What changed in this filing

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Item 1. Financial Statements

2022-12-19 compared with 2022-12-19 · 104 added, 133 removed, 375 unchanged (39% of the section changed)

15 unchanged sentences

Accumulated deficit

( 5,182,770 )

( 5,113,498 )

Total Stockholders Deficit

4 unchanged sentences

For the Three Months Ended

For the Nine Months Ended

For the Six Months Ended

Operating expenses:

General and administrative (including fees paid to related party of $ 15,705 and $ 0 , and $ 43,283 and $ 0 , for the three and nine months ended June 30, 2021 and 2020, respectively)

General and administrative (including fees paid to related party of $22,848 and $0, and $27,578 and $0, for the three and six months ended March 31, 2021 and 2020, respectively)

Total operating expenses

10 unchanged sentences

CONSOLIDATED STATEMENT OF STOCKHOLDERS DEFICIT

THE THREE AND NINE MONTHS ENDED JUNE 30, 2021 AND 2020

THE THREE AND SIX MONTHS ENDED MARCH 31, 2021 AND 2020

Additional Paid

1 unchanged sentence

$ (5,098,487 )

$ ( 235,085 )

Balance, December 31, 2019

( 5,102,007 )

Balance, March 31, 2020

$ (5,105,534 )

$ ( 242,132 )

Balance, June 30, 2020

$ ( 5,109,094 )

$ ( 245,692 )

Balance, October 1, 2020

$ (5,113,498 )

$ ( 250,096 )

Balance, December 31, 2020

( 5,120,852 )

Balance, March 31, 2021

$ (5,163,564 )

$ ( 300,162 )

Balance, June 30, 2021

$ ( 5,182,770 )

$ ( 319,368 )

accompanying footnotes are an integral part of these unaudited condensed consolidated financial statements.

1 unchanged sentence

CONSOLIDATED STATEMENTS OF CASH FLOWS

THE NINE MONTHS ENDED JUNE 30, 2021 AND 2020

THE SIX MONTHS ENDED MARCH 31, 2021 AND 2020

Cash flows from operating activities:

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Net cash used in operating activities

Cash flows from financing activities:

Proceeds from issuance of notes payable

Net cash provided by financing activities

Net change in cash

45 unchanged sentences

by including common stock equivalents outstanding for the period in the denominator.

For the three and nine months ended June 30, 2021

For the three and six months ended March 31, 2021

and 2020, any equivalents would have been anti-dilutive as we had net losses for the periods then ended.

of June 30, 2021 and September 30, 2020, the Company had two convertible notes with principal and accrued interest balances totaling

of March 31, 2021 and September 30, 2020, the Company had two convertible notes with principal and accrued interest balances totaling

and $30,862 and $29,366, respectively.

3 unchanged sentences

These common stock equivalents of approximately 275,551

and 2,432,789 shares as of June 30, 2021 and 2020 , respectively, are not included in the calculation of

diluted EPS as their effect would be anti-dilutive.

of June 30, 2021 and September 30, 2020, the Company had 3,291,000 in stock options outstanding which are exercisable at the holders

and 2,470,003 shares as of March 31, 2021 and 2020, respectively, are not included in the calculation of diluted

EPS as their effect would be anti-dilutive.

of March 31, 2021 and September 30, 2020, the Company had 3,291,000 in stock options outstanding which are exercisable at the holders

option, with an exercise price of $0.0067, which are not included in the calculation of diluted EPS as their effect would be anti-dilutive.

5 unchanged sentences

recently issued standards that are not yet effective may have an impact on our results of operations and financial position.

August 5, 2020, the FASB issued Accounting Standards Update (ASU) 2020-06, Debt—Debt with Conversion and Other Options (Subtopic

470-20) and Derivatives and Hedging—Contracts in Entitys Own Equity (Subtopic 815-40 , which simplifies the accounting

August 5, 2020, the FASB issued Accounting Standards Update (ASU) 2020-06, Debt—Debt with Conversion and Other Options (Subtopic

470-20) and Derivatives and Hedging—Contracts in Entitys Own Equity (Subtopic 815-40 , which simplifies the accounting

for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on

9 unchanged sentences

December 2019, the FASB issued ASU No.

2019-12, Income Taxes – Simplifying the Accounting for Income Taxes (Topic 740),

2019-12, Income Taxes –

Simplifying the Accounting for Income Taxes (Topic 740),

(ASU 2019-12), which simplifies income tax accounting in various areas including, but not limited to, the accounting for

3 unchanged sentences

The Company has determined that the adoption of this guidance has no impact on its consolidated financial statements.

June 2016, the FASB issued ASU No.

2016-13, Financial Instruments - Credit Losses (Topic 326):

Measurement of Credit Losses on Financial

Instruments (ASU 2016-13).

ASU 2016-13 amends the guidance on the impairment of financial instruments.

This update adds

an impairment model (known as the current expected credit losses model) that is based on expected losses rather than incurred losses.

Under the new guidance, an entity recognizes, as an allowance, its estimate of expected credit losses.

In November 2019, the FASB issued

2019-10, Financial Instruments - Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) .

ASU 2019-10 changes the effective date of the credit loss standard (ASU 2016-13) to fiscal years beginning after December 15, 2022, including

interim periods within those fiscal years for smaller reporting companies.

Further, the ASU clarifies that operating lease receivables

are not within the scope of ASC 326-20 and should instead be accounted for under the new leasing standard, ASC 842.

The Company has determined

that the adoption of this guidance has no impact on its consolidated financial statements.

Adopted Accounting Pronouncements

August 2018, the FASB issued ASU No.

2018-13, Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement

2018-13, Disclosure Framework –

Changes to the Disclosure Requirements for Fair Value Measurement

(ASU 2018-13), which eliminates certain disclosure requirements for fair value measurements for all entities, requires

20 unchanged sentences

2016-02 is effective for reporting periods beginning after December

The Company adopted ASI 2016-02 on January 1, 2019 and has determined that the adoption of this guidance had no impact on its

consolidated financial statements.

The Company adopted ASI 2016-02 on October 1, 2019 and has determined that the adoption of this guidance had no

impact on its consolidated financial statements.

GOING CONCERN AND MANAGEMENTS LIQUIDITY PLANS

of June 30, 2021, the Company had an accumulated deficit of $ 5,182,770 and a working capital deficiency of $ 319,368 .

During the nine

months ended June 30, 2021, the Company incurred a net loss of $ 69,272 and used cash in operating activities of $ 120 .

As of June 30,

of March 31, 2021, the Company had an accumulated deficit of $5,163,564 and a working capital deficiency of $300,162.

During the six

months ended March 31, 2021, the Company incurred a net loss of $50,066 and used cash in operating activities of $60.

As of March 31,

2021, the Company had cash of $348.

19 unchanged sentences

to be related if they are subject to common control or common significant influence.

payable – related parties are amounts payable to current and former officers and directors for services provided to the Company

totaling $ 129,781 and $ 88,020 , as of June 30, 2021 and September 30, 2020, respectively.

payable –

related parties are amounts payable to current and former officers and directors for services provided to the Company

totaling $122,376 and $88,020, as of March 31, 2021 and September 30, 2020, respectively.

These amounts include accounts payable to an

entity controlled by our sole officer and director for financial services such entity is incurring on behalf of the Company totaling

$ 54,904 and $ 13,143 as of June 30, 2021 and September 30, 2020, respectively.

$47,499 and $13,143 as of March 31, 2021 and September 30, 2020, respectively.

Total expense incurred related to this entity was $22,848

and $ 0 for the three months ended June 30, 2021 and 2020, and $ 43,283 and $ 0 for the nine months ended June 30, 2021 and 2020, respectively,

and $0 for the three months ended March 31, 2021 and 2020, and $27,578 and $0 for the six months ended March 31, 2021 and 2020, respectively,

with no other related party expenses incurred.

11 unchanged sentences

March 21, 2018 to March 21, 2019.

As of June 30, 2021 and September 30, 2020, the total accrued interest owing under this note was $ 5,827

As of March 31, 2021 and September 30, 2020, the total accrued interest owing under this note was $5,453

and $4,705, respectively.

11 unchanged sentences

On May 11, 2018, the agreement had been amended to extend the maturing date of the note from March 30, 2018 to March

As of June 30, 2021 and September 30, 2020, the total accrued interest owing under this note was $ 5,782 and $ 4,660 respectively.

Subsequent to the nine months ended June 30, 2021, on December 3, 2021, the Company repaid this loan and accrued interest in full.

As of March 31, 2021 and September 30, 2020, the total accrued interest owing under this note was $5,408 and $4,660 respectively.

Subsequent to the six months ended March 31, 2021, on December 3, 2021, the Company repaid this loan and accrued interest in full.

with Mediapark Investments Limited

4 unchanged sentences

As of July 9, 2018, the loan was extended to July 10, 2019.

As of June 30, 2021 and September 30,

As of March 31, 2021 and September 30,

2020, the total accrued interest owing under this note was $10,083 and $8,363, respectively.

7 unchanged sentences

of 12% per annum.

As of the June 30, 2021 and September 30, 2020, the total accrued interest owing under this note was $ 9,127 and $ 6,883 ,

As of the March 31, 2021 and September 30, 2020, the total accrued interest owing under this note was $8,379 and $6,883,

respectively.

Subsequent to the nine months ended June 30, 2021, on December 3, 2021, the Company repaid this loan and accrued interest

June 14, 2021, the Company entered into an agreement with our sole officer and director.

Pursuant to the terms of the agreement, we received

a promissory note in the amount of $ 5,000 .

The note is unsecured, is due and payable in full on December 31, 2021, and accrues interest

at a rate of 1.5% per annum.

As of the June 30, 2021, the total accrued interest owing under this note was $ 3 .

with Individual

June 16, 2021, the Company entered into an agreement with an individual.

Pursuant to the terms of the agreement, we received a promissory

note in the amount of $ 2,500 .

The note is unsecured, is due and payable in full on September 30, 2021, and accrues interest at a rate

of 1.5% per annum.

As of the June 30, 2021, the total accrued interest owing under this note was $ 1 .

with Utopia Capital, LLC

June 30, 2021, the Company entered into an agreement with Utopia Capital, LLC.

Pursuant to the terms of the agreement, we received a

promissory note in the amount of $ 35,000 .

The note is unsecured, is due and payable in full on September 30, 2021, and accrues interest

at a rate of 1.5% per annum.

As of the June 30, 2021, the total accrued interest owing under this note was $ 0 .

stock options were granted during the nine months ended June 30, 2021 and 2020.

following is a summary of outstanding stock options issued to employees and directors as of June 30, 2021 and September 30, 2020:

Schedule of share-based compensation, stock options, activity

Exercise Price per

Outstanding June 30, 2021 and September 30, 2020

Exercisable, June 30, 2021 and September 30, 2020

following is a summary of outstanding stock options issued to non-employees, excluding directors, as of June 30, 2021 and September 30,

Schedule of share-based compensation, stock options, activity

Exercise Price per

Outstanding June 30, 2021 and September 30, 2020

Exercisable, June 30, 2021 and September 30, 2020

was no equity-based compensation for the nine months ended June 30, 2021 and 2020.

Subsequent to the six months ended March 31, 2021, on December 3, 2021, the Company repaid this loan and accrued interest

stock options were granted during the six months ended March 31, 2021 and 2020.

following is a summary of outstanding stock options issued to employees and directors as of March 31, 2021 and September 30, 2020:

March 31, 2021 and September 30, 2020

following is a summary of outstanding stock options issued to non-employees, excluding directors, as of March 31, 2021 and September

March 31, 2021 and September 30, 2020

was no equity-based compensation for the six months ended March 31, 2021 and 2020.

SUBSEQUENT EVENTS

of Loans Payable

to June 30, 2021, the Company received an aggregate of $232,500 related to the issuance of 11 notes payable to various noteholders, including

an aggregate of $30,000 as a result of a note payable issued to the Companys Chief Executive Officer, a related party.

notes are unsecured, bear interest at 1.5% per annum, and mature on September 30, 2021.

To date, the Company has made principal and accrued

interest payment of $65,000 and $14,191, respectively.

As of the date of this report, the original due date of such notes has not been

extended and are in default.

to March 31, 2021, the Company received an aggregate of $275,000 related to the issuance of 14 notes payable to various noteholders,

including an aggregate of $35,000 as a result of two notes payable issued to the Companys Chief Executive Officer, a related party.

The notes are unsecured, bear interest at 1.5% per annum, and mature on September 30, 2021.

To date, the Company has made

principal and accrued interest payment of $65,000 and $14,191, respectively.

As of the date of this report, the original due date of

such notes has not been extended and are in default.

Managements Discussion and Analysis of Financial Condition and Results of Operations

102 unchanged sentences

of Operations

of the Three Months Ended June 30, 2021 to the Three Months Ended June 30, 2020

revenue or cost of sales were generated for the three months ended June 30, 2021 or June 30, 2020.

Companys expenses for the three months ended June 30, 2021 and 2020, are summarized as follows:

Three Months Ended June 30,

General and administrative (including $15,705 and $0 of fees paid to related party)

Total operating expenses

increase in general and administrative expenses for the three months ended June 30, 2021 compared to the three months ended June 30,

2020 of $15,641 is due primarily to an increase in accounting fees.

of the Three Months Ended March 31, 2021 to the Three Months Ended March 31, 2020

revenue or cost of sales were generated for the three months ended March 31, 2021 or March 31, 2020.

Companys expenses for the three months ended March 31, 2021 and 2020, are summarized as follows:

Months Ended March 31,

and administrative (including $22,848 and $0 of fees paid to related party)

operating expenses

increase in general and administrative expenses for the three months ended March 31, 2021 compared to the three months ended March 31,

2020 of $42,072 is due primarily to an increase in accounting and audit fees.

Expenses (Income)

Three Months Ended June 30,

Interest Expense

Total other expenses, net

expense increased for the nine months ended June 30, 2021 from the comparative period of 2020 of $5 is due to an increase in interest

rates to 15% due to default provisions of the notes payable.

of the Nine Months Ended June 30, 2021 to the Nine Months Ended June 30, 2020

revenue or cost of sales were generated for the nine months ended June 30, 2021 or June 30, 2020.

Companys expenses for the nine months ended June 30, 2021 and 2020, are summarized as follows:

Nine Months Ended June 30,

General and administrative (including $43,283 and $0 of fees paid to related party)

Total operating expenses

increase in general and administrative expenses for the nine months ended June 30, 2021 compared to the nine months ended June 30, 2020

Months Ended March 31,

on forgiveness of debt

other expenses, net

expense increased for the six months ended March 31, 2021 from the comparative period of 2020 of $142 is due to accrued interest on the

four notes payable issued during the years ended September 30, 2018 and 2017.

The gain on forgiveness of debt of $3,029 was a result

of a decrease of accounts payable as a result of vendor adjustments.

of the Six Months Ended March 31, 2021 to the Six Months Ended March 31, 2020

revenue or cost of sales were generated for the six months ended March 31, 2021 or March 31, 2020.

Companys expenses for the six months ended March 31, 2021 and 2020, are summarized as follows:

Months Ended March 31,

and administrative (including $27,578 and $0 of fees paid to related party)

operating expenses

increase in general and administrative expenses for the six months ended March 31, 2021 compared to the six months ended March 31, 2020

of $45,906 is due primarily to an increase in accounting and audit fees.

Nine Months Ended June 30,

Interest Expense (including related party interest expense of $3 and $0 for the nine months ended June 30, 2021 and 2020, respectively)

Gain on forgiveness of debt

Total other expenses, net

expense increased for the nine months ended June 30, 2021 from the comparative period of 2020 of $147 is due to an increase in interest

rates to 15% due to default provisions of our notes payable.

The gain on forgiveness of debt of $3,029 was a result of a decrease of

accounts payable as a result of vendor adjustments.

Months Ended March 31,

on forgiveness of debt

other expenses

expense increased for the six months ended March 31, 2021 from the comparative period of 2020 of $142 is due to accrued interest due

to the increase in interest rate to 15% on the Companys notes payable due to the default rate provisions.

The gain on forgiveness

of debt of $3,029 was a result of a decrease of accounts payable as a result of vendor adjustments.

and Capital Resources

following table sets forth a summary of changes in working capital as of ended June 30, 2021 and September 30, 2020:

June 30, 2021

September 30, 2020

Current Assets

Current Liabilities

Working capital

The increase in current assets

of $42,380 is mainly due to an increase in cash from the issuance of notes payable during the nine months ended June 30, 2021.

in current liabilities of $111,652 is primarily due to an increase in accounts payable and accrued liabilities during the nine months

ended June 30, 2021.

following table sets forth a summary of changes in cash flows for the nine months ended June 30, 2021 and 2020:

Nine Months Ended June 30,

Net cash used in operating activities

Net cash provided by financing activities

Net change in cash

of June 30, 2021, our cash balance was $42,788.

The Company does not expect its current cash and operating income to be sufficient to

meet its financial needs for continuing operations over the next twelve months.

cash used in operations for the nine months ended June 30, 2021 of $120 was mainly due to the net loss that was incurred during the period.

cash provided by financing activities for the nine months ended June 30, 2021 of $42,500 was due to the issuance of notes payable during

following table sets forth a summary of changes in working capital as of ended March 31, 2021 and September 30, 2020:

decrease in current assets of $60 is mainly due to a decrease in cash from the payment of outstanding bills during the six months ended

March 31, 2021.

The increase in current liabilities of $50,006 is primarily due to an increase in accounts payable and accrued liabilities

during the six months ended March 31, 2021.

following table sets forth a summary of changes in cash flows for the six months ended March 31, 2021 and 2020:

months Ended March 31,

cash used in operating activities

of March 31, 2021, our cash balance was $348.

The Company does not expect its current cash and operating income to be sufficient to meet

its financial needs for continuing operations over the next twelve months.

cash used in operations for the six months ended March 31, 2021 of $60 was mainly due to the net loss that was incurred during the period.

may need to evaluate raising additional capital through the sale of equity securities, through an offering of debt securities or through

41 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements