|
3. Stockholders' Equity/Deficit
|
3 Months Ended | |||
|---|---|---|---|---|
|
Mar. 31, 2014
|
||||
| Equity [Abstract] | ||||
| STOCKHOLDERS' EQUITY/DEFICIT |
The Company had shares of the following class of capital stock issued and outstanding as of March 31, 2014:
On December 15, 2006, the Company issued 105,000,000 shares of its common stock at $0.0000666 per share to the sole member of the Company’s Board of Directors and President of the Company for cash proceeds of approximately $7,000.
On May 12, 2008, the Company issued 45,000,000 shares of its common stock at $0.0000666 per share to the sole member of the Company’s Board of Directors and President of the Company for cash proceeds of approximately $3,000.
From August to September, 2008, the Company issued 9,300,000 shares of its common stock through private placement offerings at $0.001666 per share for net proceeds to the Company of approximately $15,500.
On June 26, 2012, the President of the Company forgave all debts owing to him by the Company for all advances/shareholders loans totalling $54,742. All these sums are reflected as a credit to additional-paid-in-capital.
On August 15, 2012, two shareholders of the Company returned 126,000,000 (pre-split 8,400,000) restricted shares of common stock to the Company’s treasury and the shares were cancelled by the Company. The shares were returned to the Company’s treasury for no consideration to the shareholders. Following the cancellation the Company now had 33,300,000 (pre-split 2,220,000 shares of common stock outstanding.
On August 22, 2012 a majority of shareholders and the Company’s Board of Directors approved a special resolution to undertake a forward split of the common stock of the Company, exchanging 15 new shares for 1 old share, which was effected on October 1, 2012, increasing the outstanding shares from 2,220,000 to 33,300,000.
On February 25, 2013, the Company issued 100,000 shares of its common stock through a private placement offering at $0.25 per share for net proceeds to the Company of $25,000.
On February 25, 2013 the Company issued a total of 7,000 shares of its common stock under the 2013 Plan to one individual and two companies in exchange for services provided by each recipient as an independent consultant to the Company. Total value received for services rendered was $4,430 (refer Equity Incentive Award Plan).
On July 11, 2013, the Company issued 100,000 shares of its common stock through a private placement offering at $0.25 per share for net proceeds to the Company of $25,000.
On September 16, 2013, the Company issued 300,000 shares of its common stock through a private placement offering at $0.25 per share for net proceeds to the Company of $75,000.
Private Placement Memorandum On October 23, 2013, pursuant to a Private Placement Memorandum, the Company offered to raise a minimum of $550,000 to a maximum of $2,000,000 at $0.35 per share. The offering extended from October 23, 2013 to the close of business on December 31, 2013 unless the offering was extended at the Company’s sole discretion. Subsequently the offering was extended to February 28, 2014. There is no escrow of any of the proceeds of the offering, however the Company will not make use of the funds until a minimum of $550,000 (prior to commissions) or net $500,000 to the Company has been received. If the minimum is not met the Company will return funds to the investors.
On November 14, 2013, the Company issued 100,000 common shares through a private placement offering at $0.35 per share for net proceeds to the Company of $35,000.
On November 20, 2013, the Company received $36,750 in subscription receivables to issue 105,000 shares of its common stock through a private placement offering at $0.35 per share.
On March 4, 2014, the Company not having met the minimum $500,000 net proceeds under the terms of the Private Placement Memorandum the Company returned the total funds of $71,750 to the investors. The 100,000 shares that had been issued were returned to the Company. The reversal of the transaction is reflected in the financial statements dated December 31, 2013.
All references in these financial statements to number of common shares, price per share and weighted average number of common shares outstanding prior to the 15:1 forward split have been adjusted to reflect the stock split on a retroactive basis, unless otherwise noted.
Equity Incentive Award Plan On February 25, 2013, the Board of Directors of the Company adopted the 2013 Plan, which was approved by the holders of a majority, or approximately 65%, of the outstanding shares of the Company’s common stock on February 25, 2013.
The 2013 Plan is an “omnibus plan” under which stock options, stock appreciation rights, performance share awards, restricted stock and restricted stock units can be awarded. 3,500,000 shares of the Company’s common stock are reserved for issuance under the 2013 Plan. The term of the 2013 Plan is 10 years from the date of its adoption.
On February 25, 2013 the Company issued a total of 7,000 shares of its common stock under the 2013 Plan to one individual and two companies in exchange for services provided by each recipient as an independent consultant to the Company. Total value received for services rendered was $4,430. |