Cover
Cover - shares | 9 Months Ended | |
Mar. 31, 2022 | May 20, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --06-30 | |
Entity File Number | 000-12895 | |
Entity Registrant Name | PETRO USA, INC. | |
Entity Central Index Key | 0000745543 | |
Entity Tax Identification Number | 32-0252180 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 7325 Oswego Road | |
Entity Address, City or Town | Liverpool | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 13090 | |
City Area Code | 315 | |
Local Phone Number | 451-7515 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | true | |
Entity Common Stock, Shares Outstanding | 200,030,920 |
Balance Sheets
Balance Sheets - USD ($) | Mar. 31, 2022 | Jun. 30, 2021 |
Current assets: | ||
Cash and cash equivalents | ||
Total current assets | ||
Total Assets | 0 | 0 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 21,834 | 19,075 |
Promissory note and accrued interest to related party | 3,724 | 3,512 |
Accounts payable- related | 96,726 | 88,813 |
Total current liabilities | 122,284 | 111,400 |
Total liabilities | 122,284 | 111,400 |
Stockholders' deficit: | ||
Preferred stock: par value $0.0001 per share, 10,000,000 shares authorized, none issued and outstanding | ||
Common stock: par value $0.0001 per share, 290,000,000 shares authorized, 33,920 shares issued and outstanding | 3 | 3 |
Additional paid-in capital | 121,677,146 | 121,677,146 |
Accumulated deficit | (121,799,433) | (121,788,549) |
Total stockholders' deficit | (122,284) | (111,400) |
Total liabilities and stockholders' deficit | $ 0 | $ 0 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2022 | Jun. 30, 2021 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 290,000,000 | 290,000,000 |
Common Stock, Shares, Issued | 33,920 | 33,920 |
Common Stock, Shares, Outstanding | 33,920 | 33,920 |
Statements of Operations
Statements of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||||
Net revenues | ||||
Operating expenses: | ||||
General and administrative expenses | 1,889 | 540 | 10,672 | 29,736 |
Total operating expenses | 1,889 | 540 | 10,672 | 29,736 |
Loss from operations | (1,889) | (540) | (10,672) | (29,736) |
Other expenses: | ||||
Interest expense | (71) | (212) | ||
Total other expenses | (71) | (212) | ||
Income (loss) before income taxes | (1,960) | (540) | (10,884) | (29,736) |
Income tax expense | ||||
Net loss | $ (1,960) | $ (540) | $ (10,884) | $ (29,736) |
Income (loss) per share – basic and diluted: | $ (0.06) | $ (0.02) | $ (0.35) | $ (0.96) |
Weighted average number of common shares outstanding - basic and diluted | 30,920 | 30,920 | 30,920 | 30,920 |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 9 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (10,884) | $ (29,736) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Issuance of common stock as share-based compensation | 7,500 | |
Increase (decrease) in liabilities: | ||
Accounts payable | 2,759 | 9,859 |
Promissory notes and accrued interest | 212 | |
Accounts payable- related | 7,913 | 12,377 |
Cash provided by (used in) operating activities | ||
Cash flows from financing activities: | ||
Net increase (decrease) in cash and cash equivalent | ||
Cash and cash equivalent - beginning of period | ||
Cash and cash equivalent - end of period | ||
Supplemental Disclosure of Cash Flows Information: | ||
Cash paid during the year for: Interest | ||
Cash paid during the year for: Income taxes |
Statement of Changes in Stockho
Statement of Changes in Stockholders Equity - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Jun. 30, 2020 | $ 0 | $ 3 | $ 121,669,646 | $ (121,760,545) | $ (90,896) |
Shares, Issued at Jun. 30, 2020 | 0 | 30,218 | |||
Net loss | (5,346) | (5,346) | |||
Ending balance, value at Sep. 30, 2020 | $ 3 | 121,669,646 | (121,765,891) | (96,242) | |
Shares, Issued at Sep. 30, 2020 | 0 | 30,218 | |||
Shares issued for Services | $ 1,000 | 7,500 | 7,500 | ||
Shares issued for Services, shares | 1,000,000 | ||||
Net loss | (23,850) | (23,850) | |||
Ending balance, value at Dec. 31, 2020 | $ 1,000 | $ 3 | 121,677,146 | (121,789,741) | (112,592) |
Shares, Issued at Dec. 31, 2020 | 1,000,000 | 30,920 | |||
Net loss | (540) | (540) | |||
Ending balance, value at Mar. 31, 2021 | $ 1,000 | $ 3 | 121,677,146 | (121,790,281) | (113,132) |
Shares, Issued at Mar. 31, 2021 | 1,000,000 | 30,920 | |||
Beginning balance, value at Jun. 30, 2021 | $ 0 | $ 3 | 121,677,146 | (121,788,549) | (111,400) |
Shares, Issued at Jun. 30, 2021 | 0 | 30,920 | |||
Net loss | (6,100) | (6,100) | |||
Ending balance, value at Sep. 30, 2021 | $ 3 | 121,677,146 | (121,794,649) | (117,500) | |
Shares, Issued at Sep. 30, 2021 | 0 | 30,920 | |||
Net loss | (2,824) | (2,824) | |||
Ending balance, value at Dec. 31, 2021 | $ 3 | 121,677,146 | (121,797,473) | (120,324) | |
Shares, Issued at Dec. 31, 2021 | 0 | 30,920 | |||
Net loss | (1,960) | (1,960) | |||
Ending balance, value at Mar. 31, 2022 | $ 3 | $ 121,677,146 | $ (121,799,433) | $ (122,284) | |
Shares, Issued at Mar. 31, 2022 | 0 | 30,920 |
Statement of Changes in Stock_2
Statement of Changes in Stockholders Equity (Parenthetical) - USD ($) | 3 Months Ended | |||||
Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | |
Statement of Stockholders' Equity [Abstract] | ||||||
Net loss | $ (1,960) | $ (2,824) | $ (6,100) | $ (540) | $ (23,850) | $ (5,346) |
1. Organization, Description of
1. Organization, Description of Business, and Basis of Accounting | 9 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
1. Organization, Description of Business, and Basis of Accounting | 1. Organization, Description of Business, and Basis of Accounting Business Organization All State Properties Holdings, Inc., a corporation (the "Company") was organized under the state of Nevada on April 24, 2008 to conduct business formerly carried on by its predecessor partnership, All State Properties L.P. (the "Partnership"). The Partnership merged with the Company on May 29, 2008. The Company acquired all of the assets and assumed all of the liabilities and obligations of the Partnership. At May 29, 2008 each unit, par value $0.001 $0.0001 The Company's fiscal year end is June 30th. Accounting Basis These financial statements have been prepared on the accrual basis of accounting following generally accepted accounting principles of the United States of America (“U.S. GAAP”) consistently applied. The accompanying unaudited condensed interim financial statements and related notes have been prepared in accordance with U.S. GAAP for interim financial information, and with the rules and regulations of the United States Securities and Exchange Commission set forth in Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited condensed interim financial statements furnished reflect all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. Unaudited interim results are not necessarily indicative of the results for the full fiscal year. These unaudited condensed interim financial statements should be read in conjunction with the financial statements of the Company for the year ended June 30, 2021 and notes thereto contained in our 10-K Annual Report Use of Estimates The preparation of 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. Actual results could differ from those estimates. Income Taxes The Company uses the asset and liability method of accounting for income taxes. At March 31, 2022 and June 30, 2021, respectively, the deferred tax asset and deferred tax liability accounts. 8 as recorded when material to the financial statements, are entirely the result of temporary and permanent differences. Temporary differences represent differences in the recognition of assets and liabilities for tax and financial reporting purposes, primarily share based compensation and loss on settlement of debt. As of March 31, 2022, the deferred tax asset related to the Company's net operating loss (NOL) carry forward is fully reserved. Due to the provisions of Internal Revenue Code Section 338, the Company may have no net operating loss carryforwards available to offset financial statement or tax return taxable income in future periods as a result of a change in control involving 50 percentage points or more of the issued and outstanding securities of the Company. Dividends The Company and has not yet adopted a policy regarding the payment of dividends. Fair Value of Financial Instruments The carrying value of cash, accounts payable and amounts due to related party approximates its fair value because of the short maturity of these instruments. Unless otherwise noted, it is management's opinion the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments. The Company accounts for financial instruments in accordance with the Financial Accounting Standard Board's Accounting Standards Codification Topic 820 – Fair Value Measurements and Disclosures ("ASC 820"), which establishes a framework for measuring fair value and expands disclosure of fair value measurements. Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, this policy established a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1. Observable inputs such as quoted prices in active markets; Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3. Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The following table presents assets that are measured and recognized at fair value on a non-recurring basis: Level 1: None Level 2: None Level 3: None Earnings (Loss) per Share Basic earnings (loss) per share is computed by dividing the net income (loss) available to common shareholders by the weighted-average number of common shares outstanding during the respective period presented in our accompanying financial statements. Fully diluted earnings (loss) per share is computed similar to basic income (loss) per share except that the denominator is increased to include the number of common stock equivalents (primarily outstanding options and warrants). Common stock equivalents represent the dilutive effect of the assumed exercise of outstanding stock options and warrants, using the treasury stock method, at either the beginning of the respective period presented or the date of issuance, whichever is later, and only if the common stock equivalents are considered dilutive based upon the Company’s net income (loss) position at the calculation date. As of May 31, 2022, and June 30, 2021, the Company has no issued and outstanding warrants or options. |
2. Going Concern
2. Going Concern | 9 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
2. Going Concern | 2. Going Concern The accompanying financial statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. However, the Company has incurred significant losses and is dependent on obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain the necessary funding it could cease operations as a new enterprise. This raises substantial doubt about the Company’s ability to continue as a going concern for a period of one year from the issuance of these financial statements. These financial statements do not include any adjustments that might result from this uncertainty. |
3. Capital Stock
3. Capital Stock | 9 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
3. Capital Stock | 3. Capital Stock The Company has 10,000,000 $ 0.0001 At March 31, 2022 and June 30, 2021, the company had 33,920 The Company has no other classes of shares authorized for issuance. At March 31, 2022, and June 30, 2021, there were no outstanding stock options or warrants. |
4. Related Party Transactions
4. Related Party Transactions | 9 Months Ended |
Mar. 31, 2022 | |
Related Party Transactions [Abstract] | |
4. Related Party Transactions | 4. Related Party Transactions The Amounts due to related parties are advances from a company controlled by the Company's Chief Executive Officer in order to pay operating expenses of the Company. These advances are non-interest bearing and payable upon demand. |
5. Subsequent Events
5. Subsequent Events | 9 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
5. Subsequent Events | 5. Subsequent Events On April 22, 2022, the Company issued Joseph Passalaqua 184,000,000 16,000,000 |
1. Organization, Description _2
1. Organization, Description of Business, and Basis of Accounting (Policies) | 9 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Business Organization | Business Organization All State Properties Holdings, Inc., a corporation (the "Company") was organized under the state of Nevada on April 24, 2008 to conduct business formerly carried on by its predecessor partnership, All State Properties L.P. (the "Partnership"). The Partnership merged with the Company on May 29, 2008. The Company acquired all of the assets and assumed all of the liabilities and obligations of the Partnership. At May 29, 2008 each unit, par value $0.001 $0.0001 The Company's fiscal year end is June 30th. |
Accounting Basis | Accounting Basis These financial statements have been prepared on the accrual basis of accounting following generally accepted accounting principles of the United States of America (“U.S. GAAP”) consistently applied. The accompanying unaudited condensed interim financial statements and related notes have been prepared in accordance with U.S. GAAP for interim financial information, and with the rules and regulations of the United States Securities and Exchange Commission set forth in Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited condensed interim financial statements furnished reflect all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. Unaudited interim results are not necessarily indicative of the results for the full fiscal year. These unaudited condensed interim financial statements should be read in conjunction with the financial statements of the Company for the year ended June 30, 2021 and notes thereto contained in our 10-K Annual Report |
Use of Estimates | Use of Estimates The preparation of 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. Actual results could differ from those estimates. |
Income Taxes | Income Taxes The Company uses the asset and liability method of accounting for income taxes. At March 31, 2022 and June 30, 2021, respectively, the deferred tax asset and deferred tax liability accounts. 8 as recorded when material to the financial statements, are entirely the result of temporary and permanent differences. Temporary differences represent differences in the recognition of assets and liabilities for tax and financial reporting purposes, primarily share based compensation and loss on settlement of debt. As of March 31, 2022, the deferred tax asset related to the Company's net operating loss (NOL) carry forward is fully reserved. Due to the provisions of Internal Revenue Code Section 338, the Company may have no net operating loss carryforwards available to offset financial statement or tax return taxable income in future periods as a result of a change in control involving 50 percentage points or more of the issued and outstanding securities of the Company. |
Dividends | Dividends The Company and has not yet adopted a policy regarding the payment of dividends. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying value of cash, accounts payable and amounts due to related party approximates its fair value because of the short maturity of these instruments. Unless otherwise noted, it is management's opinion the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments. The Company accounts for financial instruments in accordance with the Financial Accounting Standard Board's Accounting Standards Codification Topic 820 – Fair Value Measurements and Disclosures ("ASC 820"), which establishes a framework for measuring fair value and expands disclosure of fair value measurements. Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, this policy established a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: Level 1. Observable inputs such as quoted prices in active markets; Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and Level 3. Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The following table presents assets that are measured and recognized at fair value on a non-recurring basis: Level 1: None Level 2: None Level 3: None |
Earnings (Loss) per Share | Earnings (Loss) per Share Basic earnings (loss) per share is computed by dividing the net income (loss) available to common shareholders by the weighted-average number of common shares outstanding during the respective period presented in our accompanying financial statements. Fully diluted earnings (loss) per share is computed similar to basic income (loss) per share except that the denominator is increased to include the number of common stock equivalents (primarily outstanding options and warrants). Common stock equivalents represent the dilutive effect of the assumed exercise of outstanding stock options and warrants, using the treasury stock method, at either the beginning of the respective period presented or the date of issuance, whichever is later, and only if the common stock equivalents are considered dilutive based upon the Company’s net income (loss) position at the calculation date. As of May 31, 2022, and June 30, 2021, the Company has no issued and outstanding warrants or options. |
1. Organization, Description _3
1. Organization, Description of Business, and Basis of Accounting (Details Narrative) - $ / shares | Mar. 31, 2022 | Jun. 30, 2021 | May 30, 2008 | May 29, 2008 |
Accounting Policies [Abstract] | ||||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.001 |
3. Capital Stock (Details Narra
3. Capital Stock (Details Narrative) - $ / shares | Mar. 31, 2022 | Jun. 30, 2021 |
Equity [Abstract] | ||
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock, Shares, Outstanding | 33,920 | 33,920 |
5. Subsequent Events (Details N
5. Subsequent Events (Details Narrative) | 1 Months Ended |
Apr. 22, 2022shares | |
Joseph Passalaqua [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Shares Issued | 184,000,000 |
Remix Ventures L L C [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
Shares Issued | 16,000,000 |