Frelii (FRLI) 10-Q 22 May 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2017	May 09, 2017
Document And Entity Information
Entity Registrant Name	Vican Resources, Inc.
Entity Central Index Key	1,223,533
Document Type	10-Q
Document Period End Date	Mar. 31, 2017
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		1,943,634
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,017

Balance Sheets (Unaudited)

Balance Sheets (Unaudited) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
TOTAL ASSETS	$ 0	$ 0
CURRENT LIABILITIES
Accounts payable and accrued liabilities	305,760	842,192
Advances from related parties	0	80,610
Advances from third party	0	6,865
Notes payable to related parties	873,944	873,944
Total Current Liabilities	1,179,704	1,803,611
TOTAL LIABILITIES	1,179,704	1,803,611
STOCKHOLDERS' DEFICIT
Additional paid-in capital	1,915,914	1,915,914
Accumulated deficit	(3,097,562)	(3,721,469)
Total Stockholders' Deficit	(1,179,704)	(1,803,611)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	0	0
Series A Preferred Stock
STOCKHOLDERS' DEFICIT
Preferred stock	0	0
Series B Preferred Stock
STOCKHOLDERS' DEFICIT
Preferred stock	0	0
Series C Preferred Stock
STOCKHOLDERS' DEFICIT
Preferred stock	0	0
Class A Common Stock
STOCKHOLDERS' DEFICIT
Common stock	0	0
Class B Common Stock
STOCKHOLDERS' DEFICIT
Common stock	$ 1,944	$ 1,944

Balance Sheets (Parenthetical)

Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2017	Dec. 31, 2016
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	20,000,000	20,000,000
Series A Preferred Stock
Preferred Stock, shares issued	0.001	0.001
Preferred Stock, shares outstanding	0	0
Series B Preferred Stock
Preferred Stock, shares issued	0.001	0.001
Preferred Stock, shares outstanding	0	0
Series C Preferred Stock
Preferred Stock, shares issued	0.001	0.001
Preferred Stock, shares outstanding	0	0
Class A Common Stock
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	2,000,000,000	2,000,000,000
Common Stock, shares issued	0	0
Common Stock, shares outstanding	0	0
Class B Common Stock
Common stock, par value	$ 0.001	$ 0.001
Common Stock, shares issued	1,943,634	1,943,634
Common Stock, shares outstanding	1,943,634	1,943,634

Statements of Operations (Unaud

Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Income Statement [Abstract]
NET REVENUES	$ 0	$ 0
OPERATING EXPENSES
Selling, general and administrative expenses	26,129	53,585
Total Operating Expenses	26,129	53,585
LOSS FROM OPERATIONS	(26,129)	(53,585)
OTHER INCOME (EXPENSES)
Gain on settlement of debt	671,585	0
Interest expense	(21,549)	(21,789)
Total Other Income (Expenses)	650,036	(21,789)
INCOME (LOSS) BEFORE INCOME TAXES	623,907	(75,374)
INCOME TAX EXPENSE	0	0
NET INCOME (LOSS)	$ 623,907	$ (75,374)
BASIC AND DILUTED:
Net loss per common share	$ 0.32	$ (0.04)
Weighted average shares outstanding	1,943,634	1,943,634

Statements of Cash Flows (Unaud

Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)	$ 623,907	$ (75,374)
Adjustments to reconcile net loss to net cash used by operating activities:
Gain on settlement of debt	(671,585)	0
Changes in operating assets and liabilities:
Accounts payable and accrued liabilities	47,678	71,374
Net Cash Used by Operating Activities	0	(4,000)
CASH FLOWS FROM INVESTING ACTIVITIES:	0	0
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from related party advances	0	4,000
Net Cash Provided by Financing Activities	0	4,000
NET CHANGE IN CASH AND CASH EQUIVALENTS	0	0
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD	0	0
CASH AND CASH EQUIVALENTS, END OF PERIOD	0	0
Cash Payments For:
Interest	0	0
Income taxes	$ 0	$ 0

NOTE 1 - ORGANIZATION AND DESCR

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS	3 Months Ended
	Mar. 31, 2017
Accounting Policies [Abstract]
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS	NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS Vican Resources, Inc. (the “Company”) was incorporated under the laws of the State of Nevada on September 5, 2002 under the name of “Tremont Fair, Inc.” From July 2009 until May 2011, the Company operated as a real estate services firm, seeking to capitalize on the real estate opportunities resulting from the dislocation in the credit markets, and by extension, the multifamily housing market, by acquiring, rehabilitating, stabilizing and selling distressed multifamily properties in the southern United States, predominantly in Texas. On May 26, 2011, the Company changed its name to Vican Resources, Inc. and changed its business model when it sold the real estate services division and acquired all of the outstanding shares of Vican Trading, Inc., a Montreal-based purchaser and seller of metals, ores, and other commodities (hereafter, “Vican Trading”). Upon the acquisition of Vican Trading, there was an implied option for either party to rescind the original acquisition. During the year that option was exercised and on December 20, 2011, the Company again changed its business when it unwound the acquisition of Vican Trading and acquired all of the assets of Med Ex Direct, Inc., a Florida-based provider of management services in respect of the distribution of diabetic supplies, principally to Hispanic patients (hereafter, “Med Ex Florida”). On March 22, 2012, the Company again changed its business to become an oil and gas exploration, development and distribution company when we unwound the purchase of the assets of Med Ex Florida and acquired three separate working interests in two oil and gas wells located in Jefferson County, Mississippi. In consideration of the assignments the Company is to pay all costs and expenses associated with the development of the working interests. To date there have been no costs incurred or required.

NOTE 2 - BASIS OF PRESENTATION

NOTE 2 - BASIS OF PRESENTATION	3 Months Ended
	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NOTE 2 - BASIS OF PRESENTATION	NOTE 2 - BASIS OF PRESENTATION The accompanying unaudited interim financial statements of Vican Resources, Inc. ("the Company") have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s annual report filed with the SEC on Form 10-K for the year ended December 31, 2016. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. Operating results for the three months ended March 31, 2017 are not necessarily indicative of the results to be expected for the year ending December 31, 2017. Notes to the financial statements which would substantially duplicate the disclosures contained in the audited financial statements for the most recent year 2016 as reported in Form 10-K have been omitted.

NOTE 3 - BASIC AND DILUTED NET

NOTE 3 - BASIC AND DILUTED NET LOSS PER SHARE	3 Months Ended
	Mar. 31, 2017
Accounting Policies [Abstract]
NOTE 3 - BASIC AND DILUTED NET LOSS PER SHARE	NOTE 3 - BASIC AND DILUTED NET LOSS PER SHARE The Company follows ASC Topic 260 to account for the earnings per share. Basic earnings (loss) per common share (“EPS”) calculations are determined by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the year. Diluted earnings (loss) per common share calculations are determined by dividing net income (loss) by the weighted average number of common shares and dilutive common share equivalents (if dilutive) outstanding.

NOTE 4 - ACCOUNTS PAYABLE AND A

NOTE 4 - ACCOUNTS PAYABLE AND ACCRUED LIABILITIES	3 Months Ended
	Mar. 31, 2017
Payables and Accruals [Abstract]
NOTE 4 - ACCOUNTS PAYABLE AND ACCRUED LIABILITIES	NOTE 4 - ACCOUNTS PAYABLE AND ACCRUED LIABILITIES Accounts payable and accrued liabilities consist of the following: March 31, December 31, Kenneth I. Denos, P.C. – legal services $ — $ 292,500 Chene C. Gardner & Associates, Inc. - accounting services — 195,000 Rent — 19,500 Other vendors — 50,981 Accrued interest on notes payable to related parties 305,760 284,211 Total $ 305,760 $ 842,192 Kenneth I. Denos, P.C. is the majority common stockholder of the Company and is controlled by Kenneth I. Denos, director of the Company from December 20, 2011 to May 27, 2014. Under a verbal agreement commencing January 2012, Kenneth I. Denos, P.C. provided legal services to the Company for accrued compensation of $7,500 per month through February 2017. Chene C. Gardner & Associates Inc. is controlled by Chene C. Gardner, Chief Financial Officer of the Company from May 31, 2011 to May 27, 2014 and sole officer and director of the Company from August 18, 2014 to April 5, 2017. Under a verbal agreement commencing June 2011, Chene C. Gardner & Associates, Inc. provided accounting services to the Company for accrued compensation of $5,000 per month through February 2017. In March 2017, in connection with negotiations relating to the change in control transaction on April 5, 2017 (see Note 11), Kenneth I. Denos P.C., Chene C. Gardner & Associates, Inc., and 5 other vendors agreed to waive accounts payable due them totaling $584,110. See Note 8.

NOTE 5 - ADVANCES FROM RELATED

NOTE 5 - ADVANCES FROM RELATED PARTIES	3 Months Ended
	Mar. 31, 2017
Notes to Financial Statements
NOTE 5 - ADVANCES FROM RELATED PARTIES	NOTE 5 - ADVANCES FROM RELATED PARTIES Advances from related parties, which are all non-interest bearing and due on demand, consist of the following: March 31, December 31, Cumbria Capital, L.P. $ — $ 37,278 Kenneth I. Denos, P.C. — 26,861 John D. Thomas, P.C. — 16,471 Total $ — $ 80,610 Cumbria Capital, L.P. is a Texas limited partnership controlled by Cyrus Boga, director of the Company from December 15, 2011 to May 27, 2014. Through its ownership of 100 shares of the Series A Preferred Stock (10,000,000 votes per share), Cumbria Capital, L.P. had voting control of the Company. John D. Thomas, P.C. is controlled by John D. Thomas, former director of the Company. In March 2017, in connection with negotiations relating to the change in control transaction on April 5, 2017 (see Note 11), Cumbria Capital, L.P., Kenneth I. Denos P.C., and John D. Thomas, P.C. agreed to waive advances payable to them totaling $80,610. See Note 8.

NOTE 6 - NOTES PAYABLE TO RELAT

NOTE 6 - NOTES PAYABLE TO RELATED PARTIES	3 Months Ended
	Mar. 31, 2017
Related Party Transactions [Abstract]
NOTE 6 - NOTES PAYABLE TO RELATED PARTIES	NOTE 6 - NOTES PAYABLE TO RELATED PARTIES Notes payable to related parties consist of the following: March 31, December 31, Kenneth I. Denos, P.C., interest at 10%, due March 29, 2014 (in default) $ 402,500 $ 402,500 Kenneth I. Denos, P.C., interest at 10%, due March 29, 2014 (in default) 311,973 311,973 Chene C. Gardner & Associates, Inc., interest at 10%, due March 29, 2014 (in default) 140,000 140,000 Due other entities affiliated with Kenneth I. Denos, P.C., interest at 10%, due March 29, 2014 (in default) 19,471 19,471 Total $ 873,944 $ 873,944

NOTE 7 - COMMON AND PREFERRED S

NOTE 7 - COMMON AND PREFERRED STOCK TRANSACTIONS	3 Months Ended
	Mar. 31, 2017
Equity [Abstract]
NOTE 7 - COMMON AND PREFERRED STOCK TRANSACTIONS	NOTE 7 - COMMON AND PREFERRED STOCK TRANSACTIONS On September 24, 2013, the Company converted a certain promissory note, in the original principal amount of $400,000 held by Cumbria Capital, L.P. (“Cumbria”), into 100 shares of Series A Preferred Stock. Cumbria is a Texas limited partnership owned and controlled by Cyrus Boga, a director of the Company from December 15, 2011 to May 27, 2014. Although the Preferred Stock carries no dividend, distribution, or liquidation rights, and is not convertible into common stock, each share of Series A Preferred Stock carries 10,000,000 votes per share and is entitled to vote with the Company’s common stockholders on all matters upon which common stockholders may vote. As a result, Cumbria held a controlling voting interest in the Company to April 5, 2017 and Mr. Boga could unilaterally determine the election of the Board and other substantive matters requiring approval of the Company’s stockholders. On September 24, 2013, the Company converted 1,825,000 shares of our Series C Preferred Stock (“Series C Conversion”), which amount represented all of the issued and outstanding shares of Series C Preferred Stock, into 1,825,000,000 shares of our Class A common stock. As a result of this conversion, there are no shares of Series C Preferred Stock outstanding. Immediately following the Series C Conversion, the Board of Directors of the Company approved the Plan of Share Exchange (the "Plan"). The Plan allowed for the conversion of 1,914,840,019 shares of Class A common stock, which amount represented all of the outstanding shares of common stock of the Company, into 1,943,634 shares of Class B common stock. As a result, the Company has no shares of Class A Common stock outstanding, and 1,943,634 shares of Class B common stock outstanding.

NOTE 8 - GAIN ON SETTLEMENT OF

NOTE 8 - GAIN ON SETTLEMENT OF DEBT	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
NOTE 8 - GAIN ON SETTLEMENT OF DEBT	NOTE 8 – GAIN ON SETTLEMENT OF DEBT As discussed in Notes 4 and 5 above, certain vendors and creditors in March 2017 agreed to waive amounts due them in connection with negotiations relating to the change in control transaction on April 5, 2017 (see Note 11). The gain on settlement of debt of $671,585 for the three months ended March 31, 2017 consists of: Accounts payable and accrued liabilities $ 584,110 Advances from related parties 80,610 Advances from third party 6,865 Total gain on settlement of debt $ 671,585

NOTE 9 - INCOME TAXES

NOTE 9 - INCOME TAXES	3 Months Ended
	Mar. 31, 2017
Income Tax Disclosure [Abstract]
NOTE 9 - INCOME TAXES	NOTE 9 - INCOME TAXES The Financial Accounting Standards Board (FASB) has issued FASB ASC 740-10. FASB ASC 740-10 clarifies the accounting for uncertainty in income taxes recognized in an enterprise's financial statements. This standard requires a company to determine whether it is more likely than not that a tax position will be sustained upon examination based upon the technical merits of the position. If the more-likely-than- not threshold is met, a company must measure the tax position to determine the amount to recognize in the financial statements. As a result of the implementation of this standard, the Company performed a review of its material tax positions in accordance with recognition and measurement standards established by FASB ASC 740-10. Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carryforwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax basis. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. At March 31, 2017 the Company had net operating loss carryforwards of approximately $3,100,000 that may be offset against future taxable income through 2037. No tax benefits have been reported in the financial statements, because the potential tax benefits of the net operating loss carry forwards are offset by a valuation allowance of the same amount. Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carryforwards for Federal income tax reporting purposes are subject to annual limitations. Therefore, net operating loss carryforwards may be limited as to use in the future. Net deferred tax assets consist of the following components as of March 31, 2017 and December 31, 2016: March 31, 2017 December 31, 2016 Deferred tax assets: Net operating loss carryforwards $ 1,189,576 $ 1,401,704 Valuation allowance (1,189,576 ) (1,401,704 ) Net deferred tax asset $ — $ — The income tax provision (benefit) differs from the amount of income tax determined by applying the U.S. federal income tax rate of 34% to pretax income for the three months ended March 31, 2017 and 2016 due to the following: Three Months Ended March 31, 2017 2016 Expected tax at 34% $ 212,128 $ (25,627 ) Change in valuation allowance (212,128 ) 25,627 Provision for (benefit from) income taxes $ — $ —

NOTE 10 - GOING CONCERN UNCERTA

NOTE 10 - GOING CONCERN UNCERTAINTY	3 Months Ended
	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NOTE 10 - GOING CONCERN UNCERTAINTY	NOTE 10 - GOING CONCERN UNCERTAINTY The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has sustained significant net losses which have resulted in an accumulated deficit at March 31, 2017 of $3,097,562, has negative working capital, and negative cash flows from operations, all of which raise substantial doubt regarding the Company’s ability to continue as a going concern. The Company believes these conditions have resulted from the inherent risks associated with small companies. Such risks include, but are not limited to, the ability to (i) generate revenues and sales of its products and services at levels sufficient to cover its costs and provide a return for investors, (ii) attract additional capital in order to finance growth, (iii) further develop and successfully market commercial products and services, and (iv) successfully compete with other comparable companies having financial, production and marketing resources significantly greater than those of the Company. On April 5, 2017 (see Note 11), there was a change in control of the Company. We expect to be dependent on additional debt and equity financing to develop our new business but we cannot assure you that any such financings will be available or will otherwise be made on terms acceptable to us, or that our present shareholders might suffer substantial dilution as a result. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 11 - SUBSEQUENT EVENTS

NOTE 11 - SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2017
Subsequent Events [Abstract]
NOTE 11 - SUBSEQUENT EVENTS	NOTE 11 - SUBSEQUENT EVENTS On April 5, 2017, Ian Jenkins acquired 1,830,000 shares of common stock of the Company, representing approximately 94.2% of the issued and outstanding shares of common stock from the previous majority shareholders of the Company. Mr. Jenkins also acquired 100 shares of Series A Preferred Stock, representing all of the issued and outstanding shares of Series A Preferred Stock of the Company. Consequently, Mr. Jenkins unilaterally controls the election of the Company’s Board of Directors, all matters upon which shareholder approval is required, and ultimately, the direction of the Company. On April 11, 2017, the Company issued a Convertible Promissory Note (“Note”) to an accredited investor. The Note has an aggregate principal amount of $500,000, matures one year from the date of issuance (the “Maturity Date”), and bears an interest rate of 8% per annum. The holder may convert the Note at any time up to the Maturity Date into shares of the Company’s common stock at a conversion price equal to $1.00 per share. The Company may prepay the Note prior to the Maturity Date and/or the date of conversion without penalty upon receiving the written consent of the holder. On April 11, 2017, the Company executed a Share Exchange Agreement with Unprescribed, LLC (“Unprescribed”) and the members of Unprescribed, including Ian Jenkins, Chief Executive Officer and majority shareholder, Dr. Gregory Mongean and Christopher Dean (the “Members). Pursuant to the Share Exchange Agreement, the Company agreed to exchange the outstanding membership interests of Unprescribed held by the Members for an aggregate of 25,000,000 shares of common stock of the Company. Ian Jenkins, the holder of 1,830,000 shares of common stock and 100 shares of Series A Preferred Stock, agreed to cancel such shares as of and at the Closing. Other than Mr. Jenkins, shareholders of the Company’s common stock hold approximately 109,907 shares, which will remain unchanged by the Share Exchange Agreement. In addition, at the Closing, the holders of an aggregate of approximately $1,357,000 of outstanding convertible notes issued by the Company have agreed to limit conversion of such debt to a maximum of 8,500,000 shares of common stock and the remaining debt will be cancelled. The Share Exchange Agreement is subject to completion of certain conditions precedent to closing, including Uprescribed’s delivery of audited financial statements for the years ended December 31, 2015 and 2016.

NOTE 4 - ACCOUNTS PAYABLE AND17

NOTE 4 - ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Tables)	3 Months Ended
	Mar. 31, 2017
Payables and Accruals [Abstract]
Accounts payable and accrued liabilities	Accounts payable and accrued liabilities consist of the following: March 31, December 31, Kenneth I. Denos, P.C. – legal services $ — $ 292,500 Chene C. Gardner & Associates, Inc. - accounting services — 195,000 Rent — 19,500 Other vendors — 50,981 Accrued interest on notes payable to related parties 305,760 284,211 Total $ 305,760 $ 842,192

NOTE 5 - ADVANCES FROM RELATE18

NOTE 5 - ADVANCES FROM RELATED PARTIES (Tables)	3 Months Ended
	Mar. 31, 2017
Notes to Financial Statements
Advances from related parties	Advances from related parties, which are all non-interest bearing and due on demand, consist of the following: March 31, December 31, Cumbria Capital, L.P. $ — $ 37,278 Kenneth I. Denos, P.C. — 26,861 John D. Thomas, P.C. — 16,471 Total $ — $ 80,610

NOTE 6 - NOTES PAYABLE TO REL19

NOTE 6 - NOTES PAYABLE TO RELATED PARTIES (Tables)	3 Months Ended
	Mar. 31, 2017
Related Party Transactions [Abstract]
Notes payable to related parties	Notes payable to related parties consist of the following: March 31, December 31, Kenneth I. Denos, P.C., interest at 10%, due March 29, 2014 (in default) $ 402,500 $ 402,500 Kenneth I. Denos, P.C., interest at 10%, due March 29, 2014 (in default) 311,973 311,973 Chene C. Gardner & Associates, Inc., interest at 10%, due March 29, 2014 (in default) 140,000 140,000 Due other entities affiliated with Kenneth I. Denos, P.C., interest at 10%, due March 29, 2014 (in default) 19,471 19,471 Total $ 873,944 $ 873,944

NOTE 8 - GAIN ON SETTLEMENT O20

NOTE 8 - GAIN ON SETTLEMENT OF DEBT (Tables)	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
Gain on settlement of debt	Accounts payable and accrued liabilities $ 584,110 Advances from related parties 80,610 Advances from third party 6,865 Total gain on settlement of debt $ 671,585

NOTE 9 - INCOME TAXES (Tables)

NOTE 9 - INCOME TAXES (Tables)	3 Months Ended
	Mar. 31, 2017
Income Tax Disclosure [Abstract]
Net deferred tax assets	March 31, 2017 December 31, 2016 Deferred tax assets: Net operating loss carryforwards $ 1,189,576 $ 1,401,704 Valuation allowance (1,189,576 ) (1,401,704 ) Net deferred tax asset $ — $ —
Income tax expense benefit	Three Months Ended March 31, 2017 2016 Expected tax at 34% $ 212,128 $ (25,627 ) Change in valuation allowance (212,128 ) 25,627 Provision for (benefit from) income taxes $ — $ —

NOTE 4 - ACCOUNTS PAYABLE AND22

NOTE 4 - ACCOUNTS PAYABLE AND ACCRUED LIABILITIES - Accounts payable and accrued liabilities (Details) - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
Accounts payable and accrued liabilities consist of the following:
Kenneth I. Denos, P.C. – legal services	$ 0	$ 292,500
Chene C. Gardner & Associates, Inc.- accounting services	0	195,000
Rent	19,500		$ 0
Other vendors	50,981		0
Accrued interest on notes payable to related parties	305,760	$ 284,211
Total	$ 305,760		$ 842,192

NOTE 5 - ADVANCES FROM RELATE23

NOTE 5 - ADVANCES FROM RELATED PARTIES - Advances from related parties (Details) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Advances from related parties	$ 0	$ 80,610
Cumbria Capital, L.P.
Advances from related parties	0	32,278
Kenneth I. Denos, P.C.
Advances from related parties	0	26,861
John D. Thomas, P.C.
Advances from related parties	0	16,471
Total advances
Advances from related parties	$ 0	$ 80,610

NOTE 6 - NOTES PAYABLE TO REL24

NOTE 6 - NOTES PAYABLE TO RELATED PARTIES - Notes payable to related parties (Details) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Kenneth I. Denos, interest at 10%, due March 29, 2014 (1)
Notes payable to related parties	$ 402,500	$ 402,500
Kenneth I. Denos, interest at 10%, due March 29, 2014 (2)
Notes payable to related parties	311,973	311,973
Chene C. Gardner & Associates, Inc., interest at 10%, due March 29, 2914
Notes payable to related parties	140,000	140,000
Due other entities affiliated with Kenneth I. Denos, P.C., interest at 10%, due March 29, 2014
Notes payable to related parties	19,471	19,471
Total Notes payable to related parties
Notes payable to related parties	$ 873,944	$ 873,944

NOTE 8 - GAIN ON SETTLEMENT O25

NOTE 8 - GAIN ON SETTLEMENT OF DEBT - Gain on settlement of debt (Details) - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
Advances from related parties	$ 0		$ 80,610
Accounts payable and accrued liabilities	305,760		842,192
Advances from third party	0		$ 6,865
Total gain on settlement of debt	671,585	$ 0
Gain on settlement of debt
Advances from related parties	80,610
Accounts payable and accrued liabilities	584,110
Advances from third party	6,865
Total gain on settlement of debt	$ 671,585

NOTE 9 - INCOME TAXES - Net def

NOTE 9 - INCOME TAXES - Net deferred tax assets (Details) - USD ($)	Mar. 31, 2017	Dec. 31, 2016
Deferred tax assets:
NOL Carryover	$ 1,189,576	$ 1,401,704
Valuation allowance	(1,189,576)	(1,401,704)
Net deferred tax asset	$ 0	$ 0

NOTE 9 - INCOME TAXES - Income

NOTE 9 - INCOME TAXES - Income tax expense benefit (Details) - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Income Tax Disclosure [Abstract]
Expected tax at 34%	$ 212,128	$ (25,627)
Change in valuation allowance	(212,128)	25,627
Provision for (benefit from) income taxes	$ 0	$ 0

NOTE 4 - ACCOUNTS PAYABLE AND28

NOTE 4 - ACCOUNTS PAYABLE AND ACCRUED LIABILITIES (Details Narrative)	69 Months Ended
	Mar. 31, 2017USD ($)
Legal Services
Monthly accrued compensation	$ 7,500
Accounting Services
Monthly accrued compensation	$ 5,000

NOTE 5 - ADVANCES FROM RELATE29

NOTE 5 - ADVANCES FROM RELATED PARTIES (Details Narrative)	3 Months Ended
	Mar. 31, 2017USD ($)
Notes to Financial Statements
Preferred stock voting rights	Cumbria Capital, L.P. is a Texas limited partnership controlled by Cyrus Boga, director of the Company from December 15, 2011 to May 27, 2014. Through its ownership of 100 shares of the Series A Preferred Stock (10,000,000 votes per share), Cumbria Capital, L.P. has voting control of the Company.
Advances payable, waived	$ 80,610

NOTE 7 - COMMON AND PREFERRED30

NOTE 7 - COMMON AND PREFERRED STOCK TRANSACTIONS (Details Narrative)	3 Months Ended
	Mar. 31, 2017
Equity [Abstract]
Converted Promissory note	On September 24, 2013, the Company converted a certain promissory note, in the original principal amount of $400,000 held by Cumbria Capital, L.P. (“Cumbria”), into 100 shares of Series A Preferred Stock. Cumbria is a Texas limited partnership owned and controlled by Cyrus Boga, a director of the Company from December 15, 2011 to May 27, 2014. Although the Preferred Stock carries no dividend, distribution, or liquidation rights, and is not convertible into common stock, each share of Series A Preferred Stock carries 10,000,000 votes per share and is entitled to vote with the Company’s common stockholders on all matters upon which common stockholders may vote. As a result, Cumbria held a controlling voting interest in the Company to April 5, 2017 and Mr. Boga could unilaterally determine the election of the Board and other substantive matters requiring approval of the Company’s stockholders.
Series C Conversion	On September 24, 2013, the Company converted 1,825,000 shares of our Series C Preferred Stock (“Series C Conversion”), which amount represented all of the issued and outstanding shares of Series C Preferred Stock, into 1,825,000,000 shares of our Class A common stock. As a result of this conversion, there are no shares of Series C Preferred Stock outstanding. Immediately following the Series C Conversion, the Board of Directors of the Company approved the Plan of Share Exchange (the "Plan"). The Plan allowed for the conversion of 1,914,840,019 shares of Class A common stock, which amount represented all of the outstanding shares of common stock of the Company, into 1,943,634 shares of Class B common stock. As a result, the Company has no shares of Class A Common stock outstanding, and 1,943,634 shares of Class B common stock outstanding.

NOTE 9 - INCOME TAXES (Details

NOTE 9 - INCOME TAXES (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
NOL carryforwards	$ 1,189,576	$ 1,401,704
Income taxes
NOL carryforwards	$ 3,100,000
Federal tax rates	34.00%

NOTE 11 - SUBSEQUENT EVENTS (De

NOTE 11 - SUBSEQUENT EVENTS (Details Narrative)	3 Months Ended
	Jun. 30, 2017
Subsequent Events [Abstract]
Acquired shares of stock	On April 5, 2017, Ian Jenkins acquired 1,830,000 shares of common stock of the Company, representing approximately 94.2% of the issued and outstanding shares of common stock from the previous majority shareholders of the Company. Mr. Jenkins also acquired 100 shares of Series A Preferred Stock, representing all of the issued and outstanding shares of Series A Preferred Stock of the Company. Consequently, Mr. Jenkins unilaterally controls the election of the Company’s Board of Directors, all matters upon which shareholder approval is required, and ultimately, the direction of the Company.
Convertible Promissory Note issued	On April 11, 2017, the Company issued a Convertible Promissory Note (“Note”) to an accredited investor. The Note has an aggregate principal amount of $500,000, matures one year from the date of issuance (the “Maturity Date”), and bears an interest rate of 8% per annum. The holder may convert the Note at any time up to the Maturity Date into shares of the Company’s common stock at a conversion price equal to $1.00 per share. The Company may prepay the Note prior to the Maturity Date and/or the date of conversion without penalty upon receiving the written consent of the holder.
Subsequent event	On April 11, 2017, the Company executed a Share Exchange Agreement with Unprescribed, LLC (“Unprescribed”) and the members of Unprescribed, including Ian Jenkins, Chief Executive Officer and majority shareholder, Dr. Gregory Mongean and Christopher Dean (the “Members). Pursuant to the Share Exchange Agreement, the Company agreed to exchange the outstanding membership interests of Unprescribed held by the Members for an aggregate of 25,000,000 shares of common stock of the Company. Ian Jenkins, the holder of 1,830,000 shares of common stock and 100 shares of Series A Preferred Stock, agreed to cancel such shares as of and at the Closing. Other than Mr. Jenkins, shareholders of the Company’s common stock hold approximately 109,907 shares, which will remain unchanged by the Share Exchange Agreement. In addition, at the Closing, the holders of an aggregate of approximately $1,357,000 of outstanding convertible notes issued by the Company have agreed to limit conversion of such debt to a maximum of 8,500,000 shares of common stock and the remaining debt will be cancelled.