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Note 3 - Related Party Transactions
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9 Months Ended |
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Feb. 28, 2015
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| Related Party Transactions [Abstract] | |
| Related Party Transactions Disclosure [Text Block] |
Note 3 – Related Party Transactions
On April 19, 2011, the Company’s CEO, Larry Adelt, provided an advance of $100 in cash, which was recorded as a current liability as of May 31, 2011. The advance was non-interest bearing and due on demand.
As of November 12, 2014, the Company’s $100 debt to Mr. Adelt had been satisfied and there were no amounts due from the Company to Mr. Adelt.
On May 31, 2011, the Company issued 11,250,000 shares (post reverse-split) of common stock, par value $0.001, to the Company’s CEO, Larry Adelt, for $18,000.
Larry Adelt sold 5,000,000 of his shares (post reverse-split) of common stock at a price of $0.016 per share (post reverse-split) pursuant to the Company’s Registration Statement, as amended, which was declared effective by the Securities and Exchange Commission on August 21, 2013.
On November 12, 2014, Mr. Adelt sold his remaining 6,250,000 shares (post reverse-split) of common stock in the Company to CLS Labs, Inc., a Nevada corporation, for $295,250 in a private transaction.
BK Consulting
Notes Payable
During the year ended May 31, 2012, the Company issued an unsecured note in the amount of $50 to BK Consulting and Associates, P.C. (“BK Consulting”) to fund its operations. The unsecured note bears interest at a rate of 8% annually and is due on demand.
During the year ended May 31, 2013, the Company issued an unsecured note in the amount of $161 to BK Consulting to fund its operations. The unsecured note bears interest at a rate of 8% annually and is due on demand.
During the year ended May 31, 2014, the Company issued an unsecured note in the amount of $4,999 to BK Consulting to fund its operations. The unsecured note bears interest at a rate of 8% annually and is due on demand.
On November 11, 2014, BK Consulting forgave all outstanding loans, promissory notes and other indebtedness of the Company to BK Consulting, including, but not limited to, all principal, interest and other amounts owed pursuant to the above-referenced unsecured promissory notes.
As of February 28, 2015 and May 31, 2014, respectively, the Company had accrued interest related to these notes in the amount of $0 and $371.
Convertible Notes Payable
During the year ended May 31, 2014, the Company issued an unsecured convertible note in the amount of $9,675 to BK Consulting and used the proceeds to fund its operations. The unsecured convertible note is non-interest bearing, due on demand and convertible into common stock at a rate $0.0032 per share (post reverse-split).
On July 16, 2014, the Company issued an unsecured convertible note in the amount of $11,582 to BK Consulting and used the proceeds to fund its operations. The unsecured convertible note is non-interest bearing, due on demand and convertible into common stock at a rate $0.0032 per share (post reverse-split).
On July 29, 2014, the Company issued an unsecured convertible note in the amount of $1,600 to BK Consulting and used the proceeds to fund its operations. The unsecured convertible note is non-interest bearing, due on demand and convertible into common stock at a rate of $0.0032 per share (post reverse-split).
On August 22, 2014, the Company issued an unsecured convertible note in the amount of $1,750 to BK Consulting and used the proceeds to fund its operations. The unsecured convertible note is non-interest bearing, due on demand and convertible into common stock at a rate of $0.0032 per share (post reverse-split).
On September 2, 2014, the Company issued an unsecured convertible note in the amount of $2,000 to BK Consulting and used the proceeds to fund its operations. The unsecured convertible note is non-interest bearing, due on demand and convertible into common stock at a rate of $0.0032 per share (post reverse-split).
On October 15, 2014, the Company issued an unsecured convertible note in the amount of $1,250 to BK Consulting and used the proceeds to fund its operations. The unsecured convertible note is non-interest bearing, due on demand and convertible into common stock at a rate of $0.0032 per share (post reverse-split).
On November 3, 2014, the Company issued an unsecured convertible note in the amount of $200 to BK Consulting and used the proceeds to fund its operations. The unsecured convertible note is non-interest bearing, due on demand and convertible into common stock at a rate of $0.0032 per share (post reverse-split).
On November 11, 2014, BK Consulting forgave all outstanding loans, promissory notes and other indebtedness of the Company to BK Consulting, including, but not limited to, all amounts owed pursuant to the above-referenced unsecured convertible notes.
As of February 28, 2015 and May 31, 2014, respectively, the balance of the convertible debt was $0 and $9,675. The Company recorded imputed interest in the amount of $616 and $115 during the nine months ended February 28, 2015 and 2014, respectively, at a rate of 8% on the outstanding convertible notes.
During the three months ended February 28, 2015 the Company received loans from its majority shareholder, CLS Labs, Inc. (“CLS Labs”) for operating expenses. These loans have no term for repayment and bear no interest. During the three months ended February 28, 2015 the Company received proceeds of $5,797 from CLS Labs and is included in due to related parties on the accompanying balance sheet. During the three and nine months ended February 28, 2015 the Company recorded imputed interest in the amount of $65, respectively, at a rate of 8% on outstanding advances from CLS Labs
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