Subsequent events	9 Months Ended
Mar. 31, 2022
Subsequent Events [Abstract]
Subsequent events	28. Subsequent events Subsequent Share Issuances On April 1, 2022, there was one note holder elected to convert $52,027 of the convertible note into 847,000,000 shares of the Company’s common stocks. On April 14, 2022, the Company issued 26,190,000 shares of the Company’s common stock in exchange for certain private equity and debt capital finder’s service. Subsequent to March 31, 2022, the Company issued 192,665,527 shares of the Company’s common stock in exchange cash of $22,846 pursuant to the Common Stock Purchase Agreement with Dutchess Capital Growth Fund LP dated January 6, 2022. Member Interest Purchase Agreements On March 28, 2022, SugarRush Inc., a wholly owned subsidiary of Sugarmade Inc. (“Purchaser”) entered into a Membership Interest Purchase Agreement (“Agreement”) with Boulevard Nightlife Group, LLC, a California limited liability company (“BNG”) and Loud Media LLC, a California limited liability company (“LM” and together with BNG, each a “Seller”, and collectively, “Sellers”). Sellers each own a fifty percent membership interest (“MI”) and together own a one hundred percent MI of Saguaro Delivery, LLC, a California limited liability company, and which 100% MI represents all of the issued and outstanding MIs of the Company. Purchaser is pursuing a non-storefront retail or delivery license with both the Los Angeles (“City”) Department of Cannabis Regulation (“DCR”) and the California Department of Cannabis Control (“DCC”) with regard to the following location: 8212 Sunset Blvd., Los Angeles CA 90046 (the “Licensed Premises”). Pursuant to the terms and conditions of this Agreement, Sellers hereby agree to sell to Purchaser and Purchaser hereby agrees to purchase from Sellers the Purchased MIs, with each Seller selling to Purchaser a twenty-five and one half percent (25.5%) MI, or fifty-one percent (51%) of the Purchased MIs. The total purchase price for the Purchased MIs to be paid by the Purchaser to the Sellers at the Closing shall be Fifty-one Thousand Dollars ($51,000.00), or ($1,000.00/ per Purchased MI) (the “Purchase Price”). The Purchase Price shall be paid by delivery of cash or check in the amount of Twenty-Five Thousand Five Hundred Dollars ($25,500.00) to each Seller by Purchaser at Closing. As of May 17, 2022, the Company had not made any payments to the sellers. On May 19, 2022, the Company entered into an addendum to the Membership Interest Purchase Agreement dated March 28, 2022. Pursuant to the addendum, both parties agreed to modify the effective date of the Agreement to the date that the addendum is fully executed. In addition, the purchase price was modified to be paid toward improvements needed to the property, the costs associated with obtaining a delivery license as well as the costs of operations, not including the initial cost of the initial cannabis to initially stock the delivery. All future expenses, that exceed $51,000 shall be split by the parties in proportion to their ownership in the Saguaro. Stock Purchase Agreement On March 28, 2022, SugarRush Inc., a wholly owned subsidiary of Sugarmade Inc. (“Purchaser”) entered into a Stock Purchase Agreement (“Agreement”) with Boulevard Nightlife Group, LLC, a California limited liability company (“BNG”) and Loud Media LLC, a California limited liability company (“LM” and together with BNG, each a “Seller”, and collectively, “Sellers”). Sellers each constitute the only two members of the non-profit mutual benefit corporation and are in the process of converting this entity to a for-profit corporation. Of the for-profit corporation each of the Sellers will own 500 shares, and together own 1,000 shares of the issued and outstanding shares of common stock, with no par value, of Sunset Sessions, Inc., a California corporation, and which 100% of the issued and outstanding shares of the Company. Pursuant to the terms and conditions of this Agreement, Sellers hereby agree to sell to Purchaser and Purchaser hereby agrees to purchase from Sellers the Purchased Shares, with each Seller selling to Purchaser exactly 300 shares of the Common Stock, or thirty percent (30%) of the Purchased Shares. The total purchase price for the Purchased Shares to be invested into the construction and operation of the Project, as further provided for in Section 1.3 below, shall be Two Hundred Fifty Thousand Dollars ($250,000.00), or ($833.33/ per Purchased Share). The Purchase Price shall be paid by Purchaser, as needed and toward the construction costs and operation of the business. As of May 17, 2022, the Company paid $50,000 cash as deposit to the sellers. On May 19, 2022, the Company entered into an addendum to the Stock Purchase Agreement dated March 28, 2022. Pursuant to the addendum, both parties agreed to modify the effective date of the Agreement to the date that the addendum is fully executed. In addition, the purchase price was modified to be paid by Purchaser, as needed and toward the construction costs and operation of the business. Purchaser shall have discretion to pay individual invoices for construction or pay a general contractor directly for all phases of work to be completed. In the even the project requires additional infusion of capital over and above two hundred and fifty thousand dollars ($250,000), the Parties shall contribute the necessary additional capital in proportion to their ownership. Sugarmade, Inc. and Subsidiaries Notes to Unaudited Condensed Consolidated Financial Statements March 31, 2022 *28. Subsequent events (Continued)* Promissory Note Agreement On April 27, 2022, the Company entered into a promissory note agreement with an accredited investor for a total amount of 144,200 (includes $15,450 OID). The note is due on April 27, 2023 and bears an one time interest charge of 12% (or $17,334) which was applied on the issuance date to the principal. Accrued, unpaid interest and outstanding principal, subject to adjustment, shall be paid in ten payments each in the amount of $16,153.40. The first payment shall be due June 15, 2022 with nine subsequent payments each month thereafter. Cultivation and Supply Agreement On April 28, 2022, Lemon Glow Company, Inc. (“Lemon Glow”), a wholly owned subsidiary of Sugarmade, Inc. (the “Company”) and Cannabis Global, Inc. (“Cannabis Global”) entered into a Cultivation and Supply Agreement (the “Agreement”). Cannabis Global owns a majority stake of Natural Plant Extract of California, Inc. which operates a licensed cannabis manufacturing and distribution operation in Lynwood, California. The Agreement provides that during the Spring 2022 cannabis cultivation season, Lemon Glow will outsource the cultivation of cannabis to licensed growers in Lake County, California; oversee and co-manage the cultivation; and sell cannabis to Cannabis Global conforming to its specifications. Lemon Glow will cultivate only the cannabis chemovars (commonly called “strains”) approved by Cannabis Global. The cultivation will be conducted in accordance with regulations adopted by California’s Department of Cannabis Control; Lake County, California; and other state and local governmental entities that may have legal jurisdiction over the cultivation. Under the terms of the Agreement, Lemon Glow will present a cultivation, harvest, and processing plan to Cannabis Global by May 15, 2022 (the “Plan”). Lemon Glow will begin executing the Plan as soon as practicable thereafter with the harvest expected to occur mid-October 2022 (the “Harvest”). The Harvest will be stored as “Fresh Frozen” cannabis. Fresh Frozen cannabis is immediately flash frozen upon harvest, instead of the traditional process of drying and curing cannabis. Under the terms of the Agreement, Cannabis Global is obligated to purchase the Harvest, up to 25,000 pounds (the “Target Yield”). Cannabis Global has an option to increase the Target Yield for subsequent growing seasons by 25% within 45 days of the current Harvest. Cannabis Global is required to pay Lemon Glow $28.00 per pound for the Fresh Frozen cannabis, up to the Target Yield. If the Target Yield is achieved, the aggregate purchase price would be $700,000 (the “Purchase Price”). The Purchase Price shall be paid as a series of cash payments and a convertible promissory note, as more fully described below. The cash portion of the Purchase Price will be paid in cash as five $40,000 monthly installments due on the 15th of each month, commencing May 15, 2022, and a final balloon payment of up to $100,000 on October 15, 2022, depending on the size of the Harvest. The other portion of the Purchase Price is a $400,000 convertible promissory note due April 28, 2023, bearing 8% interest per year was irrevocably issued to Lemon Glow on April 28, 2022 (the “Convertible Note”). At any time after 90 days of issuance, the Convertible Note is convertible by Lemon Glow into Cannabis Global common stock at 75% of the 10-day average closing price prior to conversion (the “Discount Price”). Interest paid on the Convertible Note is also convertible by Lemon Glow into Cannabis Global common stock at the Discount Price. Lemon Glow may not convert any amount due under the Convertible Note if, after giving effect to such conversion, Lemon Glow would beneficially own in excess of 4.99% of Cannabis Global’s outstanding common stock; provided, however, that Lemon Glow may waive this limitation on 61 days advanced notice. Sugarmade, Inc. and Subsidiaries Notes to Unaudited Condensed Consolidated Financial Statements March 31, 2022 *28. Subsequent events (Continued)* Events of default include, but are not limited to, failure to pay principal or interest; failure of Cannabis Global common stock to remain listed for trading on OTC Markets or a principal U.S. national securities exchange for a period of five trading days; notice to Lemon Glow that Cannabis Global cannot or will refuse to convert principal or interest into common stock; failure by Cannabis Global to convert principal or interest into common stock not remedied for three days; any default on other indebtedness in excess of $100,000; any default causing acceleration under another Cannabis Global debt obligation; the occurrence of certain bankruptcy and insolvency events; and the failure of Cannabis Global to instruct the transfer agent to remove restrictive legends when converted common stock becomes eligible for resale under Rule 144 of the Securities Act of 1933, as amended. Upon an event of default, Lemon Glow may declare the entire unpaid principal and interest due to be payable immediately; convert the unpaid principal and interest due at the Conversion Price; or exercise such other rights as Lemon Glow may have under the Convertible Note, the Agreement, other transaction documents or applicable law. Lemon Glow may transfer, sell, pledge, hypothecate or otherwise grant a security interest in the Convertible Note, subject to certain specified restrictions. The choice of law provision provides for Nevada law to govern the Convertible Note. Ownership of harvested cannabis will transfer to Cannabis Global upon receipt of the cannabis or upon Lemon Glow notifying Cannabis Global that it has packaged the Target Yield (the “Completion Notice”). Upon receipt of the Completion Notice, Cannabis Global has 30 days to pick up the Target Yield. If Cannabis Global has not taken possession of the cannabis within 30 days, Cannabis Global will become responsible for the ongoing cost of storage, including utilities and labor. Cannabis Global is obligated to use its best efforts to take possession of the entire Harvest within 180 days. After the 180-day period, any remaining amounts of the Harvest not picked up by Cannabis Global are considered abandoned by Cannabis Global and will become Lemon Glow’s property. Under the terms of the Agreement, Lemon Glow warrants it shall have good title, right and authority to sell all of the cannabis, free and clear of all liens, encumbrances and restrictions of any kind. The parties agree to maintain in confidence all matters and activities relating to or undertaken pursuant to the Agreement. The Agreement contains a cross-indemnification and hold harmless provision, which includes attorney fees. The Agreement is non-assignable without mutual consent. Upon the expiration of a 15-day notice period commencing upon receipt of a notice of default which remains uncured, the non-defaulting party may immediately terminate the Agreement, seek equitable relief and damages, or cure such default at the defaulting party’s expense. The Agreement also includes an appendix forecasting future cannabis harvests. The forecasts are not legally binding upon the parties, but the parties have agreed in principle to use them when entering into renewals or new similar agreements for subsequent growing seasons. The choice of law provision provides for California law to govern the Agreement.

Subsequent events

9 Months Ended

Mar. 31, 2022

28. Subsequent events

Subsequent Share Issuances

On April 1, 2022, there was one note holder elected to convert $52,027 of the convertible note into 847,000,000 shares of the Company’s common stocks.

On April 14, 2022, the Company issued 26,190,000 shares of the Company’s common stock in exchange for certain private equity and debt capital finder’s service.

Subsequent to March 31, 2022, the Company issued 192,665,527 shares of the Company’s common stock in exchange cash of $22,846 pursuant to the Common Stock Purchase Agreement with Dutchess Capital Growth Fund LP dated January 6, 2022.

Member Interest Purchase Agreements

On March 28, 2022, SugarRush Inc., a wholly owned subsidiary of Sugarmade Inc. (“Purchaser”) entered into a Membership Interest Purchase Agreement (“Agreement”) with Boulevard Nightlife Group, LLC, a California limited liability company (“BNG”) and Loud Media LLC, a California limited liability company (“LM” and together with BNG, each a “Seller”, and collectively, “Sellers”). Sellers each own a fifty percent membership interest (“MI”) and together own a one hundred percent MI of Saguaro Delivery, LLC, a California limited liability company, and which 100% MI represents all of the issued and outstanding MIs of the Company. Purchaser is pursuing a non-storefront retail or delivery license with both the Los Angeles (“City”) Department of Cannabis Regulation (“DCR”) and the California Department of Cannabis Control (“DCC”) with regard to the following location: 8212 Sunset Blvd., Los Angeles CA 90046 (the “Licensed Premises”).

Pursuant to the terms and conditions of this Agreement, Sellers hereby agree to sell to Purchaser and Purchaser hereby agrees to purchase from Sellers the Purchased MIs, with each Seller selling to Purchaser a twenty-five and one half percent (25.5%) MI, or fifty-one percent (51%) of the Purchased MIs. The total purchase price for the Purchased MIs to be paid by the Purchaser to the Sellers at the Closing shall be Fifty-one Thousand Dollars ($51,000.00), or ($1,000.00/ per Purchased MI) (the “Purchase Price”). The Purchase Price shall be paid by delivery of cash or check in the amount of Twenty-Five Thousand Five Hundred Dollars ($25,500.00) to each Seller by Purchaser at Closing. As of May 17, 2022, the Company had not made any payments to the sellers.

On May 19, 2022, the Company entered into an addendum to the Membership Interest Purchase Agreement dated March 28, 2022. Pursuant to the addendum, both parties agreed to modify the effective date of the Agreement to the date that the addendum is fully executed. In addition, the purchase price was modified to be paid toward improvements needed to the property, the costs associated with obtaining a delivery license as well as the costs of operations, not including the initial cost of the initial cannabis to initially stock the delivery. All future expenses, that exceed $51,000 shall be split by the parties in proportion to their ownership in the Saguaro.

Stock Purchase Agreement

On March 28, 2022, SugarRush Inc., a wholly owned subsidiary of Sugarmade Inc. (“Purchaser”) entered into a Stock Purchase Agreement (“Agreement”) with Boulevard Nightlife Group, LLC, a California limited liability company (“BNG”) and Loud Media LLC, a California limited liability company (“LM” and together with BNG, each a “Seller”, and collectively, “Sellers”). Sellers each constitute the only two members of the non-profit mutual benefit corporation and are in the process of converting this entity to a for-profit corporation. Of the for-profit corporation each of the Sellers will own 500 shares, and together own 1,000 shares of the issued and outstanding shares of common stock, with no par value, of Sunset Sessions, Inc., a California corporation, and which 100% of the issued and outstanding shares of the Company.

Pursuant to the terms and conditions of this Agreement, Sellers hereby agree to sell to Purchaser and Purchaser hereby agrees to purchase from Sellers the Purchased Shares, with each Seller selling to Purchaser exactly 300 shares of the Common Stock, or thirty percent (30%) of the Purchased Shares. The total purchase price for the Purchased Shares to be invested into the construction and operation of the Project, as further provided for in Section 1.3 below, shall be Two Hundred Fifty Thousand Dollars ($250,000.00), or ($833.33/ per Purchased Share). The Purchase Price shall be paid by Purchaser, as needed and toward the construction costs and operation of the business. As of May 17, 2022, the Company paid $50,000 cash as deposit to the sellers.

On May 19, 2022, the Company entered into an addendum to the Stock Purchase Agreement dated March 28, 2022. Pursuant to the addendum, both parties agreed to modify the effective date of the Agreement to the date that the addendum is fully executed. In addition, the purchase price was modified to be paid by Purchaser, as needed and toward the construction costs and operation of the business. Purchaser shall have discretion to pay individual invoices for construction or pay a general contractor directly for all phases of work to be completed. In the even the project requires additional infusion of capital over and above two hundred and fifty thousand dollars ($250,000), the Parties shall contribute the necessary additional capital in proportion to their ownership.

Sugarmade, Inc. and Subsidiaries

Notes to Unaudited Condensed Consolidated Financial Statements

March 31, 2022

28. Subsequent events (Continued)

Promissory Note Agreement

On April 27, 2022, the Company entered into a promissory note agreement with an accredited investor for a total amount of 144,200 (includes $15,450 OID). The note is due on April 27, 2023 and bears an one time interest charge of 12% (or $17,334) which was applied on the issuance date to the principal. Accrued, unpaid interest and outstanding principal, subject to adjustment, shall be paid in ten payments each in the amount of $16,153.40. The first payment shall be due June 15, 2022 with nine subsequent payments each month thereafter.

Cultivation and Supply Agreement

On April 28, 2022, Lemon Glow Company, Inc. (“Lemon Glow”), a wholly owned subsidiary of Sugarmade, Inc. (the “Company”) and Cannabis Global, Inc. (“Cannabis Global”) entered into a Cultivation and Supply Agreement (the “Agreement”). Cannabis Global owns a majority stake of Natural Plant Extract of California, Inc. which operates a licensed cannabis manufacturing and distribution operation in Lynwood, California.

The Agreement provides that during the Spring 2022 cannabis cultivation season, Lemon Glow will outsource the cultivation of cannabis to licensed growers in Lake County, California; oversee and co-manage the cultivation; and sell cannabis to Cannabis Global conforming to its specifications. Lemon Glow will cultivate only the cannabis chemovars (commonly called “strains”) approved by Cannabis Global. The cultivation will be conducted in accordance with regulations adopted by California’s Department of Cannabis Control; Lake County, California; and other state and local governmental entities that may have legal jurisdiction over the cultivation.

Under the terms of the Agreement, Lemon Glow will present a cultivation, harvest, and processing plan to Cannabis Global by May 15, 2022 (the “Plan”). Lemon Glow will begin executing the Plan as soon as practicable thereafter with the harvest expected to occur mid-October 2022 (the “Harvest”). The Harvest will be stored as “Fresh Frozen” cannabis. Fresh Frozen cannabis is immediately flash frozen upon harvest, instead of the traditional process of drying and curing cannabis.

Under the terms of the Agreement, Cannabis Global is obligated to purchase the Harvest, up to 25,000 pounds (the “Target Yield”). Cannabis Global has an option to increase the Target Yield for subsequent growing seasons by 25% within 45 days of the current Harvest. Cannabis Global is required to pay Lemon Glow $28.00 per pound for the Fresh Frozen cannabis, up to the Target Yield. If the Target Yield is achieved, the aggregate purchase price would be $700,000 (the “Purchase Price”). The Purchase Price shall be paid as a series of cash payments and a convertible promissory note, as more fully described below.

The cash portion of the Purchase Price will be paid in cash as five $40,000 monthly installments due on the 15th of each month, commencing May 15, 2022, and a final balloon payment of up to $100,000 on October 15, 2022, depending on the size of the Harvest.

The other portion of the Purchase Price is a $400,000 convertible promissory note due April 28, 2023, bearing 8% interest per year was irrevocably issued to Lemon Glow on April 28, 2022 (the “Convertible Note”). At any time after 90 days of issuance, the Convertible Note is convertible by Lemon Glow into Cannabis Global common stock at 75% of the 10-day average closing price prior to conversion (the “Discount Price”). Interest paid on the Convertible Note is also convertible by Lemon Glow into Cannabis Global common stock at the Discount Price. Lemon Glow may not convert any amount due under the Convertible Note if, after giving effect to such conversion, Lemon Glow would beneficially own in excess of 4.99% of Cannabis Global’s outstanding common stock; provided, however, that Lemon Glow may waive this limitation on 61 days advanced notice.

Sugarmade, Inc. and Subsidiaries

Notes to Unaudited Condensed Consolidated Financial Statements

March 31, 2022

28. Subsequent events (Continued)

Events of default include, but are not limited to, failure to pay principal or interest; failure of Cannabis Global common stock to remain listed for trading on OTC Markets or a principal U.S. national securities exchange for a period of five trading days; notice to Lemon Glow that Cannabis Global cannot or will refuse to convert principal or interest into common stock; failure by Cannabis Global to convert principal or interest into common stock not remedied for three days; any default on other indebtedness in excess of $100,000; any default causing acceleration under another Cannabis Global debt obligation; the occurrence of certain bankruptcy and insolvency events; and the failure of Cannabis Global to instruct the transfer agent to remove restrictive legends when converted common stock becomes eligible for resale under Rule 144 of the Securities Act of 1933, as amended.

Upon an event of default, Lemon Glow may declare the entire unpaid principal and interest due to be payable immediately; convert the unpaid principal and interest due at the Conversion Price; or exercise such other rights as Lemon Glow may have under the Convertible Note, the Agreement, other transaction documents or applicable law. Lemon Glow may transfer, sell, pledge, hypothecate or otherwise grant a security interest in the Convertible Note, subject to certain specified restrictions. The choice of law provision provides for Nevada law to govern the Convertible Note.

Ownership of harvested cannabis will transfer to Cannabis Global upon receipt of the cannabis or upon Lemon Glow notifying Cannabis Global that it has packaged the Target Yield (the “Completion Notice”). Upon receipt of the Completion Notice, Cannabis Global has 30 days to pick up the Target Yield. If Cannabis Global has not taken possession of the cannabis within 30 days, Cannabis Global will become responsible for the ongoing cost of storage, including utilities and labor. Cannabis Global is obligated to use its best efforts to take possession of the entire Harvest within 180 days. After the 180-day period, any remaining amounts of the Harvest not picked up by Cannabis Global are considered abandoned by Cannabis Global and will become Lemon Glow’s property.

Under the terms of the Agreement, Lemon Glow warrants it shall have good title, right and authority to sell all of the cannabis, free and clear of all liens, encumbrances and restrictions of any kind. The parties agree to maintain in confidence all matters and activities relating to or undertaken pursuant to the Agreement. The Agreement contains a cross-indemnification and hold harmless provision, which includes attorney fees. The Agreement is non-assignable without mutual consent. Upon the expiration of a 15-day notice period commencing upon receipt of a notice of default which remains uncured, the non-defaulting party may immediately terminate the Agreement, seek equitable relief and damages, or cure such default at the defaulting party’s expense. The Agreement also includes an appendix forecasting future cannabis harvests. The forecasts are not legally binding upon the parties, but the parties have agreed in principle to use them when entering into renewals or new similar agreements for subsequent growing seasons. The choice of law provision provides for California law to govern the Agreement.