Restatement

3 Months Ended

Mar. 31, 2023

Condensed Financial Information Disclosure [Abstract]

RESTATEMENT

9. RESTATEMENT

On May 22, 2023, the Company filed its Quarterly Report on Form 10-Q for the first quarter of 2023 without the knowledge or review of the Company’s independent auditor, MaloneBailey, LLP. The Company identified the following errors in the Form 10-Q originally filed: 1) an understatement of general and administrative expenses of $28,558; 2) accounting estimates for valuing the stock-based compensation which resulted in an overstatement of general and administrative expenses of $27,952; 3) reclassification of due to related party of $39,423.

The following table presents the effects of the restatement on the accompanying balance sheet at March 31, 2023:

	As of March 31, 2023
	As Previously Reported			Restatement Adjustments			Restatement References	As Restated
Current assets
Prepaid expense and other current assets	$	511		$	-			$	511
Total current assets		511			-				511
Total assets	$	511		$	-			$	511
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Accrued liabilities	$	54,928		$	(10,865	)	(A) (B)	$	44,063
Due to related party		-			39,423		(B)		39,423
Total current liabilities		54,928			28,558				83,486
Stockholders’ deficit:
Undesignated preferred stock, $0.001 par value, 9,999,942 shares authorized, none issued and outstanding		-			-				-
Series C convertible non-redeemable preferred stock, $0.001 par value, 48 shares authorized, issued and outstanding at March 31, 2023; $12,500 per share liquidation preference ($600,000 aggregate liquidation preference at March 31, 2023)		-			-				-
Series D convertible non-redeemable preferred stock, $0.001 par value, 10 shares authorized, issued and outstanding at March 31, 2023; $8,725 per share liquidation preference ($87,250 aggregate liquidation preference at March 31, 2023)		-			-				-
Common stock, $0.001 par value, 200,000,000 shares authorized, 100,301,968 shares issued and outstanding at March 31, 2023		100,302			-				100,302
Additional paid-in capital		29,350,472			(27,952	)	(C)		29,322,475
Accumulated deficit		(29,505,146	)		(606	)	(A) (C)		(29,505,752	)
Total stockholders’ deficit		(54,417	)		(28,558	)			(82,975	)
Total liabilities and stockholders’ deficit	$	511		$	-			$	511

The following table presents the effects of the restatement on the accompanying statement of operation for the three months ended March 31, 2023:

	Three Months Ended March 31, 2023
	As Previously Reported			Restatement Adjustments			Restatement References	As Restated
Operating expenses
Stock-based compensation expense		249,654			(27,952	)	(C)		221,702
General and administrative expenses		25,966			28,558		(A)		54,524
Loss from operations		(275,620	)		(606	)			(276,226	)
Interest expense		-			-				-
Net loss	$	(275,620	)	$	(606	)		$	(276,226	)
Net loss per share – basic and diluted	$	(0.01	)					$	(0.01	)
Basic and diluted weighted average shares outstanding		40,581,181							40,581,181

The following table presents the effects of the restatement on the accompanying statement of changes in stockholders’ equity for the three months ended March 31, 2023:

					PREFERRED STOCK							ADDITIONAL
					SERIES C				SERIES D			PAID-IN			ACCUMULATED
	SHARES		CAPITAL		SHARES		CAPITAL		SHARES		CAPITAL	CAPITAL			DEFICIT			TOTAL
Balance at March 31, 2023 (As Previously Reported)		100,301,968	$	100,302		48	$	-		10	$	$	29,350,427		$	(29,505,146	)	$	(54,417	)
Restatement adjustments		-											(27,952	)		(606	)		(28,558	)
Balance at March 31, 2023 (As Restated)		100,301,968	$	100,302		48	$	-		10	$	$	29,322,475		$	(29,505,752	)	$	(82,975	)

The following table presents the effects of the restatement on the accompanying statement of cash flows for the three months ended March 31, 2023:

	As Previously Reported			Restatement Adjustments			As Restated
Net loss	$	(275,620	)	$	(606	)	$	(276,226	)
Stock-based compensation		249,654			(27,952	)		221,702
Accrued liabilities		25,966			28,558			54,524
Non-cash transactions:
Operating expenses directly paid by a related party	$	-		$	39,423		$	39,423

(A) To record professional fee of $28,558.

(B) To present professional fee paid by a related party of $39,423 as due to related party.

(C) To correct over-recorded stock-based compensation expense by $27,952.