EQUITY TRANSACTIONS |
NOTE
4 - EQUITY TRANSACTIONS
Preferred
Stock Dividends
As
of September 30, 2023 and September 30, 2022, the cumulative arrearage of undeclared dividends for Series A Preferred stock totaled $205,658
and $165,144,
respectively and $41,038
for the year ended September 30, 2023.
As
of the date of this report, we have 200,000,000
authorized shares of preferred stock, par value
$0.00001
per share, of which 7,373,403
shares were issued and outstanding. There are
currently 5 series of preferred stock designated as follows:
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1,250,000
shares have been designated as Series A Preferred
Stock, 512,996
of which are issued and outstanding;
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10
shares have been designated as Series B Preferred
Stock, none
of which is issued and outstanding;
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50,000,000
shares have been designated as Series C Preferred
Stock, 3,133,503
of which are issued and outstanding; and
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10,000,000
shares have been designated Series D Preferred stock,
of which 670,904
are issued and outstanding; and
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10,000,000
shares have been designated Series E Preferred stock,
of which 3,000,000
are issued and outstanding.
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Pursuant
to our Articles of Incorporation establishing our preferred stock:
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A
holder of shares of the Series A Preferred Stock is entitled to the number of votes equal to the number of shares of the Series A
Preferred Stock held by such holder multiplied by one on all matters submitted to a vote of our stockholders. Each one share of our
Series A Preferred Stock shall be convertible into 100
shares of our common stock. Each holder of
Series A Preferred Stock is entitled to receive cumulative dividends at the rate of 8%
of $1.00
per annum on each outstanding share of Series
A Preferred Stock then held by such holder, on a pro rata basis.
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A
holder of shares of the Series B Preferred Stock is entitled to one vote per share on all matters submitted to a vote of our stockholders.
If at least one share of Series B Preferred Stock is issued and outstanding, then the total aggregate issued shares of Series B Preferred
Stock at any given time, regardless of their number, shall have voting rights equal to two times the sum of the total number of shares
of our common stock which are issued and outstanding at the time of voting, plus the total number of shares of any shares of our
preferred stock which are issued and outstanding at the time of voting. A holder of shares of the Series B Preferred Stock shall
have no conversion rights or rights to dividends. |
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A
holder of shares of the Series C Preferred Stock is entitled to the number of votes equal to the number of shares of the Series C
Preferred Stock held by such holder multiplied by 5 on all matters submitted to a vote of our stockholders. In addition, the holders
of our Series C Preferred Stock shall be entitled to receive dividends when, as and if declared by the Board of Directors, in its
sole discretion. No dividends have been declared. Finally, each one share of our Series C Preferred Stock shall be convertible into
five shares of our common stock. |
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A
holder of shares of the Series D Preferred Stock is entitled to the number of votes equal to the number of shares of the Series D
Preferred Stock held by such holder multiplied by 5 on all matters submitted to a vote of our stockholders. In addition, the holders
of our Series D Preferred Stock shall be entitled to receive dividends when, as and if declared by the Board of Directors, in its
sole discretion. No dividends have been declared. Finally, each one share of our Series D Preferred Stock shall be convertible into
five shares of our common stock. |
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A
holder of shares of the Series E Preferred Stock is entitled to the number of votes equal to the number of shares of the Series E
Preferred Stock held by such holder multiplied by 100
on all matters submitted to a vote of our
stockholders. In addition, the holders of our Series E Preferred Stock shall be entitled to receive dividends when, as and if declared
by the Board of Directors, in its sole discretion. No dividends have been declared. Finally, each one share of our Series E Preferred
Stock shall be convertible into 100 shares of our common stock.
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Common
stock issued for Conversion of C Preferred
During
the year ended September 30, 2023, the holder of Series C preferred stock, converted 208,000
shares of Series C Preferred Stock into 1,040,000
shares of Common Stock at the stated conversion
rate with no gain or loss recognized.
Cancellation
of Shares
During
the year ended September 30, 2022, the Company canceled an aggregate of 458,300 shares
of its common stock due to share issuance in error by the Company.
Stock
repurchase program
On
January 6, 2023, the Board of Directors approved a stock repurchase program pursuant to which the Company may repurchase shares of its
outstanding common stock. The repurchase program may be extended, suspended, or discontinued at any time. As of September 30, 2023, no
common stock was repurchased.
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