding | 0 |
Class B Series I Preferred Stock [Member] | |
Preferred stock, par value | $ / shares | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 |
Preferred stock, shares issued | 180,000 |
Preferred stock, shares outstanding | 180,000 |
Consolidated Statement of Opera
Consolidated Statement of Operations - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Net revenues | ||
Total revenues | $ 61,000 | $ 12,531 |
Operating expenses: | ||
Salaries and wages | 247,500 | 300,000 |
Professional services, including non-cash compensation | 543,848 | 1,324,594 |
General and administrative | 157,836 | 249,144 |
Total operating expenses | 949,184 | 1,873,738 |
Income (loss) from operations | (888,184) | (1,861,207) |
Other income and expenses | ||
Interest expense | (356,199) | (299,642) |
Other income | 104,356 | 855,107 |
Other expenses | (5,860,341) | (16,063) |
Net other income (expenses) | (6,112,184) | 539,402 |
Net income (loss) | $ (7,000,368) | $ (1,321,805) |
Net loss per share: | ||
Basic | $ 0 | $ 0 |
Diluted | $ 0 | $ 0 |
Weighted average number of shares outstanding: | ||
Basic | 17,386,377,288 | 13,152,136,099 |
Diluted | 17,386,377,288 | 13,152,136,099 |
Consulting Advisory and Management Services [Member] | ||
Net revenues | ||
Total revenues | $ 61,000 | $ 12,531 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities: | ||
Net income (loss) from operations | $ (7,000,368) | $ (1,321,805) |
Mark-to-market adjustments | (63,261) | (135,301) |
Net change due to conversion of notes | 7,280,825 | 395,780 |
(Increase) decrease in assets and prepaid expenses | ||
Marketable securities | (150,369) | (21,605) |
Escrow deposits for Luxembourg bank funds | 792,237 | |
Total (increase) decrease in assets and prepaid expenses | (150,369) | 770,632 |
Increase (decrease) in accounts payable and accrued expenses | ||
Accounts payable | 254,441 | 164,928 |
Sub-fund obligations | 208,141 | |
Accrued expenses | (632,737) | 409,632 |
Change of loans from Directors/Officers | 60 | |
Advances from customers | 151,737 | (7,500) |
Derivative liabilities | 110,311 | (996,551) |
Total increase (decrease) in accounts payable and accrued expenses | 91,893 | (429,431) |
Net cash provided by (used in) operating activities | 158,720 | (720,125) |
Cash flows from investing activities: | ||
Net cash provided by (used in) investing activities | (406,427) | |
Cash flows from financing activities: | ||
Loans from Directors/Officers | 24,049 | 805,379 |
Notes payable | (18,909) | 64,159 |
Common Stock | 112,530 | 4,200 |
Net cash provided by (used in) financing activities | 117,670 | 873,738 |
Net decrease in cash and cash equivalents | (130,037) | 154,613 |
Cash and cash equivalents, beginning of period | 225,381 | 71,768 |
Cash and cash equivalents, end of period | $ 95,344 | $ 225,381 |
Statement of Stockholders' Defi
Statement of Stockholders' Deficit - USD ($) | Common Stock [Member] | Preferred Stock [Member] | Additional Paid in Capital [Member] | Treasury Stock [Member] | Common Stock to be Cancelled [Member] | Other Comprehensive Gain (Loss) [Member] | Accumulated Deficit [Member] | Total |
Balance at Jun. 30, 2019 | $ 10,009,757 | $ 10,120 | $ 26,745,616 | $ (44,767) | $ (35,500) | $ (42,688,547) | $ (6,002,724) | |
Balance, shares at Jun. 30, 2019 | 10,009,756,808 | 10,120,000 | (484,767) | |||||
Total Common Shares issued for conversions of notes | $ 3,166,652 | (2,770,873) | ||||||
Total Common Shares issued for conversions of notes, shares | 3,166,651,947 | |||||||
Total Common Shares issued for cash | $ 56,000 | (51,800) | 4,200 | |||||
Total Common Shares issued for cash, shares | 56,000,000 | |||||||
Total Common Shares issued from Jul 1,2019 to June 30, 2020 | $ 3,222,652 | (2,822,673) | 264,679 | |||||
Total Common Shares issued from Jul 1,2019 to June 30, 2020, shares | 3,222,651,947 | |||||||
Total Class B Series I Preferred Shares issued for loan repayment | $ 60 | 60 | ||||||
Total Class B Series I Preferred Shares issued for loan repayment, shares | 60,000 | |||||||
Net Income (loss) | (1,321,805) | |||||||
Balance at Jun. 30, 2020 | $ 13,232,409 | $ 10,180 | 23,922,943 | $ (44,767) | (35,500) | (135,301) | (44,010,352) | (7,059,790) |
Balance, shares at Jun. 30, 2020 | 13,232,408,755 | 10,180,000 | (484,767) | |||||
Total Common Shares issued for cash | $ 867,050 | 1,647,395 | $ 2,514,445 | |||||
Total Common Shares issued for cash, shares | 867,049,520 | 12,848,860,140 | ||||||
Common Shares issued for conversion of note during quarter ended September 30, 2020 | $ 239,611 | (219,192) | $ (20,419) | |||||
Common Shares issued for conversion of note during quarter ended September 30, 2020, shares | 239,611,455 | |||||||
Common Shares issued for conversion of notes during quarter ended December 31, 2020 | $ 991,988 | (829,718) | (162,270) | |||||
Common Shares issued for conversion of notes during quarter ended December 31, 2020, shares | 991,987,513 | |||||||
Common Shares issued for conversion of notes during quarter ended March 31, 2021 | $ 8,781,230 | (8,080,856) | 700,374 | |||||
Common Shares issued for conversion of notes during quarter ended March 31, 2021, shares | 8,781,230,346 | |||||||
Common Shares issued for conversion of notes | $ 1,514,851 | 2,073,720 | 3,457,779 | |||||
Common Shares issued for conversion of notes, shares | 1,514,851,203 | |||||||
Common Shares issued for conversion of preferred stock | $ 213,651 | $ (10,000) | 174,126 | 377,777 | ||||
Common Shares issued for conversion of preferred stock , shares | 213,651,293 | (10,000,000) | ||||||
Common Shares issued for investment | $ 235,479 | 2,425,432 | 2,660,911 | |||||
Common Shares issued for investment, shares | 235,478,810 | |||||||
Common Shares issued for note agreement | $ 5,000 | 9,500 | 14,500 | |||||
Common Shares issued for note agreement, shares | 5,000,000 | |||||||
Net Income (loss) | (7,000,368) | |||||||
Balance at Jun. 30, 2021 | $ 26,081,269 | $ 180 | $ 21,123,350 | $ (44,170) | $ (35,500) | $ (266,890) | $ (50,671,629) | $ (6,798,392) |
Balance, shares at Jun. 30, 2021 | 26,081,268,895 | 180,000 | (484,767) |
Nature of Business
Nature of Business | 12 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Nature of Business | NOTE 1 NATURE OF BUSINESS PHI Group, Inc. (the “Company” or “PHI”) ( www.phiglobal.com www.philuxcap.com BACKGROUND Originally incorporated on June 8, 1982 as JR Consulting, Inc., a Nevada corporation, the Company operated as a Nevada corporation until June 30, 2020 when it filed a Certificate of Dissolution with the Secretary of State of Nevada and started to operate as a Wyoming corporation pursuant to the Articles of Domestication filed with the Wyoming Secretary of State on September 20, 2017. In the beginning, the Company was foremost engaged in mergers and acquisitions and had an operating subsidiary, Diva Entertainment, Inc., which operated modeling agencies in New York and California. In January 2000, the Company changed its name to Providential Securities, Inc., a Nevada corporation, following a business combination with Providential Securities, Inc., a California-based financial services company. In February 2000 the Company then changed its name to Providential Holdings, Inc. In October 2000, Providential Securities withdrew its securities brokerage membership and ceased its financial services business. Subsequently, in April 2009, the Company changed its name to PHI Group, Inc. From October 2000 to October 2011, the Company and its subsidiaries were engaged in mergers and acquisitions advisory and consulting services, real estate and hospitality development, mining, oil and gas, telecommunications, technology, healthcare, private equity, and special situations. In October 2011, the Company discontinued the operations of Providential Vietnam Ltd., Philand Ranch Limited, a United Kingdom corporation listed on the Frankfurt Stock Exchange (together with its subsidiaries Philand Ranch - Singapore, Philand Corporation - US, and Philand Vietnam Ltd. - Vietnam), PHI Gold Corporation (formerly PHI Mining Corporation, a Nevada corporation and publicly traded company), and PHI Energy Corporation (a Nevada corporation), and mainly focused on acquisition and development opportunities in energy and natural resource businesses. The Company is currently focused on operating PHILUX Global Funds, SCA, SICAV-RAIF by setting up a number of sub-funds for investment in real estate, renewable energy, infrastructure, agriculture and healthcare as well as developing and establishing the Asia Diamond Exchange in Vietnam. In addition, PHILUX Capital Advisors, Inc. (formerly Capital Holdings, Inc.), a wholly owned subsidiary of the Company, serves as the investment advisor to PHILUX Global Funds and continues to provide corporate and project finance services, including merger and acquisition (M&A) advisory and consulting services for other client companies. No assurances can be made that the Company will be successful in achieving its plans. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2 PRINCIPLES OF CONSOLIDATION The consolidated financial statements include the accounts of PHI Group, Inc., its wholly owned subsidiaries (1) PHILUX Global Funds SCA, SICAV-RAIF, a Luxembourg bank fund designed to hold a number of subfund compartments for investing in various selective industries, (2) PHI Luxembourg Development S.A., the mother holding company for PHILUX Global Funds, (3) PHI Luxembourg Holding S.A., (4) PHILUX Global General Partner S.A., (5) PHILUX Capital Advisors, Inc., a Wyoming corporation (100%), American Pacific Resources, Inc., a Wyoming corporation (100%), and (6) American Pacific Plastics, Inc., a Wyoming corporation, collectively referred to as the “Company.” All significant inter-company transactions have been eliminated in consolidation. USE OF ESTIMATES The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America 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 AND CASH EQUIVALENTS The Company considers all liquid investments with a maturity of three months or less from the date of purchase that are readily convertible into cash to be cash equivalents. MARKETABLE SECURITIES The Company’s securities are classified as available-for-sale and, as such, are carried at fair value. Securities classified as available-for-sale may be sold in response to changes in interest rates, liquidity needs, and for other purposes. Each investment in marketable securities typically represents less than twenty percent (20%) of the outstanding common stock and stock equivalents of the investee, and each security is quoted on a national exchange or on the OTC Markets. As such, each investment is accounted for in accordance with the provisions of ASC 320 (previously SFAS No. 115). Unrealized holding gains and losses for available-for-sale securities are excluded from earnings and reported as a separate component of stockholder’s equity. Realized gains and losses for securities classified as available-for-sale are reported in earnings based upon the adjusted cost of the specific security sold. On June 30, 2021 and 2020 the marketable securities have been recorded at $385,457 and $235,088, respectively, based upon the fair value of the marketable securities at that time. ACCOUNTS RECEIVABLE Management reviews the composition of accounts receivable and analyzes historical bad debts. There was no account receivable or bad debt during the fiscal ended June 30, 2021. IMPAIRMENT OF LONG-LIVED ASSETS Effective January 1, 2002, the Company adopted ASC 350 (Previously SFAS 144, “Accounting for the Impairment or Disposal of Long-Lived Assets”), which addresses financial accounting and reporting for the impairment or disposal of long-lived assets and supersedes SFAS No. 121, “Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of,” and the accounting and reporting provisions of APB Opinion No. 30, “Reporting the Results of Operations for a Disposal of a Segment of a Business.” The Company periodically evaluates the carrying value of long-lived assets to be held and used in accordance with ASC 350. ASC 350 requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying amounts. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair market value of the long-lived assets. Loss on long-lived assets to be disposed of is determined in a similar manner, except that fair market values are reduced for the cost of disposal. PROPERTY AND EQUIPMENT Property and equipment are stated at cost. Maintenance and repair costs are charged to expense as incurred; costs of major additions and betterments are capitalized. When property and equipment are sold or otherwise disposed of, the cost and related accumulated depreciation are eliminated from the accounts and any resulting gain or loss is reflected in income. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, ranging from three to ten years. DEPRECIATION AND AMORTIZATION The cost of property and equipment is depreciated over the estimated useful lives of the related assets. Depreciation and amortization of fixed assets are computed on a straight-line basis. NET EARNINGS (LOSS) PER SHARE The Company adopted the provisions of ASC 260 (previously SFAS 128). ASC 260 eliminates the presentation of primary and fully diluted earnings per share (“EPS”) and requires presentation of basic and diluted EPS. Basic EPS is computed by dividing income (loss) available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted EPS is based on the weighted-average number of shares of common stock outstanding for the period and common stock equivalents outstanding at the end of the period. The net earnings (loss) per share is computed as follows: Basic and diluted loss per share: 2021 2020 Numerator: Net income (loss) $ (7,000,368 ) $ (1,321,805 ) Denominator: Basic weighted average number of common shares outstanding 17,386,377,288 13,152,136,099 Basic net income (loss) per share $ (0.00 ) $ (0.00 ) Diluted weighted average number of Common shares outstanding 17,386,377,288 13,152,136,099 Diluted net income (loss) per share $ (0.00 ) $ (0.00 ) STOCK-BASED COMPENSATION Effective July 1, 2006, the Company adopted ASC 718-10-25 (previously SFAS 123R) and accordingly has adopted the modified prospective application method. Under this method, ASC 718-10-25 is applied to new awards and to awards modified, repurchased, or cancelled after the effective date. Additionally, compensation cost for the portion of awards that are outstanding as of the date of adoption for which the requisite service has not been rendered (such as unvested options) is recognized over a period of time as the remaining requisite services are rendered. FAIR VALUE OF FINANCIAL INSTRUMENTS Fair Value - Definition and Hierarchy Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Assets and liabilities measured at fair value are categorized based on whether or not the inputs are observable in the market and the degree that the inputs are observable. The categorization of financial assets and liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. A fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs are to be used when available. Valuation techniques that are consistent with the market or income approach are used to measure fair value. The fair value hierarchy is categorized into three levels based on the inputs as follows: Level Level Level 3 Fair value is a market-based measure, based on assumptions of prices and inputs considered from the perspective of a market participant that are current as of the measurement date, rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, the Company’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. The availability of valuation techniques and observable inputs can vary from investment to investment and are affected by a wide variety of factors, including; type of investment, whether the investment is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the transaction. To the extent that valuation is based upon models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Because of the inherent uncertainty of valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the investments existed. Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for investments categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy in which the fair value measurement falls in its entirety is determined based upon the lowest level input that is significant to the fair value measurement. Fair Value - Valuation Techniques and Inputs The Company holds and may invest public securities traded on public exchanges or over-the-counter (OTC), private securities, real estate, convertible securities, interest bearing securities and other types of securities and has adopted specific techniques for their respective valuations. Equity Securities in Public Companies Unrestricted The Company values investments in securities that are freely tradable and listed on major securities exchanges at their last reported sales price as of the valuation date. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized in Level 1 of the fair value hierarchy. Securities traded on inactive markets or valued by reference to similar instruments are generally categorized in Level 2 or 3 of the fair value hierarchy. Restricted Securities traded on public exchanges or over-the-counter (OTC) where there are formal restrictions that limit (i.e. Rule 144 holding periods and underwriter’s lock-ups) their sale shall be valued at the closing price on the date of valuation less applicable discounts. The Company may apply a discount to securities with Rule 144 restrictions. Additional discounts may be assessed if the Company believes there are other mitigating factors which warrant the additional discounting. When determining potential additional discounts, factors that will be taken into consideration include, but are not limited to; securities’ trading characteristics, volume, length and overall impact of the restriction as well as other macro-economic factors. Valuations should be discounted appropriately until the securities may be freely traded. If it has been determined that the exchange or OTC listed price does not accurately reflect fair market value, the Company may elect to treat the security as a private company and apply an alternative valuation method. Investments in restricted securities of public companies may be included in Level 2 of the fair value hierarchy. However, to the extent that significant inputs used to determine liquidity discounts are not observable, investments in restricted securities in public companies may be categorized in Level 3 of the fair value hierarchy. The Company’s financial instruments primarily consist of cash and cash equivalents, accounts receivable, marketable securities, short-term notes payable, convertible notes, derivative liability and accounts payable. As of the balance sheet dates, the estimated fair values of the financial instruments were not materially different from their carrying values as presented on the balance sheet. This is primarily attributed to the short maturities of these instruments. Effective July 1, 2008, the Company adopted ASC 820 (previously SFAS 157), Fair Value Measurements Assets measured at fair value on a recurring basis are summarized below. The Company also has convertible notes and derivative liabilities as disclosed in this report that are measured at fair value on a regular basis until paid off or exercised. The Company uses various approaches to measure fair value of available-for-sale securities, while applying the three-level valuation hierarchy for disclosures, specified in ASC 820. Our Level 1 securities were measured using the quoted prices in active markets for identical assets and liabilities. The company’s policy regarding the transfers in and/or out of Level 3 depends on the trading activity of the security, the volatility of the security, and other observable units which clearly represents the fair value of the security. If a level 3 security can be measured using a more fairly represented fair value, we will transfer these securities either into Level 1 or Level 2, depending on the type of inputs. REVENUE RECOGNITION STANDARDS ASC 606-10 provides the following overview of how revenue is recognized from an entity’s contracts with customers: An entity recognizes 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. Step 1: Identify the contract(s) with a customer. Step 2: Identify the performance obligations in the contract. Step 3: Determine the transaction price – The transaction price is the amount of consideration in a contract to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer. Step 4: Allocate the transaction price to the performance obligations in the contract – Any entity typically allocates the transaction price to each performance obligation on the basis of the relative standalone selling prices of each distinct good or service promised in the contract. Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation – An entity recognizes revenue when (or as) it satisfies a performance obligation by transferring a promised good or service to a customer (which is when the customer obtains control of that good or service). The amount of revenue recognized is the amount allocated to the satisfied performance obligation. A performance obligation may be satisfied at a point in time (typically for promises to transfer goods to a customer) or over time (typically for promises to transfer service to a customer). For performance obligations satisfied over time, an entity recognizes revenue over time by selecting an appropriate method for measuring the entity’s progress toward complete satisfaction of that performance obligation. (Paragraphs 606-10 25-23 through 25-30). In addition, ASC 606-10 contains guidance on the disclosures related to revenue, and notes the following: It also includes a cohesive set of disclosure requirements that would result in an entity providing users of financial statements with comprehensive information about the nature, amount, timing, and uncertainty of revenue and cash flows arising from the entity’s contracts with customers. Specifically, Section 606-10-50 requires an entity to provide information about: - Revenue recognized from contracts with customers, including disaggregation of revenue into appropriate categories. - Contract balances, including the opening and closing balances of receivables, contract assets, and contract liabilities. - Performance obligations, including when the entity typically satisfies its performance obligations and the transaction prices is that is allocated to the remaining performance obligations in a contract. - Significant judgments, and changes in judgments, made in applying the requirements to those contracts. Additionally, Section 340-40-50 requires an entity to provide quantitative and/or qualitative information about assets recognized from the costs to obtain or fulfill a contract with a customer. The Company’s revenue recognition policies are in compliance with ASC 606-10. The Company recognizes consulting and advisory fee revenues in accordance with the above-mentioned guidelines and expenses are recognized in the period in which the corresponding liability is incurred. ADVERTISING The Company expenses advertising costs as incurred. Advertising costs for the years ended June 30, 2021 and 2020 were $0 and $50,377, respectively. The Company did not incur any advertising and investor relations expenses during the fiscal year ended June 30, 2021. COMPREHENSIVE INCOME (LOSS) ASC 220-10-45 (previously SFAS 130, Reporting Comprehensive Income) establishes standards for reporting and display of comprehensive income, its components and accumulated balances. Comprehensive income is defined to include all changes in equity, except those resulting from investments by owners and distributions to owners. Among other disclosures, SFAS No. 130 requires that all items that are required to be recognized under current accounting standards as components of comprehensive income be reported in a financial statement that is displayed with the same prominence as other financial statements. As of June 30, 2021 and 2020, respectively, accumulated other comprehensive income (loss) of $266,890 and $135,301 are presented on the accompanying consolidated balance sheets. INCOME TAXES The Company accounts for income taxes in accordance with ASC 740 (previously SFAS No. 109, “Accounting for Income Taxes”). Deferred taxes are provided on the liability method whereby deferred tax assets are recognized for deductible temporary differences, 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. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. REPORTING OF SEGMENTS ASC 280 (previously Statement of Financial Accounting Standards No. 131, Disclosures about Segments of an Enterprise and Related Information), which supersedes Statement of Financial Accounting Standards No. 14, Financial Reporting for Segments of a Business Enterprise, establishes standards for the way that public enterprises report information about operating segments in annual financial statements and requires reporting of selected information about operating segments in interim financial statements regarding products and services, geographic areas and major customers. ASC 280 defines operating segments as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company operated in one revenue-generating segment during the years ended June 30, 2021 and June 30, 2020. RISKS AND UNCERTAINTIES In the normal course of business, the Company is subject to certain risks and uncertainties. The Company provides its service and receives marketable securities upon execution of transactions. Consequently, the value of the securities received from customers can be affected by economic fluctuations and each customer’s business growth. The actual realized value of these securities could be significantly different than recorded value. RECENT ACCOUNTING PRONOUNCEMENTS In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-06-Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40)-Accounting For Convertible Instruments and Contracts in an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for it. The ASU also simplifies the diluted net income per share calculation in certain areas. The new guidance is effective for annual and interim periods beginning after December 15, 2021, and early adoption is permitted for fiscal years beginning after December 15, 2020. The Company intends to adopt ASU 2020-06 for the quarter beginning January 1, 2022. Update No. 2018-13 – August 2018 Fair Value Measurement (Topic 820): Changes to the Disclosure Requirements for Fair Value Measurement Modifications: The following disclosure requirements were modified in Topic 820: 1. In lieu of a rollforward for Level 3 fair value measurements, a nonpublic entity is required to disclose transfers into and out of Level 3 of the fair value hierarchy and purchases and issues of Level 3 assets and liabilities. 2. For investments in certain entities that calculate net asset value, an entity is required to disclose the timing of liquidation of an investee’s assets and the date when restrictions from redemption might lapse only if the investee has communicated the timing to the entity or announced the timing publicly. 3. The amendments clarify that the measurement uncertainty disclosure is to communicate information about the uncertainty in measurement as of the reporting date. Additions: The following disclosure requirements were added to Topic 820; however, the disclosures are not required for nonpublic entities: 1. The changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period. 2. The range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. For certain unobservable inputs, an entity may disclose other quantitative information (such as the median or arithmetic average) in lieu of the weighted average if the entity determines that other quantitative information would be a more reasonable and rational method to reflect the distribution of unobservable inputs used to develop Level 3 fair value measurements. The amendments in this Update are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Update No. 2018-07 – June 2018 Compensation – Stock Compensation (Topic 718) Improvements to Nonemployee Share-Based Payment Accounting Main Provisions: The amendments in this Update expand the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. An entity should apply the requirements of Topic 718 to nonemployee awards except for specific guidance on inputs to an option pricing model and the attribution of cost (that is, the period of time over which share-based payment awards vest and the pattern of cost recognition over that period). The amendments specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The amendments also clarify that Topic 718 does not apply to share-based payments used to effectively provide (1) financing to the issuer or (2) awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under Topic 606, Revenue from Contracts with Customers. The amendments in this Update are effective for public business entities for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. Update No. 2017-13 - September 2017 Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606) FASB Accounting Standards Updates No. 2014-09, Revenue from Contracts with Customers (Topic 606), issued in May 2014 and codified in ASC Topic 606, Revenue from Contracts with Customers, and No. 2016-02. The transition provisions in ASC Topic 606 require that a public business entity and certain other specified entities adopt ASC Topic 606 for annual reporting 3 periods beginning after December 15, 2017, including interim reporting periods within that reporting period. FN2 All other entities are required to adopt ASC Topic 606 for annual reporting periods beginning after December 15, 2018, and interim reporting periods within annual reporting periods beginning after December 15, 2019. Update No. 2016-10 - April 2016 Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing The core principle of the guidance in Topic 606 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. To achieve that core principle, an entity should apply the following steps: 1. Identify the contract(s) with a customer. 2. Identify the performance obligations in the contract. 3. Determine the transaction price. 4. Allocate the transaction price to the performance obligations in the contract. 5. Recognize revenue when (or as) the entity satisfies a performance obligation. The amendments in this Update do not change the core principle of the guidance in Topic 606. Rather, the amendments in this Update clarify the following two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. The Company has either evaluated or is currently evaluating the implications, if any, of each of these pronouncements and the possible impact they may have on the Company’s financial statements. In most cases, management has determined that the implementation of these pronouncements would not have a material impact on the financial statements taken as a whole. |
Other Current Assets
Other Current Assets | 12 Months Ended |
Jun. 30, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Current Assets | NOTE 3 The Company’s marketable securities are classified as available-for-sale and, as such, are carried at fair value. All of the securities are comprised of shares of common stock of the investee. Securities classified as available-for-sale may be sold in response to changes in interest rates, liquidity needs, and for other purposes. Each investment in marketable securities represents less than twenty percent (20%) of the outstanding common stock and stock equivalents of the investee, and each security is nationally quoted on the National Association of Securities Dealers OTC Bulletin Board (“OTCBB”) or the OTC Markets. As such, each investment is accounted for in accordance with the provisions of SFAS No. 115. Marketable securities owned by the Company and classified as available for sale as of June 30, 2021 consisted of 905,000 shares of Myson Group, Inc. (formerly Vanguard Mining Corporation) and 292,050,000 shares of Sports Pouch Beverage Company, both public companies traded on the OTC Markets (Trading symbols MYSN and SPBV, respectively). The fair value of the marketable securities recorded as of June 30, 2021 was $ 385,457. Securities available for sale Level 1 Level 2 Level 3 Total June 30, 2021 - $ 5,792 $ 379,665 $ 385,457 June 30, 2020 $ - $ 1,448 $ 233,640 $ 235,088 During the fiscal year ended June 30, 2021, there was no transfer of securities from level 3 to level 2. |
Other Assets
Other Assets | 12 Months Ended |
Jun. 30, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Assets | NOTE 3 The Company’s marketable securities are classified as available-for-sale and, as such, are carried at fair value. All of the securities are comprised of shares of common stock of the investee. Securities classified as available-for-sale may be sold in response to changes in interest rates, liquidity needs, and for other purposes. Each investment in marketable securities represents less than twenty percent (20%) of the outstanding common stock and stock equivalents of the investee, and each security is nationally quoted on the National Association of Securities Dealers OTC Bulletin Board (“OTCBB”) or the OTC Markets. As such, each investment is accounted for in accordance with the provisions of SFAS No. 115. Marketable securities owned by the Company and classified as available for sale as of June 30, 2021 consisted of 905,000 shares of Myson Group, Inc. (formerly Vanguard Mining Corporation) and 292,050,000 shares of Sports Pouch Beverage Company, both public companies traded on the OTC Markets (Trading symbols MYSN and SPBV, respectively). The fair value of the marketable securities recorded as of June 30, 2021 was $ 385,457. Securities available for sale Level 1 Level 2 Level 3 Total June 30, 2021 - $ 5,792 $ 379,665 $ 385,457 June 30, 2020 $ - $ 1,448 $ 233,640 $ 235,088 During the fiscal year ended June 30, 2021, there was no transfer of securities from level 3 to level 2. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jun. 30, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | NOTE 5 As of June 30, 2021 the Company did not have any property or equipment. |
Current Liabilities
Current Liabilities | 12 Months Ended |
Jun. 30, 2021 | |
Payables and Accruals [Abstract] | |
Current Liabilities | NOTE 6 Current liabilities of the Company consist of the followings as of June 30, 2021 and 2020: June 30, 2021 June 30, 2020 Accounts Payable $ 608,521 $ 354,080 Accrued Expenses $ 2,166,006 $ 2,798,743 Notes Payable (net) $ 526,965 $ 668,157 Due to Officers and Directors $ 1,720,323 $ 1,696,274 Derivative Liabilities $ 611,792 $ 310,870 Advance from customers $ 582,237 $ 430,500 Sub-fund Obligations $ 1,474,775 $ 1,266,634 Total Current Liabilities $ 7,690,620 $ 7,525,259 ACCRUED EXPENSES: Accrued expenses as of June 30, 2021 consist of $1,765,149 in accrued salaries and payroll taxes and $400,857 in accrued interest from notes and loans NOTES PAYABLE (NET): Notes payable consist of $306,735 in short-term notes and loans payable and $220,230 in convertible promissory notes. ADVANCES FROM CUSTOMERS Advances from Customers were $ 582,237 and $430,500 as of June 30, 2021 and June 30, 2020, respectively. SUB-FUND OBILGATIONS: As of June 30, 2021, the Company has received $800,000 from European Plastic Joint Stock Company towards the expenses for setting up the energy sub-fund, $518,409 from Saigon Pho Palace Joint Stock Company towards the expenses for setting up the real estate sub-fund and $156,366.25 from TECCO Group towards the expenses for setting up the infrastructure sub-fund, respectively, under the master PHILUX Global Funds. The Company recorded these amounts as liabilities until these sub-funds are set up and capitalized, at which time the sub-fund participants will receive 49% of the general partners’ portion of ownership in the relevant sub-funds for a total contribution of $2,000,000 each. The Company recorded a total of $1,474,775 as of June 30, 2021 and $1,266,634 as of June 30, 2020 as sub-fund obligations. |
Due to Officers and Directors
Due to Officers and Directors | 12 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Due to Officers and Directors | NOTE 7 Due to officer, represents loans and advances made by officers and directors of the Company and its subsidiaries, unsecured and due on demand. As of June 30, 2021 and 2020 , the balances were $1,720,323 and $1,696,274, respectively. Officers/Directors June 30, 2021 June 30, 2020 Henry Fahman 1,056,973 1,032,924 Tam Bui 663,350 663,350 Total $ 1,720,323 $ 1,696,274 |
Loans and Promissory Notes
Loans and Promissory Notes | 12 Months Ended |
Jun. 30, 2021 | |
Debt Disclosure [Abstract] | |
Loans and Promissory Notes | NOTE 8 SHORT TERM NOTES PAYABLE: In the course of its business, the Company has obtained short-term loans from individuals and institutional investors and from time to time raised money by issuing restricted common stock of the Company under the auspices of Rule 144. As of June 30, 2021, the Company had $306,735 in short-term notes payable consisting of $227,046 of regular short-term notes, $43,750 SBA loan, $35,939 merchant cash advance with $398,580 in accrued and unpaid interest. These notes bear interest rates ranging from 0% to 36% per annum. CONVERTIBLE PROMISSORY NOTES: As of June 30, 2021, the principal balance of the outstanding convertible notes was $220,230 with total derivative liabilities of $489,509. The Company relies on professional third-party valuation to record the value of derivative liabilities, discounts, and changes in fair value of derivatives in connection with these convertible notes and warrants, if any, that are related to the convertible notes. |
Payroll Tax Liabilities
Payroll Tax Liabilities | 12 Months Ended |
Jun. 30, 2021 | |
Payroll Tax Liabilities | |
Payroll Tax Liabilities | NOTE 9 As of June 30, 2021, payroll tax liabilities were $5,747. |
Basic and Diluted Net Loss Per
Basic and Diluted Net Loss Per Share | 12 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Net Loss Per Share | NOTE 10 Net loss per share is calculated in accordance with SFAS No. 128, “Earnings per Share”. Under the provision of SFAS No. 128, basic net loss per share is computed by dividing the net loss for the period by the weighted-average number of common shares outstanding for the period. Diluted EPS is based on the weighted-average number of shares of common stock outstanding for the period and common stock equivalents outstanding at the end of the period. Basic and diluted weighted average numbers of shares for the year ended June 30, 2020 were the same since the inclusion of Common stock equivalents is anti-dilutive. |
Domestication in the State of W
Domestication in the State of Wyoming | 12 Months Ended |
Jun. 30, 2021 | |
Domestication In State Of Wyoming | |
Domestication in the State of Wyoming | NOTE 11 Domestication in the State of Wyoming On September 20, 2017, the Company applied for a Certificate of Domestication and filed Articles of Domestication with the office of the Secretary of State of Wyoming to re-domicile the Company’s jurisdiction to the State of Wyoming. On September 20, 2017, the Company filed Articles of Amendment with the Wyoming Secretary of State to amend the authorized capital of the Company as follows: “The total number of shares into which the authorized capital stock of the corporation is divided is one billion shares, consisting of: nine hundred million shares of voting Common Stock with a par value of $0.001 per share; fifty million shares of non-voting Class A Series I Preferred Stock with a par value of $5.00 per share; twenty-five million shares of non-voting Class A Series II Preferred Stock with a par value of $5.00 per share; twenty million shares of non-voting Class A Series III Preferred Stock with a par value of $5.00 per share and five million shares of voting Class A Series IV Preferred Stock with a par value of $5.00 per share. The relative rights, preferences, limitations and restrictions associated with the afore-mentioned shares of Class A Preferred Stock will be determined by the Board of Directors of the corporation.” On June 25, 2020, the Company filed Articles of Amendment with the Wyoming Secretary of State to amend Article 10 of the Articles of Domestication to authorize Forty Billion (40,000,000,000) shares of Common Stock with a par value of $0.001 per share and Five Hundred Million (500,000,000) shares of Preferred Stock with a par value of $0.001 per share and to designate Classes A and B and the Series of those classes of Preferred Stock as following: I. Class A Preferred Stock A. DESIGNATIONS, AMOUNTS AND DIVIDENDS 1. Class A Series I Cumulative Convertible Redeemable Preferred Stock a. Designation: Fifty million (50,000,000) shares of the authorized 500,000,000 shares of Preferred Stock, with a par value of $0.001 per share, are designated as Class A Series I Cumulative Convertible Redeemable Preferred Stock b. Number of Shares: The number of shares of Class A Series I Preferred Stock authorized shall be fifty million (50,000,000) shares. c. Dividends: Each holder of Class A Series I Preferred Stock is entitled to receive ten percent (10%) non-compounding cumulative dividends per annum, payable semi-annually. 2. Class A Series II Cumulative Convertible Redeemable Preferred Stock a. Designation. Two hundred million (200,000,000) shares of the authorized 500,000,000 shares of Preferred Stock, with a par value of $0.001 per share, are designated Class A Series II Cumulative Convertible Redeemable Preferred Stock (the “ Class A Series II Preferred Stock c. Number of Shares. The number of shares of Class A Series II Preferred Stock authorized shall be two hundred million (200,000,000) shares. c. Dividends: Each holder of Class A Series II Preferred Stock is entitled to receive eight percent (8%) cumulative dividends per annum, payable semi-annually. 3. Class A Series III Cumulative Convertible Redeemable Preferred Stock a. Designation. Fifty million (50,000,000) shares of the authorized 500,000,000 shares of Preferred Stock, with a par value of $0.001 per share, are designated as Class A Series III Cumulative Convertible Redeemable Preferred Stock (the “ Class A Series III Preferred Stock b. Number of Shares. The number of shares of Class A Series III Preferred Stock authorized shall be fifty million (50,000,000) shares. c. Dividends: Each holder of Class A Series III Preferred Stock is entitled to receive eight percent (8%) cumulative dividends per annum, payable semi-annually. 4. Class A Series IV Cumulative Convertible Redeemable Preferred Stock a. Designation. One hundred ninety-nine million (199,000,000) shares of the authorized 500,000,000 shares of Preferred Stock, with a par value of $0.001 per share, are designated as Class A Series IV Cumulative Convertible Redeemable Preferred Stock (the “ Class A Series IV Preferred Stock b. Number of Shares. The number of shares of Class A Series III Preferred Stock authorized shall be one hundred ninety-nine million (199,000,000) shares. c. Dividends: To be determined by the Corporation’s Board of Directors. B. CONVERSION 1. Conversion of Series I, Series II and/or Series IV Class A Preferred Stock into Common Stock of PHI Group, Inc. Each share of the Class A Preferred Stock, either Series I, Series II or Series IV shall be convertible into the Company’s Common Stock any time after two years from the date of issuance at a Variable Conversion Price (as defined herein) of the Common Stock. The “Variable Conversion Price” shall mean 75% multiplied by the Market Price (as defined herein) (representing a discount rate of 25%). “Market Price” means the average Trading Price for the Company’s Common Stock during the ten (10) trading-day period ending one trading day prior to the date the Conversion Notice is sent by the Holder of the Class A Preferred Stock to the Company via facsimile or email (the “Conversion Date”). “Trading Price” means, for any security as of any date, the closing price on the OTC Markets, OTCQB, NASDAQ Stock Markets, or applicable trading market as reported by a reliable reporting service (“Reporting Service”) mutually acceptable to the Company and Holder of the Class A Preferred Stock. 2. Conversion of Series I, Series II and/or Series IV Class A Preferred Stock into Common Stock of a subsidiary of PHI Group, Inc.’s. Alternatively, each share of the Class A Preferred Stock, either Series I, Series II and/or Series IV may be convertible into Common Stock of a subsidiary of PHI Group, Inc.’s, to be determined by the Company’s Board of Directors, any time after such subsidiary has become a fully-reporting publicly traded company for at least three months, at a Variable Conversion Price (as defined herein). The Variable Conversion Price to be used in connection with the conversion into Common Stock of a subsidiary of PHI Group, Inc.’s shall mean 50% multiplied by the Market Price (as defined herein), representing a discount rate of 50%, of that Common Stock. “Market Price” means the average Trading Price for the Common Stock of said subsidiary of PHI Group, Inc.’s during the ten (10) trading-day period ending one trading day prior to the date the Conversion Notice is sent by the Holder of the Preferred Stock to the Company via facsimile or email (the “Conversion Date”). “Trading Price” means, for any security as of any date, the closing price on the OTC Markets, OTCQB, NASDAQ Stock Markets, NYSE or applicable trading market as reported by a reliable reporting service (“Reporting Service”) mutually acceptable to the Company, said subsidiary and Holder of the Class A Preferred Stock.” 3. Conversion of Class A Series III Preferred Stock of PHI Group, Inc. into Common Stock of American Pacific Plastics, Inc., a subsidiary of PHI Group, Inc.’s. The entire Class A Series III Preferred Stock of PHI Group, Inc. (i.e. fifty million (50,000,000) shares) may be convertible into eighty percent (80%) American Pacific Plastics, Inc.’s Common Stock which will have been issued and outstanding immediately after such conversion or exchange on a pro rata basis. 4. Conversion Shares. The amount of shares of Common Stock of PHI Group, Inc., or alternatively, of a subsidiary of PHI Group, Inc.’s, to be received by Holder at the time of conversion of Class A Series I or Series II Preferred Stock of PHI Group, Inc. will be based on the following formula: Where CS Common Shares of PHI Group, Inc., Amount of CS or alternatively, of a subsidiary of PHI Group, Inc.’s. OIP + AUD VCP OIP Original Issue Price of Class A Series I or Series II Preferred Stock of PHI Group, Inc. AUD Accrued and Unpaid Dividends. VCP Variable Conversion Price of PHI Common Stock or of a subsidiary of PHI Group, Inc.’s as defined above. C. REDEMPTION RIGHTS The Corporation, after a period of two years from the date of issuance, may at any time or from time to time redeem the Class A Preferred Stock, either Series I, Series II, Series III or Series IV in whole or in part, at the option of the Company’s Board of Directors, at a price equal to one hundred twenty percent (120%) of the original purchase price of the Class A Preferred Stock or of a unit consisting of any shares of Class A Preferred Stock and any warrants attached thereto, plus, in each case, accumulated and unpaid dividends to the date fixed for redemption. D. LIQUIDATION Upon the occurrence of a Liquidation Event (as defined below), the holders of Class A Preferred Stock are entitled to receive net assets on a pro rata basis. As used herein, “ Liquidation Event Permitted Merger E. RANK All shares of the Class A Preferred Stock shall rank (i) senior to the Corporation’s Common Stock and any other class or series of capital stock of the Corporation hereafter created, (ii) pari passu F. VOTING RIGHTS 1. G. PROTECTION PROVISIONS So long as any shares of Class A Preferred Stock are outstanding, the Corporation shall not, without first obtaining the majority written consent of the holders of Class A Preferred Stock, alter or change the rights, preferences or privileges of the Class A Preferred Stock so as to affect adversely the holders of Class A Preferred Stock. H. MISCELLANEOUS 1. Status of Redeemed Stock 2. Lost or Stolen Certificates 3 Waiver 4 Notices If to the Corporation: PHI GROUP, INC. 30 N Gould Street, Suite R Sheridan, WY 82801 Facsimile: 702-472-8556 Email: info phiglobal.com If to the holders of Class Preferred Stock, to the address to be listed in the Corporation’s books and Records. II. Class B Preferred Stock 1. Class B Series I Preferred Stock a. Designation: One million (1,000,000) shares of the authorized 500,000,000 shares of Preferred Stock, with a par value of $0.001 per share, are designated as Class B Series I Preferred Stock. b. Number of Shares: The number of shares of Class B Series I Preferred Stock authorized will be one million (1,000,000) shares. c. Dividend: None d. Voting rights: Except as provided by law, the shares of Class B Series I Preferred Stock shall have the same right to vote or act on all matters on which the holders of Common Stock have the right to vote or act and the holders of the shares of Class B Series I shall be entitled to notice of any stockholders’ meeting or action as to such matters on the same basis as the holders of Common Stock, and the holders of Common Stock and shares of Class B Series I shall vote together or act together thereon as if a single class on all such matters; provided, in such voting or action each one share of Class B Series I shall be entitled to one hundred thousand (100,000) votes. |
Dissolution of Nevada Corporati
Dissolution of Nevada Corporation and Operating as a Wyoming Corporation | 12 Months Ended |
Jun. 30, 2021 | |
Dissolution Of Corporation Abstract | |
Dissolution of Nevada Corporation and Operating as a Wyoming Corporation | NOTE 12. On June 30, 2020, the Company filed a Certificate of Dissolution/Withdrawal with the Nevada Secretary of State to cease its corporate registration and dissolve PHI Group, Inc. in the State of Nevada. A Certificate of Dissolution/Withdrawal was issued by the Nevada Secretary of State on June 30, 2020, Filing number 20200754868. The Company currently maintains its corporate registration with the State of Wyoming pursuant to the Articles of Domestication filed with the Wyoming Secretary of State on September 20, 2017 and operates as a Wyoming corporation. The Company filed a Form 8-K to report this event with the Securities and Exchange Commission on June 30, 2020. |
Stockholder's Equity
Stockholder's Equity | 12 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Stockholder's Equity | NOTE 13. As of June 30, 2021, the total number of authorized capital stock of the Company consisted of Forty Billion shares of voting Common Stock with a par value of $0.001 per share and Five Hundred Million shares of Preferred Stock with a par value of $0.001 per share. Treasury Stock The balance of treasury stock as of June 30, 2021 was 487,767 shares valued at $44,170 based on cost basis. Common Stock During the fiscal year ended June 30, 2021, the Company issued the following shares of its Common Stock: Issued for conversion of notes during quarter ended September 30, 2020 239,611,455 Issued for conversion of notes during quarter ended December 31, 2020 991,987,513 Issued for conversion of notes during quarter ended March 31, 2021 8,781,230,346 Issued for conversion of notes during quarter ended June 30, 2021 1,514,851,203 Issued for cash during quarter ended June 30, 2021 867,049,520 Issued for conversion of preferred stock in quarter ended June 30, 2021 213,651,293 Issued for investment during quarter ended June 30, 2021 235,478,810 Issued for note agreement during quarter ended June 30, 2021 5,000,000 Total issued during fiscal year ended June 30, 2021: 12,848,860,140 As of June 30, 2021, there were 26,081,268,895 shares of the Company’s common stock issued and outstanding. Preferred Stock As of June 30, 2021, the following amounts of Preferred Stock were issued and outstanding: Class B Series I Preferred Stock: 180,000 shares. |
Stock-Based Compensation Plan
Stock-Based Compensation Plan | 12 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation Plan | NOTE 14 STOCK-BASED COMPENSATION PLANS On February March 18, 2015, the Company adopted an Employee Benefit Plan to set aside 1,000,000 shares of common stock for eligible employees and independent contractors of the Company and its subsidiaries. As of June 30, 2021 the Company has not issued any stock in lieu of cash under this plan. On September 23, 2016, the Company issued incentive stock options and nonqualified stock options to certain key employee(s) (Henry Fahman – CEO/CFO) and directors (Tam Bui, Henry Fahman, and Frank Hawkins constitute the Board of Directors) as deferred compensation. The options allow the holders to acquire the Company’s Common Stock at the fair exercise price of the Company’s Common Stock on the grant date of each option at $0.24 per share, based on the 10-days’ volume-weighted average price prior to the grant date. The number of options is equal to a total of 6,520,000. The options terminate seven years from the date of grant and become vested and exercisable after one year from the grant date. The following assumptions were used in the Monte Carlo analysis by Doty Scott Enterprises, Inc., an independent valuation firm, to determine the fair value of the stock options: Risk-free interest rate 1.18 % Expected life 7 years Expected volatility 239.3 % Vesting is based on a one-year cliff from grant date. Annual attrition rates were used in the valuation since ongoing employment was condition for vesting the options. The fair value of the Company’s Stock Options as of issuance valuation date is as follows: Holder Issue Date Maturity Date Stock Options Exercise Price Fair Value at Issuance Tam Bui 9/23/2016 9/23/2023 875,000 Fixed price: $0.24 $ 219,464 Frank Hawkins 9/23/2016 9/23/2023 875,000 Fixed price: $0.24 $ 219,464 Henry Fahman 9/23/2016 9/23/2023 4,770,000 Fixed price: $0.24 $ 1,187,984 |
Other Income (Expense)
Other Income (Expense) | 12 Months Ended |
Jun. 30, 2021 | |
Other Income and Expenses [Abstract] | |
Other Income (Expense) | NOTE 15 OTHER INCOME (EXPENSE) Net Other Income (Expense) for the fiscal year ended June 30, 2021 consists of the following: OTHER INCOME (EXPENSES) FY ended June 30, 2021 Interest expense (356,199 ) Other income 104,356 Net other income/expense (5,860,341 ) NET OTHER INCOME (EXPENSES) (6,112,184 ) |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 16 RELATED PARTY TRANSACTIONS The Company recognized a total of $247,500 in salaries for the President, Chief Operating Officer and Secretary of the Company during the year ended June 30, 2021. |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 17 INCOME TAXES No provision was made for income tax since the Company has significant net operating loss carry forward. Through June 30, 2021, the Company incurred net operating losses for tax purposes of approximately $50,671,629. The net operating loss carry forward may be used to reduce taxable income through the year 2035. Net operating loss for carry forwards for the State of California is generally available to reduce taxable income through the year 2025. The availability of the Company’s net operating loss carry-forward is subject to limitation if there is a 50% or more positive change in the ownership of the Company’s stock. “Under section 6501(a) of the Internal Revenue Code (Tax Code) and section 301.6501(a)-1(a) of the Income Tax Regulations (Tax Regulations), the IRS is required to assess tax within 3 years after the tax return was filed with the IRS.” |
Contracts and Commitments
Contracts and Commitments | 12 Months Ended |
Jun. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contracts and Commitments | NOTE 18 CONTRACTS AND COMMITMENTS BUSINESS CONSULANCY AND STRUCTURING AGENCY AGREEMENT TO SET UP INSTITUTIONAL BANK FUNDS IN LUXEMBOURG On November 30, 2017, the Company signed an agreement with a structuring agent and legal experts to set up a bank fund in Luxembourg in order to provide financing for the Company’s and its clients’ projects. The Reserved Alternative Investment Fund (RAIF) can be established under the form of common funds (“FCP”), investment companies with variable capital (“SICAV”) or under the form that does not have to have the legal form of a SICAV or an FCP. There will be no restriction in terms of eligible assets. RAIFs are free to introduce any kind of assets and financial instruments in their investment policy. According to the Luxembourg Law of July 12, 2013, RAIFs must entrust their assets to a Luxembourg custodian bank for safekeeping and must appoint an approved statutory auditor. One of the distinctive advantages of RAIF is that it may have various sub-funds, each corresponding to a distinct part of the assets and liabilities of the RAIF. As such, sub-funds can be established under a RAIF umbrella to target different investment opportunities in a variety of industries as desired. On February 21, 2018, the Company signed an amendment to the Business Consultancy and Structuring Agency Agreement to be solely responsible for all the costs of Euros 3,500,000 associated with establishing the RAIF. On October 4, 2018, a Payment Agreement was signed by the structuring agent and the Company calling for an extra amount of Euros 1,500,000 to be paid to the structuring agent by November 15, 2018. The master Luxembourg RAIF fund named “PHILUX Global Funds SCA, SICAV – RAIF” was registered and activated with the Luxembourg Commission de Surveillance du Secteur Financier (CSSF) on June 11, 2020, Registration No. B244952. ACQUISITION OF 51% EQUITY INTEREST IN VINAFILMS JOINT STOCK COMPANY On August 06, 2018, signed a Business Cooperation Agreement with Vinafilms JSC (Công ty Cổ phần Màng Bao Bì Tân Vinh Nam Phát), a Vietnamese joint stock company, with principal business address at Lot G9, Road No. 9, Tan Do Industrial Zone, Duc Hoa Ha Village, Duc Hoa District, Long An Province, Vietnam, hereinafter referred to as “VNF” and its majority shareholder, to exchange fifty-one percent ownership in VNF for Preferred Stock of PHI. According to the Agreement, PHI will be responsible for filing a S-1 Registration Statement with the Securities and Exchange Commission for American Pacific Plastics, Inc., a subsidiary of PHI that holds the 51% equity ownership in VNF, to become a fully-reporting public company in the U.S. Stock Market. On September 20, 2018, a Stock Swap Agreement was signed by and between Ms. Do Thi Nghieu, the majority shareholder holding 76% of ownership in VNF, and PHI to exchange 3,060,000 shares of ordinary stock of VNF owned by Ms. Do Thi Nghieu for 50 million shares of Class A Series III Cumulative, Convertible, Redeemable Preferred Stock of PHI. Though this transaction was technically closed on September 28, 2018, the Company did not recognize the operations of Vinafilms JSC in its consolidated financial statements as of June 30, 2021 and will only do so when a GAAP audit of Vinafilms JSC financial statements is conducted and completed by a PCAOB-registered auditing firm. Due to the Covid-19 pandemic the Company has not been able to complete the financial audits of Vinafilms JSC. CONSULTING SERVICE AGREEMENT WITH GLINK APPS JSC On December 23, 2019, PHI Capital Holdings, Inc., a subsidiary of the Company, (name changed to PHILUX Capital Advisors, Inc. effective June 03, 2020) signed a Consulting Service Agreement to provide consulting service to Glink Apps JSC, a Wyoming corporation, and assist the latter to become a publicly traded company in the U.S. According to the agreement, Glink Apps JSC will pay PHI Capital Holdings, Inc. $88,500 in cash and five million (5,000,000) shares of its common stock for the consulting service to be rendered. BUSINESS COOPERATION AGREEMENT WITH NATURAL WELL TECHNICAL LTD. On April 27, 2020, the Company signed a Business Cooperation Agreement with Natural Well Technical Ltd. (“NWTL”), a company organized and existing under the laws of Republic of China and engaged in research and development of innovative biotechnologies that may have significant applications for healthcare, beauty supply, agriculture and industry. NWTL and the Company agree to jointly cooperate in the research and development activities of pertinent technologies that have been initiated and continue to be carried out by NWTL and applying them to produce commercial products and services in the fields of healthcare, beauty supply, agriculture and industry, as the case may be, as well as any other business activities deemed mutually beneficial. In particular, NWTL and the Company will initially focus on the following activities: a. Developing and implementing a comprehensive plan to increase the production, marketing and sale of the “Super Green” High Energy Drop Drink and “Mistyrious” Fine Mist Spray products on a large scale worldwide; b. Developing and implementing a plan to increase the production, marketing and sale of “Super Cassava” and “Uni-Wash” Engine Booster products as well as other products related to the fields of agriculture and energy that have been studied and developed by NWTL; c. Continuing to conduct research and accumulate clinical data for NWTL’s biotechnologies in order to obtain U.S. FDA’s approval of cancer treatments and other healthcare products. In addition, both parties also develop, produce and market beauty supply products. d. Designing a financial plan and providing the required funding for NWTL to execute its business plan. INVESTMENT ADVISORY AGREEMENT AMONG PHILUX CAPITAL ADVISORS, INC., HAUCK & AUFHAUSER FUND SERVICES S.A. AND PHILUX GLOBAL FUNDS SCA, SICAV-RAIF On June 11, 2020, PHILUX CAPITAL ADVISORS, INC. (the “Investment Advisor”) signed an Investment Advisory Agreement among Hauck & Aufhauser Fund Services S.A.(the “AIFM”) and PHILUX Global Funds SCA, SICAV-RAIF an umbrella-fund composed of one or more sub-funds (the “Fund”) to serve as the Investment Advisor for PHILUX Global Funds. According to the Agreement, the Investment Advisor will cooperate in the definition of the investment strategy and its implementation in an advisory capacity, develop proposals for specific investment policy of the Fund, advise and support the AIFM in the selection of the investments and to make investment recommendations, carry out due diligence process, present suitable investments selected in consideration of the investment policy and investment restrictions of the Fund, provide support in the conclusion of purchase and sale transactions, observe and analyze relevant markets and potential investments, provide advice and support to the AIFM and give recommendations in the event of a sale of investments, support investors of the Fund in onboarding management, granting information on Fund-relevant issues, as well as channeling and answering all investor questions, support the AIFM in its performance of risk control and with the completion of subscription agreements. The Investment Advisor shall receive from the General Partner of the Fund a remuneration as stated in the fees annex to the Investment Advisory Agreement. AGREEMENT WITH TECCO GROUP FOR PARTICIPATION IN PHILUX INFRASTRUCTURE FUND COMPARTMENT OF PHILUX GLOBAL FUNDS On August 10, 2020, Tecco Group, a Vietnamese company, signed an agreement with PHI Luxembourg Development SA, a subsidiary of the Company, to participate in the proposed infrastructure fund compartment of PHILUX Global Funds SCA, SICAV-RAIF. According to the agreement, Tecco Group will contribute $2,000,000 for 49% ownership of the general partners’ portion of said infrastructure fund compartment. As of October 11, 2021, Tecco Group has paid a total of $156,366.25 towards the total agreed amount. AGREEMENT WITH PHAT VAN HUNG CO. LTD. FOR PARTICIPATION IN PHILUX REAL ESTATE FUND COMPARTMENT OF PHILUX GLOBAL FUNDS On November 09, 2020, Phat Van Hung Co. Ltd. signed an agreement with PHI Luxembourg Development SA, a subsidiary of the Company, to participate in the real estate fund compartment of PHILUX Global Funds SCA, SICAV-RAIF. According to the agreement, Phat Van Hung Co. Ltd. will contribute $2,000,000 for 49% ownership of the general partners’ portion of said real estate fund compartment. As of October 11, 2021, Phat Van Hung has not made any payment towards the agreed amount. AGREEMENT WITH XUAN QUYNH LLC FOR PARTICIPATION IN PHILUX INFRASTRUCTURE FUND COMPARTMENT OF PHILUX GLOBAL FUNDS On November 20, 2020, Xuan Quynh LLC, a Vietnamese company, signed an agreement with PHI Luxembourg Development SA, a subsidiary of the Company, to participate in the proposed infrastructure fund compartment of PHILUX Global Funds SCA, SICAV-RAIF. According to the agreement, Xuan Quynh LLC will contribute $2,000,000 for 49% ownership of the general partners’ portion said infrastructure fund compartment. As of October 11, 2021, Xuan Quynh LLC has not made any payment towards the agreed amount. INVESTMENT AGREEMENTS AND MEMORANDUM OF UNDERSTANDING From August 24, 2020 to November 11, 2020, the Company through its Luxembourg bank fund mother holding company PHI Luxembourg Development SA and PHILUX Global Funds SCA, SICAV-RAIF has signed investment agreements and memorandum of understanding with three non-US entities for total investments of more than one billion U.S. dollars. However, as of the date of this report, the Company has not received any money from these investment agreements and there is no guarantee that any money will be received from these agreements and memorandum of understanding in the future. ISSUANCE OF CONVERTIBLE PROMISSORY NOTES On March 23, 2021, the Company issued a Promissory Note to EMA Financial LLC, a Delaware limited liability company, in the amount of $100,000 at an interest rate of 6% per annum. This note will mature twelve months from the Issue Date and may be convertible into shares of common stock of the Company at a fixed conversion price of $0.001 per share or may be prepaid on or prior to the 180 th On June 7, 2021, the Company issued a Promissory Note to EMA Financial LLC, a Delaware limited liability company, in the amount of $100,000 at an interest rate of 6% per annum. This note will mature twelve months from the Issue Date and may be convertible into shares of common stock of the Company at a fixed conversion price of $0.001 per share or may be prepaid on or prior to the 180 th th |
Going Concern Uncertainty
Going Concern Uncertainty | 12 Months Ended |
Jun. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern Uncertainty | NOTE 19 GOING CONCERN UNCERTAINTY As shown in the accompanying consolidated financial statements, the Company has accumulated deficit of $50,671,629 and total stockholders’ deficit of $3,798,392 as of June 30, 2021. These factors as well as the uncertain conditions that the Company faces in its day-to-day operations with respect to cash flows create an uncertainty as to the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern. Management has taken action to strengthen the Company’s working capital position and generate sufficient cash to meet its operating needs through June 30, 2022 and beyond. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jun. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 20 These financial statements were approved by management and available for issuance on October 11, 2021. Subsequent events have been evaluated through this date. 1. ISSUANCES AND CANCELLATIONS OF COMMON STOCK OF THE COMPANY From July 01, 2021 through October 11, 2021, the Company issued/cancelled the following amounts of its Common Stock: A. Total Common Stock issued: 1,860,102,837 shares, consisting of: - 103,279,112 shares for conversion of $500,000 loan. - 222,823,725 shares for $1,113,465.34 accrued and unpaid salaries. - 1,534,000,000 shares for consulting services. B. Total Common Stock cancelled: 236,263,059 shares, consisting of: - 784,249 shares cancelled from the amount of shares previously issued to Luan Ngo for conversion of note. - 235,478,810 shares cancelled from the total amount of shares previously issued to PHILUX Global Funds SCA, SICAV-RAIF for initial capitalization. 2. AGREEMENTS A. LETTER OF INTENT WITH CHOKY F. SIMANJUNTAK (CYFS Group) On August 02, 2021, the Company signed a Letter of Intent with Indonesia-based CYFS Group, headed by Mr. Choky Fernando Simanjuntak, to sponsor and co-found CO2-1-0 (CARBON) CORP to implement a new disruptive carbon mitigation initiative through environmentally sustainable projects starting in Indonesia, Vietnam, other ASEAN countries, and worldwide. On September 21, 2021 CO2-1-0 (CARBON) CORP was incorporated as a Wyoming corporation to manage this program. PHI Group will contribute a major portion of the development budget and will hold 50.1% shares of CO2-1-0 (CARBON). According to the United Nation Framework Convention on Climate Change (UNFCCC), together with the Paris agreement and Kyoto protocol in 2016, where Indonesia has actively participated and agreed to maintain the earth temperature not to exceed by 1,5 degrees Celsius by 2030. The greenhouse gases (GHG), mainly CO2, CH4, N2O, SF6, HFCs, PFCs, are the root cause of global climate change, each of which can be calculated as CER (CO2 Emission Reduction) equivalent. The target for Indonesia is 834 million tonnes of CER by 2030. CO2-1-0 (CARBON) aims to provide a solution in disruptive decentralized new carbon market system using blockchain technology which will be empowering environmentally sustainable projects (renewable energy/ waste/ agriculture/ forestry/ etc.) starting in Indonesia, Vietnam, other ASEAN countries and worldwide. It has a clear and systematic product development roadmap, and the ultimate milestones of the products estimated to be launched in the near future. The solution, methodology, and improved TACCC (transparent, accurate, consistent, complete, and comparable) business process originally introduced by CO2-1-0 (CARBON) CORP are expected to bring full impact to better environment and life of millions. B. MEMORANDUM OF UNDERSTANDING WITH FIVE-GRAIN TREASURE SPIRITS CO., LTD. On September 16, 2021, PHI Group, Inc. entered into a Memorandum of Understanding (“MOU”) with Five-Grain Treasure Spirits Co., Ltd. (“FGTS”), a baiju distilling company with principal business address at Jigu Road Economic Zone, Shulan City, Jilin Province, China, to acquire seventy percent (70%) of ownership in FGTS and provide the additional required capital for FGTS to implement its business plan. The total budget for the purchase price and the additional required capital is one hundred million U.S. dollars (USD 100,000,000), whose terms and conditions for payment will be stipulated in a Definitive Agreement to be signed by both parties after satisfactory due diligence of FGTS by the Company. Completion of this transaction will be conditioned, among other matters, upon: (a) Upon signing of this MOU, FGTS will cooperate with and accommodate PHIL and/or its representative(s) for further due diligence review of FGTS’s business, including but not limited to its assets, liabilities, property, plant and equipment, technologies, operations, books and records, and business plan. (b) The signing of the Definitive Agreement by the parties within forty-five days following the signing of this MOU and the closing of this transaction by December 31, 2021, unless extended by the consent of both parties in writing. (c) The establishment of a special purpose vehicle (SPV) as the holding company for the seventy percent (70%) ownership in FGTS. PHI Group, Inc. changed the name of its subsidiary “Provimex, Inc.”, a Nevada corporation established on September 23, 2004, Entity Number C25551-4, to Empire Spirits, Inc. as the holding company for the acquisition of seventy percent (70%) ownership in Five-Grain Treasure Spirits Company, Ltd. Baijiu is a white spirit distilled from sorghum. It is similar to vodka but with a fragrant aroma and taste. It is currently the most consumed spirit in the world. Mainly consumed in China, it is gaining popularity in the rest of the world. Five-Grain specializes in the production and sales of spirits and the development of proprietary spirit production processes. It also possesses a patented technology to grow red sorghum for baiju manufacturing. The patented grain produces superior yield and quality. Five-Grain is a reputable bulk alcohol supplier to some of the largest spirits companies in the world. C. ISSUANCES OF CONVERTIBLE PROMISSORY NOTES On July 22, 2021, the Company issued a 8% convertible promissory note to Power Up Lending Group Ltd., a Virginia corporation, for $80,000. This note matures one year from the date of issuance and is convertible to Common Stock of the Company at a discount rate of 39% of the average of the two lowest trading prices for the Common Stock during the ten (10) trading day period immediately prior to the conversion date. The Company can elect to prepay the note within 180 days of the issuance date at a premium raging from 125% to 139% of the principal balance amount plus accrued and unpaid interest. The Company intends to prepay this note during the allowable prepayment period. On August 10, 2021, the Company issued a 8% convertible promissory note to Power Up Lending Group Ltd., a Virginia corporation, for $53,750. This note matures one year from the date of issuance and is convertible to Common Stock of the Company at a discount rate of 39% of the average of the two lowest trading prices for the Common Stock during the ten (10) trading day period immediately prior to the conversion date. The Company can elect to prepay the note within 180 days of the issuance date at a premium raging from 125% to 139% of the principal balance amount plus accrued and unpaid interest. The Company intends to prepay this note during the allowable prepayment period. On August 31, 2021, the Company issued a 6% convertible note to EMA Financial LLC, a Delaware limited liability company, for $100,000. This note matures one year from the date of issuance and is convertible to Common Stock of the Company at $0.001 per share. The Company can elect to prepay this note within 180 days of the issuance date at a premium of 115% of the principal balance amount plus accrued and unpaid interest. The Company intends to prepay this note during the allowable prepayment period. On September 1, 2021, the Company issued a 8% convertible promissory note to Power Up Lending Group Ltd., a Virginia corporation, for $43,750. This note matures one year from the date of issuance and is convertible to Common Stock of the Company at a discount rate of 39% of the average of the two lowest trading prices for the Common Stock during the ten (10) trading day period immediately prior to the conversion date. The Company can elect to prepay the note within 180 days of the issuance date at a premium raging from 125% to 139% of the principal balance amount plus accrued and unpaid interest. The Company intends to prepay this note during the allowable prepayment period. On September 15, 2021, the Company issued a 12% convertible promissory note to Mast Hill Fund, L.P., a Delaware limited partnership, for $550,000. This note matures one year from the date of issuance and is convertible to Common Stock of the Company at $0.0061 per share. The Company can elect to prepay the note within 180 days of the issuance date in cash with an amount equal to the sum of: 100% multiplied by the principal amount then outstanding plus accrued and unpaid interest on the principal amount and $750.00 to reimburse the noteholder for administrative fees. The Company intends to prepay this note during the allowable prepayment period. On September 27, 2021, the Company issued a 12% convertible promissory note to Firstfire Global Opportunities Fund LLC, a Delaware limited liability, for $275,000. This note matures one year from the date of issuance and is convertible to Common Stock of the Company at $0.0061 per share. The Company can elect to prepay the note within 180 days of the issuance date in cash with an amount equal to the sum of the principal amount then outstanding plus any accrued and unpaid interest, fees and defaults, and there shall be no prepayment penalty. The Company intends to prepay this note during the allowable prepayment period. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | PRINCIPLES OF CONSOLIDATION The consolidated financial statements include the accounts of PHI Group, Inc., its wholly owned subsidiaries (1) PHILUX Global Funds SCA, SICAV-RAIF, a Luxembourg bank fund designed to hold a number of subfund compartments for investing in various selective industries, (2) PHI Luxembourg Development S.A., the mother holding company for PHILUX Global Funds, (3) PHI Luxembourg Holding S.A., (4) PHILUX Global General Partner S.A., (5) PHILUX Capital Advisors, Inc., a Wyoming corporation (100%), American Pacific Resources, Inc., a Wyoming corporation (100%), and (6) American Pacific Plastics, Inc., a Wyoming corporation, collectively referred to as the “Company.” All significant inter-company transactions have been eliminated in consolidation. |
Use of Estimates | USE OF ESTIMATES The preparation of consolidated financial statements in conformity with accounting principles generally accepted in the United States of America 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 and Cash Equivalents | CASH AND CASH EQUIVALENTS The Company considers all liquid investments with a maturity of three months or less from the date of purchase that are readily convertible into cash to be cash equivalents. |
Marketable Securities | MARKETABLE SECURITIES The Company’s securities are classified as available-for-sale and, as such, are carried at fair value. Securities classified as available-for-sale may be sold in response to changes in interest rates, liquidity needs, and for other purposes. Each investment in marketable securities typically represents less than twenty percent (20%) of the outstanding common stock and stock equivalents of the investee, and each security is quoted on a national exchange or on the OTC Markets. As such, each investment is accounted for in accordance with the provisions of ASC 320 (previously SFAS No. 115). Unrealized holding gains and losses for available-for-sale securities are excluded from earnings and reported as a separate component of stockholder’s equity. Realized gains and losses for securities classified as available-for-sale are reported in earnings based upon the adjusted cost of the specific security sold. On June 30, 2021 and 2020 the marketable securities have been recorded at $385,457 and $235,088, respectively, based upon the fair value of the marketable securities at that time. |
Accounts Receivable | ACCOUNTS RECEIVABLE Management reviews the composition of accounts receivable and analyzes historical bad debts. There was no account receivable or bad debt during the fiscal ended June 30, 2021. |
Impairment of Long-Lived Assets | IMPAIRMENT OF LONG-LIVED ASSETS Effective January 1, 2002, the Company adopted ASC 350 (Previously SFAS 144, “Accounting for the Impairment or Disposal of Long-Lived Assets”), which addresses financial accounting and reporting for the impairment or disposal of long-lived assets and supersedes SFAS No. 121, “Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of,” and the accounting and reporting provisions of APB Opinion No. 30, “Reporting the Results of Operations for a Disposal of a Segment of a Business.” The Company periodically evaluates the carrying value of long-lived assets to be held and used in accordance with ASC 350. ASC 350 requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying amounts. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair market value of the long-lived assets. Loss on long-lived assets to be disposed of is determined in a similar manner, except that fair market values are reduced for the cost of disposal. |
Property and Equipment | PROPERTY AND EQUIPMENT Property and equipment are stated at cost. Maintenance and repair costs are charged to expense as incurred; costs of major additions and betterments are capitalized. When property and equipment are sold or otherwise disposed of, the cost and related accumulated depreciation are eliminated from the accounts and any resulting gain or loss is reflected in income. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, ranging from three to ten years. |
Depreciation and Amortization | DEPRECIATION AND AMORTIZATION The cost of property and equipment is depreciated over the estimated useful lives of the related assets. Depreciation and amortization of fixed assets are computed on a straight-line basis. |
Net Earnings (Loss) Per Share | NET EARNINGS (LOSS) PER SHARE The Company adopted the provisions of ASC 260 (previously SFAS 128). ASC 260 eliminates the presentation of primary and fully diluted earnings per share (“EPS”) and requires presentation of basic and diluted EPS. Basic EPS is computed by dividing income (loss) available to common stockholders by the weighted-average number of common shares outstanding for the period. Diluted EPS is based on the weighted-average number of shares of common stock outstanding for the period and common stock equivalents outstanding at the end of the period. The net earnings (loss) per share is computed as follows: Basic and diluted loss per share: 2021 2020 Numerator: Net income (loss) $ (6,661,278 ) $ (1,321,805 ) Denominator: Basic weighted average number of common shares outstanding 17,386,377,288 13,152,136,099 Basic net income (loss) per share $ (0.00 ) $ (0.00 ) Diluted weighted average number of Common shares outstanding 17,386,377,288 13,152,136,099 Diluted net income (loss) per share $ (0.00 ) $ (0.00 ) |
Stock-Based Compensation | STOCK-BASED COMPENSATION Effective July 1, 2006, the Company adopted ASC 718-10-25 (previously SFAS 123R) and accordingly has adopted the modified prospective application method. Under this method, ASC 718-10-25 is applied to new awards and to awards modified, repurchased, or cancelled after the effective date. Additionally, compensation cost for the portion of awards that are outstanding as of the date of adoption for which the requisite service has not been rendered (such as unvested options) is recognized over a period of time as the remaining requisite services are rendered. |
Fair Value of Financial Instruments | FAIR VALUE OF FINANCIAL INSTRUMENTS Fair Value - Definition and Hierarchy Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Assets and liabilities measured at fair value are categorized based on whether or not the inputs are observable in the market and the degree that the inputs are observable. The categorization of financial assets and liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. A fair value hierarchy for inputs is used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs are to be used when available. Valuation techniques that are consistent with the market or income approach are used to measure fair value. The fair value hierarchy is categorized into three levels based on the inputs as follows: Level Level Level 3 Fair value is a market-based measure, based on assumptions of prices and inputs considered from the perspective of a market participant that are current as of the measurement date, rather than an entity-specific measure. Therefore, even when market assumptions are not readily available, the Company’s own assumptions are set to reflect those that market participants would use in pricing the asset or liability at the measurement date. The availability of valuation techniques and observable inputs can vary from investment to investment and are affected by a wide variety of factors, including; type of investment, whether the investment is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the transaction. To the extent that valuation is based upon models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Because of the inherent uncertainty of valuation, those estimated values may be materially higher or lower than the values that would have been used had a ready market for the investments existed. Accordingly, the degree of judgment exercised by the Fund in determining fair value is greatest for investments categorized in Level 3. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy in which the fair value measurement falls in its entirety is determined based upon the lowest level input that is significant to the fair value measurement. Fair Value - Valuation Techniques and Inputs The Company holds and may invest public securities traded on public exchanges or over-the-counter (OTC), private securities, real estate, convertible securities, interest bearing securities and other types of securities and has adopted specific techniques for their respective valuations. Equity Securities in Public Companies Unrestricted The Company values investments in securities that are freely tradable and listed on major securities exchanges at their last reported sales price as of the valuation date. To the extent these securities are actively traded and valuation adjustments are not applied, they are categorized in Level 1 of the fair value hierarchy. Securities traded on inactive markets or valued by reference to similar instruments are generally categorized in Level 2 or 3 of the fair value hierarchy. Restricted Securities traded on public exchanges or over-the-counter (OTC) where there are formal restrictions that limit (i.e. Rule 144 holding periods and underwriter’s lock-ups) their sale shall be valued at the closing price on the date of valuation less applicable discounts. The Company may apply a discount to securities with Rule 144 restrictions. Additional discounts may be assessed if the Company believes there are other mitigating factors which warrant the additional discounting. When determining potential additional discounts, factors that will be taken into consideration include, but are not limited to; securities’ trading characteristics, volume, length and overall impact of the restriction as well as other macro-economic factors. Valuations should be discounted appropriately until the securities may be freely traded. If it has been determined that the exchange or OTC listed price does not accurately reflect fair market value, the Company may elect to treat the security as a private company and apply an alternative valuation method. Investments in restricted securities of public companies may be included in Level 2 of the fair value hierarchy. However, to the extent that significant inputs used to determine liquidity discounts are not observable, investments in restricted securities in public companies may be categorized in Level 3 of the fair value hierarchy. The Company’s financial instruments primarily consist of cash and cash equivalents, accounts receivable, marketable securities, short-term notes payable, convertible notes, derivative liability and accounts payable. As of the balance sheet dates, the estimated fair values of the financial instruments were not materially different from their carrying values as presented on the balance sheet. This is primarily attributed to the short maturities of these instruments. Effective July 1, 2008, the Company adopted ASC 820 (previously SFAS 157), Fair Value Measurements Assets measured at fair value on a recurring basis are summarized below. The Company also has convertible notes and derivative liabilities as disclosed in this report that are measured at fair value on a regular basis until paid off or exercised. The Company uses various approaches to measure fair value of available-for-sale securities, while applying the three-level valuation hierarchy for disclosures, specified in ASC 820. Our Level 1 securities were measured using the quoted prices in active markets for identical assets and liabilities. The company’s policy regarding the transfers in and/or out of Level 3 depends on the trading activity of the security, the volatility of the security, and other observable units which clearly represents the fair value of the security. If a level 3 security can be measured using a more fairly represented fair value, we will transfer these securities either into Level 1 or Level 2, depending on the type of inputs. |
Revenue Recognition Standards | REVENUE RECOGNITION STANDARDS ASC 606-10 provides the following overview of how revenue is recognized from an entity’s contracts with customers: An entity recognizes 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. Step 1: Identify the contract(s) with a customer. Step 2: Identify the performance obligations in the contract. Step 3: Determine the transaction price – The transaction price is the amount of consideration in a contract to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer. Step 4: Allocate the transaction price to the performance obligations in the contract – Any entity typically allocates the transaction price to each performance obligation on the basis of the relative standalone selling prices of each distinct good or service promised in the contract. Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation – An entity recognizes revenue when (or as) it satisfies a performance obligation by transferring a promised good or service to a customer (which is when the customer obtains control of that good or service). The amount of revenue recognized is the amount allocated to the satisfied performance obligation. A performance obligation may be satisfied at a point in time (typically for promises to transfer goods to a customer) or over time (typically for promises to transfer service to a customer). For performance obligations satisfied over time, an entity recognizes revenue over time by selecting an appropriate method for measuring the entity’s progress toward complete satisfaction of that performance obligation. (Paragraphs 606-10 25-23 through 25-30). In addition, ASC 606-10 contains guidance on the disclosures related to revenue, and notes the following: It also includes a cohesive set of disclosure requirements that would result in an entity providing users of financial statements with comprehensive information about the nature, amount, timing, and uncertainty of revenue and cash flows arising from the entity’s contracts with customers. Specifically, Section 606-10-50 requires an entity to provide information about: - Revenue recognized from contracts with customers, including disaggregation of revenue into appropriate categories. - Contract balances, including the opening and closing balances of receivables, contract assets, and contract liabilities. - Performance obligations, including when the entity typically satisfies its performance obligations and the transaction prices is that is allocated to the remaining performance obligations in a contract. - Significant judgments, and changes in judgments, made in applying the requirements to those contracts. Additionally, Section 340-40-50 requires an entity to provide quantitative and/or qualitative information about assets recognized from the costs to obtain or fulfill a contract with a customer. The Company’s revenue recognition policies are in compliance with ASC 606-10. The Company recognizes consulting and advisory fee revenues in accordance with the above-mentioned guidelines and expenses are recognized in the period in which the corresponding liability is incurred. |
Advertising | ADVERTISING The Company expenses advertising costs as incurred. Advertising costs for the years ended June 30, 2021 and 2020 were $0 and $50,377, respectively. The Company did not incur any advertising and investor relations expenses during the fiscal year ended June 30, 2021. |
Comprehensive Income (Loss) | COMPREHENSIVE INCOME (LOSS) ASC 220-10-45 (previously SFAS 130, Reporting Comprehensive Income) establishes standards for reporting and display of comprehensive income, its components and accumulated balances. Comprehensive income is defined to include all changes in equity, except those resulting from investments by owners and distributions to owners. Among other disclosures, SFAS No. 130 requires that all items that are required to be recognized under current accounting standards as components of comprehensive income be reported in a financial statement that is displayed with the same prominence as other financial statements. As of June 30, 2021 and 2020, respectively, accumulated other comprehensive income (loss) of $266,890 and $135,301 are presented on the accompanying consolidated balance sheets. |
Income Taxes | INCOME TAXES The Company accounts for income taxes in accordance with ASC 740 (previously SFAS No. 109, “Accounting for Income Taxes”). Deferred taxes are provided on the liability method whereby deferred tax assets are recognized for deductible temporary differences, 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. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. |
Reporting of Segments | REPORTING OF SEGMENTS ASC 280 (previously Statement of Financial Accounting Standards No. 131, Disclosures about Segments of an Enterprise and Related Information), which supersedes Statement of Financial Accounting Standards No. 14, Financial Reporting for Segments of a Business Enterprise, establishes standards for the way that public enterprises report information about operating segments in annual financial statements and requires reporting of selected information about operating segments in interim financial statements regarding products and services, geographic areas and major customers. ASC 280 defines operating segments as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company operated in one revenue-generating segment during the years ended June 30, 2021 and June 30, 2020. |
Risks and Uncertainties | RISKS AND UNCERTAINTIES In the normal course of business, the Company is subject to certain risks and uncertainties. The Company provides its service and receives marketable securities upon execution of transactions. Consequently, the value of the securities received from customers can be affected by economic fluctuations and each customer’s business growth. The actual realized value of these securities could be significantly different than recorded value. |
Recent Accounting Pronouncements | RECENT ACCOUNTING PRONOUNCEMENTS In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-06-Debt-Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40)-Accounting For Convertible Instruments and Contracts in an Entity’s Own Equity. The ASU simplifies accounting for convertible instruments by removing major separation models required under current GAAP. Consequently, more convertible debt instruments will be reported as a single liability instrument with no separate accounting for embedded conversion features. The ASU removes certain settlement conditions that are required for equity contracts to qualify for the derivative scope exception, which will permit more equity contracts to qualify for it. The ASU also simplifies the diluted net income per share calculation in certain areas. The new guidance is effective for annual and interim periods beginning after December 15, 2021, and early adoption is permitted for fiscal years beginning after December 15, 2020. The Company intends to adopt ASU 2020-06 for the quarter beginning January 1, 2022. Update No. 2018-13 – August 2018 Fair Value Measurement (Topic 820): Changes to the Disclosure Requirements for Fair Value Measurement Modifications: The following disclosure requirements were modified in Topic 820: 1. In lieu of a rollforward for Level 3 fair value measurements, a nonpublic entity is required to disclose transfers into and out of Level 3 of the fair value hierarchy and purchases and issues of Level 3 assets and liabilities. 2. For investments in certain entities that calculate net asset value, an entity is required to disclose the timing of liquidation of an investee’s assets and the date when restrictions from redemption might lapse only if the investee has communicated the timing to the entity or announced the timing publicly. 3. The amendments clarify that the measurement uncertainty disclosure is to communicate information about the uncertainty in measurement as of the reporting date. Additions: The following disclosure requirements were added to Topic 820; however, the disclosures are not required for nonpublic entities: 1. The changes in unrealized gains and losses for the period included in other comprehensive income for recurring Level 3 fair value measurements held at the end of the reporting period. 2. The range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements. For certain unobservable inputs, an entity may disclose other quantitative information (such as the median or arithmetic average) in lieu of the weighted average if the entity determines that other quantitative information would be a more reasonable and rational method to reflect the distribution of unobservable inputs used to develop Level 3 fair value measurements. The amendments in this Update are effective for all entities for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Update No. 2018-07 – June 2018 Compensation – Stock Compensation (Topic 718) Improvements to Nonemployee Share-Based Payment Accounting Main Provisions: The amendments in this Update expand the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. An entity should apply the requirements of Topic 718 to nonemployee awards except for specific guidance on inputs to an option pricing model and the attribution of cost (that is, the period of time over which share-based payment awards vest and the pattern of cost recognition over that period). The amendments specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The amendments also clarify that Topic 718 does not apply to share-based payments used to effectively provide (1) financing to the issuer or (2) awards granted in conjunction with selling goods or services to customers as part of a contract accounted for under Topic 606, Revenue from Contracts with Customers. The amendments in this Update are effective for public business entities for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. Update No. 2017-13 - September 2017 Revenue Recognition (Topic 605), Revenue from Contracts with Customers (Topic 606) FASB Accounting Standards Updates No. 2014-09, Revenue from Contracts with Customers (Topic 606), issued in May 2014 and codified in ASC Topic 606, Revenue from Contracts with Customers, and No. 2016-02. The transition provisions in ASC Topic 606 require that a public business entity and certain other specified entities adopt ASC Topic 606 for annual reporting 3 periods beginning after December 15, 2017, including interim reporting periods within that reporting period. FN2 All other entities are required to adopt ASC Topic 606 for annual reporting periods beginning after December 15, 2018, and interim reporting periods within annual reporting periods beginning after December 15, 2019. Update No. 2016-10 - April 2016 Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing The core principle of the guidance in Topic 606 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. To achieve that core principle, an entity should apply the following steps: 1. Identify the contract(s) with a customer. 2. Identify the performance obligations in the contract. 3. Determine the transaction price. 4. Allocate the transaction price to the performance obligations in the contract. 5. Recognize revenue when (or as) the entity satisfies a performance obligation. The amendments in this Update do not change the core principle of the guidance in Topic 606. Rather, the amendments in this Update clarify the following two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. The Company has either evaluated or is currently evaluating the implications, if any, of each of these pronouncements and the possible impact they may have on the Company’s financial statements. In most cases, management has determined that the implementation of these pronouncements would not have a material impact on the financial statements taken as a whole. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Net Earnings (Loss) Per Share | The net earnings (loss) per share is computed as follows: Basic and diluted loss per share: 2021 2020 Numerator: Net income (loss) $ (7,000,368 ) $ (1,321,805 ) Denominator: Basic weighted average number of common shares outstanding 17,386,377,288 13,152,136,099 Basic net income (loss) per share $ (0.00 ) $ (0.00 ) Diluted weighted average number of Common shares outstanding 17,386,377,288 13,152,136,099 Diluted net income (loss) per share $ (0.00 ) $ (0.00 ) |
Other Current Assets (Tables)
Other Current Assets (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Fair Value of Investments Marketable Equity Securities | Securities available for sale Level 1 Level 2 Level 3 Total June 30, 2021 - $ 5,792 $ 379,665 $ 385,457 June 30, 2020 $ - $ 1,448 $ 233,640 $ 235,088 |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Other Assets | The Other Assets comprise of the following as of June 30, 2021 and 2020 2021 2020 Development costs of Asia Diamond Exchange $ 406,427 - Investment in AQuarius Power, Inc. 5,000 $ 5,000 Total Other Assets $ 411,427 $ 5,000 |
Current Liabilities (Tables)
Current Liabilities (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Current Liabilities | Current liabilities of the Company consist of the followings as of June 30, 2021 and 2020: June 30, 2021 June 30, 2020 Accounts Payable $ 608,521 $ 354,080 Accrued Expenses $ 2,166,006 $ 2,798,743 Notes Payable (net) $ 526,965 $ 668,157 Due to Officers and Directors $ 1,720,323 $ 1,696,274 Derivative Liabilities $ 611,792 $ 310,870 Advance from customers $ 582,237 $ 430,500 Sub-fund Obligations $ 1,474,775 $ 1,266,634 Total Current Liabilities $ 7,690,620 $ 7,525,259 |
Due to Officers and Directors (
Due to Officers and Directors (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Related Party Transactions [Abstract] | |
Components of Due to Officers and Directors | Officers/Directors June 30, 2021 June 30, 2020 Henry Fahman 1,056,973 1,032,924 Tam Bui 663,350 663,350 Total $ 1,720,323 $ 1,696,274 |
Stockholder's Equity (Tables)
Stockholder's Equity (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Equity [Abstract] | |
Schedule of Common Stock Issued | During the fiscal year ended June 30, 2021, the Company issued the following shares of its Common Stock: Issued for conversion of notes during quarter ended September 30, 2020 239,611,455 Issued for conversion of notes during quarter ended December 31, 2020 991,987,513 Issued for conversion of notes during quarter ended March 31, 2021 8,781,230,346 Issued for conversion of notes during quarter ended June 30, 2021 1,514,851,203 Issued for cash during quarter ended June 30, 2021 867,049,520 Issued for conversion of preferred stock in quarter ended June 30, 2021 213,651,293 Issued for investment during quarter ended June 30, 2021 235,478,810 Issued for note agreement during quarter ended June 30, 2021 5,000,000 Total issued during fiscal year ended June 30, 2021: 12,848,860,140 |
Stock-Based Compensation Plan (
Stock-Based Compensation Plan (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Fair Value of Stock Option Assumptions | The following assumptions were used in the Monte Carlo analysis by Doty Scott Enterprises, Inc., an independent valuation firm, to determine the fair value of the stock options: Risk-free interest rate 1.18 % Expected life 7 years Expected volatility 239.3 % |
Schedule of Fair Value of Stock Option Issuance Date | The fair value of the Company’s Stock Options as of issuance valuation date is as follows: Holder Issue Date Maturity Date Stock Options Exercise Price Fair Value at Issuance Tam Bui 9/23/2016 9/23/2023 875,000 Fixed price: $0.24 $ 219,464 Frank Hawkins 9/23/2016 9/23/2023 875,000 Fixed price: $0.24 $ 219,464 Henry Fahman 9/23/2016 9/23/2023 4,770,000 Fixed price: $0.24 $ 1,187,984 |
Other Income (Expense) (Tables)
Other Income (Expense) (Tables) | 12 Months Ended |
Jun. 30, 2021 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Income (Expense) | Net Other Income (Expense) for the fiscal year ended June 30, 2021 consists of the following: OTHER INCOME (EXPENSES) FY ended June 30, 2021 Interest expense (356,199 ) Other income 104,356 Net other income/expense (5,860,341 ) NET OTHER INCOME (EXPENSES) (6,112,184 ) |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Maximum percentage of outstanding common stock and stock equivalents of investee | 20.00% | |
Marketable securities | $ 385,457 | $ 235,088 |
Minimum [Member] | ||
Property and equipment, estimated useful lives of assets | 3 years | |
Maximum [Member] | ||
Property and equipment, estimated useful lives of assets | 10 years | |
PHILUX Global Funds SCA, SICAV-RAIF [Member] | ||
Percentage of ownership | 100.00% | |
PHI Luxembourg Development S.A. [Member] | ||
Percentage of ownership | 100.00% | |
PHI Luxembourg Holding SA [Member] | ||
Percentage of ownership | 100.00% | |
PHILUX Capital Advisors, Inc. [Member] | ||
Percentage of ownership | 100.00% | |
American Pacific Resources, Inc [Member] | ||
Percentage of ownership | 100.00% | |
PHILUX Global General Partners SA [Member] | ||
Percentage of ownership | 100.00% | |
American Pacific Plastics, Inc [Member] | ||
Percentage of ownership | 100.00% |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Net Earnings (Loss) Per Share (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Accounting Policies [Abstract] | ||
Net income (loss) | $ (7,000,368) | $ (1,321,805) |
Basic weighted average number of common shares outstanding | 17,386,377,288 | 13,152,136,099 |
Basic net income (loss) per share | $ 0 | $ 0 |
Diluted weighted average number of Common shares outstanding | 17,386,377,288 | 13,152,136,099 |
Diluted net income (loss) per share | $ 0 | $ 0 |
Other Current Assets (Details N
Other Current Assets (Details Narrative) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Marketable securities, fair value | $ 385,457 | $ 235,088 |
Myson Group, Inc [Member] | OTC Markets [Member] | ||
Number of marketable securities available for sale | 905,000 | |
Sports Pouch Beverage Co. [Member] | OTC Markets [Member] | ||
Number of marketable securities available for sale | 292,050,000 | |
Myson Group, Inc & Sports Pouch Beverage Co. [Member] | ||
Marketable securities, fair value | $ 734,922 |
Other Current Assets - Schedule
Other Current Assets - Schedule of Fair Value of Investments Marketable Equity Securities (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Marketable securities | $ 385,457 | $ 235,088 |
Level 1 [Member] | ||
Marketable securities | ||
Level 2 [Member] | ||
Marketable securities | 5,792 | 1,448 |
Level 3 [Member] | ||
Marketable securities | $ 379,665 | $ 233,640 |
Other Assets (Details Narrative
Other Assets (Details Narrative) | 12 Months Ended |
Jun. 30, 2021USD ($)$ / sharesshares | |
AQuarius Power, Inc [Member] | |
Investments | $ 5,000 |
Asia Diamond Exchange Inc [Member] | |
Number of shares received, value | $ 406,427 |
Number of shares received | shares | 406,426,740 |
Shares, price per share | $ / shares | $ 0.001 |
Development costs | $ 406,427 |
Other Assets - Schedule of Othe
Other Assets - Schedule of Other Assets (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Investments | $ 411,427 | $ 5,000 |
Development Costs of Asia Diamond Exchange [Member] | ||
Investments | 406,427 | |
Investment in AQuarius Power, Inc.[Member] | ||
Investments | $ 5,000 | $ 5,000 |
Current Liabilities (Details Na
Current Liabilities (Details Narrative) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Accrued salaries | $ 1,765,149 | |
Accrued interest | 400,857 | |
Advance from customers | 582,237 | $ 430,500 |
Sub-fund obligations | 1,474,775 | $ 1,266,634 |
Ownership percentage of sub-fund participants | 49.00% | |
European Plastic Joint Stock Company [Member] | ||
Sub-fund obligations | 800,000 | |
Contribution for ownership percentage | 2,000,000 | |
Saigon Pho Palace Joint Stock Company [Member] | ||
Sub-fund obligations | 518,409 | |
TECCO Group [Member] | ||
Real estate sub-fund | 156,366 | |
Short-term Notes [Member] | ||
Notes payable | 306,735 | |
Convertible Promissory Notes [Member] | ||
Notes payable | $ 220,230 |
Current Liabilities - Schedule
Current Liabilities - Schedule of Current Liabilities (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 608,521 | $ 354,080 |
Accrued expenses | 2,166,006 | 2,798,743 |
Notes payable (net) | 526,965 | 668,157 |
Due to Officers and Directors | 1,720,323 | 1,696,274 |
Derivative liabilities | 611,792 | 310,870 |
Advance from customers | 582,237 | 430,500 |
Sub-fund obligations | 1,474,775 | 1,266,634 |
Total Current Liabilities | $ 7,690,620 | $ 7,525,259 |
Due to Officers (Details Narrat
Due to Officers (Details Narrative) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Related Party Transactions [Abstract] | ||
Due to officers/directors | $ 1,720,323 | $ 1,696,274 |
Due to Officers - Components of
Due to Officers - Components of Due to Officers and Directors (Details) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Due to officers/directors | $ 1,720,323 | $ 1,696,274 |
Henry Fahman [Member] | ||
Due to officers/directors | 1,056,973 | 1,032,924 |
Tam Bui [Member] | ||
Due to officers/directors | $ 663,350 | $ 663,350 |
Loans and Promissory Notes (Det
Loans and Promissory Notes (Details Narrative) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 |
Accrued interest | $ 400,857 | |
Derivative liabilities - net | $ 611,792 | $ 310,870 |
Minimum [Member] | ||
Percentage of short-term notes payable | 0.00% | |
Maximum [Member] | ||
Percentage of short-term notes payable | 36.00% | |
Short-term Notes [Member] | ||
Notes payable | $ 306,735 | |
Short-term Notes Payable [Member] | ||
Notes payable | 227,046 | |
Regular Short-term Notes Payable [Member] | ||
Notes payable | 43,750 | |
Accrued interest | 398,580 | |
SBA Loan [Member] | ||
Notes payable | 35,939 | |
Convertible Promissory Notes [Member] | ||
Notes payable | 220,230 | |
Derivative liabilities - net | $ 489,509 |
Payroll Tax Liabilities (Detail
Payroll Tax Liabilities (Details Narrative) | Jun. 30, 2021USD ($) |
Payroll Tax Liabilities | |
Payroll tax liabilities | $ 5,747 |
Domestication in the State of_2
Domestication in the State of Wyoming (Details Narrative) | 12 Months Ended | |||
Jun. 30, 2021$ / sharesshares | Jun. 30, 2020$ / sharesshares | Jun. 25, 2020$ / sharesshares | Sep. 20, 2017$ / sharesshares | |
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | |
Preferred stock, shares authorized | 500,000,000 | 500,000,000 | 500,000,000 | |
Preferred stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | |
Common stock, shares authorized | 40,000,000,000 | 40,000,000,000 | 40,000,000,000 | |
Class B Series I Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 1,000,000 | |||
Preferred stock, par value | $ / shares | $ 0.001 | |||
Preferred stock, voting rights | one hundred thousand (100,000) votes | |||
Board of Directors [Member] | ||||
Purchase price percentage | 120.00% | |||
American Pacific Plastics, Inc [Member] | ||||
Preferred sock conversion shares issued | 50,000,000 | |||
Preferred stock conversion percentage | 0.80 | |||
Subsidiary [Member] | ||||
Preferred stock terms of conversion | Alternatively, each share of the Class A Preferred Stock, either Series I, Series II and/or Series IV may be convertible into Common Stock of a subsidiary of PHI Group, Inc.’s, to be determined by the Company’s Board of Directors, any time after such subsidiary has become a fully-reporting publicly traded company for at least three months, at a Variable Conversion Price (as defined herein). The Variable Conversion Price to be used in connection with the conversion into Common Stock of a subsidiary of PHI Group, Inc.’s shall mean 50% multiplied by the Market Price (as defined herein), representing a discount rate of 50%, of that Common Stock. “Market Price” means the average Trading Price for the Common Stock of said subsidiary of PHI Group, Inc.’s during the ten (10) trading-day period ending one trading day prior to the date the Conversion Notice is sent by the Holder of the Preferred Stock to the Company via facsimile or email (the “Conversion Date”). | |||
Voting Common Stock [Member] | ||||
Common stock, par value | $ / shares | $ 0.001 | |||
Common stock, shares authorized | 900,000,000 | |||
Non-voting Class A Series I Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 50,000,000 | |||
Preferred stock, par value | $ / shares | $ 5 | |||
Non-voting Class A Series II Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 25,000,000 | |||
Preferred stock, par value | $ / shares | $ 5 | |||
Non-voting Class A Series III Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 20,000,000 | |||
Preferred stock, par value | $ / shares | $ 5 | |||
Voting Class A Series IV Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 5,000,000 | |||
Preferred stock, par value | $ / shares | $ 5 | |||
Class A Series I Cumulative Convertible Redeemable Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 50,000,000 | |||
Preferred stock, par value | $ / shares | $ 0.001 | |||
Percentage of non-compounding cumulative dividends per annum | 10.00% | |||
Class A Series II Cumulative Convertible Redeemable Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 200,000,000 | |||
Preferred stock, par value | $ / shares | $ 0.001 | |||
Percentage of non-compounding cumulative dividends per annum | 8.00% | |||
Class A Series III Cumulative Convertible Redeemable Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 50,000,000 | |||
Preferred stock, par value | $ / shares | $ 0.001 | |||
Percentage of non-compounding cumulative dividends per annum | 8.00% | |||
Class A Series IV Cumulative Convertible Redeemable Preferred Stock [Member] | ||||
Preferred stock, shares authorized | 199,000,000 | |||
Preferred stock, par value | $ / shares | $ 0.001 | |||
Series I, Series II and/or Series IV Class A Preferred Stock [Member] | ||||
Preferred stock terms of conversion | Each share of the Class A Preferred Stock, either Series I, Series II or Series IV shall be convertible into the Company’s Common Stock any time after two years from the date of issuance at a Variable Conversion Price (as defined herein) of the Common Stock. The “Variable Conversion Price” shall mean 75% multiplied by the Market Price (as defined herein) (representing a discount rate of 25%). “Market Price” means the average Trading Price for the Company’s Common Stock during the ten (10) trading-day period ending one trading day prior to the date the Conversion Notice is sent by the Holder of the Class A Preferred Stock to the Company via facsimile or email (the “Conversion Date”). |
Stockholder's Equity (Details N
Stockholder's Equity (Details Narrative) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 25, 2020 |
Common stock, shares authorized | 40,000,000,000 | 40,000,000,000 | 40,000,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 500,000,000 | 500,000,000 | 500,000,000 |
Preferred stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Treasury stock, shares | 484,767 | 484,767 | |
Treasury stock, value | $ 44,170 | $ 44,170 | |
Common stock, shares issued | 26,081,268,895 | 13,232,408,755 | |
Common stock, shares outstanding | 26,081,268,895 | 13,232,408,755 | |
Class A Series II Preferred Stock [Member] | |||
Preferred stock, shares issued | 10,000,000 | ||
Preferred stock, shares outstanding | 10,000,000 | ||
Class B Series I Preferred Stock [Member] | |||
Preferred stock, shares issued | 180,000 | ||
Preferred stock, shares outstanding | 180,000 |
Stockholder's Equity - Schedule
Stockholder's Equity - Schedule of Common Stock Issued (Details) | 12 Months Ended |
Jun. 30, 2021shares | |
Shares Issuances | 12,848,860,140 |
Common Stock One [Member] | |
Common Stock Issuance Date | Sep. 30, 2020 |
Shares Issuances | 239,611,455 |
Common Stock Two [Member] | |
Common Stock Issuance Date | Dec. 31, 2020 |
Shares Issuances | 991,987,513 |
Common Stock Three [Member] | |
Common Stock Issuance Date | Mar. 31, 2021 |
Shares Issuances | 8,781,230,346 |
Common Stock Four [Member] | |
Common Stock Issuance Date | Jun. 30, 2021 |
Shares Issuances | 1,514,851,203 |
Common Stock Five [Member] | |
Common Stock Issuance Date | Jun. 30, 2021 |
Shares Issuances | 867,049,520 |
Common Stock Six [Member] | |
Common Stock Issuance Date | Jun. 30, 2021 |
Shares Issuances | 213,651,293 |
Common Stock Seven [Member] | |
Common Stock Issuance Date | Jun. 30, 2021 |
Shares Issuances | 235,478,810 |
Common Stock Eight [Member] | |
Common Stock Issuance Date | Jun. 30, 2021 |
Shares Issuances | 5,000,000 |
Stock-Based Compensation Plan_2
Stock-Based Compensation Plan (Details Narrative) - $ / shares | Sep. 23, 2016 | Jun. 30, 2021 | Mar. 18, 2015 |
Employee benefit plan shares of common stock for eligible employees | 1,000,000 | ||
Henry Fahman [Member] | |||
Option grant date exercise price per share | $ 0.24 | ||
Number of option shares | 6,520,000 | ||
Number of options outstanding term | 7 years | ||
Number of options exercisable term | 1 year |
Stock-Based Compensation Plan -
Stock-Based Compensation Plan - Schedule of Fair Value of Stock Option Assumptions (Details) | 12 Months Ended |
Jun. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Risk-free interest rate | 1.18% |
Expected life | 7 years |
Expected volatility | 239.30% |
Stock-Based Compensation Plan_3
Stock-Based Compensation Plan - Schedule of Fair Value of Stock Option Issuance Date (Details) | 12 Months Ended |
Jun. 30, 2021USD ($)$ / sharesshares | |
Tam Bui [Member] | |
Stock Options Issue Date | Sep. 23, 2016 |
Stock Options Maturity Date | Sep. 23, 2023 |
Stock Options Shares | shares | 875,000 |
Stock Options Exercise Price | $ / shares | $ 0.24 |
Fair Value at Issuance of Stock Option | $ | $ 219,464 |
Frank Hawkins [Member] | |
Stock Options Issue Date | Sep. 23, 2016 |
Stock Options Maturity Date | Sep. 23, 2023 |
Stock Options Shares | shares | 875,000 |
Stock Options Exercise Price | $ / shares | $ 0.24 |
Fair Value at Issuance of Stock Option | $ | $ 219,464 |
Henry Fahman [Member] | |
Stock Options Issue Date | Sep. 23, 2016 |
Stock Options Maturity Date | Sep. 23, 2023 |
Stock Options Shares | shares | 4,770,000 |
Stock Options Exercise Price | $ / shares | $ 0.24 |
Fair Value at Issuance of Stock Option | $ | $ 1,187,984 |
Other Income (Expense) - Schedu
Other Income (Expense) - Schedule of Other Income (Expense) (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Other Income and Expenses [Abstract] | ||
Interest expense | $ (356,199) | $ (299,642) |
Other income | 104,356 | |
Net other income/expense | (5,860,341) | |
NET OTHER INCOME (EXPENSE) | $ (6,112,184) | $ 539,402 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) | Jun. 30, 2021USD ($) |
President, Chief Operating Officer and Secretary [Member] | |
Accrued salaries | $ 247,500 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) | 12 Months Ended |
Jun. 30, 2021USD ($) | |
Income Tax Disclosure [Abstract] | |
Operating loss carry forwards | $ 50,671,629 |
Operating loss carry forwards limitations on use | The net operating loss carry forward may be used to reduce taxable income through the year 2035. Net operating loss for carry forwards for the State of California is generally available to reduce taxable income through the year 2025. The availability of the Company’s net operating loss carry-forward is subject to limitation if there is a 50% or more positive change in the ownership of the Company’s stock. |
Contracts and Commitments (Deta
Contracts and Commitments (Details Narrative) | Mar. 23, 2021USD ($)$ / shares | Nov. 20, 2020USD ($) | Nov. 09, 2020USD ($) | Aug. 10, 2020USD ($) | Dec. 23, 2019USD ($)shares | Sep. 20, 2018shares | Aug. 13, 2021USD ($) | Jun. 30, 2021 | Oct. 04, 2018EUR (€) | Aug. 06, 2018 | Feb. 21, 2018EUR (€) |
Tecco Group [Member] | |||||||||||
Contributed amount | $ 2,000,000 | $ 156,366 | |||||||||
Ownership interest of general partners | 49.00% | ||||||||||
Phat Van Hung Co. Ltd. [Member] | |||||||||||
Ownership interest of general partners | 49.00% | ||||||||||
Xuan Quynh LLC [Member] | |||||||||||
Ownership interest of general partners | 49.00% | ||||||||||
PHILUX Capital Advisors, Inc. [Member] | |||||||||||
Percentage of ownership | 100.00% | ||||||||||
Phat Van Hung Co. Ltd. [Member] | |||||||||||
Contributed amount | $ 2,000,000 | ||||||||||
Xuan Quynh LLC [Member] | |||||||||||
Contributed amount | $ 2,000,000 | ||||||||||
EMA Financial LLC [Member] | Convertible Notes Payable [Member] | |||||||||||
Debt amount | $ 100,000 | ||||||||||
Interest rate | 6.00% | ||||||||||
Conversion price | $ / shares | $ 0.001 | ||||||||||
Debt conversion description | This note will mature twelve months from the Issue Date and may be convertible into shares of common stock of the Company at a fixed conversion price of $0.001 per share or may be prepaid on or prior to the 180th calendar day after the Issue Date at a Prepayment Factor of 115%. The Company plans to prepay this note in cash prior to the 180th calendar day after the Issue Date. | ||||||||||
Business Cooperation Agreement [Member] | Vinafilms JSC [Member] | |||||||||||
Percentage of ownership | 51.00% | ||||||||||
Stock Swap Agreement [Member] | Vinafilms JSC [Member] | |||||||||||
Percentage of ownership | 76.00% | ||||||||||
Stock Swap Agreement [Member] | Vinafilms JSC [Member] | Class A Series III Cumulative Convertible Redeemable Preferred Stock [Member] | |||||||||||
Exchange of shares | shares | 50,000,000 | ||||||||||
Stock Swap Agreement [Member] | Vinafilms JSC [Member] | Common Stock [Member] | |||||||||||
Exchange of shares | shares | 3,060,000 | ||||||||||
Consulting Service Agreement [Member] | PHILUX Capital Advisors, Inc. [Member] | Common Stock [Member] | |||||||||||
Value of consulting service | $ 88,500 | ||||||||||
Number shares issued for consulting service | shares | 5,000,000 | ||||||||||
Euros [Member] | |||||||||||
Investment | € | € 3,500,000 | ||||||||||
Extra amount to be paid to structuring agent | € | € 1,500,000 |
Going Concern Uncertainty (Deta
Going Concern Uncertainty (Details Narrative) - USD ($) | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Accumulated deficit | $ (51,010,719) | $ (44,010,352) | |
Stockholders' deficit | $ (6,798,392) | $ (7,059,790) | $ (6,002,724) |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Sep. 27, 2021 | Sep. 15, 2021 | Sep. 01, 2021 | Aug. 31, 2021 | Aug. 10, 2021 | Jul. 22, 2021 | Mar. 23, 2021 | Oct. 11, 2021 | Jun. 30, 2021 | Jun. 30, 2020 | Sep. 16, 2021 |
Number of shares issued | 12,848,860,140 | ||||||||||
Number of shares issued for debt conversion, value | |||||||||||
Value of the common stock | $ 2,514,445 | $ 4,200 | |||||||||
EMA Financial LLC [Member] | Convertible Notes Payable [Member] | |||||||||||
Debt amount | $ 100,000 | ||||||||||
Interest rate | 6.00% | ||||||||||
Conversion price | $ 0.001 | ||||||||||
Debt conversion description | This note will mature twelve months from the Issue Date and may be convertible into shares of common stock of the Company at a fixed conversion price of $0.001 per share or may be prepaid on or prior to the 180th calendar day after the Issue Date at a Prepayment Factor of 115%. The Company plans to prepay this note in cash prior to the 180th calendar day after the Issue Date. | ||||||||||
Common Stock [Member] | |||||||||||
Number of shares issued | 867,049,520 | 56,000,000 | |||||||||
Number of shares issued for debt conversion | 3,166,651,947 | ||||||||||
Number of shares issued for debt conversion, value | $ 3,166,652 | ||||||||||
Value of the common stock | $ 867,050 | $ 56,000 | |||||||||
Subsequent Event [Member] | |||||||||||
Number of shares issued for debt conversion | 103,279,112 | ||||||||||
Number of shares issued for debt conversion, value | $ 500,000 | ||||||||||
Conversion of stock, shares issued | 222,823,725 | ||||||||||
Conversion of stock for accrued and unpaid salaries | $ 1,113,465 | ||||||||||
Shares issued consulting services | 1,534,000,000 | ||||||||||
Common stock share cancelled | 236,263,059 | ||||||||||
Subsequent Event [Member] | Luan Ngo [Member] | |||||||||||
Common stock share cancelled | 784,249 | ||||||||||
Subsequent Event [Member] | PHILUX Global Funds [Member] | |||||||||||
Common stock share cancelled | 235,478,810 | ||||||||||
Subsequent Event [Member] | Five-Grain Treasure Spirits Co., Ltd [Member] | |||||||||||
Acquire ownership percent | 70.00% | ||||||||||
Additional required capital | $ 100,000,000 | ||||||||||
Subsequent Event [Member] | Power Up Lending Group Ltd [Member] | Convertible Notes Payable [Member] | |||||||||||
Debt amount | $ 43,750 | $ 53,750 | $ 80,000 | ||||||||
Interest rate | 8.00% | 8.00% | 8.00% | ||||||||
Debt conversion description | This note matures one year from the date of issuance and is convertible to Common Stock of the Company at a discount rate of 39% of the average of the two lowest trading prices for the Common Stock during the ten (10) trading day period immediately prior to the conversion date. The Company can elect to prepay the note within 180 days of the issuance date at a premium raging from 125% to 139% of the principal balance amount plus accrued and unpaid interest. | This note matures one year from the date of issuance and is convertible to Common Stock of the Company at a discount rate of 39% of the average of the two lowest trading prices for the Common Stock during the ten (10) trading day period immediately prior to the conversion date. The Company can elect to prepay the note within 180 days of the issuance date at a premium raging from 125% to 139% of the principal balance amount plus accrued and unpaid interest. | This note matures one year from the date of issuance and is convertible to Common Stock of the Company at a discount rate of 39% of the average of the two lowest trading prices for the Common Stock during the ten (10) trading day period immediately prior to the conversion date. The Company can elect to prepay the note within 180 days of the issuance date at a premium raging from 125% to 139% of the principal balance amount plus accrued and unpaid interest. | ||||||||
Subsequent Event [Member] | EMA Financial LLC [Member] | Convertible Notes Payable [Member] | |||||||||||
Debt amount | $ 100,000 | ||||||||||
Interest rate | 6.00% | ||||||||||
Conversion price | $ 0.001 | ||||||||||
Debt conversion description | This note matures one year from the date of issuance and is convertible to Common Stock of the Company at $0.001 per share. The Company can elect to prepay this note within 180 days of the issuance date at a premium of 115% of the principal balance amount plus accrued and unpaid interest. | ||||||||||
Subsequent Event [Member] | Mast Hill Fund,L.P [Member] | Convertible Notes Payable [Member] | |||||||||||
Debt amount | $ 550,000 | ||||||||||
Interest rate | 12.00% | ||||||||||
Conversion price | $ 0.0061 | ||||||||||
Debt conversion description | This note matures one year from the date of issuance and is convertible to Common Stock of the Company at $0.0061 per share. The Company can elect to prepay the note within 180 days of the issuance date in cash with an amount equal to the sum of: | ||||||||||
Subsequent Event [Member] | Firstfire Global Opportunities Fund LLC [Member] | Convertible Notes Payable [Member] | |||||||||||
Debt amount | $ 275,000 | ||||||||||
Interest rate | 12.00% | ||||||||||
Conversion price | $ 0.0061 | ||||||||||
Debt conversion description | This note matures one year from the date of issuance and is convertible to Common Stock of the Company at $0.0061 per share. The Company can elect to prepay the note within 180 days of the issuance date in cash with an amount equal to the sum of the principal amount then outstanding plus any accrued and unpaid interest, fees and defaults, and there shall be no prepayment penalty. | ||||||||||
Subsequent Event [Member] | Common Stock [Member] | |||||||||||
Number of shares issued | 1,860,102,837 |