Medical Innovation (MIHI) 10-Q 19 Mar 18 2018 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information	9 Months Ended
	Jan. 31, 2018shares
Document And Entity Information
Entity Registrant Name	MEDICAL INNOVATION HOLDINGS, INC.
Entity Central Index Key	1,093,248
Document Type	10-Q
Document Period End Date	Jan. 31, 2018
Amendment Flag	false
Current Fiscal Year End Date	--04-30
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding	39,880,022
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2,018

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Jan. 31, 2018	Apr. 30, 2017
Current assets:
Cash	$ 6,461	$ 8,895
Total Current Assets	6,461	8,895
Total assets	6,461	8,895
Current liabilities:
Accrued Liabilities	582,648	455,148
Accounts Payable	282,572	349,704
Notes Payable	514,344	322,209
Derivative Liability	189,311
Total liabilities	1,568,875	1,127,061
Stockholders’ deficit:
Common stock; authorized 500,000,000; 39,880,022 shares at $0.0001 par value	3,988	3,918
Additional Paid in Capital	1,091,915	440,855
Deficit accumulated	(2,658,317)	(1,562,939)
Total stockholders’ deficit	(1,562,414)	(1,118,166)
Total liabilities and stockholders’ deficit	$ 6,461	$ 8,895

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Jan. 31, 2018	Apr. 30, 2017
Statement of Financial Position [Abstract]
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	39,880,022	39,880,022
Common stock, shares outstanding	39,880,022	39,880,022
Common stock, par value	$ 0.0001	$ 0.0001

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		9 Months Ended
	Jan. 31, 2018	Jan. 31, 2017	Jan. 31, 2018	Jan. 31, 2017
Income Statement [Abstract]
Revenue:			$ 48,000
Operating Expenses:
General and administrative	285,644	314,060	695,501	617,942
Total Operating Expenses	285,644	314,060	647,501	617,942
Non-Operating expense
Changes in fair value of derivative liability	(6,085)		(23,946)
Other Expenses
Interest Expense, net	115,979		297,750
Loss on conversion of debt	103,422		221,622
Total non-operating expense	213,316		495,426
Net loss for the period	$ (498,960)	$ (314,060)	$ (1,142,927)	$ (617,942)
Net loss per share:
Basic and diluted	$ (0.01)	$ (0.01)	$ (0.03)	$ (0.02)
Weighted average number of shares outstanding:
Basic and diluted	39,504,940	38,587,522	39,504,940	37,982,022

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	9 Months Ended
	Jan. 31, 2018	Jan. 31, 2017
Cash flow from operating activities:
Net loss	$ (1,142,927)	$ (617,942)
Adjustments to reconcile net loss to net cash used in operating activities:
Loss on conversion of debt	221,622
Change in value of derivative liability	(23,946)
Amortization of debt discount	104,796
Financing costs	131,596
Shares for services		149,310
Changes in operating assets and liabilities:
Increase (Decrease) in Accrued Liabilities	180,838	389,331
Accrued Interest, net	53,537
Increase (Decrease) in Accounts Payable	111,050	(165,805)
Net Cash Used in Operating activities	(363,434)	(245,106)
Cash flows from financing activities:
Issuance of Common Stock	161,000	295,463
Change due to Shareholders
Increase (Decrease) in Notes Payable	50,000	(18,100)
Increase (Decrease) in Convertible Notes Payable	150,000
Net cash provided by financing activities	361,000	277,363
Net Increase (Decrease) in Cash	(2,434)	32,257
Cash, beginning of period	8,895	1,600
Cash, end of period	6,461	33,857
Supplemental disclosure of cash flow information:
Taxes
Interest

Introduction

Introduction	9 Months Ended
	Jan. 31, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Introduction	NOTE 1 - INTRODUCTION On April 29, 2016, Medina International Holdings, Inc. (the “Company”) entered into an Acquisition and Purchase Agreement with Medical Innovation Holdings, a Joint Venture (“MedHold”) effective April 29, 2016, whereby all the assets of MedHold were acquired by the Company. In conjunction therewith, 35,100,000 shares (post-reverse split 1-for-10) were issued. Since the owners of MedHold now own approximately 94% of Medina, this transaction was accounted for as a reverse acquisition of Medina by MedHold resulting in a recapitalization of Medhold. Prior to the acquisition, Medina went through a restructuring and divesture. For details, please see the 8-K/A filed by Medina on June 6, 2016. On or about June 24, 2016, the Company proposed a reverse split of the common stock issued and outstanding on a one new share for 10 old shares basis, with fractional shares being rounded up to the next whole share, and sought authorization to change the Company’s name to Medical Innovation Holdings, Inc. (note these actions required an amendment to the Articles of Incorporation and required the approval of the Financial Industry Regulatory Authority (“FINRA”), which was granted). The majority shareholders approved both proposals and a Schedule 14C Information Statement was filed on August 8, 2016. The stock split and name change were effective September 15, 2016, and as such, the numbers reflected in the financial statements are post-split figures; all per share data was retroactively restated. The Company is establishing a nationwide, state-by-state, multi-disciplinary medical specialist provider/practice network, staffed by 16 types of Physician Specialists. These Physician Specialists will provide virtual medical consultations to rural patients who are chronically underserved. The Company intends to accomplish this via a comprehensive and sophisticated end-to-end virtual medicine program. On June 28, 2016, the Company formed a wholly-owned subsidiary, BKare Diagnostics, Inc. (“BKare”), in the state of Georgia. BKare is a full-scale provider of high quality laboratory and pharmaceutical services providing personalized services for small and mid-size medical practices and Virtual Health Medical Providers. All BKare Referral Laboratories are certified to provide services to Medicare, Medicaid, HMO and all private and commercial insurance companies. Their personalized services include custom testing protocols, tailored to meet client’s needs and includes services as an online private portal to order tests, supplies, online results 24 hours per day with board certified pathologists. As of December 31, 2017 BKare commenced limited operations and has generated no revenues to date. On August 9, 2016 the Company announced it set up a subsidiary, 3PointCare, Inc. (“3P”), a Georgia corporation, to provide services to the Company for the administration, scheduling, claims processing, technical support as well as delivering medical and health related services. The subsidiary is in the development stage. On September 8, 2016 the Company announced that 3P entered into a Management Services Agreement to exclusively provide management services to TeleLife MD, Inc. (“TeleLife”) with this agreement, the Company acquired the services of TeleLife, a multi-disciplinary specialty care practice formed to provide telemedicine services to patients in rural underserved areas in various States. The Company also licensed its cloud-based tele-health technology platform to TeleLife. Additionally, the Company will provide core Member Service Organization (MSO) services such as claims processing, billing and collection, physician services that include tech support and recruiting. As of January 31, 2018, 3Point ordered its telemed hardware platform and integrated it into our Electronic Medical Records and video software to create a unique tele medicine station. The Company has not generated any revenues to date and is expecting to commence commercial operations during the second quarter of 2018. Going Concern The accompanying consolidated financial statements (“CFS”) were prepared in conformity with GAAP in the United States (“GAAP”), which contemplates continuation of the Company as a going concern. In addition, the Company’s notes are currently in default. The Company is a development stage enterprise and has limited operations as of January 31, 2018. As of January 31, 2018, the Company had an accumulated deficit of $2,658,317. Management is devoting considerable effort to establish a business as discussed above. Management has taken various steps in that direction and believes its actions will allow the Company to continue its operations through the next fiscal year. The future success of the Company is likely dependent on its ability to attain additional capital to develop its proposed products and ultimately, upon its ability to attain future profitable operations. There can be no assurance that the Company will be successful in obtaining such financing, or that it will obtain positive cash flow.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Jan. 31, 2018
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: The accompanying CFS of Medical Innovation Holdings, Inc. and its subsidiaries were prepared in accordance with GAAP and include the assets, liabilities, revenues, and expenses of subsidiaries. All intercompany balances and transactions were eliminated in consolidation. Use of Estimates The preparation of our CFS in conformity with GAAP requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting periods. Significant estimates and assumptions are used for, but are not limited to; 1) Revenue recognition; 2) Allowance for doubtful accounts; 3) Inventory costs; 4) Asset impairments; 5) Depreciable lives of assets; 6) Income tax reserves and valuation allowances; 7) Fair value of stock options; 8) Allocation of direct and indirect cost of sales; and 9) Contingent liabilities. Future events and their effects cannot be predicted with certainty; accordingly, our accounting estimates require judgment. We base our estimates on historical experience, available market information, appropriate valuation methodologies, and on various other assumptions that we believe to be reasonable. We evaluate and update our assumptions and estimates on an ongoing basis and may employ outside experts to assist in our evaluation, when necessary. Actual results could differ materially from these estimates. Revenue Recognition Revenue is recognized when earned. The Company’s revenue recognition policies comply with SEC Staff Accounting Bulletin (SAB) 104. Sales revenue is recognized at the date services are rendered and no other significant obligations of the Company exist and collectability is reasonably assured. Payments received before all of the relevant criteria for revenue recognition are satisfied, are recorded as unearned revenue. Cash and Cash Equivalents The Company considers all liquid investments with a maturity of three months or less from the date of purchase that are readily convertible into cash to be cash equivalents. The Company maintains its cash in bank deposit accounts that does not exceed federally insured limits. The Company has not experienced any losses in such accounts. Accounts Receivable The Company reviews its accounts receivables accounts periodically for collectability and establishes an allowance for doubtful accounts and records bad debt expense when deemed necessary. Advertising costs Advertising costs are expensed as incurred. The Company recorded no advertising costs in the three and nine months ended January 31, 2018 and 2017. Inventory We carry our inventories at the lower of cost or market value. Cost is determined using first-in, first-out (“FIFO”) method. Market is determined based on net realizable value. We also provide due consideration to obsolescence, excess quantities, and other factors in evaluating net realizable value. Fixed Assets Capital assets are stated at cost. Equipment consists of medical equipment and related assets. Depreciation of fixed assets is provided using the straight-line method over the estimated useful lives (3-7 years) of the assets. Expenditures for maintenance and repairs are expensed as incurred. Property and Equipment No. of Years Medical Equipment 7 years Telemedicine Equipment 3 years Computers 3 years Furniture 5 years Office Equipment 5 years Office Phone 3 years Long Lived Assets The Company follows Statement of Financial Accounting Standards No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets” (“SFAS 144”), now codified in Accounting Standard Codification (“ASC”) 350, which addresses financial accounting and reporting for the impairment or disposal of long-lived. The Company periodically evaluates the carrying value of long-lived assets to be held and used in accordance with ASC 350. ASC 350 requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying amounts. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair market value of the long-lived assets. Loss on long-lived assets to be disposed of is determined in a similar manner, except that fair market values are reduced. Income Taxes The Company uses the liability method of accounting for income taxes under which deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the accounting bases and the tax bases of the Company’s assets and liabilities. Any deferred tax assets and liabilities are computed using enacted tax rates in effect for the year in which the temporary differences are expected to reverse. GAAP generally requires that recognized revenue, expenses, gains and losses be included in net income. Certain statements, however, require entities to report specific changes in assets and liabilities, such as unrealized gains and losses on available-for-sale securities, as a separate component of the equity section of the balance sheet. Such items, along with net income, are components of comprehensive income. Issuance of Shares for Service The Company accounts for employee and non-employee stock awards under ASC 718, whereby equity instruments issued to employees for services are recorded based on the fair value of the instrument issued and those issued to non-employees are recorded based on the fair value of the consideration received or the fair value of the equity instrument, whichever is more reliably measurable. Foreign Currency Translations and Hedging The Company will be exposed to foreign currency fluctuations due to international trade. Management does not intend to enter into forward exchange contracts or any derivative financial investments for trading purposes. There is no present international trade and as such management does not currently hedge foreign currency exposure. Basic and Diluted Net Loss per Share Net loss per share is calculated in accordance with ASC 105. Basic net loss per share is based upon the weighted average number of common shares outstanding. Diluted net loss per share is based on the assumption that all dilutive convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. Products and Services, Geographic Areas and Major Customers The Company intends to establish a nationwide, state-by-state, multi-disciplinary medical specialist provider/practice network, staffed by 16 types of physician specialists. These specialist physicians will provide virtual medical consultations to the potential millions of rural patients who are chronically underserved. This will be accomplished via a seamless, comprehensive, sophisticated end-to-end virtual medicine program. Recently issued accounting pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) amending revenue recognition guidance and requiring more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. In August 2015, the FASB deferred the effective date of the revenue recognition guidance to reporting periods beginning after December 15, 2017. Early adoption is permitted for reporting periods beginning after December 15, 2016. This standard has no material effect on our CFS. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). The guidance in ASU 2016-02 supersedes the lease recognition requirements in ASC Topic 840, Leases (FAS 13). ASU 2016-02 requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases, along with additional qualitative and quantitative disclosures. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company is in the process of evaluating the impact of this ASU on its CFS. In March 2016, the FASB issued an ASU amending the accounting for stock-based compensation and requiring excess tax benefits and deficiencies to be recognized as a component of income tax expense rather than equity. This guidance also requires excess tax benefits to be presented as an operating activity on the statement of cash flows and allows an entity to make an accounting policy election to either estimate expected forfeitures or to account for them as they occur. The ASU is effective for reporting periods beginning after December 15, 2016, with early adoption permitted. This standard has no material effect on our CFS. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 provides guidance for targeted changes with respect to how cash receipts and cash payments are classified in the statements of cash flows, with the objective of reducing diversity in practice. ASU 2016- 15 is effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted. The Company is in the process of evaluating the impact of this ASU on its CFS. In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfer of Assets Other than Inventory, which requires the recognition of the income tax consequences of an intra-entity transfer of an asset, other than inventory, when the transfer occurs. ASU 2016-16 is effective for interim and annual periods beginning after December 15, 2018, with early adoption permitted. The Company is in the process of evaluating the impact of this ASU on its CFS. In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, which requires restricted cash to be presented with cash and cash equivalents on the statement of cash flows and disclosure of how the statement of cash flows reconciles to the balance sheet if restricted cash is shown separately from cash and cash equivalents on the balance sheet. ASU 2016-18 is effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted. The Company is in the process of evaluating the impact of this ASU on its CFS. In January 2017, the FASB issued an ASU 2017-01, Business Combinations (Topic 805) Clarifying the Definition of a Business. The amendments in this update clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions or disposals of assets or businesses. The definition of a business affects many areas of accounting including acquisitions, disposals, goodwill, and consolidation. The guidance is effective for interim and annual periods beginning after December 15, 2017 and should be applied prospectively on or after the effective date. The Company is in the process of evaluating the impact of this ASU on its CFS. In July 2017, FASB issued ASU 2017-11, Earnings Per Share (Topic 260) Distinguishing Liabilities from Equity (Topic 480) Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features, II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception. Part I of this ASU changes the classification analysis of certain equity-linked financial instruments (or embedded features) with down round features and clarifies existing disclosure requirements. Part II does not have an accounting effect. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018 with early adoption permitted. Management is currently evaluating the potential impact of these changes on the CFS of the Company. As of January 31, 2018, there are no recently issued accounting standards not yet adopted that would have a material effect on the Company’s financial statements to have a material impact on the Company’s CFS.

Accrued Expenses

Accrued Expenses	9 Months Ended
	Jan. 31, 2018
Payables and Accruals [Abstract]
Accrued Expenses	NOTE 3 - ACCRUED EXPENSES Accrued expenses consisted of the following as of January 31, 2018 and April 30, 2017. January 31, 2018 April 30, 2017 Attorney fees $ 272,748 $ 272,748 Related party-Accrued Salaries 309,900 182,400 Total $ 582,648 $ 455,148

Notes Payable

Notes Payable	9 Months Ended
	Jan. 31, 2018
Debt Disclosure [Abstract]
Notes Payable	NOTE 4 - NOTES PAYABLE Notes payable consisted of the following as of January 31, 2018 and April 30, 2017 January 31, 2018 April 30, 2017 Syndicated Equity, Inc. $348 ,149 $ 302,209 C. S. Seshadri 20,000 20,000 Eagle Equities LLC 51,552 - Eagle Equities LLC, net of discount of $55,357 94,643 Total $ 514,344 $ 322,209 The Company retained a Note payable of $256,025. The Note was issued on June 18, 2015 and was due in one month at 1%. The Note carries a default interest rate of 18% and is convertible at 60% of the Volume Weighted Average Price for 5 days prior to conversion. This note is currently in default. The Company evaluated and recorded beneficial conversion on this note in prior years’ financial statements. The Company recorded $15,832 in interest for the three month period and $45,940 for the nine month period ending January 31, 2018 as compared to accrued interest of $12,788 and $36,711 for the comparable three and nine month period in 2017. The Seshadri note was agreed to be settled for $20,000. Prior to the settlement the note carried interest and was convertible into the Company’s common stock. On September 12, 2017, the Company issued an 8% Collateralized Promissory note, (the “Note”) to Eagle Equities LLC (“Eagle”) of $50,000 to evidence funds lent by Eagle to the Company on September 12, 2017. The Note has a maturity date of May 12, 2018. The Company recorded $1,017 in accrued interest for the three month period ending January 31, 2018 and $1,552 for the nine month period ending January 31, 2018. Convertible Notes On July 6, 2017, the Company issued an 8% Convertible Promissory Note, convertible 180 days after the execution (the “Note”) to Eagle for $75,000 to evidence funds lent by Eagle to the Company on July 6, 2017. The Note has a maturity date of July 6, 2018. Eagle also has the option to convert the Note into Common Shares of the Company at a price (“ Conversion Price 60% lowest trading price Exchange fifteen issue 1,032,060 common shares to Eagle to satisfy the convertible note and accrued interest in full. The Company has also recorded a $52,222 loss on the conversion of this Note. The shares were issued subsequent to January 31, 2018. On August 10, 2017, the Company issued an 8% Convertible Promissory Note, convertible 180 days after the execution (the “Note”) to Eagle of $75,000 to evidence funds lent by Eagle to the Company on August 10, 2017. The Note has a maturity date of August 10, 2018. Eagle also has the option to convert the Note into Common Shares of the Company at a price (“ Conversion Price 60% lowest trading price Exchange fifteen On October 23, 2017, the Company issued an 8% Convertible Promissory Note, convertible 180 days after the execution (the “Note”) to Eagle of $75,000 to evidence funds lent by Eagle to the Company on October 23, 2017. The Note has a maturity date of October 23, 2018. Eagle also has the option to convert the Note into Common Shares of the Company at a price (“ Conversion Price 60% lowest trading price Exchange fifteen The aforementioned Notes are classified as a hybrid instruments with an embedded feature. The 1. The Note has an underlying and notional amount which is defined as the number of shares into which the may be converted into. 2. The Note requires little or no initial net investment. The initial net investment, which equals the fair value of the conversion feature, is generally less than the fair value (“FV”) of the underlying shares and therefore complies with the second criterion. 3. The Note provides for net settlement. The Company’s shares are publicly traded, then the conversion feature is considered to provide for net settlement, because the holder can readily sell the shares received upon conversion for cash. The Company uses a weighted average Black-Scholes-Merton option pricing model to value the derivative instruments at inception and on subsequent valuation dates.

Derivative Liability

Derivative Liability	9 Months Ended
	Jan. 31, 2018
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative Liability	NOTE 5 – DERIVATIVE LIABILITY Derivative instruments The FV of derivative instruments is recorded and shown separately under current liabilities. Changes in the FV of derivatives liability are recorded in the statement of operations under non-operating income (expense). Our Company evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its FV and is then re-valued at each reporting date, with changes in the FV reported in the consolidated statements of operations. For stock-based derivative financial instruments, the Company uses a weighted average Black-Scholes-Merton option pricing model to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. Derivative liabilities The derivative liability is derived from the conversion features in the promissory notes issued on July 6, 2017, August 10, 2017 and October 23, 2017 respectively January 31, 2018 Annual dividend yield — Expected life (years) 0.7 Risk-free interest rate 1.76 % Expected volatility 253 %

Employment Agreement

Employment Agreement	9 Months Ended
	Jan. 31, 2018
Employment Agreement
Employment Agreement	NOTE 6 - EMPLOYMENT AGREEMENT As of January 31, 2018 there are no employment agreements with any management personnel. However, on April 1, 2016 the Company entered into a memorandum of understanding (“MOU”) with its CEO that includes a tentative salary of $144,000 per annum based upon certain conditions and other provisions. However, as of the date of this report, no definitive agreement has been signed. On September 15, 2017 The Company entered into an MOU with Kevin Swint to become the Company’s COO the MOU provides for the issuance of common stock of up to 1,000,000 shares of common stock to be issued in increments of 200,000 shares to be received upon signing of the MOU and further issuances of 200,000 shares to be issued on the each anniversary date of the MOU over a four year period and salary of $10,000 per month. As of January 31, 2018 200,000 shares were issued to Mr. Swint these shares are valued at $86,000 as the closing share price on the date of issuance was $0.43.

Preferred Stock

Preferred Stock	9 Months Ended
	Jan. 31, 2018
Equity [Abstract]
Preferred Stock	NOTE 7 - PREFERRED STOCK As of January 31, 2018 the Company had 30 shares of convertible preferred stock outstanding. Each share of preferred share is convertible in to 1% of the outstanding common shares at the date of conversion. At January 31, 2018 the preferred shares were convertible into approximately 11,770,500 shares of common stock.

Pending Litigation

Pending Litigation	9 Months Ended
	Jan. 31, 2018
Commitments and Contingencies Disclosure [Abstract]
Pending Litigation	NOTE 8- PENDING LITIGATION Under a contract, the Company had liabilities due to a former law firm of $200,000 (see note 3 above). The law firm filed suit against multiple defendants, including the Company, and was awarded a judgment against the parties to collect its fees, including costs. The Company intends to settle this matter.

Contractual Obligations

Contractual Obligations	9 Months Ended
	Jan. 31, 2018
Contractual Obligations
Contractual Obligations	NOTE 9 - CONTRACTUAL OBLIGATIONS As part of the acquisition on April 29, 2016, the Company assumed a consulting agreement entered into on February 20, 2016 by MedHold JV, which obligates MedHold JV to pay BBV International Consulting, LLC (“BBVI”) $30,000 per month through February 19, 2019 for strategic and corporate planning. The agreement was ratified by the Company’s Board of Directors effective May 1, 2016. The Company expensed $360,000 of consulting fees during the year ended April 30, 2017. The outstanding balance as of December 31, 2016 was converted into restricted shares of common stock at $0.50 per share, the value of the shares as of the date of issue was $149,310. Upon board approval, the remaining balance through January 31, 2018 will be converted to restricted shares of common stock. During the three month period ending July 31, 2017 the Company issued 60,000 shares to settle $30,000 of previous debt owed to BBVI, a related party, the fair value of the 60,000 common shares was $148,200 which resulted in a loss on settlement of debt of $118,200. The Company also recorded $90,000 in accrued fees to BBVI during the three month period ending July 31, 2017. During the three month period ending January 31, 2018 the Company issued 320,000 shares to settle $160,000 of previous debt owed to BBVI, a related party, the fair value of the 320,000 common shares was $211,200 which resulted in a loss on settlement of debt of $51,200. The Company also recorded $90,000 in accrued fees to BBVI during the three month period ending January 31, 2018, and the contract expired December 30, 2017 by mutual agreement between BBVI and the Company. On June 27, 2017, the Registrant entered into an Asset Acquisition Agreement with Renaissance Health Publishing LLC. a Florida Limited Liability Company. The consideration to be paid to Seller for the Purchased Assets (the “ Purchase Price a) a cash payment at Closing of $1,000,000 (the “ Closing Date Payment b) payment of: (x) four (4) times Seller’s earnings before interest, taxes, depreciation and amortization (“ EBITDA Audit Date”), Auditor Formula Payment Exhibit “A Convertible Note Exhibit “B

Stockholders' Equity

Stockholders' Equity	9 Months Ended
	Jan. 31, 2018
Equity [Abstract]
Stockholders' Equity	NOTE 10 - STOCKHOLDERS’ EQUITY 1,866,000 common shares (post-reverse split 1-for-10) were issued during the year ended April 30, 2017 for $295,463 through a private placement to unrelated parties under Rule 506 of Regulation D. During the year ended April 30, 2017 100,000 shares were issued to a consultant for worked performed. The valuation of those shares was $149,310. On July 20, 2017 the Company issued 60,000 shares of common stock to BBVI Consulting, a related party, to settle a portion of previous debt owed to BBVI. The fair value of the 60,000 common shares was $148,200, which resulted in a loss on settlement of debt of $118,200. During the three month period ending January 31, 2018 the Company issued 320,000 shares to settle $160,000 of previous debt owed to BBVI, a related party, the fair value of the 320,000 common shares was $160,000 which resulted in a loss on settlement of debt $51,200. The Company also recorded $90,000 in accrued fees to BBVI during the three month period ending January 31, 2018. On November 15, 2017 25,000 shares at $0.20 per share were issued to a shareholder who had previously subscribed for shares in the Company. On January 23, 2018 the Company received a Notice of Conversion to issue 1,032,060 common shares to Eagle to satisfy the convertible note and accrued interest in full. The Company has also recorded a $52,222 loss on the conversion of this Note. The shares were issued subsequent to January 31, 2018

Summary of Significant Accoun16

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Jan. 31, 2018
Accounting Policies [Abstract]
Use of Estimates	Use of Estimates The preparation of our CFS in conformity with GAAP requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting periods. Significant estimates and assumptions are used for, but are not limited to; 1) Revenue recognition; 2) Allowance for doubtful accounts; 3) Inventory costs; 4) Asset impairments; 5) Depreciable lives of assets; 6) Income tax reserves and valuation allowances; 7) Fair value of stock options; 8) Allocation of direct and indirect cost of sales; and 9) Contingent liabilities. Future events and their effects cannot be predicted with certainty; accordingly, our accounting estimates require judgment. We base our estimates on historical experience, available market information, appropriate valuation methodologies, and on various other assumptions that we believe to be reasonable. We evaluate and update our assumptions and estimates on an ongoing basis and may employ outside experts to assist in our evaluation, when necessary. Actual results could differ materially from these estimates.
Revenue Recognition	Revenue Recognition Revenue is recognized when earned. The Company’s revenue recognition policies comply with SEC Staff Accounting Bulletin (SAB) 104. Sales revenue is recognized at the date services are rendered and no other significant obligations of the Company exist and collectability is reasonably assured. Payments received before all of the relevant criteria for revenue recognition are satisfied, are recorded as unearned revenue.
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all liquid investments with a maturity of three months or less from the date of purchase that are readily convertible into cash to be cash equivalents. The Company maintains its cash in bank deposit accounts that does not exceed federally insured limits. The Company has not experienced any losses in such accounts.
Accounts Receivable	Accounts Receivable The Company reviews its accounts receivables accounts periodically for collectability and establishes an allowance for doubtful accounts and records bad debt expense when deemed necessary.
Advertising Costs	Advertising costs Advertising costs are expensed as incurred. The Company recorded no advertising costs in the three and nine months ended January 31, 2018 and 2017.
Inventory	Inventory We carry our inventories at the lower of cost or market value. Cost is determined using first-in, first-out (“FIFO”) method. Market is determined based on net realizable value. We also provide due consideration to obsolescence, excess quantities, and other factors in evaluating net realizable value.
Fixed Assets	Fixed Assets Capital assets are stated at cost. Equipment consists of medical equipment and related assets. Depreciation of fixed assets is provided using the straight-line method over the estimated useful lives (3-7 years) of the assets. Expenditures for maintenance and repairs are expensed as incurred. Property and Equipment No. of Years Medical Equipment 7 years Telemedicine Equipment 3 years Computers 3 years Furniture 5 years Office Equipment 5 years Office Phone 3 years
Long Lived Assets	Long Lived Assets The Company follows Statement of Financial Accounting Standards No. 144, “Accounting for the Impairment or Disposal of Long-Lived Assets” (“SFAS 144”), now codified in Accounting Standard Codification (“ASC”) 350, which addresses financial accounting and reporting for the impairment or disposal of long-lived. The Company periodically evaluates the carrying value of long-lived assets to be held and used in accordance with ASC 350. ASC 350 requires impairment losses to be recorded on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying amounts. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair market value of the long-lived assets. Loss on long-lived assets to be disposed of is determined in a similar manner, except that fair market values are reduced.
Income Taxes	Income Taxes The Company uses the liability method of accounting for income taxes under which deferred tax assets and liabilities are recognized for the future tax consequences of temporary differences between the accounting bases and the tax bases of the Company’s assets and liabilities. Any deferred tax assets and liabilities are computed using enacted tax rates in effect for the year in which the temporary differences are expected to reverse. GAAP generally requires that recognized revenue, expenses, gains and losses be included in net income. Certain statements, however, require entities to report specific changes in assets and liabilities, such as unrealized gains and losses on available-for-sale securities, as a separate component of the equity section of the balance sheet. Such items, along with net income, are components of comprehensive income.
Issuance of Shares for Service	Issuance of Shares for Service The Company accounts for employee and non-employee stock awards under ASC 718, whereby equity instruments issued to employees for services are recorded based on the fair value of the instrument issued and those issued to non-employees are recorded based on the fair value of the consideration received or the fair value of the equity instrument, whichever is more reliably measurable.
Foreign Currency Translations and Hedging	Foreign Currency Translations and Hedging The Company will be exposed to foreign currency fluctuations due to international trade. Management does not intend to enter into forward exchange contracts or any derivative financial investments for trading purposes. There is no present international trade and as such management does not currently hedge foreign currency exposure.
Basic and Diluted Net Loss Per Share	Basic and Diluted Net Loss per Share Net loss per share is calculated in accordance with ASC 105. Basic net loss per share is based upon the weighted average number of common shares outstanding. Diluted net loss per share is based on the assumption that all dilutive convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method. Under this method, options and warrants are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period.
Products and Services, Geographic Areas and Major Customers	Products and Services, Geographic Areas and Major Customers The Company intends to establish a nationwide, state-by-state, multi-disciplinary medical specialist provider/practice network, staffed by 16 types of physician specialists. These specialist physicians will provide virtual medical consultations to the potential millions of rural patients who are chronically underserved. This will be accomplished via a seamless, comprehensive, sophisticated end-to-end virtual medicine program.
Recently Issued Accounting Pronouncements	Recently issued accounting pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued an Accounting Standards Update (“ASU”) amending revenue recognition guidance and requiring more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. In August 2015, the FASB deferred the effective date of the revenue recognition guidance to reporting periods beginning after December 15, 2017. Early adoption is permitted for reporting periods beginning after December 15, 2016. This standard has no material effect on our CFS. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). The guidance in ASU 2016-02 supersedes the lease recognition requirements in ASC Topic 840, Leases (FAS 13). ASU 2016-02 requires an entity to recognize assets and liabilities arising from a lease for both financing and operating leases, along with additional qualitative and quantitative disclosures. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company is in the process of evaluating the impact of this ASU on its CFS. In March 2016, the FASB issued an ASU amending the accounting for stock-based compensation and requiring excess tax benefits and deficiencies to be recognized as a component of income tax expense rather than equity. This guidance also requires excess tax benefits to be presented as an operating activity on the statement of cash flows and allows an entity to make an accounting policy election to either estimate expected forfeitures or to account for them as they occur. The ASU is effective for reporting periods beginning after December 15, 2016, with early adoption permitted. This standard has no material effect on our CFS. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 provides guidance for targeted changes with respect to how cash receipts and cash payments are classified in the statements of cash flows, with the objective of reducing diversity in practice. ASU 2016- 15 is effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted. The Company is in the process of evaluating the impact of this ASU on its CFS. In October 2016, the FASB issued ASU 2016-16, Income Taxes (Topic 740): Intra-Entity Transfer of Assets Other than Inventory, which requires the recognition of the income tax consequences of an intra-entity transfer of an asset, other than inventory, when the transfer occurs. ASU 2016-16 is effective for interim and annual periods beginning after December 15, 2018, with early adoption permitted. The Company is in the process of evaluating the impact of this ASU on its CFS. In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash, which requires restricted cash to be presented with cash and cash equivalents on the statement of cash flows and disclosure of how the statement of cash flows reconciles to the balance sheet if restricted cash is shown separately from cash and cash equivalents on the balance sheet. ASU 2016-18 is effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted. The Company is in the process of evaluating the impact of this ASU on its CFS. In January 2017, the FASB issued an ASU 2017-01, Business Combinations (Topic 805) Clarifying the Definition of a Business. The amendments in this update clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions or disposals of assets or businesses. The definition of a business affects many areas of accounting including acquisitions, disposals, goodwill, and consolidation. The guidance is effective for interim and annual periods beginning after December 15, 2017 and should be applied prospectively on or after the effective date. The Company is in the process of evaluating the impact of this ASU on its CFS. In July 2017, FASB issued ASU 2017-11, Earnings Per Share (Topic 260) Distinguishing Liabilities from Equity (Topic 480) Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features, II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception. Part I of this ASU changes the classification analysis of certain equity-linked financial instruments (or embedded features) with down round features and clarifies existing disclosure requirements. Part II does not have an accounting effect. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018 with early adoption permitted. Management is currently evaluating the potential impact of these changes on the CFS of the Company. As of January 31, 2018, there are no recently issued accounting standards not yet adopted that would have a material effect on the Company’s financial statements to have a material impact on the Company’s CFS.

Summary of Significant Accoun17

Summary of Significant Accounting Policies (Tables)	9 Months Ended
	Jan. 31, 2018
Accounting Policies [Abstract]
Schedule of Property and Equipment Estimated Useful Lives	Expenditures for maintenance and repairs are expensed as incurred. Property and Equipment No. of Years Medical Equipment 7 years Telemedicine Equipment 3 years Computers 3 years Furniture 5 years Office Equipment 5 years Office Phone 3 years

Accrued Expenses (Tables)

Accrued Expenses (Tables)	9 Months Ended
	Jan. 31, 2018
Payables and Accruals [Abstract]
Schedule of Accrued Expenses	Accrued expenses consisted of the following as of January 31, 2018 and April 30, 2017. January 31, 2018 April 30, 2017 Attorney fees $ 272,748 $ 272,748 Related party-Accrued Salaries 309,900 182,400 Total $ 582,648 $ 455,148

Notes Payable (Tables)

Notes Payable (Tables)	9 Months Ended
	Jan. 31, 2018
Debt Disclosure [Abstract]
Schedule of Notes Payable	Notes payable consisted of the following as of January 31, 2018 and April 30, 2017 January 31, 2018 April 30, 2017 Syndicated Equity, Inc. $348 ,149 $ 302,209 C. S. Seshadri 20,000 20,000 Eagle Equities LLC 51,552 - Eagle Equities LLC, net of discount of $55,357 94,643 Total $ 514,344 $ 322,209

Derivative Liability (Tables)

Derivative Liability (Tables)	9 Months Ended
	Jan. 31, 2018
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Schedule of Derivative Liabilities	January 31, 2018 Annual dividend yield — Expected life (years) 0.7 Risk-free interest rate 1.76 % Expected volatility 253 %

Introduction (Details Narrative

Introduction (Details Narrative) - USD ($)	Apr. 29, 2016	Jan. 31, 2018	Apr. 30, 2017
Accumulated deficit		$ 2,658,317	$ 1,562,939
MedHold [Member] | Acquisition and Purchase Agreement [Member]
Business acquisition number of shares issued	35,100,000
Post reverse stock split, description	post-reverse split 1-for-10
Equity ownership interest percentage	94.00%

Summary of Significant Accoun22

Summary of Significant Accounting Policies (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Jan. 31, 2018	Jan. 31, 2017	Jan. 31, 2018	Jan. 31, 2017
Advertising costs
Minimum [Member]
Property and equipment useful lives			3 years
Maximum [Member]
Property and equipment useful lives			7 years

Summary of Significant Accoun23

Summary of Significant Accounting Policies - Schedule of Property and Equipment Estimated Useful Lives (Details)	9 Months Ended
	Jan. 31, 2018
Medical Equipment [Member]
Property and equipment useful lives	7 years
Telemedicine Equipment [Member]
Property and equipment useful lives	3 years
Computers [Member]
Property and equipment useful lives	3 years
Furniture [Member]
Property and equipment useful lives	5 years
Office Equipment [Member]
Property and equipment useful lives	5 years
Office Phone [Member]
Property and equipment useful lives	3 years

Accrued Expenses - Schedule of

Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($)	Jan. 31, 2018	Apr. 30, 2017
Payables and Accruals [Abstract]
Attorney fees	$ 272,748	$ 272,748
Related party - Accrued Salaries	309,900	182,400
Total	$ 582,648	$ 455,148

Notes Payable (Details Narrativ

Notes Payable (Details Narrative)	Jan. 23, 2018USD ($)shares	Oct. 23, 2017USD ($)Integer	Sep. 12, 2017USD ($)	Aug. 10, 2017USD ($)Integer	Jul. 20, 2017USD ($)	Jul. 06, 2017USD ($)Integer	Jun. 18, 2015	Jan. 31, 2018USD ($)	Jul. 31, 2017USD ($)	Jan. 31, 2017USD ($)	Jan. 31, 2018USD ($)	Jan. 31, 2017USD ($)
Debt face value								$ 256,025			$ 256,025
Debt term							1 month
Debt instruments interest percentage							1.00%
Debt default interest rate											18.00%
Percentage of convertible debt volume weighted average price											60.00%
Accrued interest								15,832		$ 12,788	$ 45,940	$ 36,711
Loss on the conversion of debt					$ 118,200			(103,422)	$ 118,200		(221,622)
Eagle Equities LLC [Member]
Debt face value			$ 50,000
Debt instruments interest percentage			8.00%
Accrued interest								1,017			1,552
Debt maturity date			May 12, 2018
Loss on the conversion of debt	$ 52,222
Eagle Equities LLC [Member] | Convertible Notes 1 [Member]
Debt face value						$ 75,000
Debt instruments interest percentage						8.00%
Percentage of convertible debt volume weighted average price						60.00%
Debt maturity date						Jul. 6, 2018
Debt trading days | Integer						15
Common shares issued to satisfy the convertible note and accrued interest | shares	1,032,060
Loss on the conversion of debt	$ 52,222
Eagle Equities LLC [Member] | Convertible Notes 2 [Member]
Debt face value				$ 75,000
Debt instruments interest percentage				8.00%
Percentage of convertible debt volume weighted average price				60.00%
Accrued interest								1,537			2,895
Debt maturity date				Aug. 10, 2018
Debt trading days | Integer				15
Eagle Equities LLC [Member] | Convertible Notes 3 [Member]
Debt face value		$ 75,000
Debt instruments interest percentage		8.00%
Percentage of convertible debt volume weighted average price		60.00%
Accrued interest								1,513			1,646
Debt maturity date		Oct. 23, 2018
Debt trading days | Integer		15
C.S. Seshadri [Member]
Notes payable								$ 20,000			$ 20,000

Notes Payable - Schedule of Not

Notes Payable - Schedule of Notes Payable (Details) - USD ($)	Jan. 31, 2018	Apr. 30, 2017
Notes Payable Total	$ 514,344	$ 322,209
Syndicated Equity, Inc [Member]
Notes Payable Total	348,149	302,209
C.S. Seshadri [Member]
Notes Payable Total	20,000	20,000
Eagle Equities LLC [Member]
Notes Payable Total	51,552
Eagle Equities LLC, Net [Member]
Notes Payable Total	$ 94,643

Notes Payable - Schedule of N27

Notes Payable - Schedule of Notes Payable (Details) (Parenthetical)	Jan. 31, 2018USD ($)
Eagle Equities LLC, Net [Member]
Debt discount	$ 55,357

Derivative Liability (Details N

Derivative Liability (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Jan. 31, 2018	Jan. 31, 2017	Jan. 31, 2018	Jan. 31, 2017
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative liability	$ 183,311		$ 183,311
Change in derivative liability	$ 6,085		$ 23,946

Derivative Liability - Schedule

Derivative Liability - Schedule of Derivative Liabilities (Details)	9 Months Ended
	Jan. 31, 2018
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Annual dividend yield	0.00%
Expected life (years)	8 months 12 days
Risk-free interest rate	1.76%
Expected volatility	253.00%

Employment Agreement (Details N

Employment Agreement (Details Narrative) - USD ($)	Sep. 15, 2017	Apr. 02, 2016	Jan. 31, 2018
Kevin Swint [Member]
Issuance of common stock			200,000
Issuance of common stock, value			$ 86,000
Shares issued price per share			$ 0.43
Kevin Swint [Member] | Anniversary Date [Member]
Issuance of common stock	200,000
Salary per month	$ 10,000
Kevin Swint [Member] | Increments [Member]
Issuance of common stock	200,000
Kevin Swint [Member] | Maximum [Member]
Issuance of common stock	1,000,000
CEO [Member]
Tentative salary		$ 144,000

Preferred Stock (Details Narrat

Preferred Stock (Details Narrative)	9 Months Ended
	Jan. 31, 2018shares
Equity [Abstract]
Convertible preferred stock outstanding	30
Percentage of preferred stock converted into common stock	1.00%
Preferred stock converted into common stock shares	11,770,500

Pending Litigation (Details Nar

Pending Litigation (Details Narrative)	9 Months Ended
	Jan. 31, 2018USD ($)
Commitments and Contingencies Disclosure [Abstract]
Assumed liabilities due to former law firm	$ 200,000

Contractual Obligations (Detail

Contractual Obligations (Details Narrative) - USD ($)	Jul. 20, 2017	Dec. 31, 2016	Apr. 29, 2016	Jan. 31, 2018	Jul. 31, 2017	Jan. 31, 2017	Jan. 31, 2018	Jan. 31, 2017	Apr. 30, 2017	Jun. 27, 2017
Settlement of debt, shares	60,000			320,000	60,000
Settlement of debt	$ 148,200			$ 211,200	$ 148,200
Loss of settlement of debt value	$ 118,200			(103,422)	$ 118,200		$ (221,622)
Accrued fees				$ 90,000			90,000
Cash payment										$ 1,000,000
BBV International Consulting, LLC [Member]
Settlement of debt, shares				320,000	60,000
Settlement of debt				$ 160,000	$ 30,000
Loss of settlement of debt value				51,200
Accrued fees				$ 90,000	$ 90,000		$ 90,000
Restricted Stock [Member]
Debt conversion price per share		$ 0.50
Restricted stock value		$ 149,310
Consulting Agreement [Member] | MedHold JV [Member]
Consulting fees			$ 30,000						$ 360,000

Stockholders' Equity (Details N

Stockholders' Equity (Details Narrative) - USD ($)	Jan. 23, 2018	Jul. 20, 2017	Jan. 31, 2018	Jul. 31, 2017	Jan. 31, 2017	Jan. 31, 2018	Jan. 31, 2017	Apr. 30, 2017	Nov. 15, 2017
Number of shares issued for consultant services								100,000
Number of value issued for consultant services								$ 149,310
Settlement of debt, shares		60,000	320,000	60,000
Settlement of debt value		$ 148,200	$ 211,200	$ 148,200
Loss of settlement of debt value		$ 118,200	(103,422)	$ 118,200		$ (221,622)
Accrued fees			$ 90,000			$ 90,000
Conversion to issue of common shares						11,770,500
Eagle Equities LLC [Member]
Loss of settlement of debt value	$ 52,222
Conversion to issue of common shares	1,032,060
Shareholder [Member]
Common stock, shares subscribed but unissued									25,000
Sale of stock, price per share									$ 0.20
BBV International Consulting, LLC [Member]
Settlement of debt, shares		60,000	320,000
Settlement of debt value			$ 160,000
Loss of settlement of debt value			$ 51,200
Private Placement [Member]
Number of common shares issued								1,866,000
Post reverse stock split, description								post-reverse split 1-for-10
Value of common shares issued								$ 295,463