Emav (RVNW) 10-Q 13 Nov 14 2014 Q3 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	9 Months Ended
	Sep. 30, 2014	Nov. 12, 2014
Document and Entity Information:	'	'
Entity Registrant Name	'EMAV HOLDINGS, INC.	'
Document Type	'10-Q	'
Document Period End Date	30-Sep-14	'
Amendment Flag	'false	'
Entity Central Index Key	'0001076744	'
Current Fiscal Year End Date	'--12-31	'
Entity Common Stock, Shares Outstanding	'	51,677,565
Entity Filer Category	'Smaller Reporting Company	'
Entity Current Reporting Status	'Yes	'
Entity Voluntary Filers	'No	'
Entity Well-known Seasoned Issuer	'No	'
Document Fiscal Year Focus	'2014	'
Document Fiscal Period Focus	'Q3	'

Condensed_Consolidated_Balance

Condensed Consolidated Balance Sheets (USD $)	Sep. 30, 2014	Dec. 31, 2013
Current Assets	'	'
Cash and cash equivalents	$25,645	$125,450
Prepaid expenses	166,667	'
Total Current Assets	192,312	125,450
Property and equipment, net	37,047	2,289
Total Assets	229,359	127,739
Current liabilities	'	'
Accounts payable	12,000	14,000
Accrued liabilities	4,236	2,192
Deposit for future issuance of common stock	'	30,000
Accrued stock payable	250,000	'
Short term loans	3,000	'
Notes payable, current portion, net of debt discount of approximately $20,000 and $16,000 at September 30, 2014 and December 31, 2013, respectively	28,474	25,419
Total Current Liabilities	297,710	71,611
Note payable, net of current portion, net of debt discount of approximately $19,000 and $4,000 at September 30, 2014 and December 31, 2013	38,915	4,177
Total Liabilities	336,625	75,788
Commitments and contingencies (Note 6)	'	'
Stockholders' (Deficit) Equity	'	'
Common stock, $0.001 par value, 100,000,000 shares authorized; 51,627,565 shares and 51,002,565 shares issued and outstanding at September 30, 2014 and December 31, 2013, respectively	51,628	51,003
Additional paid in capital	1,367,473	1,075,598
Accumulated deficit	-1,526,367	-1,074,650
Total Stockholders' (Deficit) Equity	-107,266	51,951
Total Liabilities and Stockholders' Equity	$229,359	$127,739

Condensed_Consolidated_Balance1

Condensed Consolidated Balance Sheets Parenthetical (USD $)	Sep. 30, 2014	Dec. 31, 2013
Condensed Consolidated Balance Sheets Parenthetical	'	'
Debt Discount Current	$20,000	$16,000
Debt Discount NonCurrent	$19,000	$4,000
Common stock par value	$0.00	$0.00
Common stock shares authorized	300,000,000	300,000,000
Common stock shares issued	51,627,565	51,002,565
Common stock shares outstanding	51,627,565	51,002,565

Condensed_Consolidated_Stateme

Condensed Consolidated Statements of Operations (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Condensed Consolidated Statements of Operations	'	'	'	'
Revenues	'	'	'	'
Cost of goods sold	'	'	'	'
Gross Profit (Loss)	'	'	'	'
Depreciation	1,329	0	6,150	0
General and administrative	122,714	98,219	426,778	184,119
Total Operating Expenses	124,043	98,219	432,928	184,119
Operating Loss from Operations	-124,043	-98,219	-432,928	-184,119
Interest expense	-8,766	-6,384	-18,789	-6,768
Total Other Income (Expenses)	-8,766	-6,384	-18,789	-6,768
Loss before Income Taxes	-132,809	-104,603	-451,717	-190,887
Provision for income tax	'	'	'	'
Net loss	($132,809)	($104,603)	($451,717)	($190,887)
Basic and diluted net loss per share	$0	$0	($0.01)	($0.01)
Weighted average number of shares outstanding	51,577,891	37,956,478	51,397,162	37,738,430

Condensed_Consolidated_Stateme1

Condensed Consolidated Statements of Cash Flows (USD $)	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013
Cash Flows from Operating Activities:	'	'
Net loss	($451,717)	($190,887)
Adjustment to reconcile net loss to net cash used in operating activities:	'	'
Depreciation	6,150	0
Amortization of debt discount	15,208	5,455
Changes in operating assets and liabilities:	'	'
Change in advances receivable	'	-9,145
Change in prepaid expenses	83,333	'
Change in accounts payable	-2,000	'
Change in accrued liabilities	2,044	1,263
Net cash used in operating activities	-346,982	-193,314
Cash Flows from Investing Activities:	'	'
Purchase of property and equipment	-40,908	'
Net cash used in investing activities	-40,908	'
Cash Flows from Financing Activities:	'	'
Cash proceeds from sale of stock	262,500	307,450
Cash payments of line of credit	'	-17
Cash proceeds from (payments of) short term loan	3,000	-500
Cash proceeds from note payable	40,000	53,000
Cash payments against note payable	-17,415	-2,949
Net cash provided by financing activities	288,085	356,984
Net increase (decrease) in cash and cash equivalents	-99,805	163,670
Cash and cash equivalents, beginning of the period	125,450	'
Cash and cash equivalents, end of the period	25,645	163,670
Supplemental disclosures of cash flow information:	'	'
Cash paid for income taxes	'	'
Cash paid for interest	1,536	'
Supplemental disclosures of non-cash investing and financing activities:	'	'
Accrual of common stock payable for prepaid services	250,000	'
Gross up of debt principal, offset by debt discount, to normalize interest on note payable	33,233	'
Issuance of common stock in satisfaction of liability for issuance of common stock	30,000	'
Liability for future issuance of common stock recorded as debt discount	'	$30,000

Note_1_Nature_of_Operations_an

Note 1 - Nature of Operations and Going Concern	9 Months Ended
	Sep. 30, 2014
Notes	'
Note 1 - Nature of Operations and Going Concern	'
	NOTE 1 – Nature of Operations and Going Concern
	As used herein and except as otherwise noted, the term “Company”, “it(s)”, “our”, “us”, “we” and “EMAV” shall mean EMAV Holdings, Inc., a Delaware corporation, and its wholly-owned consolidated subsidiary Electric Motors and Vehicles Company.
	EMAV Holdings, Inc. was originally incorporated on May 14, 1987 in Florida as Ventura Promotion Group, Inc. The Company became a public company in July 1998 and on November 12, 1998 changed its name to American Surface Technologies International, Inc. In September 2001, the State of Florida administratively dissolved the Company for not maintaining proper filings with the state and not paying franchise tax fees. In 2006, the Company changed its name to Global Environmental, Inc.  In December 2007, the Company re-domiciled to Delaware and on August 27, 2008, changed its name to Ravenwood Bourne, Ltd.  Effective September 30, 2011, the Company changed its name to PopBig, Inc.
	On December 26, 2013, the Company entered into a merger agreement to acquire Electric Motors and Vehicles Company, a Delaware corporation (“EMAVC”) and changed its name to EMAV Holdings, Inc. The merger was completed on December 27, 2013 and is being accounted for as a reverse merger and recapitalization in which EMAVC is deemed to be the accounting acquirer. Consequently, the assets and liabilities and the operations that will be reflected in the historical financial statements prior to the merger will be those of EMAVC and will be recorded at the historical cost basis of EMAVC, and the consolidated financial statements subsequent to completion of the merger include the assets and liabilities of EMAV and EMAVC, and the operations of the combined Company from the closing date of the merger. The Company elected to change its fiscal year end to be December 31.
	EMAVC was formed under the laws of Delaware on March 11, 2010. EMAVC’s principal business is electric vehicle manufacturing and sales. It plans to design, assemble, and sell premium electric rugged sport adventure consumer vehicles and commercial electric vehicles. EMAVC will deploy a unique approach to build and bring its vehicles to market. Rather than creating a new vehicle and building out a new distribution network, EMAVC will use the four-door Jeep Wrangler as the platform for its signature electric vehicle and sell its consumer vehicles directly through Jeep dealerships; its commercials vehicles will be sold directly to users.
	The accompanying (a) balance sheet at December 31, 2013 has been derived from audited statements, and (b) unaudited interim condensed financial statements as of September 30, 2014 and 2013 of EMAV Holdings, Inc. and Subsidiary have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s Form 10-K originally filed with the SEC on April 15, 2014. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for future quarters or for the full year. Notes to the financial statements which substantially duplicate the disclosure contained in the audited financial statements for fiscal 2013 as reported in the Form 10-K have been omitted.
	The Company’s unaudited consolidated financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has not yet established a stable ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The continuation of the Company as a going concern is dependent upon the continued financial support from its stockholders, the ability of the Company to obtain necessary financing to continue operations, and the attainment of profitable operations. The Company incurred a net loss of $451,717 for the nine months ended September 30, 2014, used net cash in operating activities of $346,982 and has an accumulated deficit of $1,526,367 as of September 30, 2014. The Company had a working capital deficit of $105,398 and total stockholders’ deficit of $107,266 as of September 30, 2014. These factors, among others, raise a substantial doubt regarding the Company’s ability to continue as a going concern. If the Company is unable to obtain adequate capital, it could be forced to cease operations. The accompanying unaudited consolidated condensed financial statements do not include any adjustments to reflect the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Note_2_Significant_Accounting_

Note 2 - Significant Accounting Policies	9 Months Ended
	Sep. 30, 2014
Notes	'
Note 2 - Significant Accounting Policies	'
	NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
	The following summary of significant accounting policies of the Company is presented to assist in the understanding of the Company’s unaudited consolidated financial statements. The unaudited consolidated financial statements and notes are the representation of the Company’s management who is responsible for their integrity and objectivity. The unaudited consolidated financial statements of the Company conform to accounting principles generally accepted in the United States of America (“U.S. GAAP”).
	Principles of Consolidation
	The accompanying unaudited consolidated financial statements include the accounts of the Company, and its wholly-owned subsidiary EMAVC. All intercompany balances and transactions are eliminated in consolidation.
	Use of Estimates
	The preparation of unaudited consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.
	Revenue Recognition
	The Company recognizes revenues when persuasive evidence of an arrangement exists; delivery has occurred; price is fixed or determinable; and collectability of the related receivable is reasonably assured. The Company closely follows the provisions of ASC 605 “Revenue Recognition”, which includes the guidelines of Staff Accounting Bulletin No. 104 as described above.
	Earnings (Loss) Per Common Share
	The Company computes net earnings (loss) per share in accordance with ASC 260, “Earnings per Share”. ASC 260 requires presentation of both basic and diluted net earnings per share (“EPS”) on the face of the income statement. Basic EPS is computed by dividing earnings (loss) available to common stockholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. For the nine months ended September 30, 2014, there were 500,000 shares of common stock that were owed to persons under contractual obligations but that were not issued and are deemed as potentially dilutive common shares outstanding at September 30, 2014. Outstanding warrants to purchase 2,500,000 shares of common stock were excluded from this calculation as their effect would be anti-dilutive due to the reported net losses in each period.
	Recent Accounting Pronouncements
	On June 10, 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation (“ASU 2014-10”).  ASU 2014-10 eliminates the requirement to present inception-to-date information about income statement line items, cash flows, and equity transactions, and clarifies how entities should disclose the risks and uncertainties related to their activities. ASU 2014-10 also eliminates an exception provided to development stage entities in Consolidations (ASC Topic 810) for determining whether an entity is a variable interest entity on the basis of the amount of investment equity that is at risk. The presentation and disclosure requirements in Topic 915 are no longer required for interim and annual reporting periods beginning after December 15, 2014 however, early adoption is permitted. The Company has adopted the provisions of ASU 2014-10 for this quarterly report on Form 10-Q for the period ended September 30, 2014.
	In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern. The new standard required management of public and private companies to evaluate whether there is substantial doubt about the entity's ability to continue as a going concern and, if so, disclose that fact. Management will also be required to evaluate and disclose whether its plans alleviate that doubt. The new standard is effective for annual periods ending after December 15, 2016, and interim periods within annual periods beginning after December 15, 2016. Early adoption is permitted. The Company does not expect the adoption of the ASU to have a significant impact on our consolidated financial statements.
	In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which will supersede nearly all existing revenue recognition guidance under U.S. GAAP. The standard's core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The Company is carefully evaluating our anticipated revenue recognition practices to determine whether any contracts in the scope of the guidance will be affected by the new requirements. The effects may include identifying performance obligations in existing arrangements, determining the transaction price and allocating the transaction price to each separate performance obligation. The Company will also establish practices to determine when a performance obligation has been satisfied, and recognize revenue in accordance with the new requirements. The new standard is effective for the Company on January 1, 2017. Early adoption is not permitted. The standard allows for either "full retrospective" adoption, meaning the standard is applied to all of the periods presented, or "modified retrospective" adoption, meaning the standard is applied only to the most current period presented in the financial statements. The Company is currently evaluating the transition method that will be elected.
	The Company qualifies as an “emerging growth company” under the 2012 JOBS Act. Section 107 of the JOBS Act provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. As an emerging growth company, we can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. Except for the early adoption of ASU 2014-10, as discussed above, we have elected to take advantage of the benefits of this extended transition period.
	The Company has implemented all new accounting pronouncements that are in effect and that may impact its unaudited consolidated financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

Note_3_Property_and_Equipment

Note 3 - Property and Equipment	9 Months Ended
	Sep. 30, 2014
Notes	'
Note 3 - Property and Equipment	'
	NOTE 3 – PROPERTY AND EQUIPMENT
	Property and equipment consists of:
			September 30,		December 31,
			2014		2013
			(Unaudited)
	Property and equipment	$	43,405	$	2,497
	Less: accumulated depreciation		(6,358)		(208)
	Property and equipment, net	$	37,047	$	2,289
	Depreciation expense for the three months and nine months ended September 30, 2014 and 2013 was $1,329 and $6,150 and $0 and $0, respectively.

Note_4_Note_Payable

Note 4 - Note Payable	9 Months Ended
	Sep. 30, 2014
Notes	'
Note 4 - Note Payable	'
	NOTE 4 – NOTES PAYABLE
	Notes payable consists of:
			September 30,		December 31,
			2014		2013
			(Unaudited)
	Stockholder note payable, principal balance $40,000, unsecured, 5% stated annual interest, monthly interest only payments from September 2014 to April 2015, 24 fixed monthly payments of $3,290 from May, 2015 to April, 2017. Original discount of $33,233 applied to normalize interest to 5% will be amortized over the loan term (P/Note 1)	$	73,233	$	-
	Stockholder note payable, principal balance of $53,000, unsecured, interest bearing, monthly payment of $3,790 starting February 1, 2014, due April 1, 2015 (P/Note 2)		32,636		50,051
		$	105,869	$	50,051
	Note payable - current portion		48,385		41,783
	Note payable - long term portion	$	57,484	$	8,268
	Debt discount- current portion	$	19,911	$	16,364
	Debt discount- long term portion	$	18,569	$	4,091
	On June 18, 2014, the Company executed a promissory note (the “P/Note 1”) with a stockholder lender in the principal amount of $40,000. The terms of the P/Note 1 require the Company to make (a) monthly interest only payments (5% annual rate) starting on September 18, 2014; (b) twenty-four (24) payments of $3,290 each, including principal and interest, beginning May 18, 2015 through April 18, 2017, at which time the entire principal amount, plus any and all accrued interest shall be due and payable; and, (c) in the event of an investment or series of related investments of at least $5,000,000 before April 18, 2017, then the entire principal balance and all accrued and unpaid interest shall be due in full in addition to a $5,000 prepayment penalty. In connection with the issuance of P/Note 1, the Company has recorded a debt discount of $33,233 applied to normalize interest to 5% which will be amortized as interest expense over the life of the Note 1. The Company has recognized interest expense of $2,935 for amortization of debt discount related to P/Note 1 for the three months and nine months ended September 30, 2014. The unamortized portion of debt discount was $30,298 at September 30, 2014.
	On May 23, 2013, the Company executed a promissory note (the “P/Note 2”) with a stockholder in the principal amount of $53,000. The terms of the Note 2 required the Company to make (a) a principal payment of $3,000 on or before June 6, 2013, and (b) fifteen (15) monthly payments of $3,790 each, including principal and interest, beginning February 2014 through April 2015, at which time the entire principal amount, plus any and all accrued interest shall be due and payable. The Company is delinquent in making 3 monthly payments and the note holder has not made a demand for the past due payments.
	The Company has recorded interest expense of $1,743 and $3,581 for the three months and nine months ended September 30, 2014 and $384 and $768 for the comparable periods in 2013. The Company has recorded accrued interest of $4,236 and $2,192 as of September 30, 2014 and December 31, 2013, respectively.
	As additional consideration, the Company agreed to issue 100,000 shares of restricted common stock at its fair value of $30,000 to the stockholder upon execution of P/Note 2. As of December 31, 2013, the Company had not issued the 100,000 shares of its common stock and as such the value of shares to be issued was reflected as a liability in the balance sheet at that date. The Company has formally issued the shares during the nine months period ended September 30, 2014.
	In connection with the issuance of the P/Note 2, the Company has recorded a debt discount in the amount of $30,000 which is being amortized to interest expense over the life of the Note. The Company has recognized interest expense of $4,091 and $12,273 related to the amortization of debt discount related to Note 2 for the three months and nine months ended September 30, 2014 and $5,455 for the three and nine months ended September 30, 2013. The net book value of the unamortized portion of the debt discount was $8,182 and $20,455 at September 30, 2014 and December 31, 2013, respectively.
	The Company has recorded total interest expense, including amortization of debt discount, of $8,766 and $18,789 for the three months and nine months ended September 30, 2014, respectively; and, $6,384 and $6,768 for comparable periods in 2013, respectively.

Note_5_Related_Party_Transacti

Note 5 - Related Party Transactions	9 Months Ended
	Sep. 30, 2014
Notes	'
Note 5 - Related Party Transactions	'
	NOTE 5 – RELATED PARTY TRANSACTIONS
	In April 2010, the Company entered into a verbal agreement with its chief technology officer for providing business consulting and marketing services to the Company. No fixed compensation was agreed at the time of the verbal agreement. The Company has recorded consulting expense of $0 and $54,100 for the three months and nine months ended September 30, 2014, and $24,834 and $30,834 for the comparable periods in 2013. There were no amounts due under this arrangement as of September 30, 2014 or December 31, 2013.
	The Company has engaged an entity owned by the Chief Executive Officer/director of the Company to provide business advisory, consulting, and legal services. The Company has recorded an expense of $0 and $35,000 for consulting services for the three months and nine months ended September 30, 2014, and $5,000 and $17,011 for the comparable periods in 2013. There were no amounts due under this arrangement as of September 30, 2014 or December 31, 2013.
	On August 28, 2014, the Chief Executive Officer/Director provided a short term advance of $3,000 to the Company for its working capital needs. The short term advance is non-interest bearing, unsecured and due on demand and is due and payable as of September 30, 2014.

Note_6_Commitments_and_Conting

Note 6 - Commitments and Contingencies	9 Months Ended
	Sep. 30, 2014
Notes	'
Note 6 - Commitments and Contingencies	'
	NOTE 6 – COMMITMENTS AND CONTINGENCIES
	Settlement of Litigation
	The Company entered into an agreement for public relations services (the “Agreement”) with an unrelated third party (“DLC”) in September 2010. The Company disputed the quality of the services rendered and failed to tender final payment under the Agreement. DLC initiated legal action against the Company in January 2012 for collection under the Agreement. The Company did not have the resources to contest the action, so a default judgment was entered against the Company in favor of DLC in July 2012 in the amount of $14,425. Thereafter, DLC sought to collect on the judgment, and the total amount claimed by DLC grew to over $25,000 as DLC was entitled to collect attorney’s fees under the Agreement.
	In October 2013, the entire Agreement with DLC was negotiated and settled requiring the Company to pay DLC $3,000 in November 2013 and $1,000 per month for the next 12-month period. The Company agreed not to contest DLC’s ownership of 80,000 shares of the Company’s stock. The Company had recorded a liability and an expense of $15,000 as a result of this litigation in its consolidated financial statements as of December 31, 2010. As of September 30, 2014, the remaining liability on the settlement of $7,000 is included in accounts payable in the accompanying condensed consolidated financial statements.  Subsequent to September 30, 2014, the Company plans on paying DLC for the months of May 2014 through and including November 2014, which DLC has yet to demand.
	Legal Costs and Contingencies
	In the normal course of business, the Company incurs costs to hire and retain external legal counsel to advise it on regulatory, litigation and other matters. The Company expenses these costs as the related services are received.
	If a loss is considered probable and the amount can be reasonable estimated, the Company recognizes an expense for the estimated loss.  If the Company has the potential to recover a portion of the estimated loss from a third party, the Company makes a separate assessment of recoverability and reduces the estimated loss if recovery is also deemed probable.

Note_7_Equity_Transactions

Note 7 - Equity Transactions	9 Months Ended
	Sep. 30, 2014
Notes	'
Note 7 - Equity Transactions	'
	NOTE 7 - EQUITY TRANSACTIONS
	The Company’s capitalization at September 30, 2014 was 300,000,000 authorized common shares with a par value of $0.001, and 10,000,000 authorized preferred shares with a par value of $0.001.
	Common stock
	During the nine months ended September 30, 2014, the Company sold 525,000 shares of its common stock at $0.50 per share and received total cash consideration of $262,500. All the common shares were sold to accredited investors pursuant to separate Private Placements. In addition, as discussed in Note 4, on March 31, 2014, the Company issued 100,000 shares of its common stock to a third party lender as additional consideration in conjunction with providing cash proceeds of $53,000 as loan to the Company on May 23, 2013. The common shares issued were valued at their fair value of $30,000 to the third party lender.
	On or around June 25, 2014, the Company engaged Lamnia International, LLC (Lamina) to provide investor relations and investor communications services. The engagement is on a “month-to-month” basis. The Company paid $6,000 in advance for the services rendered in July 2014. The Company is obligated to issue to Lamnia 250,000 shares of restricted common stock. The Company has recorded the fair value of 250,000 shares valued at $125,000 based upon the selling price of $0.50 per share the Company was able to obtain for sales of similar stock around the date of issuance, as prepaid investor relations expense for six months contractual term. The Company has recorded $62,500 as investor relations expense for the three months ended September 30, 2014 and the remaining $62,500 as prepaid asset as of September 30, 2014. The shares have not yet been issued as of September 30, 2014, and the value of $125,000 has been recorded as accrued stock payable in the accompanying condensed consolidated balance sheet.
	On September 1, 2014, the Company engaged Fastnet Advisors, LLC (Fastnet) to provide corporate advisory services. The engagement is for an initial period of 6-months. The Company is obligated to pay Fastnet $3,000 for September 2014, which it has recorded as accounts payable at September 30, 2014; $4,000 per month for October 2014, November 2014 and December 2014, which amounts are due and not yet paid; and $5,000 per month for January 2015 and February, 2015. The Company is obligated to issue to Fastnet 250,000 shares of restricted common stock. The Company has not issued the shares as of the date of this filing. The Company has recorded the fair value of 250,000 shares valued at $125,000 based upon the selling price of $0.50 per share the Company was able to obtain for sales of similar stock around the date of issuance, as prepaid investor relations expense for the six months contractual term. The Company has recorded $20,833 as consulting expense for the three months ended September 30, 2014 and the remaining balance of $104,167 as prepaid assets as of September 30, 2014. The 250,000 shares of common stock have not yet been issued as of September 30, 2014, and the value of $125,000 has been recorded as accrued stock payable in the accompanying condensed consolidated balance sheet.
	Warrants
	In April 2010, the Company granted three individuals, warrants to purchase 2,500,000 shares of common stock at an exercise price of $0.25 per share as compensation in connection with the individuals providing introductions for raising capital for the Company. The warrants have a six year term and expire in April 2016. The fair value of 2,500,000 warrants at the original issue date was estimated to be $1,077,927 using a Black-Scholes option pricing model with an expected life of 6 years, a risk free interest rate of 2.96%, a dividend yield of 0%, and an expected volatility of 100%. The expected volatility was estimated to be 100% since the Company’s stock is not traded and no historical volatility data is available. As these services were provided as part of the Company’s equity funding, the value of the warrants were recorded within equity as part of the accounting for the related equity transactions.
	The Company has not established a stock option plan nor has issued any stock options outstanding as of September 30, 2014.
	As a result of all common stock issuances, the total common shares issued and outstanding at September 30, 2014 were 51,627,565.
	Preferred Stock
	At September 30, 2014, the Company had no shares of preferred stock issued or outstanding.

Note_8_Concentration_of_Credit

Note 8 - Concentration of Credit Risk	9 Months Ended
	Sep. 30, 2014
Notes	'
Note 8 - Concentration of Credit Risk	'
	NOTE 8 - CONCENTRATION OF CREDIT RISK
	The Company maintains its cash in bank and financial institution deposits that at times may exceed federally insured limits. The Company has not experienced any losses related to this in any such accounts. The Company’s bank balances did not exceed FDIC insured amounts as of September 30, 2014 and December 31, 2013, respectively.

Note_9_Subsequent_Events

Note 9 - Subsequent Events	9 Months Ended
	Sep. 30, 2014
Notes	'
Note 9 - Subsequent Events	'
	NOTE 9 – SUBSEQUENT EVENTS
	On October 29, 2014, the Company sold 50,000 shares of its common stock pursuant to a private placement to an accredited investor for $25,000. The shares of common stock issued in this offering were offered and sold without registration under the Securities Act, or state securities laws, in reliance on the exemptions provided by Section 4(a)(2) (previously 4(2)) of the Securities Act and Regulation D promulgated thereunder and in reliance on similar exemptions under applicable state laws, based on the lack of any general solicitation or advertising in connection with the sale of the securities; the representation of the investor to the Company that it is an accredited investor (as that term is defined in Rule 501 of Regulation D) and that it was purchasing the securities for its own account and without a view to distribute them. .

Note_1_Nature_of_Operations_an1

Note 1 - Nature of Operations and Going Concern: Liquidity Disclosure (Policies)	9 Months Ended
	Sep. 30, 2014
Policies	'
Liquidity Disclosure	'
	The Company’s unaudited consolidated financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has not yet established a stable ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The continuation of the Company as a going concern is dependent upon the continued financial support from its stockholders, the ability of the Company to obtain necessary financing to continue operations, and the attainment of profitable operations. The Company incurred a net loss of $451,717 for the nine months ended September 30, 2014, used net cash in operating activities of $346,982 and has an accumulated deficit of $1,526,367 as of September 30, 2014. The Company had a working capital deficit of $105,398 and total stockholders’ deficit of $107,266 as of September 30, 2014. These factors, among others, raise a substantial doubt regarding the Company’s ability to continue as a going concern. If the Company is unable to obtain adequate capital, it could be forced to cease operations. The accompanying unaudited consolidated condensed financial statements do not include any adjustments to reflect the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Note_2_Significant_Accounting_1

Note 2 - Significant Accounting Policies: Principles of Consolidation (Policies)	9 Months Ended
	Sep. 30, 2014
Policies	'
Principles of Consolidation	'
	Principles of Consolidation
	The accompanying unaudited consolidated financial statements include the accounts of the Company, and its wholly-owned subsidiary EMAVC. All intercompany balances and transactions are eliminated in consolidation.

Note_2_Significant_Accounting_2

Note 2 - Significant Accounting Policies: Use of Estimates (Policies)	9 Months Ended
	Sep. 30, 2014
Policies	'
Use of Estimates	'
	Use of Estimates
	The preparation of unaudited consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.

Note_2_Significant_Accounting_3

Note 2 - Significant Accounting Policies: Revenue Recognition (Policies)	9 Months Ended
	Sep. 30, 2014
Policies	'
Revenue Recognition	'
	Revenue Recognition
	The Company recognizes revenues when persuasive evidence of an arrangement exists; delivery has occurred; price is fixed or determinable; and collectability of the related receivable is reasonably assured. The Company closely follows the provisions of ASC 605 “Revenue Recognition”, which includes the guidelines of Staff Accounting Bulletin No. 104 as described above.

Note_2_Significant_Accounting_4

Note 2 - Significant Accounting Policies: Earnings (loss) Per Common Share (Policies)	9 Months Ended
	Sep. 30, 2014
Policies	'
Earnings (loss) Per Common Share	'
	Earnings (Loss) Per Common Share
	The Company computes net earnings (loss) per share in accordance with ASC 260, “Earnings per Share”. ASC 260 requires presentation of both basic and diluted net earnings per share (“EPS”) on the face of the income statement. Basic EPS is computed by dividing earnings (loss) available to common stockholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. For the nine months ended September 30, 2014, there were 500,000 shares of common stock that were owed to persons under contractual obligations but that were not issued and are deemed as potentially dilutive common shares outstanding at September 30, 2014. Outstanding warrants to purchase 2,500,000 shares of common stock were excluded from this calculation as their effect would be anti-dilutive due to the reported net losses in each period.

Note_2_Significant_Accounting_5

Note 2 - Significant Accounting Policies: Recent Accounting Pronouncements (Policies)	9 Months Ended
	Sep. 30, 2014
Policies	'
Recent Accounting Pronouncements	'
	Recent Accounting Pronouncements
	On June 10, 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation (“ASU 2014-10”).  ASU 2014-10 eliminates the requirement to present inception-to-date information about income statement line items, cash flows, and equity transactions, and clarifies how entities should disclose the risks and uncertainties related to their activities. ASU 2014-10 also eliminates an exception provided to development stage entities in Consolidations (ASC Topic 810) for determining whether an entity is a variable interest entity on the basis of the amount of investment equity that is at risk. The presentation and disclosure requirements in Topic 915 are no longer required for interim and annual reporting periods beginning after December 15, 2014 however, early adoption is permitted. The Company has adopted the provisions of ASU 2014-10 for this quarterly report on Form 10-Q for the period ended September 30, 2014.
	In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern. The new standard required management of public and private companies to evaluate whether there is substantial doubt about the entity's ability to continue as a going concern and, if so, disclose that fact. Management will also be required to evaluate and disclose whether its plans alleviate that doubt. The new standard is effective for annual periods ending after December 15, 2016, and interim periods within annual periods beginning after December 15, 2016. Early adoption is permitted. The Company does not expect the adoption of the ASU to have a significant impact on our consolidated financial statements.
	In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers, which will supersede nearly all existing revenue recognition guidance under U.S. GAAP. The standard's core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The Company is carefully evaluating our anticipated revenue recognition practices to determine whether any contracts in the scope of the guidance will be affected by the new requirements. The effects may include identifying performance obligations in existing arrangements, determining the transaction price and allocating the transaction price to each separate performance obligation. The Company will also establish practices to determine when a performance obligation has been satisfied, and recognize revenue in accordance with the new requirements. The new standard is effective for the Company on January 1, 2017. Early adoption is not permitted. The standard allows for either "full retrospective" adoption, meaning the standard is applied to all of the periods presented, or "modified retrospective" adoption, meaning the standard is applied only to the most current period presented in the financial statements. The Company is currently evaluating the transition method that will be elected.
	The Company qualifies as an “emerging growth company” under the 2012 JOBS Act. Section 107 of the JOBS Act provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. As an emerging growth company, we can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. Except for the early adoption of ASU 2014-10, as discussed above, we have elected to take advantage of the benefits of this extended transition period.
	The Company has implemented all new accounting pronouncements that are in effect and that may impact its unaudited consolidated financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

Note_3_Property_and_Equipment_

Note 3 - Property and Equipment: Schedule of property and equipment (Tables)	9 Months Ended
	Sep. 30, 2014
Tables/Schedules	'
Schedule of property and equipment	'
	Property and equipment consists of:
			September 30,		December 31,
			2014		2013
			(Unaudited)
	Property and equipment	$	43,405	$	2,497
	Less: accumulated depreciation		(6,358)		(208)
	Property and equipment, net	$	37,047	$	2,289

Note_4_Note_Payable_Schedule_o

Note 4 - Note Payable: Schedule of note payable (Tables)	9 Months Ended
	Sep. 30, 2014
Tables/Schedules	'
Schedule of note payable	'
	Notes payable consists of:
			September 30,		December 31,
			2014		2013
			(Unaudited)
	Stockholder note payable, principal balance $40,000, unsecured, 5% stated annual interest, monthly interest only payments from September 2014 to April 2015, 24 fixed monthly payments of $3,290 from May, 2015 to April, 2017. Original discount of $33,233 applied to normalize interest to 5% will be amortized over the loan term (P/Note 1)	$	73,233	$	-
	Stockholder note payable, principal balance of $53,000, unsecured, interest bearing, monthly payment of $3,790 starting February 1, 2014, due April 1, 2015 (P/Note 2)		32,636		50,051
		$	105,869	$	50,051
	Note payable - current portion		48,385		41,783
	Note payable - long term portion	$	57,484	$	8,268
	Debt discount- current portion	$	19,911	$	16,364
	Debt discount- long term portion	$	18,569	$	4,091

Note_1_Nature_of_Operations_an2

Note 1 - Nature of Operations and Going Concern: Liquidity Disclosure (Details) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013	Dec. 31, 2013
Details	'	'	'	'	'
Net loss	$132,809	$104,603	$451,717	$190,887	'
Net cash used in operating activities	346,982	'	346,982	193,314	'
Accumulated deficit	1,526,367	'	1,526,367	'	'
Working Capital Deficit	105,398	'	105,398	'	'
Total Stockholders' Equity (Deficit)	$107,266	'	$107,266	'	($51,951)

Note_2_Significant_Accounting_6

Note 2 - Significant Accounting Policies: Earnings (loss) Per Common Share (Details)	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013
Details	'	'
Common Stock, Shares Subscribed but Unissued	500,000	'
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	2,500,000	2,500,000

Note_3_Property_and_Equipment_1

Note 3 - Property and Equipment: Schedule of property and equipment (Details) (USD $)	Sep. 30, 2014	Dec. 31, 2013
Details	'	'
Property, Plant and Equipment, Gross	$43,405	$2,497
Property, Plant and Equipment, Other, Accumulated Depreciation	-6,358	-208
Property and equipment, net	$37,047	$2,289

Note_3_Property_and_Equipment_2

Note 3 - Property and Equipment (Details) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Details	'	'	'	'
Depreciation	$1,329	$0	$6,150	$0

Note_4_Note_Payable_Schedule_o1

Note 4 - Note Payable: Schedule of note payable (Details) (USD $)	Sep. 30, 2014	Dec. 31, 2013
Other Notes Payable	$105,869	$50,051
Other Notes Payable, Current	48,385	41,783
Other Notes Payable, Noncurrent	57,484	8,268
Debt Discount - current portion	19,911	16,364
Debt Discount - long term portion	18,569	4,091
Notes Payable 1	'	'
Other Notes Payable	73,233	'
Notes Payable 2	'	'
Other Notes Payable	$32,636	$50,051

Note_4_Note_Payable_Details

Note 4 - Note Payable (Details) (USD $)

3 Months Ended

9 Months Ended

13 Months Ended

9 Months Ended

3 Months Ended

9 Months Ended

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

Jun. 30, 2014

Dec. 31, 2013

Sep. 30, 2014

Jun. 18, 2014

Sep. 30, 2014

Sep. 30, 2013

Sep. 30, 2014

Sep. 30, 2013

23-May-13

Common Stock

Notes Payable 1

Notes Payable 2

Notes Payable 2

Notes Payable 2

Notes Payable 2

Notes Payable 2

Original Amount of Promissory Note

'

'

'

'

'

'

'

$40,000

'

'

'

'

$53,000

Interest Expense, Debt

1,743

384

3,581

768

'

'

'

'

'

'

'

'

'

Accrued Liabilities, Current

4,236

'

4,236

'

'

2,192

'

'

'

'

'

'

'

Common shares issued in conjunction with debt settlement - Shares

'

'

'

'

'

'

100,000

'

'

'

'

'

'

Common shares issued in conjunction with debt settlement

'

'

30,000

'

'

'

'

'

'

'

'

'

'

Debt Discount

30,000

'

30,000

'

'

'

'

'

'

'

'

'

'

Amortization of debt discount

'

'

15,208

5,455

21,818

'

'

'

4,091

5,455

12,273

5,455

'

Net stock value of the unamortized portion of the debt discount

8,182

'

8,182

'

'

20,455

'

'

'

'

'

'

'

Interest expense

$8,766

$6,384

$18,789

$6,768

'

'

'

'

'

'

'

'

'

Note_5_Related_Party_Transacti1

Note 5 - Related Party Transactions (Details) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Details	'	'	'	'
Consulting fees paid to chief technology officer	$0	$24,834	$54,100	$30,834
Consulting fees paid to related party	0	5,000	35,000	17,011
Short term loans	$3,000	'	$3,000	'

Note_6_Commitments_and_Conting1

Note 6 - Commitments and Contingencies (Details) (USD $)	1 Months Ended
	Oct. 31, 2013	Jul. 31, 2012	Dec. 31, 2010	Sep. 30, 2014
				Remaining Liability on the Settlement
Litigation Settlement, Amount	'	$14,425	'	'
Estimated Litigation Liability	'	25,000	'	'
Initial payment to settle litigation debt	3,000	'	'	'
Subsequent monthly payments to settle litigation debt	1,000	'	'	'
Litigation Settlement, Expense	'	'	15,000	'
Accounts Payable, Current	'	'	'	$7,000

Note_7_Equity_Transactions_Det

Note 7 - Equity Transactions (Details) (USD $)	3 Months Ended	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2014	Dec. 31, 2013
Common stock shares authorized	300,000,000	300,000,000	300,000,000
Common stock par value	$0.00	$0.00	$0.00
Preferred Stock, Shares Authorized	10,000,000	10,000,000	'
Preferred Stock, Par or Stated Value Per Share	$0.00	$0.00	'
CommonSharesSoldAt050PerShare	$262,500	'	'
Common shares issued in conjunction with debt settlement	'	30,000	'
Common Stock, Shares Subscribed but Unissued	500,000	500,000	'
Accrued stock payable	250,000	250,000	'
Prepaid expenses	166,667	166,667	'
Common stock shares issued	51,627,565	51,627,565	51,002,565
Common stock shares outstanding	51,627,565	51,627,565	51,002,565
Lamnia International, LLC	'	'	'
Common Stock, Shares Subscribed but Unissued	250,000	250,000	'
Accrued stock payable	125,000	125,000	'
Professional and Contract Services Expense	'	62,500	'
Prepaid expenses	62,500	62,500	'
Fastnet Advisors, LLC	'	'	'
Common Stock, Shares Subscribed but Unissued	250,000	250,000	'
Accrued stock payable	125,000	125,000	'
Professional and Contract Services Expense	'	20,833	'
Prepaid expenses	104,167	104,167	'
Accounts Payable, Current	$3,000	$3,000	'
Common Stock	'	'	'
CommonSharesSoldAt050PerShareShares	525,000	'	'
Common shares issued in conjunction with debt settlement - Shares	'	100,000	'

Note_7_Equity_Transactions_War

Note 7 - Equity Transactions: Warrants (Details) (USD $)	1 Months Ended
	Apr. 30, 2010
Details	'
Warrants Granted to Three Individuals	2,500,000
Fair Value of Warrants Granted to Three Individuals	$1,077,927

Note_9_Subsequent_Events_Detai

Note 9 - Subsequent Events (Details) (USD $)	1 Months Ended
	Oct. 31, 2014
Details	'
Shares sold in private placement	50,000
Proceeds from shares sold in private placement	$25,000