1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Company was incorporated in Florida on July 31, 2001. In September 21, 2001 the Company was acquired by PlaNet.Com, Inc., a Nevada public, non-reporting corporation. Pla.Net.Com, Inc. was considered a shell at the time of acquisition. The acquisition was treated as a reverse acquisition (the acquired company is treated as the acquiring company for accounting purposes). Pla.Net.Com, Inc. changed its name to Inpatient Clinical Solutions, Inc. immediately after the merger. In February 2012 the Company changed its name from Inpatient Clinical Solutions, Inc. to Integrated Inpatient Solutions, Inc. In August 26, 2014, the Company entered into a Share Exchange Agreement pursuant to which the Company agreed to acquire all of the outstanding capital stock of Integrated Timeshare Solutions, Inc., a Nevada corporation ( ITS Common Stock Through January 2016, the Company provided interior design services targeting budget-minded individuals. The business operated under the trade name Integrated Interior Design. The Company earned revenues from providing decorator services which were billed at hourly and per diem rates. The interior design business operated in South Florida. The business provided interior design, interior staging, accompanied shopping, paint color selection, architectural drawing and other design services. Boston Carriers Poseidon In January 2016, management decided to exit the Discontinued Operations On February 29, 2016, Integrated Inpatient Solutions, Inc. agreed to file Articles of Conversion with the Nevada Secretary of State and Articles of Domestications with the Registrar of the Republic of the Marshall Islands effective March 21, 2016. Additionally, Integrated Inpatient Solutions, Inc. agreed to adopt a Plan of Conversion, whereby Integrated Inpatient Solutions, Inc. would become a Marshall Islands company effective March 2016. Concurrent with the Plan of Conversion, Integrated Inpatient Solutions, Inc. agreed to change its name to Boston Carriers, Inc. The Company was renamed from Integrated Interior Design to Boston Carriers, Inc., on March 21, 2016, and at the same time it redomiciled to Marshall Islands. On February 13, 2016, Poseidon took delivery of the M/V Nikiforos, 1996 built Handymax vessel (45,693 dwt). The Company acquired this vessel pursuant to a Bareboat Charter Party contract with Nikiforos Shipping SA. See also Note 3 below. The Companys vessel is primarily available for charter on a spot voyage. Under a spot voyage charter, which generally lasts from several days to several months, the owner of a vessel agrees to provide the vessel for the transport of specific goods between specific ports in return for the payment of an agreed-upon freight per ton of cargo or, alternatively, for a specified total amount. All operating and specified voyage costs are paid by the owner of the vessel. Basis of Presentation In the opinion of management, the accompanying unaudited condensed consolidated financial statements of the Company and its subsidiaries reflect all adjustments, including normal recurring accruals, necessary for a fair presentation. All significant intercompany balances and transactions have been eliminated in consolidation. Certain information and footnote disclosure normally included in annual financial statements prepared in accordance GAAP have been condensed or omitted pursuant to instructions, rules and regulations prescribed by the SEC. The Company believes that the disclosures provided herein are adequate to make the information presented not misleading when these unaudited condensed consolidated financial statements are read in conjunction with the audited consolidated financial statements contained in the Companys Annual Report on Form 10-K for the year ended December 31, 2015. The results of operations for the period ended March 31, 2016 are not necessarily indicative of the results to be expected for the full year. The consolidated condensed financial statements of December 31, 2015 are derived from audited financial statements included in the Companys Annual Report on Form 10-K for the year ended December 31, 2015. Revenue and expense recognition Revenue and expense recognition policies for spot market voyage charters is as follows: Spot market voyage revenues are recognized on a pro rata basis based on the relative transit time in each period. The period over which voyage revenues are recognized commences at the time the vessel departs from its last discharge port and ends at the time the discharge of cargo at the next discharge port is completed. The Company does not begin recognizing revenue until a charter has been agreed to by the customer and the Company, even if the vessel has discharged its cargo and is sailing to the anticipated load port on its next voyage. The Company does not recognize revenue when a vessel is off hire. Estimated losses on voyages are provided for in full at the time such losses become evident. Voyage expenses primarily include only those specific costs which are borne by the Company in connection with voyage charters. These expenses principally consist of fuel, canal and port charges which are generally recognized as incurred. Demurrage income represents payments by the charterer to the vessel owner when loading and discharging time exceed the stipulated time in the spot market voyage charter. Demurrage income is measured in accordance with the provisions of the respective charter agreements and the circumstances under which demurrage claims arise and is recognized on a pro rata basis over the length of the voyage to which it pertains. Direct vessel operating expenses are recognized when incurred. Vessel, net Vessel, net is stated at cost, which was adjusted to fair value, less accumulated depreciation. Vessel is depreciated on a straight-line basis over their estimated useful lives, determined to be 25 years from date of initial delivery from the shipyard. The vessel is depreciated at the lesser of the asset economic life or the term of the lease. Our leased vessel is depreciated over 5 years, which is its remaining useful life at the date of acquisition. If regulations place limitations over the ability of a vessel to trade on a worldwide basis, its remaining useful life would be adjusted, if necessary, at the date such regulations are adopted. Depreciation is based on cost, which was adjusted to fair value, less the estimated residual scrap value. Depreciation expense of vessel assets for the three months ended March 31, 2016 and 2015 totaled $18,235 and $0 respectively. Table below includes the Cost of the vessel acquired in February 2016 (see Note 3 below). March 31, 2016 Estimated useful life Leased Vessel $ 2,212,000 25 years Accumulated Depreciation (18,235 ) Total Leased Vessel, net of accumulated depreciation $ 2,193,765 Use of Estimates The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. The areas involving the most significant use of estimates include legal contingencies, deferred tax benefits, refundable income taxes, estimated realizable value of accounts receivable. These estimates are based on knowledge of current events and anticipated future events. The Company adjusts these estimates each period as more current information becomes available. The impact of any changes in estimates is included in the determination of earnings in the period in which the estimate is adjusted. Actual results may ultimately differ materially from those estimates. Cash The Company considers cash in banks and other highly liquid investments with insignificant interest rate risk and maturities of three months or less at the time of acquisition to be cash and cash equivalents. At March 31, 2016 and December 31, 2015, the Company had no cash equivalents. The Company maintains cash accounts in financial institutions that are guaranteed by the Federal Deposit Insurance Corporation (FDIC), as well as in financial institutions that are not guaranteed by FDIC. Deposits not covered by FDIC insurance totaled $166,141 at March 31, 2016 and $385,628 at December 31, 2015, and are kept in banks operating in the Eurozone, where the respective framework for the recovery of failing credit institutions applies, including these preventive and early intervention actions, when a financial institution is in distress. Taking this into consideration, management of the Company, considers the probability of incurring a loss deriving from the valuation of cash accounts in financial institutions that are not covered by FDIC, as remote. Trade Receivables The determination of bad debt allowances constitutes a significant estimate. Trade receivables represent amounts due from charterers of the vessel that the Company owns. Trade receivables are recorded and stated at the amount expected to be collected and have been adjusted to reflect the differences between charges and the estimated reimbursable amounts. As of March 31 2016, and December 31 2015, no allowance for bad debts was recognized. Principles of Consolidation The accompanying consolidated financial statements include the accounts of Boston Carriers, Inc. and its wholly owned subsidiaries; Integrated Timeshare Solutions, Inc. and Poseidon Navigation Corp. All significant intercompany transactions and balances have been eliminated in consolidation. Fair Value of Financial Instruments U.S. GAAP for fair value measurements establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three levels. The fair value hierarchy gives the highest priority to quoted market prices (unadjusted) in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). Level 2 inputs are inputs, other than quoted prices included within Level 1, which are observable for the asset or liability, either directly or indirectly. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The carrying amounts of the Companys financial assets and liabilities, such as cash, trade receivables, deposits, accounts payable and accrued liabilities, approximate their fair values because of the short maturity of these instruments. Income Taxes The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (Section 740-10-25). Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The Company had no material adjustments to its liabilities for unrecognized income tax benefits according to the provisions of Section 740-10-25. The Companys tax returns for the years ended 2012, 2013, 2014 and 2015 remain open for audit by the Internal Revenue Service. On March 21, 2016, the Company redomiciled to the Marshall Islands. Pursuant to various treaties and the United States Internal Revenue Code, the Company believes that substantially all its operations will be exempt from income taxes in the Marshall Islands and the United States of America effective as of March 21, 2016. Marshall Islands and Liberia do not impose a tax on international shipping income. Under the laws of Marshall Islands and Liberia, the countries of incorporation of the Company and its subsidiary and the vessels registration, the companies are subject to registration and tonnage taxes which will be included in direct vessel expenses in the accompanying consolidated statements of operations. Leases Leases are classified as capital leases whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee. All other leases are classified as operating leases. The Company records vessel under capital leases as fixed assets at the lower of the present value of the minimum lease payments at inception of the lease or the fair value of the vessel. Vessel under capital leases is amortized over the estimated remaining useful life of the vessel for capital leases which provide a bargain purchase option. Payments made for operating leases are expensed on a straight-line basis over the term of the lease. Office rental expense is recorded in General and administrative expenses in the condensed consolidated statements of operations. Loss Per Share The Company computes loss per share in accordance with the provisions of FASB ASC Topic 260, Earnings Per Share, which specifies the computation, presentation and disclosure requirements for loss per share for entities with publicly held Common Shares. Basic loss per share are computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted loss per share are computed assuming the exercise of dilutive Shares options under the treasury Shares method and the related income tax effects. As of March 31, 2016 and December 31, 2015, the Company had 1,850,000 shares of Series A Preferred Stock issued and outstanding, which are convertible into 1,850,000,000 shares of Common Stock. As of March 31, 2016 and December 31, 2015, the Company had 250,000 shares of Series B Preferred Stock issued and outstanding convertible into 2,500,000 shares of Common Stock. Reclassification Certain reclassifications, including discontinued operations, have been made to the prior years data to conform to current year presentation. These reclassifications had no effect on net income (loss). Recent Accounting Pronouncements In July 2015, FASB issued Accounting Standards Update (ASU) No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory IFRS LIFO FIFO In August 2015, FASB issued Accounting Standards Update (ASU) No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date In January 2016, FASB issued Accounting Standards Update (ASU) No.2016-01, Financial Instruments - Overall (Subtopic 825-10), 1. 2. 3 4. 5. 6. 7. 8. In February 2016, FASB issued Accounting Standards Update (ASU) No.2016-02, Leases (Topic 842) obtaining financing, and/or of reducing an entitys exposure to the full risks of asset ownership. The prevalence of leasing, therefore, means that it is important that users of financial statements have a complete and understandable picture of an entitys leasing activities. Previous leases accounting was criticized for failing to meet the needs of users of financial statements because it did not always provide a faithful representation of leasing transactions. In particular, it did not require lessees to recognize assets and liabilities arising from operating leases on the balance sheet. As a result, there had been long-standing requests from many users of financial statements and others to change the accounting requirements so that lessees would be required to recognize the rights and obligations resulting from leases as assets and liabilities. We are currently reviewing the provisions of this ASU to determine if there will be any impact on our results of operations, cash flows or financial condition. |