Due to related parties

9 Months Ended

Jan. 31, 2012

Due to related parties at January 31, 2012 and April 30, 2011 consisted of the following:

	January 31,		April 30,
	2012		2011

TJ Notes, net of zero and zero discount at January 31,2012 and April 30, 2011	$	728,295	$	685,683
LJ Notes, net of zero and zero discount at January 31,2012 and April 30, 2011		191,972		180,740
Huynh Note, net of zero and zero discount at January 31, 2012 and April 30, 2011		139,059		130,923
Term Notes 16, 23, and 28, Thomas Johnson		69,396		87,767
Term Notes 17, 25, 26, 29 and 31		187,047		135,089
Term Note 18, Hue Tran Johnson		446,621		371,091
Term Note 27, Louis Huynh		23,618		21,905
March Officer Debenture (Thomas Johnson), net of $88,760 and $92,263 discount at January 31, 2012 and April 30, 2011		303,041		274,622
March Officer Debenture (Lee Johnson), net of $88,760 and $92,263 discount at January 31, 2012 and April 30, 2011		303,041		274,622
March Officer Debenture (Louis Huynh), net of $2,599 and $2,701 discount at January 31, 2012 and April 30, 2011		8,872		8,040
March Officer Debenture (Tran Lee Johnson), net of$1,348 and $1,486 discount at January 31, 2012 and April 30, 2011		4,549		4,033
March Officer Debenture (Lee Tran Johnson), net of$1,348 and $1,486 discount at January 31, 2012 and April 30, 2011		4,550		4,033
Hi-Tek Trademark Loan One (Howard Johnson), net of zero discount at January 31, 2012 and April 30, 2011		201,713		201,644
		2,611,774		2,380,192
Less current portion		1,987,721		1,814,842
Due to related parties, long-term	$	624,053	$	565,350

On August 1, 2007, the Company executed a convertible note with Mr. Thomas Johnson, the Company’s Chief Executive Officer and Chairman of the Board of Directors, in the amount of $1,989,066 in satisfaction of unpaid accrued salary, including interest, from January, 2003 through June, 2007 under his employment agreement with the Company (the “TJ First Note”). The TJ First Note had a term of one year and accrued interest at a rate of Eight Percent (8%) per annum (see Note 10). At the election of the holder, the amount due and owing pursuant to such note may be converted into restricted shares of the Company’s Common Stock at a per share price of $1.43 per share (the “Conversion Price”). The Conversion Price shall be adjusted downward in the event Dot VN issues common stock (or securities exercisable for or convertible into common stock) at a price below the Conversion Price, to a price equal to such issue price. On August 14, 2008, the Company executed a convertible promissory note for $2,160,766 due February 15, 2009 plus accrued interest at Eight Percent (8%) per annum with Mr. Johnson (the “TJ Second Note”) in exchange for the unpaid balance owed under the TJ First Note which was cancelled (see Note 10). The terms and conditions of the TJ Second Note are materially the same as the TJ First Note that expired August 1, 2008. At the election of the holder, the amount due and owing pursuant to such note may be converted into restricted shares of the Company’s Common Stock at $1.43 per share (the “Conversion Price”). The Conversion Price shall be adjusted downward in the event Dot VN issues common stock (or securities exercisable for or convertible into common stock) at a price (the “Subsequent Price”) below the Conversion Price, to a price equal to such issue price. On February 15, 2009, the TJ Second Note was amended to extend the due date to March 17, 2009 with no other change to the terms of the note or the conversion feature. On March 17, 2009, the TJ Second Note was further amended to extend the due date to March 31, 2009 with no other change to the terms of the note or the conversion feature. On April 20, 2009, the Company executed a convertible promissory note due October 16, 2009 plus accrued interest at Eight Percent (8%) per annum (the “TJ Third Note”) issued (i) in exchange for the unpaid balance owed under the TJ Second Note ($2,280,631) which was cancelled and (ii) in satisfaction of unpaid accrued salary and interest accruing since July 1, 2007 through January 31, 2009 under his employment agreements with the Company ($604,027) (see Note 10). The terms and conditions of the TJ Third Note are materially the same as the TJ Second Note that expired March 31, 2009 except that in the TJ Third Note the adjusted Conversion Price is established as One Hundred Ten Percent (110%) of the Subsequent Price where previously the Subsequent Price became the adjusted Conversion Price At the election of the holder, the amount due and owing pursuant to such note may be converted in restricted shares of the Company’s Common Stock at a per share price of $0.30 per share (the “Conversion Price”). The Conversion Price shall be adjusted downward in the event Dot VN issues common stock (or securities exercisable for or convertible into or exchangeable for common stock) at a price (the “Subsequent Price”) below the Conversion Price times Ninety Percent (90%), to a price equal to such Subsequent Price times One Hundred Ten Percent (110%) (the “Adjusted Conversion Price”). On October 12, 2009, the TJ Third Note was amended to extend the due date to December 31, 2009 with no other change to the terms of the note or the conversion feature. On November 17, 2009, the Company agreed to a 50% conversion of the outstanding balance ($1,510,489.50) at $0.30 per share and issued 5,034,965 restricted shares of the Company’s Common Stock and a $1,510,489.41 convertible note due June 30, 2010 plus accrued interest at Eight Percent (8%) per annum (the “TJ Fourth Note”) (see Note 10). The terms and conditions of the TJ Fourth Note are materially the same as the TJ Third Note, except that in the new note the amount due and owing pursuant to such note may be converted in whole or any portion thereof, into restricted shares of the Company’s Common Stock. At the election of the holder, the amount due and owing pursuant to such note, or any portion thereof, may be converted in restricted shares of the Company’s Common Stock at a per share price of $0.30 per share (the “Conversion Price”). The Conversion Price shall be adjusted downward in the event Dot VN issues common stock (or securities exercisable for or convertible into or exchangeable for common stock) at a price (the “Subsequent Price”) below the Conversion Price times Ninety Percent (90%), to a price equal to such Subsequent Price times One Hundred Ten Percent (110%) (the “Adjusted Conversion Price”). On June 29, 2010, the TJ Fourth Note was amended to extend the due date to December 31, 2010 with no other change to the terms of the note or the conversion feature. On December 13, 2010, the TJ Fourth Note was amended to extend the due date to September 30, 2011 with no other change to the terms of the notes or the conversion feature. Additionally, on September 29, 2011, the TJ Fourth Note was further amended to extend the due date to March 31, 2012 with no other change to the terms of the notes or the conversion feature. In accordance with Codification topic 470-20, there is no beneficial conversion feature at the time of the three extensions. On March 12, 2010, the Company closed an offering of convertible debentures (see Convertible Notes 10 and 11) which at the option of the holder converts into restricted shares of the Company’s Common Stock at $0.20 per share (the “March Debentures”). Accordingly, the Adjusted Conversion Price of the TJ Fourth Note is reduced to $0.22 per share (the March Debentures conversion price of $0.20 times 110%). The additional beneficial conversion feature was calculated to be $402,104 on March 12, 2010 in accordance with Codification topic 470-20; the Company recorded this amount as debt discount with a corresponding credit to additional paid-in capital. The additional beneficial conversion feature was amortized over the remaining term (June 30, 2011) of the TJ Fourth Note. On March 16, 2011, the Company issued 4,545,455 shares of the Company’s common stock to Mr. Thomas Johnson pursuant to the terms of the TJ Fourth Note; Mr. Thomas Johnson exercised his right to convert $1,000,000, a portion of the funds owed to him under the TJ Fourth Note, into common stock of the Company at $0.22 per share. On August 18, 2011, the Company issued a promissory note (see Term Note 34) which included a warrant for 1,300,000 restricted shares of the Company’s Common Stock exercisable at $0.10 per share (the “Galaxy 3rd. Loan”). Accordingly, the Adjusted Conversion Price of the TJ Fourth Note is reduced to $0.11 per share (the Galaxy 3rd. Loan warrant price of $0.10 times 110%); representing a beneficial conversion feature. The additional beneficial conversion feature was calculated to be $420,251 on August 18, 2011 in accordance with Codification topic 470-20; the Company recorded this amount as debt discount with a corresponding credit to additional paid-in capital. The additional beneficial conversion feature was amortized over the remaining term (September 30, 2011) of the TJ Fourth Note. On December 5, 2011, pursuant to the terms of the Asher First Debenture the Company issued 333,333 shares of the Company’s Common Stock at a conversion price of $0.024 per share (the “Asher First Conversion”). Accordingly, the Adjusted Conversion Price of the TJ Fourth Note is reduced to $0.027 per share (the Asher First Conversion price of $0.024 times 110%); representing a beneficial conversion feature. The additional beneficial conversion feature was calculated to be zero on December 5, 2011 in accordance with Codification topic 470-20. The Company has accrued interest of $49,323 at January 31, 2012. As of January 31, 2012 the unamortized debt discount was zero. On February 1, 2012, pursuant to the terms of the Asher First Debenture the Company issued 533,333 shares of the Company’s Common Stock at a conversion price of $0.024 per share (the “Asher Second Conversion”). On February 17, 2012, pursuant to the terms of the Asher First Debenture the Company issued 833,333 shares of the Company’s Common Stock at a conversion price of $0.012 per share (the “Asher Third Conversion”). Accordingly, the Adjusted Conversion Price of the TJ Fourth Note is reduced to $0.014 per share (the Asher Third Conversion price of $0.012 times 110%); representing a beneficial conversion feature. The additional beneficial conversion feature was calculated to be zero on February 1 and 17 and March 8, 2012 in accordance with Codification topic 470-20.

On August 1, 2007, the Company executed a convertible note with Dr. Lee Johnson, the Company’s President, Chief Technology Officer, Chief Financial Officer and a Director, in the amount of $1,989,066 in satisfaction of unpaid accrued salary, including interest, from January, 2003 through June, 2007 under his employment agreement with the Company (the “LJ First Note”). The LJ First Note had a term of one year and accrued interest at a rate of Eight Percent (8%) per annum (see Note 10). At the election of the holder, the amount due and owing pursuant to such note may be converted into restricted shares of the Company’s Common Stock at a per share price of $1.43 per share (the “Conversion Price”). The Conversion Price shall be adjusted downward in the event Dot VN issues common stock (or securities exercisable for or convertible into common stock) at a price below the Conversion Price, to a price equal to such issue price. On August 14, 2008, the Company executed a convertible promissory note for $2,160,767 due February 15, 2009 plus accrued interest at Eight Percent (8%) per annum with Dr. Lee Johnson (the “LJ Second Note”) in exchange for the unpaid balance owed under the LJ First Note which was cancelled (see Note 10). The terms and conditions of the LJ Second Note are materially the same as the LJ First Note that expired August 1, 2008. At the election of the holder, the amount due and owing pursuant to such note may be converted into restricted shares of the Company’s Common Stock at $1.43 per share (the “Conversion Price”). The Conversion Price shall be adjusted downward in the event Dot VN issues common stock (or securities exercisable for or convertible into common stock) at a price (the “Subsequent Price”) below the Conversion Price, to a price equal to such issue price. On February 15, 2009, the LJ Second Note was amended to extend the due date to March 17, 2009 with no other change to the terms of the note or the conversion feature. On March 17, 2009, the LJ Second Note was further amended to extend the due date to March 31, 2009 with no other change to the terms of the note or the conversion feature. On April 20, 2009, the Company executed a convertible promissory note due October 16, 2009 plus accrued interest at Eight Percent (8%) per annum (the “LJ Third Note”) issued (i) in exchange for the unpaid balance owed under the LJ Second Note ($2,280,631) which was cancelled and (ii) in satisfaction of unpaid accrued salary and interest accruing since July 1, 2007 through January 31, 2009 under his employment agreements with the Company ($604,027) (see Note 10). The terms and conditions of the LJ Third Note are materially the same as the LJ Second Note that expired March 31, 2009 except that in the LJ Third Note the adjusted Conversion Price is established as One Hundred Ten Percent (110%) of the Subsequent Price where previously the Subsequent Price became the adjusted Conversion Price At the election of the holder, the amount due and owing pursuant to such note may be converted in restricted shares of the Company’s Common Stock at a per share price of $0.30 per share (the “Conversion Price”). The Conversion Price shall be adjusted downward in the event Dot VN issues common stock (or securities exercisable for or convertible into or exchangeable for common stock) at a price (the “Subsequent Price”) below the Conversion Price times Ninety Percent (90%), to a price equal to such Subsequent Price times One Hundred Ten Percent (110%) (the “Adjusted Conversion Price”). On October 12, 2009, the LJ Third Note was amended to extend the due date to December 31, 2009 with no other change to the terms of the note or the conversion feature. On November 17, 2009, the Company agreed to a 50% conversion of the outstanding balance ($1,510,489.50) at $0.30 per share and issued 5,034,965 restricted shares of the Company’s Common Stock and a $1,510,489.41 convertible note due June 30, 2010 plus accrued interest at Eight Percent (8%) per annum (the “LJ Fourth Note”) (see Note 10). The terms and conditions of the LJ Fourth Note are materially the same as the LJ Third Note, except that in the new note the amount due and owing pursuant to such note may be converted in whole or any portion thereof, into restricted shares of the Company’s Common Stock. At the election of the holder, the amount due and owing pursuant to such note, or any portion thereof, may be converted in restricted shares of the Company’s Common Stock at a per share price of $0.30 per share (the “Conversion Price”). The Conversion Price shall be adjusted downward in the event Dot VN issues common stock (or securities exercisable for or convertible into or exchangeable for common stock) at a price (the “Subsequent Price”) below the Conversion Price times Ninety Percent (90%), to a price equal to such Subsequent Price times One Hundred Ten Percent (110%) (the “Adjusted Conversion Price”). On June 29, 2010, the LJ Fourth Note was amended to extend the due date to December 31, 2010 with no other change to the terms of the note or the conversion feature. On December 13, 2010, the LJ Fourth Note was amended to extend the due date to September 30, 2011 with no other change to the terms of the notes or the conversion feature. Additionally, on September 29, 2011, the LJ Fourth Note was further amended to extend the due date to March 31, 2012 with no other change to the terms of the notes or the conversion feature. In accordance with Codification topic 470-20, there is no beneficial conversion feature at the time of the three extensions. On March 12, 2010, the Company closed an offering of convertible debentures (see Convertible Notes 10 and 11) which at the option of the holder converts into restricted shares of the Company’s Common Stock at $0.20 per share (the “March Debentures”). Accordingly, the Adjusted Conversion Price of the LJ Fourth Note is reduced to $0.22 per share (the March Debentures conversion price of $0.20 times 110%). The additional beneficial conversion feature was calculated to be $402,104 on March 12, 2010 in accordance with Codification topic 470-20; the Company recorded this amount as debt discount with a corresponding credit to additional paid-in capital. The additional beneficial conversion feature was amortized over the remaining term (June 30, 2011) of the LJ Fourth Note. On March 16, 2011, the Company issued 6,818,182 shares of the Company’s common stock to Dr. Lee Johnson pursuant to the terms of the LJ Fourth Note; Dr. Lee Johnson exercised his right to convert $1,500,000, a portion of the funds owed to him under the LJ Fourth Note, into common stock of the Company at $0.22 per share. On August 18, 2011, the Company issued a promissory note (see Term Note 34) which included a warrant for 1,300,000 restricted shares of the Company’s Common Stock exercisable at $0.10 per share (the “Galaxy 3rd. Loan”). Accordingly, the Adjusted Conversion Price of the LJ Fourth Note is reduced to $0.11 per share (the Galaxy 3rd. Loan warrant price of $0.10 times 110%); representing a beneficial conversion feature. The additional beneficial conversion feature was calculated to be $111,304 on August 18, 2011 in accordance with Codification topic 470-20; the Company recorded this amount as debt discount with a corresponding credit to additional paid-in capital. The additional beneficial conversion feature was amortized over the remaining term (September 30, 2011) of the LJ Fourth Note. On December 5, 2011, pursuant to the terms of the Asher First Debenture the Company issued 333,333 shares of the Company’s Common Stock at a conversion price of $0.024 per share (the “Asher First Conversion”). Accordingly, the Adjusted Conversion Price of the LJ Fourth Note is reduced to $0.027 per share (the Asher First Conversion price of $0.024 times 110%); representing a beneficial conversion feature. The additional beneficial conversion feature was calculated to be zero on December 5, 2011 in accordance with Codification topic 470-20. The Company has accrued interest of $13,001 at January 31, 2012. As of January 31, 2012 the unamortized debt discount was zero. On February 1, 2012, pursuant to the terms of the Asher First Debenture the Company issued 533,333 shares of the Company’s Common Stock at a conversion price of $0.024 per share (the “Asher Second Conversion”). On February 17, 2012, pursuant to the terms of the Asher First Debenture the Company issued 833,333 shares of the Company’s Common Stock at a conversion price of $0.012 per share (the “Asher Third Conversion”). Accordingly, the Adjusted Conversion Price of the LJ Fourth Note is reduced to $0.014 per share (the Asher Third Conversion price of $0.012 times 110%); representing a beneficial conversion feature. The additional beneficial conversion feature was calculated to be zero on February 1 and 17 and March 8, 2012 in accordance with Codification topic 470-20.

On July 6, 2009, the Company executed a convertible note with Mr. Louis P. Huynh, formerly the Company’s General Counsel, Executive Vice President of Operations and Business Development, Corporate Secretary and a Director, for $113,244 in satisfaction of unpaid accrued salary, including interest, from August 7, 2007 through July 6, 2009 under Mr. Huynh’s employment agreement with the Company (the “Huynh Note”) (see Note 10). The note was due October 16, 2009 and accrues interest monthly at Eight Percent (8%) per annum. The beneficial conversion feature was calculated to be zero at the time of issuance in accordance with Codification topic 470-20. At the election of the holder, the amount due and owing pursuant to such note may be converted in restricted shares of the Company’s Common Stock at a per share price of $0.46 per share (the “Conversion Price”). The Conversion Price shall be adjusted downward in the event Dot VN issues common stock (or securities exercisable for or convertible into or exchangeable for common stock) at a price (the “Subsequent Price”) below the Conversion Price times Ninety Percent (90%), to a price equal to such Subsequent Price times One Hundred Ten Percent (110%) (the “Adjusted Conversion Price”). On October 12, 2009, the Huynh Note was amended to extend the due date to December 31, 2009 with no other change to the terms of the note or the conversion feature. On December 29, 2009, the Huynh Note was amended to extend the due date to June 30, 2010 with no other change to the terms of the note or the conversion feature. On June 29, 2010, the Huynh Note was amended to extend the due date to December 31, 2010 with no other change to the terms of the note or the conversion feature. On December 13, 2010, the Huynh Note was amended to extend the due date to September 30, 2011 with no other change to the terms of the note or the conversion feature. Additionally, on September 29, 2011, the Huynh Note was further amended to extend the due date to March 31, 2012 with no other change to the terms of the note or the conversion feature. In accordance with Codification topic 470-20, there is no beneficial conversion feature at the time of the five extensions. On January 14, 2010, the Company closed an offering of convertible debentures (see Note 10) which at the option of the holder converts into restricted shares of the Company’s Common Stock at $0.30 per share (the “December Debentures”). Accordingly, the Adjusted Conversion Price of the Huynh Note is reduced to $0.33 per share (December Debentures conversion price of $0.30 times 110%). The additional beneficial conversion feature was calculated to be $40,732 on January 14, 2010 in accordance with Codification topic 470-20; the Company recorded this amount as debt discount with a corresponding credit to additional paid-in capital. The additional beneficial conversion feature was amortized over the remaining term (June 30, 2011) of the Huynh Note. On March 12, 2010, the Company closed an offering of convertible debentures (see Note 10) which at the option of the holder converts into restricted shares of the Company’s Common Stock at $0.20 per share (the “March Debentures”). Accordingly, the Conversion Price of the Huynh Note is reduced to $0.22 per share (the March Debentures conversion price of $0.20 times 110%). The additional beneficial conversion feature was calculated to be $56,622 on March 12, 2010 in accordance with Codification topic 470-20; the Company recorded this amount as debt discount with a corresponding credit to additional paid-in capital. The additional beneficial conversion feature was amortized over the remaining term (June 30, 2011) of the Huynh Note. On August 18, 2011, the Company issued a promissory note (see Term Note 34) which included a warrant for 1,300,000 restricted shares of the Company’s Common Stock exercisable at $0.10 per share (the “Galaxy 3rd. Loan”). Accordingly, the Adjusted Conversion Price of the Huynh Note is reduced to $0.11 per share (the Galaxy 3rd. Loan warrant price of $0.10 times 110%); representing a beneficial conversion feature. The additional beneficial conversion feature was calculated to be $15,890 on August 18, 2011 in accordance with Codification topic 470-20; the Company recorded this amount as debt discount with a corresponding credit to additional paid-in capital. The additional beneficial conversion feature was amortized over the remaining term (September 30, 2011) of the Huynh Note. On December 5, 2011, pursuant to the terms of the Asher First Debenture the Company issued 333,333 shares of the Company’s Common Stock at a conversion price of $0.024 per share (the “Asher First Conversion”). Accordingly, the Adjusted Conversion Price of the Huynh Note is reduced to $0.0264 per share (the Asher First Conversion price of $0.024 times 110%); representing a beneficial conversion feature. The additional beneficial conversion feature was calculated to be zero on December 5, 2011 in accordance with Codification topic 470-20. The Company has accrued interest of 25,815 at January 31, 2012. As of January 31, 2012 the unamortized debt discount was zero. On February 1, 2012, pursuant to the terms of the Asher First Debenture the Company issued 533,333 shares of the Company’s Common Stock at a conversion price of $0.015 per share (the “Asher Second Conversion”). On February 17, 2012, pursuant to the terms of the Asher First Debenture the Company issued 833,333 shares of the Company’s Common Stock at a conversion price of $0.012 per share (the “Asher Third Conversion”). Accordingly, the Adjusted Conversion Price of the Huynh Note is reduced to $0.014 per share (the Asher Third Conversion price of $0.012 times 110%); representing a beneficial conversion feature. The additional beneficial conversion feature was calculated to be zero on February 1 and 17 and March 8, 2012 in accordance with Codification topic 470-20.

On September 12, 2009, the Company executed a note with Mr. Thomas Johnson, the Company’s Chief Executive Officer and Chairman of the Board of Directors, for $18,000; the promissory note was due December 12, 2009 (see Note 11). Interest accrues monthly at a rate of Ten Percent (10%) per annum (the “Thomas First Loan”). Proceeds were used to fund general operations. On December 3, 2009, the Thomas First Loan was amended to extend the December 12, 2009 due date to February 28, 2010 with no other change to the terms. On February 25, 2010, the Thomas First Loan was amended to extend the due date to May 31, 2010 with no other change to the terms. On May 29, 2010, the Thomas First Loan was amended to extend the due date to December 31, 2010 with no other change to the terms. On December 13, 2010, the Thomas First Loan was amended to extend the due date to September 30, 2011 with no other change to the terms. Additionally, on September 29, 2011, the Thomas First Loan was further amended to extend the due date to March 31, 2012 with no other change to the terms. On August 10, 2011, the Company made a partial payment of $1,500 on the Thomas First Loan applied to accrued interest. On October 24, 2011, the Company made a partial payment of $1,500 on the Thomas First Loan applied to accrued interest. On December 5, 2011, the Company made a partial payment of $1,000 on the Thomas First Loan applied to accrued interest. On December 9, 2011, the Company made a payment of $1,794 on the Thomas First Loan with $413 applied to accrued interest and $1,381 applied as a partial repayment of principal. On December 14, 2011, the Company made a partial payment of $1,000 on the Thomas First Loan applied as a partial repayment of principal. On December 16, 2011, the Company made a partial payment of $1,500 on the Thomas First Loan applied as a partial repayment of principal. On December 21, 2011, the Company made a partial payment of $500 on the Thomas First Loan applied as a partial repayment of principal. On December 27, 2011, the Company made a payment of $500 on the Thomas First Loan with $93 applied to accrued interest and $407 applied as a partial repayment of principal. On January 22, 2012, the Company made an aggregate payment of $3,311 on the Thomas First Loan with $94 applied to accrued interest and $3,217 applied as a partial repayment of principal. On January 30, 2012, the Company made a payment of $624 on the Thomas First Loan with $22 applied to accrued interest and $602 applied as a partial repayment of principal. On January 31, 2012, the Company owes $9,396 on the Thomas First Loan. On February 22, 2012, the Company made an aggregate payment of $5,546 on the Thomas First Loan with $59 applied to accrued interest and $5,487 applied as a partial repayment of principal.

On September 18, 2009, the Company executed a note with Ms. Ngoc Anh Ung, the Company’s Vice President of Operations and Business Development, Asia, for $10,000; the promissory note was due December 18, 2009 (see Note 11). Interest accrues monthly at a rate of Ten Percent (10%) per annum (the “Ung First Loan”). Proceeds were used to fund general operations. On December 15, 2009, the Ung First Loan was amended to extend the December 18, 2009 due date to March 18, 2010 with no other change to the terms. On February 12, 2010, the Ung First Loan was amended to extend the due date to June 18, 2010 with no other change to the terms. On June 10, 2010, the Ung First Loan was amended to extend the due date to December 31, 2010 with no other change to the terms. On December 13, 2010, the Ung First Loan was amended to extend the due date to September 30, 2011 with no other change to the terms. Additionally, on September 29, 2011, the Ung First Loan was further amended to extend the due date to March 31, 2012 with no other change to the terms. On January 31, 2012, the Company owes $12,664 on the Ung First Loan.

On October 29, 2009, the Company executed a promissory note with Ms. Hue Tran Johnson for $10,000; the revolving credit agreement was due January 29, 2010 (see Note 11). Interest accrues monthly at a rate of Ten Percent (10%) per annum (the “Hue Revolver”). Proceeds were used to fund general operations. Ms. Johnson is the wife of Dr. Lee Johnson, the Company’s President, Chief Technology Officer, Chief Financial Officer and a Director. The Company borrowed an additional $5,000, $10,000, $30,000, $15,000, $5,000, $23,000, $10,000, $20,000, $15,000, $5,000, $30,000, $10,000, $10,000, $10,000, $15,000, $500, $25,000, $10,000, $10,000, $10,000, $10,000, $20,000, $2,500, $2,200, $8,000, $19,000, $9,000, $5,000, $2,500, $3,000, $3,400, $300, $1,500, $2,000, $500 and $1,286 from Ms. Johnson under the Hue Revolver on November 16, November 17, December 2, 2009, January 8, January 28, April 14, July 19, July 20, July 27, August 9, August 30, September 14, September 16, 2010, January 3, January 4, January 18, January 27, February 9, March 4, April12, April 18, June 1, August 3, September 20, September 26, September 27, September 28, October 6, November 10, November 22, December 21, December 22, 2011, January 4, January 5, January 9, and January 12, 2012, respectively. In addition, the Company borrowed additional funds advanced in Hanoi, Vietnam of 200,000,000đ (equivalent to $10,471), 700,000,000đ (equivalent to $36,083) and 400,000,000đ (equivalent to $19,512) on June 23, August 16, 2010, and April 5, 2011, respectively. On January 27, April 19, May 16, August 9, September 22, November 23, 2011 and January 17, 2012, the Company repaid $500, $10,000, $22,200, $2,500, $2,200, $6,500 and $2,000 on the Hue Revolver. On January 21, 2010, the Hue Revolver was amended to extend the January 29, 2010 due date to April 30, 2010 with no other change to the terms. On April 29, 2010, the Hue Revolver was further amended to extend the due date to December 31, 2010 with no other change to the terms. On December 13, 2010, the Hue Revolver was amended to extend the due date to September 30, 2011 with no other change to the terms. Additionally, on September 29, 2011, the Hue Revolver was further amended to extend the September 30, 2011 due date to March 31, 2012 with no other change to the terms. On March 6, 2012, the Company repaid $7,000 on the Hue Revolver.

On November 30, 2009, the Company executed a note with Mr. Thomas Johnson, the Company’s Chief Executive Officer and Chairman of the Board of Directors, for $30,000; the promissory note was due February 28, 2010 (see Note 11). Interest accrues monthly at a rate of Ten Percent (10%) per annum (the “Thomas Second Loan”). Proceeds were used to fund general operations. On February 25, 2010, the Thomas Second Loan was amended to extend the due date to May 31, 2010 with no other change to the terms. On May 29, 2010, the Thomas Second Loan was amended to extend the due date to December 31, 2010 with no other change to the terms. On December 13, 2010, the Thomas Second Loan was amended to extend the due date to September 30, 2011 with no other change to the terms. Additionally, on September 29, 2011, the Thomas Second Loan was further amended to extend the due date to March 31, 2012 with no other change to the terms. On November 2, 2011, the Company made a partial payment of $2,500 on the Thomas Second Loan applied to accrued interest. On November 4, 2011, the Company made a partial payment of $2,000 on the Thomas Second Loan applied to accrued interest. On November 17, 2011, the Company made a partial payment of $2,000 on the Thomas Second Loan applied to accrued interest. On December 9, 2011, the Company made a payment of $149 on the Thomas Second Loan applied to accrued interest. On January 30, 2012, the Company made a payment of $438 on the Thomas Second Loan applied to accrued interest. On January 31, 2012, the Company owes $30,000 on the Thomas Second Loan. On February 22, 2012, the Company made an aggregate payment of $238 on the Thomas Second Loan applied to accrued interest.

On January 19, 2010, the Company executed a note with Ms. Ngoc Anh Ung, the Company’s Vice President of Operations and Business Development, Asia, for $24,000; the promissory note is due February 18, 2010 (see Note 11). Interest accrues monthly at a rate of Ten Percent (10%) per annum (the “Ung Second Loan”). Proceeds were used to fund general operations. On January 25, 2010, an aggregate of $14,000 was repaid on the Ung Second Loan. On February 10, 2010, an additional $10,000 was repaid on the Ung Second Loan. At January 31, 2012, the Company owes $102 of accrued interest on the Ung Second Loan.

On February 12, 2010, the Company executed a note with Ms. Ngoc Anh Ung, the Company’s Vice President of Operations and Business Development, Asia, for $9,000; the promissory note is due March 12, 2010 (see Note 11). Interest accrues monthly at a rate of Ten Percent (10%) per annum (the “Ung Third Loan”). Proceeds were used to fund general operations. On March 3, 2010, $9,000 was repaid on the Ung Third Loan. At January 31, 2012, the Company owes $57 of accrued interest on the Ung Third Loan.

On March 12, 2010, the Company converted an aggregate of $668,667 of unpaid salaries and accrued interest owed to its three officers into convertible debentures due in three years offered by the Company, which offering closed on March 12, 2010 (see Note 10). The set of three (3) convertible debentures, with the same terms and conditions as the March Debentures, were issued in satisfaction of unpaid accrued salary and interest for (i) Mr. Thomas Johnson, the Company’s Chief Executive Officer and Chairman of the Board of Directors from February 1, 2009 through December 12, 2009 ($329,510.48), (ii) Dr. Lee Johnson, the Company’s President, Chief Technology Officer, Chief Financial Officer and a Director, from February 1, 2009 through December 12, 2009 ($329,510.48), and (iii) Mr. Louis P. Huynh, formerly the Company’s General Counsel, Executive Vice President of Operations and Business Development, Corporate Secretary and a Director from July 8, 2009 to January 9, 2010 ($9,645.97) under their respective employment agreements with the Company (the “March Officer Debentures”). The convertible debentures have a three year term and are due March 12, 2013. Interest accrues at Ten Percent (10%) per annum and is due quarterly. The debentures convert, in whole or in part, at the option of each individual noteholder (the “March Officer Investors”) into restricted shares of the Company’s Common Stock at $0.20 per share; representing a beneficial conversion feature. In addition, the March Officer Investor received a detachable warrant for restricted shares of the Company’s Common Stock; the number of shares of each warrant is equal to 100% of the number of shares issuable pursuant to conversion of the debenture for an aggregate of 3,346,336 restricted shares. The detachable warrants have an exercise price of $0.30 per share, a term of three years from the date of issuance, and vest upon the conversion of the debenture with a partial debenture conversion vesting a proportional number of warrant shares. In the event the Company issues common stock (or securities exercisable for or convertible into or exchangeable for common stock) at a price below the Conversion Price then the Conversion Price shall be subject to a BBWA adjustment, as defined. The fair value of the beneficial conversion feature, calculated in accordance with Codification topic 470-20, is $300,900; excluding the unvested detachable warrants. The beneficial conversion feature is recorded as debt discount with a corresponding credit to additional paid-in capital and is amortized over the life of the March Officer Debentures (three years). On August 18, 2011, the Company issued a promissory note (see Term Note 34) which included a warrant for 1,300,000 restricted shares of the Company’s Common Stock exercisable at $0.10 per share (the “Galaxy 3rd. Loan”). Accordingly, the Conversion Price of the March Officer Debentures is reduced to $0.19 per share, consistent with the BBWA, as defined. The additional beneficial conversion feature was calculated to be $35,193 on August 18, 2011 in accordance with Codification topic 470-20; the Company recorded this amount as debt discount with a corresponding credit to additional paid-in capital. On December 5, 2011, pursuant to the terms of the Asher First Debenture the Company issued 333,333 shares of the Company’s Common Stock at a conversion price of $0.024 per share (the “Asher First Conversion”). Accordingly, the Conversion Price of the March Officer Debentures is reduced to $0.18 per share consistent with the BBWA, as defined. On January 24, 2012, the Company issued a convertible debentures (see Convertible Note15) which at the option of the holder converts into restricted shares of the Company’s Common Stock at $0.05 per share (the “Galaxy Debenture”). Accordingly, the Conversion Price of the March Officer Debentures is reduced to $0.178 per share, consistent with the BBWA, as defined. The additional beneficial conversion feature was calculated to be $37,148 and $7,513 on December 5, 2011 and January 24, 2012, respectively, in accordance with Codification topic 470-20. The Company has accrued interest, from inception, of $126,406 at January 31, 2012. As of January 31, 2012 the unamortized debt discount was $180,119. On February 1, 2012, pursuant to the terms of the Asher First Debenture the Company issued 533,333 shares of the Company’s Common Stock at a conversion price of $0.015 per share (the “Asher Second Conversion”). On February 17, 2012, pursuant to the terms of the Asher First Debenture the Company issued 833,333 shares of the Company’s Common Stock at a conversion price of $0.012 per share (the “Asher Third Conversion”). Accordingly, the Conversion Price of the March Officer Debentures is reduced to $0.174 per share consistent with the BBWA, as defined. The additional beneficial conversion feature was calculated to be $7,598 and $7,686 on February 1 and 17, 2012, respectively, in accordance with Codification topic 470-20.

On April 16, 2010, in a private assignment of a $50,000 March Debenture (see Convertible Notes 10) an aggregate of $10,000 was assigned to Ms. Tran Lee Johnson ($5,000) and Ms. Lee Tran Johnson ($5,000), both a related party (see Note 12). Ms. Tran Lee Johnson and Ms. Lee Tran Johnson are the daughters of Dr. Lee Johnson, the Company’s President, Chief Technology Officer, Chief Financial Officer and a Director. The two $5,000 assigned March Debentures, unamortized debt discount and accrued interest have been reclassified as a related party obligation from Convertible Notes 10 and are included in Convertible Notes 11 (the “March Officer Debentures”). On August 18, 2011, the Company issued a promissory note (see Term Note 34) which included a warrant for 1,300,000 restricted shares of the Company’s Common Stock exercisable at $0.10 per share (the “Galaxy 3rd. Loan”). Accordingly, the Conversion Price of the March Officer Debentures is reduced to $0.19 per share, consistent with the BBWA, as defined. The additional beneficial conversion feature was calculated to be $526 on August 18, 2011 in accordance with Codification topic 470-20; the Company recorded this amount as debt discount with a corresponding credit to additional paid-in capital. On December 5, 2011, pursuant to the terms of the Asher First Debenture the Company issued 333,333 shares of the Company’s Common Stock at a conversion price of $0.024 per share (the “Asher First Conversion”). Accordingly, the Conversion Price of the March Officer Debentures is reduced to $0.18 per share consistent with the BBWA, as defined. On January 24, 2012, the Company issued a convertible debentures (see Convertible Note15) which at the option of the holder converts into restricted shares of the Company’s Common Stock at $0.05 per share (the “Galaxy Debenture”). Accordingly, the Conversion Price of the March Officer Debentures is reduced to $0.178 per share, consistent with the BBWA, as defined. The additional beneficial conversion feature was calculated to be $556 and $1113 on December 5, 2011 and January 24, 2012, respectively, in accordance with Codification topic 470-20. The Company has accrued interest, from inception, of $1,795 at January 31, 2012. As of January 31, 2012 the unamortized debt discount was $2,696. On February 1, 2012, pursuant to the terms of the Asher First Debenture the Company issued 533,333 shares of the Company’s Common Stock at a conversion price of $0.015 per share (the “Asher Second Conversion”). On February 17, 2012, pursuant to the terms of the Asher First Debenture the Company issued 833,333 shares of the Company’s Common Stock at a conversion price of $0.012 per share (the “Asher Third Conversion”). Accordingly, the Conversion Price of the March Officer Debentures is reduced to $0.174 per share consistent with the BBWA, as defined. The additional beneficial conversion feature was calculated to be $114 and $115on February 1 and 17, 2012, respectively, in accordance with Codification topic 470-20.

On May 19, 2010, the Hi-Tek Trademark Loan was amended to extend the due date to December 31, 2010 and split the note in two separate convertible notes (see Note 10). The first note for $200,000 includes a new provision for the monthly payment of interest effective July 1, 2010 in arrears, there were no other change to the terms of the original note or the conversion feature (“Hi-Tek Trademark Loan One”). The second note for $314,968 did not change the interest accrual or payment terms; there were no other change to the terms of the original note or the conversion feature (“Hi-Tek Trademark Loan Two”). Also on May 19, 2010, Hi-Tek Private assigned the Hi-Tek Trademark Loan One to Mr. Howard Johnson, a related party. Mr. Johnson is the father of Mr. Thomas Johnson, the Company’s Chief Executive Officer and Chairman of the Board of Directors and Dr. Lee Johnson, the Company’s President, Chief Technology Officer, Chief Financial Officer and a Director. On December 28, 2010, the Hi-Tek Trademark Loan One was amended to extend the due date to June 30, 2011, with no other change to the terms of the note or the conversion feature. On June 29, 2011, the Hi-Tek Trademark Loan One was further amended to extend the due date to December 31, 2011, with no other change to the terms of the note or the conversion feature. Additionally, on December 29, 2011, the Hi-Tek Trademark Loan One was further amended to extend the due date to July 20, 2012, with no other change to the terms of the note or the conversion feature. In accordance with Codification topic 470-20, there is no beneficial conversion feature at the time of the three extensions. On August 18, 2011, the Company issued a promissory note (see Term Note 34) which included a warrant for 1,300,000 restricted shares of the Company’s Common Stock exercisable at $0.10 per share (the “Galaxy 3rd. Loan”). Accordingly, the Conversion Price of the Hi-Tek Trademark Loan One is reduced to $0.10 per share consistent with the Galaxy 3rd. Loan. On December 5, 2011, pursuant to the terms of the Asher First Debenture the Company issued 333,333 shares of the Company’s Common Stock at a conversion price of $0.024 per share (the “Asher First Conversion”). Accordingly, the Conversion Price of the Hi-Tek Trademark Loan One is reduced to $0.024 per share consistent with the Asher First Conversion. The additional beneficial conversion feature was calculated to be zero on August 18 and December 5, 2011 in accordance with Codification topic 470-20. The Company has accrued interest of $1,713 and unamortized debt discount of zero on the Hi-Tek Trademark Loan One, held by Mr. Howard Johnson, as of January 31, 2012. On February 1, 2012, pursuant to the terms of the Asher First Debenture the Company issued 533,333 shares of the Company’s Common Stock at a conversion price of $0.015 per share (the “Asher Second Conversion”). On February 17, 2012, pursuant to the terms of the Asher First Debenture the Company issued 833,333 shares of the Company’s Common Stock at a conversion price of $0.012 per share (the “Asher Third Conversion”). Accordingly, the Conversion Price of the Hi-Tek Trademark Loan One is reduced to $0.012 per share consistent with the Asher Third Conversion. The additional beneficial conversion feature was calculated to be zero on February 1 and 17 and March 8, 2012 in accordance with Codification topic 470-20.

On August 30, 2010, the Company executed a note with Mr. Louis P. Huynh, formerly the Company’s General Counsel, Executive Vice President of Operations and Business Development, Corporate Secretary and a Director, for $20,500; the promissory note was due September 30, 2010 (see Note 11). Interest accrues monthly at a rate of Ten Percent (10%) per annum (the “Huynh Loan”). Proceeds were used to fund general operations. On September 30, 2010, the Huynh Loan was amended to extend the due date to December 31, 2010 with no other change to the terms. On December 13, 2010, the Huynh Loan was amended to extend the due date to September 30, 2011 with no other change to the terms. Additionally, on September 29, 2011, the Huynh Loan was further amended to extend the due date to March 31, 2012 with no other change to the terms.

On August 30, 2010, the Company executed a note with Mr. Thomas Johnson, the Company’s Chief Executive Officer and Chairman of the Board of Directors, for $30,000; the promissory note was due November 30, 2010 (see Note 11). Interest accrues monthly at a rate of Ten Percent (10%) per annum (the “Thomas Fourth Loan”). Proceeds were used to fund general operations. On November 10, 2010, the Thomas Fourth Loan was amended to extend the due date to December 31, 2010 with no other change to the terms. On December 13, 2010, the Thomas Fourth Loan was amended to extend the due date to September 30, 2011 with no other change to the terms. Additionally, on September 29, 2011, the Thomas Fourth Loan was further amended to extend the due date to March 31, 2012 with no other change to the terms. On November 23, 2011, the Company made a partial payment of $1,500 on the Thomas Fourth Loan applied to accrued interest. On November 28, 2011, the Company made a partial payment of $1,500 on the Thomas Fourth Loan applied to accrued interest. On December 5, 2011, the Company made a partial payment of $1,000 on the Thomas Fourth Loan applied to accrued interest. On December 9, 2011, the Company made a payment of $57 on the Thomas Fourth Loan applied to accrued interest. On January 30, 2012, the Company made a payment of $438 on the Thomas Second Loan applied to accrued interest. On January 31, 2012, the Company owes $30,000 on the Thomas Fourth Loan. On February 22, 2012, the Company made an aggregate payment of $238 on the Thomas Fourth Loan applied to accrued interest.

On September 17, 2010, the Company executed a note with Ms. Ngoc Anh Ung, the Company’s Vice President of Operations and Business Development, Asia, for $15,000; the promissory note was due December 17, 2010 (see Note 11). Interest accrues monthly at a rate of Ten Percent (10%) per annum (the “Ung Fourth Loan”). Proceeds were used to fund general operations. On December 13, 2010, the Ung Fourth Loan was amended to extend the due date to September 30, 2011 with no other change to the terms. Additionally, on September 29, 2011, the Ung Fourth Loan was further amended to extend the due date to March 31, 2012 with no other change to the terms. On January 31, 2012, the Company owes $17,197 on the Ung Fourth Loan.

On November 3, 2010, the Company executed a note with Ms. Ngoc Anh Ung, the Company’s Vice President of Operations and Business Development, Asia, for 288,008,000đ (equivalent to $14,800); the revolving credit agreement is due August 3, 2011 (see Note 11). Interest accrues monthly at a rate of Twelve Percent (12%) per annum (the “Ung Revolver”). Proceeds were used to fund general operations in Vietnam. The Company borrowed an additional 389,200,000đ (equivalent to $20,000), 583,800,000đ (equivalent to $30,000), 194,800,000đ (equivalent to $10,000), 194,800,000đ (equivalent to $10,000), 116,940,000đ (equivalent to $6,000), 200,000,000đ (equivalent to $10,257), 50,000,000đ (equivalent to $2,439), 100,000,000đ (equivalent to $4,878), 50,000,000đ (equivalent to $2,439), 100,000,000đ (equivalent to $4,878), 100,000,000đ (equivalent to $4,878), 200,00,000đ (equivalent to $9,756), 200,00,000đ (equivalent to $9,756), 100,00,000đ (equivalent to $4,878), 73,00,000đ (equivalent to $3,561), 30,000,000đ (equivalent to $1,422), 120,600,000đ (equivalent to $5,660), 130,000,000đ (equivalent to $6,119), 63,000,000đ (equivalent to $3,100) and 42,000,000đ (equivalent to $1,980) from Ms. Ung under the Ung Revolver on November 18, December 2, and December 22, 2010, January 7, January 17, January 27, March 7, April 7, April 9, April 14, April 19, April 20, June 27, July 5, July 14, October 25, November 1, November 4, December 15, December 23, 2011 respectively. In addition, the Company borrowed additional funds advanced in U.S. currency of $10,000, $1,000, $9,000, $9,000, $9,000, $15,000, $9,000, $3,000 and $5,000 on January 4, January 18, January 26, May 10, July 15, August 16, December 14, 2011, January 4 and January 12, 2012, respectively. An aggregate of $48,677 and $48,086 was repaid on the Ung Revolver in San Diego, California during the nine months ended January 31, 2012 and the year ended April 30, 2011, respectively. On September 29, 2011, the Ung Revolver was amended to extend the August 3, 2011 due date to March 31, 2012 with no other change to the terms. On January 31, 2012, the Company owes $157,027 on the Ung Revolver. Additionally, the Company borrowed an additional $5,000 under the Ung Revolver on February 22, 2012. Further, on February 13 and March 6, 2012, the Company repaid $1,077 and $8,000 on the Ung Revolver, respectively.

Dot VN, Inc. 10-Q