United Health Products (UEEC) 10-Q 19 Nov 14 2014 Q3 Quarterly report Financial data

Document_and_Entity_Informatio

Document and Entity Information	9 Months Ended
	Sep. 30, 2014
Document And Entity Information	'
Entity Registrant Name	'UNITED HEALTH PRODUCTS, INC.
Entity Central Index Key	'0001096938
Document Type	'10-Q
Document Period End Date	30-Sep-14
Amendment Flag	'false
Current Fiscal Year End Date	'--12-31
Is Entity a Well-known Seasoned Issuer	'No
Is Entity a Voluntary Filer	'No
Is Entity's Reporting Status Current	'Yes
Entity Filer Category	'Smaller Reporting Company
Entity Common Stock, Shares Outstanding	102,647,640
Document Fiscal Period Focus	'Q3
Document Fiscal Year Focus	'2014

Consolidated_Balance_Sheets

Consolidated Balance Sheets (USD $)	Sep. 30, 2014	Dec. 31, 2013
Current Assets	'	'
Cash and Cash Equivalents	$1,480	$1,855
Accounts Receivable	5,027	0
Prepaid expenses	1,328	0
Inventory	12,777	33,651
Total current assets	20,612	35,506
Other Assets	'	'
Intangible Assets, Net	0	50,000
TOTAL ASSETS	20,612	85,506
Current Liabilities	'	'
Accounts payable and accrued expenses	315,706	285,457
Liability for unissued shares	145,543	160,543
Notes payable - related parties	923,508	625,224
Other current liabilites	160,761	136,106
Total current liabilities	1,545,518	1,207,330
Stockholders' Deficiency	'	'
Common Stock - $.001 par value, 150,000,000 Shares Authorized, 102,647,640 and 102,260,140 Shares Issued and Outstanding at September 30, 2014 and December 31, 2013, respectively	102,648	102,260
Additional Paid-In Capital	6,369,728	6,299,869
Accumulated Deficit	-7,997,282	-7,523,953
Total Stockholders' Deficiency	-1,524,906	-1,121,824
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY	$20,612	$85,506

Consolidated_Balance_Sheets_Pa

Consolidated Balance Sheets (Parenthetical) (USD $)	Sep. 30, 2014	Dec. 31, 2013
Stockholders' Deficiency	'	'
Common Stock, par value	$0.00	$0.00
Common Stock, Authorized	150,000,000	150,000,000
Common Stock, Issued	102,647,640	102,260,140
Common Stock, Outstanding	102,647,640	102,260,140

Consolidated_Statements_of_Ope

Consolidated Statements of Operations (unaudited) (USD $)	3 Months Ended		9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013	Sep. 30, 2014	Sep. 30, 2013
Consolidated Statements Of Operations	'	'	'	'
Revenues	'	$1,620	$146,773	$3,060
Cost of goods sold	'	'	43,187	'
Gross profit	'	1,620	103,586	3,060
Operating Costs and Expenses	'	'	'	'
Amortization of Intangibles	'	-25,000	-50,000	-75,000
Selling, general and administrative expenses	-72,730	-806,197	-474,007	-883,601
Total Operating Expenses	-72,730	-831,197	-524,007	-958,601
Loss from Operations	-72,730	-829,577	-420,421	-955,541
Other income (expenses)	'	'	'	'
Other Income	'	259,041	'	259,041
Interest Expense, Net	-18,557	-17,174	-52,908	-51,525
Total other income (expense)	-18,557	241,867	-52,908	207,516
Net Loss	($91,287)	($587,710)	($473,329)	($748,025)
Net Loss per common share:	'	'	'	'
Basic and diluted	$0	$0	$0	$0
Weighted average number of shares outstanding	102,647,640	98,824,433	102,604,584	91,972,235

Consolidated_Statements_of_Sto

Consolidated Statements of Stockholders' Equity (Unaudited) (USD $)	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Total
Beginning Balance, Amount at Dec. 31, 2013	$102,260	$6,299,869	($7,523,953)	($1,121,824)
Beginning Balance, Shares at Dec. 31, 2013	102,260,140	'	'	'
Issuance of Common Stock in connection with services, Shares	200,000	'	'	'
Issuance of Common Stock in connection with services, Amount	200	33,800	'	34,000
Stock options granted in connection with services	'	21,247	'	21,247
Issuance of Common Stock in connection with settlement of note payable, Shares	187,500	'	'	'
Issuance of Common Stock in connection with settlement of note payable, Amount	188	14,812	'	15,000
Net loss	'	'	-473,329	-473,329
Ending Balance, Amount at Sep. 30, 2014	$102,648	$6,369,728	($7,997,282)	($1,524,906)
Ending Balance, Shares at Sep. 30, 2014	102,647,640	'	'	'

Consolidated_Statements_of_Cas

Consolidated Statements of Cash Flows (unaudited) (USD $)	9 Months Ended
	Sep. 30, 2014	Sep. 30, 2013
Cash Flows from Operating Activities:	'	'
Net Loss	($473,329)	($748,025)
Adjustments to Reconcile Net Loss to Net Cash Used In Operating Activities:	'	'
Depreciation and Amortization	50,000	75,000
Interest accrued - related party notes	34,350	51,525
Issuance of stock for services	34,000	744,000
Stock options expensed	19,919	'
Changes in assets and liabilities:	'	'
Accounts Receivable	-5,027	'
Inventory	20,874	'
Accounts Payable and Accrued Expenses	30,249	-160,623
Net Cash Used In Operating Activities	-288,964	-38,123
Cash Flows from Financing Activities:	'	'
Proceeds from Related Parties	288,589	'
Proceeds from Notes Payable	'	40,000
Net Cash Provided By Financing Activities	288,589	40,000
(Decrease) Increase in Cash and Cash Equivalents	-375	1,877
Cash and Cash Equivalents - Beginning of period	1,855	32
CASH AND CASH EQUIVALENTS - END OF PERIOD	1,480	1,909
Schedule of Non-Cash Financing Activities:	'	'
Issuance of Common Stock in connection with with settlement of note payable	15,000	'
Issuance of common Stock in connection with Conversion of Convertible Notes and Related Interest	'	351,180
Issuance of Common Stock in connection with Services	'	744,000
Capital Contributed, Inventory	'	42,382
Capital Contributed, Officer’s Salary Forgiven	'	$325,000

Organization_and_Basis_of_Prep

Organization and Basis of Preparation	9 Months Ended
	Sep. 30, 2014
Notes to Financial Statements	'
1. Organization and Basis of Preparation	'
	United Health Products, Inc. (formerly United EcoEnergy Corp.) (“United” or the “Company”) is a product development and solutions company focusing its growth initiatives on the expanding wound-care industry and disposable medical supplies markets. The Company produces an innovative gauze product that absorbs exudate (fluids which have been discharged from blood vessels) by forming a gel-like substance upon contact. Epic Wound Care, Inc. (“Epic”), the Company’s principal operating subsidiary, was dissolved by the State of Florida on September 23, 2011 and, accordingly, all operations are now directly in the Company.
	While the Company has funded its initial operations with private placements and secured loans from a related party, there can be no assurance that adequate financing will continue to be available to the Company and, if available, on terms that are favorable to the Company. The Company’s ability to continue as a going concern is also dependent on many events outside of its direct control, including, among other things, improvement in the economic climate. The financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of this uncertainty.
	Interim financial statements are prepared in accordance with GAAP for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Article 8 of Regulation S-X, as appropriate. In the opinion of management, all adjustments, which are of a normal recurring nature, considered necessary for the fair presentation of financial statements for the interim period, have been included.
	Operating results for the interim periods presented are not necessarily indicative of the results to be expected for a full year.
	The condensed consolidated balance sheet at December 31, 2013 has been derived from the audited consolidated financial statements at that date but does not include all the information and footnotes required by generally accepted accounting principles for complete financial statements.
	These interim condensed financial statements should be read in conjunction with the Company’s audited financial statements and notes for the period ended December 31, 2013 filed with the Securities and Exchange Commission on Form 10-K in April 2014.

Significant_Accounting_Policie

Significant Accounting Policies	9 Months Ended
	Sep. 30, 2014
Notes to Financial Statements	'
2. Significant Accounting Policies	'
	Consolidation
	The accompanying consolidated financial statements include the accounts of the Company and its former wholly owned subsidiary, Epic Wound Care, Inc. (which was dissolved by the State of Florida on September 23, 2011), as of the dates and for the fiscal years indicated. All intercompany accounts and transactions have been eliminated in consolidation.
	Use of Estimates
	The preparation of financial statements in conformity with generally accepted accounting principles requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reported period. Changes in the economic environment, financial markets, as well as in the healthcare industry, and any other parameters used in determining these estimates, could cause actual results to differ.
	Income Taxes
	The Company accounts for income taxes using a method that requires recognition of deferred tax assets and liabilities for expected future tax consequences of temporary differences that currently exist between tax bases and financial reporting bases of the Company’s assets and liabilities which is commonly known as the asset and liability method. In assessing the ability to realize deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized.
	The Company evaluates its tax positions taken or expected to be taken in the course of preparing the Company’s tax returns to determine whether the tax positions are ‘‘more-likely-than-not’’ of being sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are recorded as an expense in the applicable year. The Company does not have a liability for any unrecognized tax benefits. Management’s evaluation of uncertain tax positions may be subject to review and adjustment at a later date based upon factors including, but not limited to, an on-going analysis of tax laws, regulations and interpretations thereof, with due consideration given to the fact that tax periods are open to examination by tax authorities. Management believes the Company is no longer subject to income examinations for years prior to 2010.
	Revenue Recognition
	The Company recognizes revenues when persuasive evidence of an arrangement exists, product has been delivered, the price is fixed or determinable and collectability is reasonably assured. Revenue is recognized net of estimated sales returns and allowances.
	Revenues are attributable to the sale of medical products through distributor agreements. The principal terms of the agreements provide that the distributor orders be accompanied by partial payment in advance, which at least equals 50% of total manufactured cost, as defined, for orders for distributor inventory and, in addition, an agreed portion of the distributor’s gross profit on special orders. The balance of the manufactured cost is due from the distributor at the time of shipment. The Company is also entitled to an agreed percentage of the distributor’s profit on receipt by the distributor.
	Per Share Information
	Basic earnings per share are calculated using the weighted average number of common shares outstanding for the period presented. Diluted loss per share is the same as basic loss per share, as the effect of potentially dilutive securities (2,450,000 options and 1,698,378 warrants at September 30, 2014), is anti-dilutive.
	New Accounting Pronouncements
	Recently Adopted Accounting Pronouncements
	In May 2014, FASB issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers. The revenue recognition standard affects all entities that have contracts with customers, except for certain items. The new revenue recognition standard eliminates the transaction and industry specific revenue recognition guidance under current GAAP and replaces it with a principle-based approach for determining revenue recognition. Public entities are required to adopt the revenue recognition standard for reporting periods beginning after December 15, 2016, and interim and annual reporting periods thereafter. Early adoption is not permitted for public entities. The Company has reviewed the applicable ASU and has not, at the current time, quantified the effects of this pronouncement, however management believes that there will be no material effect on the consolidated financial statements.
	In September 2014, FASB issued Accounting Standards Update (ASU) No. 2014-12 Compensation — Stock Compensation (Topic 718), Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. A performance target in a share-based payment that affects vesting and that could be achieved after the requisite service period should be accounted for as a performance condition under Accounting Standards Codification (ASC) 718, Compensation — Stock Compensation. As a result, the target is not reflected in the estimation of the award’s grant date fair value. Compensation cost would be recognized over the required service period, if it is probable that the performance condition will be achieved. The guidance is effective for annual periods beginning after 15 December 2015 and interim periods within those annual periods. Early adoption is permitted. Management has reviewed the ASU and believes that they currently account for these awards in a manner consistent with the new guidance, therefore there is no anticipation of any effect to the consolidated financial statements.
	The Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) 2014-15 on August 27, 2014, providing guidance on determining when and how to disclose going-concern uncertainties in the financial statements. The new standard requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued.² An entity must provide certain disclosures if “conditions or events raise substantial doubt about [the] entity’s ability to continue as a going concern.” The ASU applies to all entities and is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted.
	We have reviewed the FASB issued Accounting Standards Update (“ASU”) accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the corporation’s reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of our financial management and certain standards are under consideration
	The Company has determined that there have been no recently adopted or issued accounting standards that had or will have a material impact on its Consolidated Financial Statements.

Related_Party_Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2014
Notes to Financial Statements	'
3. Related Party Transactions	'
	At January 1, 2013, the Company owed LeadDog Capital LP $448,099. In the nine months ended September 30, 2013, accrued interest was $42,378 for a total outstanding balance at September 30, 2013 of $490,477. At January 1, 2014, the beginning balance owed to LeadDog Capital as $504,603. The interest for the six months ended June 30, 2014 was $28,252, bringing the total amount owed at June 30, 2014 to $532,855. As described under Note 6 titled “Litigation,” a settlement agreement was reached effective August 18, 2014 pursuant to which all monies owed by the Company to LeadDog Capital LP were forgiven. At August 18, 2014, the amount owed to LeadDog Capital, inclusive of interest, was approximately $541,000. The aforementioned settlement agreement was confirmed by the Nevada Court on October 2, 2014. See “Note 6.”
	For the nine months ended September 30, 2014, notes payable to related parties totaled $923,508. Of the $923,508, $296,118 is owed to an executive officer of the Company, which loan is repayable to the Company on demand. Approximately $541,000 of the $923,508 was owed to LeadDog as described in the preceding paragraph.

Issuances_of_Securities

Issuances of Securities	9 Months Ended
	Sep. 30, 2014
Notes to Financial Statements	'
4. Issuances of Securities	'
	On January 18, 2014, the Company entered into a consulting agreement with Steven Z. Safran to assist the Company in the areas of corporate networking, sales, marketing and strategic planning. Pursuant to said agreement, the Company issued 200,000 shares of restricted stock and immediately upon executing the agreement granted an option to purchase an additional 300,000 shares of stock at $0.12 per share from an outside investor.

Fair_Value_Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2014
Notes to Financial Statements	'
5. Fair Value Measurements	'
	Accounting principles generally accepted in the United States define fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. Additionally, the inputs used to measure fair value are prioritized based on a three-level hierarchy. This hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows:
	Level 1 - Quoted prices in active markets for identical assets or liabilities. The Company’s investment in securities held for sale is fair valued by this method.
	Level 2 - Observable inputs other than quoted prices included in Level 1. We value assets and liabilities included in this level are valued using dealer and broker quotations, bid prices, quoted prices for similar assets and liabilities in active markets, or other inputs that are observable or can be corroborated by observable market data.
	Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.

Litigation

Litigation	9 Months Ended
	Sep. 30, 2014
Notes to Financial Statements	'
6. Litigation	'
	There are no legal proceedings pending or threatened against us, and we are unaware of any governmental authority initiating a proceeding against us, except as described below. On November 8, 2013, the Company filed a Complaint in the Second Judicial District Court, State of Nevada, County of Washoe, against a former officer and director of the Company, LeadDog Capital LP, a corporation which in the past has loaned money to the Company, and certain other defendants. The Company sought among other things to have LeadDog Capital LP cancel its indebtedness owed by the Company.
	In August 2014, the Company, a former officer and director of the Company, LeadDog Capital LP and other defendants in the litigation referenced above, agreed to settle the litigation in order to avoid the inconvenience and expense of continued litigation. The settlement made by the parties does not constitute an admission of liability. Pursuant to the Settlement Agreement, LeadDog Capital LP agreed to cancel all principal and accrued interest thereon. The former officer and director agreed as part of the settlement to sell 1.5 million shares owned by him with one-third of the proceeds to be retained by him, including an expected minimum of $55,000, and two-thirds of the proceeds to be paid to the Company. The Nevada Court confirmed the settlement agreement on October 2, 2014.

Material_Agreements_and_Other_

Material Agreements and Other Matters	9 Months Ended
	Sep. 30, 2014
Notes to Financial Statements	'
7. Material Agreements and Other Matters	'
	As discussed in Note 4, the Company entered into an agreement with Steven Z. Safran as a consultant. Pursuant to said agreement, the Company issued 200,000 shares of restricted stock and immediately upon executing the agreement granted an option to purchase an additional 300,000 shares of stock at $0.12 per share from an outside investor. This agreement commenced January 18, 2014 and expired on July 17, 2014. See “Subsequent Events” below regarding an employment agreement entered into with Mr. Safran on November 10, 2014.

Other_Current_Liabilities

Other Current Liabilities	9 Months Ended
	Sep. 30, 2014
Notes to Financial Statements	'
8. Other Current Liabilities	'
	As of September 30, 2014, included in other current liabilities are four outstanding notes to various individuals aggregating approximately $142,204 in principal and accrued interest. Interest accrues at the rate of 9% - 14% per annum.

Stock_Option_Plan

Stock Option Plan	9 Months Ended
	Sep. 30, 2014
Notes to Financial Statements	'
9. Stock Option Plan	'
	On August 8, 2013, the Board of Directors approved the 2013 Employee Benefit and Consulting Services Compensation Plan which has 15,000,000 shares that may be issued under said Plan. The Plan provides for the direct issuance of shares of common stock under the Plan and for the grant of non-statutory stock options on terms established by the Board of Directors or committee thereof. While the Plan does not require stockholder approval to be implemented, in the event stockholder approval is obtained on or before August 8, 2014, then incentive stock options could be granted under the Plan. In September 2013, the Company issued 6,000,000 shares of stock under said Plan to Douglas Beplate pursuant to his consulting contract.
	In the past, the Company has granted options to officers, directors, employees and/or consultants outside of a stock option plan. The following is a summary of changes to the Company’s outstanding stock options which were not granted under the aforementioned 2013 Plan:
	Options
	Outstanding at January 1, 2014	2,150,000
	Granted	-
	Outstanding at September 30, 2014	2,150,000

Subsequent_Events

Subsequent Events	9 Months Ended
	Sep. 30, 2014
Notes to Financial Statements	'
10. Subsequent Events	'
	The Company’s Management has evaluated subsequent events through November 19, 2014 and there are none except as described herein. The Company has raised approximately $225,000 from the sale of approximately 2.71 million shares of its Common Stock between October through November 19, 2014. Exemption from registration is claimed under Rule 506 and/or Section 4(2) of the Securities Act of 1933, as amended.
	On November 10, 2014, Dr. Phillip Forman, formerly Chief Executive Officer of the Registrant, became Chairman of the Board of the Registrant and Chief Medical Advisor. The Registrant simultaneously entered into an employment agreement with Dr. Forman. On November 10, 2014, Nate Knight, Chief Financial officer of the Registrant, entered into an employment agreement.
	On November 10, 2014, the Board of Directors approved issuing an aggregate of 9.6 million shares of restricted Common Stock to certain board members, key employees and legal counsel.
	On November 10, 2014, the Board of Directors of the Registrant filled a vacancy on its Board of Directors with the appointment of Robert J. Denser to the Board. On November 10, 2014, Dr. Phillip Forman, formerly Chief Executive Officer of the Registrant, became Chairman of the Board of the Registrant and Chief Medical Advisor. Douglas Beplate, Chief Operating Officer of the Registrant, became Chief Executive Officer and President of the Registrant in addition to his responsibilities as Chief Operating Officer.

Significant_Accounting_Policie1

Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2014
Significant Accounting Policies Policies	'
Consolidation	'
	The accompanying consolidated financial statements include the accounts of the Company and its former wholly owned subsidiary, Epic Wound Care, Inc. (which was dissolved by the State of Florida on September 23, 2011), as of the dates and for the fiscal years indicated. All intercompany accounts and transactions have been eliminated in consolidation.
Use of Estimates	'
	The preparation of financial statements in conformity with generally accepted accounting principles requires the Company’s management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reported period. Changes in the economic environment, financial markets, as well as in the healthcare industry, and any other parameters used in determining these estimates, could cause actual results to differ.
Income Taxes	'
	The Company accounts for income taxes using a method that requires recognition of deferred tax assets and liabilities for expected future tax consequences of temporary differences that currently exist between tax bases and financial reporting bases of the Company’s assets and liabilities which is commonly known as the asset and liability method. In assessing the ability to realize deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized.
	The Company evaluates its tax positions taken or expected to be taken in the course of preparing the Company’s tax returns to determine whether the tax positions are ‘‘more-likely-than-not’’ of being sustained by the applicable tax authority. Tax positions not deemed to meet the “more-likely-than-not” threshold are recorded as an expense in the applicable year. The Company does not have a liability for any unrecognized tax benefits. Management’s evaluation of uncertain tax positions may be subject to review and adjustment at a later date based upon factors including, but not limited to, an on-going analysis of tax laws, regulations and interpretations thereof, with due consideration given to the fact that tax periods are open to examination by tax authorities. Management believes the Company is no longer subject to income examinations for years prior to 2010.
Revenue Recognition	'
	The Company recognizes revenues when persuasive evidence of an arrangement exists, product has been delivered, the price is fixed or determinable and collectability is reasonably assured. Revenue is recognized net of estimated sales returns and allowances.
	Revenues are attributable to the sale of medical products through distributor agreements. The principal terms of the agreements provide that the distributor orders be accompanied by partial payment in advance, which at least equals 50% of total manufactured cost, as defined, for orders for distributor inventory and, in addition, an agreed portion of the distributor’s gross profit on special orders. The balance of the manufactured cost is due from the distributor at the time of shipment. The Company is also entitled to an agreed percentage of the distributor’s profit on receipt by the distributor.
Per Share Information	'
	Basic earnings per share are calculated using the weighted average number of common shares outstanding for the period presented. Diluted loss per share is the same as basic loss per share, as the effect of potentially dilutive securities (2,450,000 options and 1,698,378 warrants at September 30, 2014), is anti-dilutive.
New Accounting Pronouncements	'
	Recently Adopted Accounting Pronouncements
	In May 2014, FASB issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers. The revenue recognition standard affects all entities that have contracts with customers, except for certain items. The new revenue recognition standard eliminates the transaction and industry specific revenue recognition guidance under current GAAP and replaces it with a principle-based approach for determining revenue recognition. Public entities are required to adopt the revenue recognition standard for reporting periods beginning after December 15, 2016, and interim and annual reporting periods thereafter. Early adoption is not permitted for public entities. The Company has reviewed the applicable ASU and has not, at the current time, quantified the effects of this pronouncement, however management believes that there will be no material effect on the consolidated financial statements.
	In September 2014, FASB issued Accounting Standards Update (ASU) No. 2014-12 Compensation — Stock Compensation (Topic 718), Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. A performance target in a share-based payment that affects vesting and that could be achieved after the requisite service period should be accounted for as a performance condition under Accounting Standards Codification (ASC) 718, Compensation — Stock Compensation. As a result, the target is not reflected in the estimation of the award’s grant date fair value. Compensation cost would be recognized over the required service period, if it is probable that the performance condition will be achieved. The guidance is effective for annual periods beginning after 15 December 2015 and interim periods within those annual periods. Early adoption is permitted. Management has reviewed the ASU and believes that they currently account for these awards in a manner consistent with the new guidance, therefore there is no anticipation of any effect to the consolidated financial statements.
	The Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) 2014-15 on August 27, 2014, providing guidance on determining when and how to disclose going-concern uncertainties in the financial statements. The new standard requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year of the date the financial statements are issued.² An entity must provide certain disclosures if “conditions or events raise substantial doubt about [the] entity’s ability to continue as a going concern.” The ASU applies to all entities and is effective for annual periods ending after December 15, 2016, and interim periods thereafter, with early adoption permitted.
	We have reviewed the FASB issued Accounting Standards Update (“ASU”) accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the corporation’s reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of our financial management and certain standards are under consideration
	The Company has determined that there have been no recently adopted or issued accounting standards that had or will have a material impact on its Consolidated Financial Statements.

Stock_Option_Plan_Tables

Stock Option Plan (Tables)	9 Months Ended
	Sep. 30, 2014
Stock Option Plan Tables	'
Summary of outstanding stock options	'
	The following is a summary of changes to the Company’s outstanding stock options which were not granted under the aforementioned 2013 Plan:
	Options
	Outstanding at January 1, 2014	2,150,000
	Granted	-
	Outstanding at September 30, 2014	2,150,000

Significant_Accounting_Policie2

Significant Accounting Policies (Details Narrative) (USD $)	Sep. 30, 2014	Dec. 31, 2013
Significant Accounting Policies Details Narrative	'	'
Net operating loss carry-forwards	$6,100,000	$6,100,000
Options, anti-dilutive	2,450,000	'
Warrants, anti-dilutive	1,698,378	'

Related_Party_Transactions_Det

Related Party Transactions (Details Narrative) (USD $)	9 Months Ended
	Sep. 30, 2013	Sep. 30, 2014	Dec. 31, 2013
Related Party Transactions Details Narrative	'	'	'
Accrued interest	$42,378	'	'
Outstanding balance	'	490,477	'
Notes payable - related parties	'	$923,508	$625,224

Other_Current_Liabilities_Deta

Other Current Liabilities (Details Narrative) (USD $)	Sep. 30, 2014
Outstanding notes	$142,204
Minimum [Member]	'
Interest accrues	9.00%
Maximum [Member]	'
Interest accrues	14.00%

Stock_Option_Plan_Details

Stock Option Plan (Details)	9 Months Ended
	Sep. 30, 2014
Stock Option Plan Details	'
Outstanding at January 1, 2014	2,150,000
Granted	'
Outstanding at September 30, 2014	2,150,000