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Note 5 - Stockholders' Equity
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6 Months Ended |
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Feb. 28, 2014
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| Stockholders' Equity Note [Abstract] | |
| Stockholders' Equity Note Disclosure [Text Block] |
Note 5 – Stockholders’ Equity
On June 7, 2010, the shareholders of the Company voted to increase the authorized common shares of the Company’s common stock from 90,000,000 authorized shares of common stock to 480,000,000 authorized shares of common stock. Additionally, the shareholders voted to increase the authorized shares of the Company’s preferred stock from 10,000,000 authorized shares to 20,000,000 authorized shares of preferred stock. As a result of this vote, the Company filed an amendment to its Articles of Incorporation to reflect this change.
On October 31, 2012 the shareholders of the Company voted to increase the authorized common shares of the Company’s common stock from 480,000,000 authorized shares of common stock to 580,000,000 authorized shares of common stock. As a result of this vote, the Company filed an amendment to its Articles of Incorporation to reflect this change.
On November 23, 2012, we effected a 1,000 for 1 reverse stock split, decreasing the issued and outstanding shares common shares from 60,200,000 to 60,200 shares and decreasing the issued and outstanding preferred shares from 1,000,000 to 1,000. All share amounts throughout this report have been retroactively adjusted for all periods to reflect this stock split.
Preferred stock
On August 15, 2009, the Company issued a total of 2,000 (post-reverse split) shares of preferred stock to two individual investors in a private placement under Rule 506 of the Securities Act of 1933 for $5,000 in cash, or $2.50 (post-reverse split) per share.
On October 12, 2010, a preferred stock shareholder elected to convert 1,000 (post-reverse split) shares of preferred stock in exchange for 3,000 (post-reverse split) shares of common stock.
The Company is authorized to issue 20,000,000 shares of $0.001 par value preferred stock as of February 28, 2014 and August 31, 2013. The Company has 1,000 (post-reverse split) shares of preferred stock issued and outstanding as of February 28, 2014 and August 31, 2013.
Common stock
During the year ended August 31, 2013 the Company issued an aggregate of 203 shares of common stock to shareholders for fractional shares from the November 23, 2012 reverse stock-split noted above.
As noted above, on October 12, 2010, a preferred stock shareholder elected to convert 1,000 (post-reverse split) shares of preferred stock in exchange for 3,000 (post-reverse split) shares of common stock.
On August 20, 2009, the Company issued 8,980 (post-reverse split) founder’s shares of common stock in exchange for a subscription receivable of $8,980. The Company received proceeds of $8,980 at various dates between September 15, 2009 and May 13, 2010.
On August 20, 2009, the Company issued 25,340 (post-reverse split) founder’s shares of common stock in exchange for contributed equipment with a cost basis of $25,340. The cost basis approximated the fair market value of the equipment.
On August 20, 2009, the Company cancelled and returned to treasury 6,320 (post-reverse split) shares of common stock previously issued to founders. No consideration was provided and the total par value of $6,320 was recorded as additional paid-in capital.
On February 10, 2002, the Company issued 25,000 (post-reverse split) shares to the Company President for professional services rendered. The fair value of those shares was $125,000 on the grant date.
The Company issued a total of 3,000 (post-reverse split) shares of its $0.001 par value common stock during May 2001 in a private placement under Rule 506 of the Securities Act of 1933 for $15,000 in cash, or $5 (post-reverse split) per share to a total of nineteen individual investors. Due to a lack of operations, management believes the purchase price of $5 (post-reverse split) per share is representative of fair value.
On January 10, 2001 the Company issued 1,200 (post-reverse split) shares of common stock to the founder of the Company in exchange for proceeds of $500. Since the par value of the Company’s common stock is the legal minimum value, management recorded compensation for the difference between the amount paid of $500 and the minimum value of $1,200, or $700 in the accompanying statement of operations.
During the six months ended February 28, 2014, the Company issued 12,771,500 shares of common stock at $0.002 for conversion of debt due to the Company’s CEO, Gerald Ricks, valued at $25,543.
During the six months ended February 28, 2014, the Company issued 3,510,500 shares of common stock at $0.002 for conversion of debt due to the Company’s former CEO, Robert Timothy, valued at $7,021.
During the six months ended February 28, 2014, the Company issued 15,016,500 shares of common stock at $0.002 for conversion of debt due to the Company’s major shareholder, BK Consulting, valued at $30,033.
The Company is authorized to issue 580,000,000 shares of $0.001 par value common stock as of February 28, 2014 and August 31, 2013. The Company has 31,358,903 and 60,403 (post-reverse split) shares of common stock issued and outstanding as of February 28, 2014 and August 31, 2013.
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