Annual report pursuant to Section 13 and 15(d)

Note 3 - Related Party Transactions

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Note 3 - Related Party Transactions
12 Months Ended
Aug. 31, 2015
Related Party Transactions [Abstract]  
Related Party Transactions Disclosure [Text Block]
Note 3 – Related Party Transactions

Conversion of Notes Payable

During the year ended August 31, 2014, the Company converted $25,543 of convertible debt due to the Company’s CEO, Gerald Ricks, into 12,771,500 shares of common stock.

During the year ended August 31, 2014, the Company converted $7,021 of convertible debt due to the Company’s former CEO, Robert Timothy, into 3,510,500 shares of common stock.

During the year ended August 31, 2014, the Company converted $30,033 of convertible debt due to the Company’s major shareholder, BK Consulting, into 15,016,500 shares of common stock.

During the year ended August 31, 2014, the Company’s major shareholder, BK Consulting sold convertible notes to five unrelated third parties who subsequently converted the note into common stock.  The Company converted $12,446 of convertible debt into 6,223,000 shares of common stock.

The above note conversions were converted within the conversion terms.  The Company recorded no gain or loss related to the conversion of these notes.

Convertible Notes Payable

During the year ended August 31, 2014 the Company issued convertible promissory notes for aggregate proceeds in the amount of $22,643.  The loans are non-interest bearing and convertible at the holder’s discretion into Common Stock at a price of $0.002 per share. 

On November 3, 2014 the Company issued an unsecured convertible loan of $2,670.25, non-interest bearing, due on demand and convertible into Common Stock at a rate $0.002 per share, from BK Consulting, to fund operations. 

On November 18, 2014 the Company issued an unsecured convertible loan of $1,500, non-interest bearing, due on demand and convertible into Common Stock at a rate $0.002 per share, from BK Consulting, to fund operations. 

On December 4, 2014 the Company issued an unsecured convertible loan of $2,000, non-interest bearing, due on demand and convertible into Common Stock at a rate $0.002 per share, from BK Consulting, to fund operations. 

On January 2, 2015 the Company issued an unsecured convertible loan of $2,073, non-interest bearing, due on demand and convertible into Common Stock at a rate $0.002 per share, from BK Consulting, to fund operations. 

On January 14, 2015 the Company issued an unsecured convertible loan of $1,250, non-interest bearing, due on demand and convertible into Common Stock at a rate $0.002 per share, from BK Consulting, to fund operations. 

On February 2, 2015 the Company issued an unsecured convertible loan of $1,950, non-interest bearing, due on demand and convertible into Common Stock at a rate $0.002 per share, from BK Consulting, to fund operations. 

On March 4, 2015 the Company issued an unsecured convertible loan of $2,275, non-interest bearing, due on demand and convertible into Common Stock at a rate $0.002 per share, from BK Consulting, to fund operations. 


On April 14, 2015 the Company issued an unsecured convertible loan of $1,250, non-interest bearing, due on demand and convertible into Common Stock at a rate $0.002 per share, from BK Consulting, to fund operations. 


On April 30, 2015 the Company issued an unsecured convertible loan of $1,950, non-interest bearing, due on demand and convertible into Common Stock at a rate $0.002 per share, from BK Consulting, to fund operations. 

On July 15, 2015 the Company issued an unsecured convertible loan of $2,635, non-interest bearing, due on demand and convertible into Common Stock at a rate $0.002 per share, from a major shareholder, BK Consulting, to fund operations.

On July 17, 2015 the Company issued an unsecured convertible loan of $1,250, non-interest bearing, due on demand and convertible into Common Stock at a rate $0.002 per share, from a major shareholder, BK Consulting, to fund operations.

On July 29, 2015 the Company issued an unsecured convertible loan of $2,073, non-interest bearing, due on demand and convertible into Common Stock at a rate $0.002 per share, from a major shareholder, BK Consulting, to fund operations.

As of August 31, 2015 and August 31, 2014 the balance of the convertible debt was $38,543 and $15,668.  The Company records imputed interest on all outstanding convertible notes at a rate of 8%.  The Company recorded imputed interest in the amount of $2,139 and $1,319 during the year ended August 31, 2015 and 2014.

Discounts on Convertible Notes Payable

The Company calculates any beneficial conversion feature embedded in its convertible notes via the intrinsic value method.  The conversion feature was considered a discount to the notes, to the extent the aggregate value of the conversion feature did not exceed the face value of the notes.  These discounts are amortized to interest expense through earlier of the term or conversion of the notes.  During the year ended August 31, 2015 and 2014 the Company recorded debt discounts in the amount of $22,876 and $22,643.  During the year ended August 31, 2015 and 2014 the Company amortized debt discounts to interest expense in the aggregate amount of $22,876 and $22,643. 

Change in Management

On December 15, 2010, the former CEO, Robert Timothy, resigned as from the Board of Directors and his position as CEO, and appointed Gerald Ricks as the Chairman of the Board of Directors and CEO.

On December 30, 2010, the Board of Directors dismissed Ronald Schurman as Secretary and Treasurer and appointed Vincent Kelly to the Board and positions of Secretary and Treasurer.

On December 31, 2010, the Board of Directors appointed James Hughes to the Board of Directors.