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STOCKHOLDERS EQUITY
3 Months Ended
Mar. 31, 2024
STOCKHOLDERS EQUITY  
STOCKHOLDERS' EQUITY

7. STOCKHOLDERS’ EQUITY

 

Preferred Stock

 

On January 24, 2022, the Board of Directors of the Company’s, approved for an increase in the number of authorized shares of the Company’s preferred stock from 5,000,000 shares to 10,000,000 shares.

 

The Company is authorized to issue 10,000,000 shares of $0.0001 par value preferred stock, of which 4,000,000 have been designated as Series A Preferred Stock and 5,000,000 have been designated as Series B Preferred Stock.

 

Series A Preferred Stock

 

On February 6, 2020, the Company established its Series A Preferred Stock, par value $0.001, by filing a Certificate of Designation with the Delaware Secretary of State. The Company’s board exercised “blank check” authority to establish classes of preferred stock without approval by shareholders under provision of its original Articles of Incorporation and has designated 4,000,000 shares of Series A Preferred Stock.

 

The Company may use the Series A Preferred Stock for purpose of asset acquisition or in satisfaction of recognized debt; they are not otherwise available for sale. The Series A Preferred Stock have enhanced voting privileges under certain circumstances; the collective right to appoint elect one director, at the Holders’ option; and conversion-to-common rights at a 5:1 ratio.

 

During the three months ended March 31, 2024, the Company issued 500,000 shares of Series A Preferred Stock valued at $1,500 for license fee.

 

There are 3,350,000 and 2,850,000 shares of Series A shares issued as of March 31, 2024 and December 31, 2023, respectively.

 

Series B Preferred Stock

 

On January 24, 2022, the Company established its Series B Preferred Stock, par value $0.0001, by filing a Certificate of Designation with the Delaware Secretary of State. The Company’s board exercised “blank check” authority to establish classes of preferred stock without approval by shareholders under provision of its original Articles of Incorporation and has designated 5,000,000 shares of Series B Preferred Stock.

 

The Company may use the Series B Preferred Stock for purpose of asset acquisition or in satisfaction of recognized debt; they are not otherwise available for sale. The Series B Preferred Stock have enhanced voting privileges (100:1); the collective right to appoint elect one director, at the Holders’ option; and conversion-to-common rights at a 10:1 ratio.

 

During the three months ended March 31, 2024, the Company issued 500,000 shares of Series B Preferred Stock valued at $3,000 for license fee.

 

During the three months ended March 31, 2024, the Company issued 150,000 shares of Series B Preferred Stock valued at $1,500 for settlement of note payable – related party.

 

As of March 31, 2024 and December 31, 2023, 2,900,000 and 2,250,000 shares of Series B Preferred Stock are issued and outstanding, respectively.

 

Common Stock

 

The Company is authorized to issue 1,250,000,000 shares of $0.0001 par value common stock.

 

As of March 31, 2024 and December 31, 2023, there were 1,154,770,000 and 895,760,225 shares of the Company’s common stock issued and outstanding, respectively. In addition, as of March 31, 2024 and December 31, 2023, there were 10,000 shares of the Company’s common stock issuable.

 

Fiscal year 2024

 

During the three months ended March 31, 2024, the Company issued 259,010,416 shares of common stock valued at $149,455 for conversion of debt.

Warrant

 

On February 6, 2022, in conjunction with purchase of patent, the Company granted 1,000,000 shares for period of two years with exercise price of $0.006 per share. The fair value of granted shares at the issuance date was $5,429. The Company recorded warrant as additional paid-in-capital. In February 2024, 1,000,000 warrants were expired.

 

The estimated fair values of the warrant are as follows:

 

 

 

Year Ended

 

 

 

December 31, 2022

 

Expected term

 

2.00 years

 

Expected average volatility

 

 

235%

Expected dividend yield

 

 

-

 

Risk-free interest rate

 

 

1.31%