Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Jul. 31, 2014 | Nov. 03, 2014 | Jan. 31, 2014 | |
Document And Entity Information | ' | ' | ' |
Entity Registrant Name | 'Clean Enviro Tech Corp | ' | ' |
Entity Central Index Key | '0001230524 | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 31-Jul-14 | ' | ' |
Amendment Flag | 'false | ' | ' |
Current Fiscal Year End Date | '--07-31 | ' | ' |
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 Public Float | ' | ' | $1,672,583 |
Entity Common Stock, Shares Outstanding | ' | 9,838,721 | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Document Fiscal Year Focus | '2014 | ' | ' |
Balance_Sheets
Balance Sheets (USD $) | Jul. 31, 2014 | Jul. 31, 2013 |
Assets | ' | ' |
Property and equipment, net | $3,225 | $4,514 |
Total assets | 3,225 | 4,514 |
Current liabilities: | ' | ' |
Accounts payable and accrued expenses | 276,676 | 206,996 |
Advances | 214,682 | 214,682 |
Due to related parties | 173,600 | 173,600 |
Total current liabilities | 664,958 | 595,278 |
Stockholders' deficiency: | ' | ' |
Preferred stock, $.001 par value, 10,000,000 shares authorized, 0 issued and outstanding | ' | ' |
Common stock, $.001 par value, 10,000,000 shares authorized as of July 31, 2014; 9,838,721 and 9,838,721 issued and outstanding at July 31, 2014 and July 31, 2013, respectively. | 9,839 | 9,839 |
Additional paid-in capital | 7,368,677 | 7,368,677 |
Retained deficit | -8,040,249 | -7,969,280 |
Stockholders' deficiency | -661,733 | -590,764 |
Total liabilities and stockholders' deficiency | $3,225 | $4,514 |
Balance_Sheets_Parenthetical
Balance Sheets (Parenthetical) (USD $) | Jul. 31, 2014 | Jul. 31, 2013 |
Statement of Financial Position [Abstract] | ' | ' |
Preferred Stock, Par Value | $0.00 | $0.00 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock, Par Value | $0.00 | $0.00 |
Common Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Common Stock, Shares Issued | 9,838,721 | 9,838,721 |
Common Stock, Shares Outstanding | 9,838,721 | 9,838,721 |
Statements_of_Operations
Statements of Operations (USD $) | 12 Months Ended | |
Jul. 31, 2014 | Jul. 31, 2013 | |
Income Statement [Abstract] | ' | ' |
Net sales | ' | ' |
Operating expenses: | ' | ' |
General and administrative | 64,509 | 95,842 |
Research and development | 6,460 | 4,820 |
Loss from operations | -70,969 | -100,662 |
Other (expenses)/income | ' | ' |
Loss on extinguishment of debt | ' | -956,480 |
Net loss before provision for (benefit from) income taxes | -70,969 | -1,057,142 |
Provision for (benefit from) income taxes | ' | ' |
Net loss | ($70,969) | ($1,057,142) |
Net loss per common share - basic and diluted | ($0.01) | ($0.13) |
Weighted average number of common shares outstanding - basic and diluted | 9,838,721 | 7,862,053 |
Shareholders_Equity
Shareholders Equity (USD $) | Common Stock | Additional Paid-In Capital | Retained Deficit | Total |
Beginning Balance, Value at Jul. 31, 2012 | $1,998 | $5,926,118 | ($6,912,138) | ($984,022) |
Beginning Balance, Shares at Jul. 31, 2012 | 1,998,163 | ' | ' | ' |
Issuance of common stock for related party advances, Shares | 7,840,558 | ' | ' | ' |
Issuance of common stock for related party advances, Value | 7,841 | 1,442,559 | ' | 1,450,400 |
Net loss | ' | ' | -1,057,142 | -1,057,142 |
Ending Balance, Value at Jul. 31, 2013 | 9,839 | 7,368,677 | -7,969,280 | -590,764 |
Ending Balance, Shares at Jul. 31, 2013 | 9,838,721 | ' | ' | ' |
Issuance of common stock for related party advances, Value | ' | ' | ' | ' |
Net loss | ' | ' | -70,969 | -70,969 |
Ending Balance, Value at Jul. 31, 2014 | $9,839 | $7,368,677 | ($8,040,249) | ($661,733) |
Ending Balance, Shares at Jul. 31, 2014 | 9,838,721 | ' | ' | ' |
Statements_of_Cash_Flows
Statements of Cash Flows (USD $) | 12 Months Ended | |
Jul. 31, 2014 | Jul. 31, 2013 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ' | ' |
Net loss | ($70,969) | ($1,057,142) |
Adjustments to reconcile net loss to net cash utilized by operating activities | ' | ' |
Depreciation | 1,289 | 19,450 |
Loss on disposal of property and equipment | ' | ' |
Loss on extinguishment of debt | ' | 956,480 |
Expenses paid on the Company's behalf by a third party | 64,816 | ' |
Increase (decrease) in cash flows from changes in operating assets and liabilities | ' | ' |
Prepaid expenses and other current assets | ' | ' |
Accounts payable and accrued expenses | 4,864 | 81,212 |
Net cash used in operating activities | ' | ' |
Net cash used in investing activities | ' | ' |
Net cash provided by financing activities | ' | ' |
CHANGE IN CASH AND CASH EQUIVALENTS | ' | ' |
Net decrease in cash and cash equivalents | ' | ' |
Cash and cash equivalents at beginning of year | ' | ' |
Cash and cash equivalents at end of year | ' | ' |
Cash paid during the year for: | ' | ' |
Interest | ' | ' |
Income taxes | ' | ' |
SUPPLEMENTAL DISCLOSURE OF NON-CASH FINANCING ACTIVITIES | ' | ' |
Shares issued for related party advances | ' | 493,920 |
Shares issued for accrued interest on paid promissory note | ' | ' |
1_Financial_Statement_Presenta
1. Financial Statement Presentation | 12 Months Ended |
Jul. 31, 2014 | |
Accounting Policies [Abstract] | ' |
1. Financial Statement Presentation | ' |
Note 1. Financial Statement Presentation | |
Clean Enviro Tech Corp. (the “Company” or “Clean”) following the merger with the Company’s wholly-owned subsidiary on December 24, 2012 (formed for the sole purpose of merging with its parent), continues to work on the further development of the lithium batteries technology licensed from Terra Inventions Corp. (formerly Li-ion Motors Corp.) (“Terra”), the Company’s former parent. Consultants for the Company are continuing work on the solar concentrating electric power generating system working independently. | |
The summary of significant accounting policies is presented to assist in the understanding of the financial statements. The financial statements and notes are the representations of management. These accounting policies conform to accounting policies generally accepted in the United States of America and have been consistently applied in the preparation of the financial statements. | |
History and Nature of Business | |
On April 2, 2011, the Company’s Board of Directors (the “Board”) authorized the merger with our wholly-owned subsidiary, Sky Power Solutions Corp., and in the merger the name of our Company was changed to Sky Power Solutions Corp. | |
On April 15, 2008, Terra sold its controlling interest of the Company’s outstanding common stock to Blue Diamond Investments, Inc. (“Blue Diamond”) With the sale of our VoIP telecommunications business, named Zingo Telecom, Inc., on May 15, 2008, the Company intends to concentrate efforts on further development of the lithium batteries technology licensed from Terra, the Company’s former parent. | |
Effective April 15, 2008, the Company entered into a License Agreement (“License Agreement”) with Terra Inventions providing for Terra’s license to the Company of Terra’s patent applications and technologies for rechargeable lithium-ion batteries for hybrid vehicles and other applications (“Licensed Products”). | |
Under the License Agreement, Terra had the right to purchase its requirements of lithium ion batteries from the Company, and its requirements of lithium ion batteries would have been supplied in preference to, and on a priority basis as compared with, supply and delivery arrangements in effect for other customers. Terra’s cost for lithium ion batteries purchased from the Company would be the actual manufacturing costs for such batteries for our fiscal quarter in which Terra’s purchase takes place. | |
On May 25, 2010, the agreement was amended to grant the Company the exclusive license rights for the United States and Terra may grant other companies rights elsewhere around the world. | |
Under the terms of the License Agreement, the Company agreed to invest a minimum of $1,500,000 in each of the first two years under the License Agreement in development of the technology for the Licensed Products. To date, we have not met the minimum requirements in the development of the technology, and therefore, are not compliant with our obligations under this covenant of the License Agreement. Terra advised the Company that it will not give notice of default against the Company for its failure to comply with this covenant over the term of the License Agreement. | |
Effective April 16, 2008, the Company agreed to lease approximately 5,000 square feet of space in Terra’s’ North Carolina facility. The leased space was suitable, and utilized by the Company, for developmental and manufacturing operations for licensed products pursuant to the license agreement. The lease was terminated May 2012. Also, effective April 16, 2008, the Company purchased certain equipment and supplies related to the license agreement from Terra for the purchase price of $29,005. | |
Basis of Presentation | |
Going Concern | |
The Company’s financial statements for the year ended July 31, 2014, have been prepared on a going concern basis which contemplates the realization of assets and settlement of liabilities and commitments in the normal course of business. The Company did not have any revenue in 2014 and as of July 31, 2014, there was a working capital deficit of $664,958. Management recognized that the Company’s continued existence is dependent upon its ability to obtain needed working capital through additional equity and/or debt financing and revenue to cover expenses as the Company continues to incur losses. | |
Since its incorporation, the Company financed its operations almost exclusively through advances from its controlling shareholders. Management’s plans are to finance operations through the sale of equity or other investments for the foreseeable future, as the Company does not receive significant revenue from its new business operations. There is no guarantee that the Company will be successful in arranging financing on acceptable terms. | |
The Company's ability to raise additional capital is affected by trends and uncertainties beyond its control. The Company does not currently have any arrangements for financing and it may not be able to find such financing if required. Obtaining additional financing would be subject to a number of factors, including investor sentiment. Market factors may make the timing, amount, terms or conditions of additional financing unavailable to it. These uncertainties raise substantial doubt about the ability of the Company to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of these uncertainties. |
2_Summary_of_Significant_Accou
2. Summary of Significant Accounting Policies | 12 Months Ended | ||||
Jul. 31, 2014 | |||||
Accounting Policies [Abstract] | ' | ||||
2. Summary of Significant Accounting Policies | ' | ||||
Note 2. Summary of Significant Accounting Policies | |||||
Use of Estimates | |||||
The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and disclosure of contingent assets and liabilities. On an on-going basis, the Company evaluates its estimates and judgments, including those related to revenue recognition, inventories, adequacy of allowances for doubtful accounts, valuation of long-lived assets and goodwill, income taxes, litigation and warranties. The Company bases its estimates on historical and anticipated results and trends and on various other assumptions that the Company believes are reasonable under the circumstances, including assumptions as to future events. The policies discussed below are considered by management to be critical to an understanding of the Company’s financial statements. These estimates form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. By their nature, estimates are subject to an inherent degree of uncertainty. Actual results may differ from those estimates. | |||||
Property and Equipment | |||||
Property and equipment are recorded at cost. Depreciation of property and equipment are accounted for by accelerated methods over the following estimated useful lives: | |||||
Lives | |||||
Furniture and Fixtures | 10 years | ||||
Software | 3-5 years | ||||
Computers | 5 years | ||||
Evaluation of Long-Lived Assets | |||||
The Company reviews property and equipment for potential impairment whenever significant events or changes in circumstances indicate the carrying value may not be recoverable in accordance with the guidance in ASC 360-15-35 “Impairment or Disposal of Long-Lived Assets”. An impairment exists when the carrying amount of the long-lived assets is not recoverable and exceeds its fair value. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If an impairment exists, the resulting write-down would be the difference between the fair market value of the long-lived asset and the related net book value. The Company is looking for space to work and store equipment for both battery development and solar dish. | |||||
Advertising | |||||
Advertising costs are generally expensed and are included in selling, general and administrative expenses. Total advertising expenditures for the years ended July 31, 2014 and 2013, were approximately $0 and $2,250, respectively. | |||||
Research and Development | |||||
The Company is currently a research and development (“R&D”) stage company and therefore the Board of Directors has not set a budget for R&D. However, all projects and purchases must be approved before being started or purchased. As of July 31, 2014 and 2013, there have been expenses allocated to research and development. For the years ending July 31, 2014 and 2013, R&D consisted of parts, salaries, and payroll taxes, which amounted to $6,460 and $4,820, respectively. | |||||
Net Loss Per Common Share | |||||
Basic loss per common share is computed based on the weighted average number of shares outstanding during the year. Diluted earnings per common share is computed by dividing net earnings (loss) by the weighted average number of common shares and potential common shares during the specified periods. The Company has no outstanding options, warrants or other convertible instruments that could affect the calculated number of shares. | |||||
Income Taxes | |||||
Deferred income tax assets or liabilities are computed based on the temporary differences between the financial statement and income tax bases of assets and liabilities using the statutory marginal income tax rate in effect for the years in which the differences are expected to reverse. Deferred income tax expenses or credits are based on the changes in the deferred income tax assets or liabilities from period to period. A valuation allowance against deferred tax assets is required if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The valuation allowance should be sufficient to reduce the deferred tax asset to the amount that is more likely than not to be realized. | |||||
Effects of Recent Accounting Pronouncements | |||||
The Company has elected early adoption of Accounting Standard Update (ASU) 2014-10, Topic 915, Development Stage Entities, Elimination of Certain Financial Reporting Requirements. ASU 2014-10 removes all incremental financial reporting requirements for development stage entities, including, but not limited to, inception-to-date financial information included on the statements of operations, statements of stockholders’ equity (deficit) and statements of cash flows. As a result of the Company’s early adoption, all references to the Company as a development stage entity have been removed. The adoption of this pronouncement has no impact on the Company’s financial position, results of operations or liquidity. |
3_Property_and_Equipment
3. Property and Equipment | 12 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||
3. Property and Equipment | ' | ||||||||
Note 3. Property and Equipment | |||||||||
Property and equipment at consists of: | |||||||||
July 31, | |||||||||
2014 | 2013 | ||||||||
Equipment | $ | 131,455 | $ | 131,455 | |||||
Less: Accumulated depreciation | (128,230 | ) | (126,941 | ) | |||||
Property and equipment, net | $ | 3,225 | $ | 4,514 | |||||
Depreciation expense for the years ended July 31, 2014 and 2013, was $1,289 and $19,450, respectively. |
4_Accounts_Payable_and_Accrued
4. Accounts Payable and Accrued Expenses | 12 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Payables and Accruals [Abstract] | ' | ||||||||
4. Accounts Payable and Accrued Expenses | ' | ||||||||
Note 4. Accounts Payable and Accrued Expenses | |||||||||
Accounts payable and accrued expenses at July 31, 2014 and 2013 consisted of: | |||||||||
July 31, | |||||||||
2014 | 2013 | ||||||||
Accounts payable | $ | 233,585 | $ | 164,957 | |||||
Wages, paid leave and payroll related taxes | 43,091 | 41,039 | |||||||
Other accrued expenses | — | 1,000 | |||||||
Total | $ | 276,676 | $ | 206,996 |
5_Common_Stock
5. Common Stock | 12 Months Ended |
Jul. 31, 2014 | |
Equity [Abstract] | ' |
5. Common Stock | ' |
Note 5. Common Stock | |
Effective January 18, 2013, the Company filed with Secretary Of State of Nevada a Certificate of Change that affected a 1:50 reverse split in the Company’s outstanding common stock and a reduction of our authorized common stock in the same 1:50 ratio, from 500,000,000 shares to 10,000,000 shares. We have retroactively restated all share amounts to show effects of the Common Stock split. | |
On October 9, 2012, the Company converted $493,920 of its debt to various lenders into 7,840,575 shares of Common Stock at $0.18499 per share, causing a loss of settlement of debt in the amount of $956,480. | |
Conversion price was equal to fair market value of common share on the date of conversion, except for the conversion of shares on November 1, 2012, which were converted below fair value. |
6_Net_Loss_Per_Common_Share
6. Net Loss Per Common Share | 12 Months Ended | ||||||||||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||||||||||
6. Net Loss Per Common Share | ' | ||||||||||||||||||||||||
Note 6. Net Loss Per Common Share | |||||||||||||||||||||||||
Loss per share is computed based on the weighted average number of shares outstanding during the year. Diluted loss per common share is computed by dividing net loss by the weighted average number of common shares and potential common shares during the specified periods. The Company has no outstanding options, warrants or other convertible instruments that could affect the calculated number of shares. | |||||||||||||||||||||||||
The following table sets forth the reconciliation of the basic and diluted net loss per common share computations for the years ended July 31, 2014 and 2013. | |||||||||||||||||||||||||
Year Ended | Year Ended | ||||||||||||||||||||||||
31-Jul-14 | 31-Jul-13 | ||||||||||||||||||||||||
Income | Shares | Per-Share | Income | Shares | Per-Share | ||||||||||||||||||||
(Numerator) | (Denominator) | Amount | (Numerator) | (Denominator) | Amount | ||||||||||||||||||||
Net Income (Loss) | $ | (70,969 | ) | $ | (1,057,142 | ) | |||||||||||||||||||
Basic EPS | (70,969 | ) | 9,838,721 | (0.01 | ) | (1,057,142 | ) | 7,862,053 | (0.13 | ) | |||||||||||||||
Effect of dilutive securities | — | — | |||||||||||||||||||||||
Diluted EPS | $ | (70,969 | ) | 9,838,721 | (0.01 | ) | $ | (1,057,142 | ) | 7,862,053 | (0.13 | ) | |||||||||||||
7_Related_Party_Transactions
7. Related Party Transactions | 12 Months Ended |
Jul. 31, 2014 | |
Related Party Transactions [Abstract] | ' |
7. Related Party Transactions | ' |
Note 7. Related Party Transactions | |
On December 15, 2010, the Company issued a non-interest bearing, due on demand, promissory note to Mehboob Charania, (former chief executive and principal financial officer) for which it has received advances of $173,600 and repaid $0. The related party transaction amounts are reported as current due to the relationship. |
8_Advances
8. Advances | 12 Months Ended |
Jul. 31, 2014 | |
Investments in and Advances to Affiliates, Schedule of Investments [Abstract] | ' |
8. Advances | ' |
Note 8. Advances | |
The Company's principal financing source in previous years had been from its former parent, Terra. Terra is out of business and currently funding is from a third party. On October 2, 2012, the Company’s entire debt to Terra was assigned to Frontline Asset Management, Inc. (“Frontline”). At July 31, 2014 and July 31, 2013, the Company owed Terra $0 and $708,602, respectively, under this debt assignment. Accounts payable of $11,250 owing to Terra for previously incurred expenses are still outstanding and are recorded in Accounts payable and accrued expenses on the balance sheet as of July 31, 2014 and 2013. | |
On October 2, 2012, a third party (“Frontline”) assumed the debt owed to Terra in the amount of $708,602. On November 1, 2012, $493,920 was converted into Common Shares. Leaving a balance due to Frontline of $214,682. During the years ending July 31, 2014 and 2013, Frontline paid expenses on behalf of the Company of $64,816 and $112,170 respectively. At July 31, 2014 and July 31, 2013, the Company owed Frontline $382,668 and $326,852, respectively. | |
As were the terms with Terra, the assigned debt to Frontline continues to be, as does any subsequent debt we incur, interest free. No term has been set for repayment and no payment is expected until the Company has begun to become a profitable venture. |
9_Income_Taxes
9. Income Taxes | 12 Months Ended |
Jul. 31, 2014 | |
Income Tax Disclosure [Abstract] | ' |
9. Income Taxes | ' |
Note 9. Income Taxes | |
At July 31, 2014, the Company has deferred tax assets as a result of the net operating losses incurred from inception. The resulting deferred tax assets are reduced by a valuation allowance as discussed in Note 1, equal to the deferred tax asset as it is unlikely, based on current circumstances, that the Company will ever realize a tax benefit. Deferred tax assets and the corresponding valuation allowances amounted to approximately $2.8 million and $2.7 million at July 31, 2014 and July 31, 2013, respectively. The statutory tax rate is 35% and the effective tax rate is zero. | |
Under current tax laws, the cumulative operating losses incurred amounting to approximately $8 million and $7.9 million at July 31, 2014 and July 31, 2013 respectively, will begin to expire in 2024. | |
Section 382 of the U.S. Internal Revenue Code imposes an annual limitation on loss carry-forwards to offset taxable income when an ownership change occurs. The Company meets the definition of an ownership change and some of the net operating loss carry-forwards will be limited. |
10_Commitments_and_Contingenci
10. Commitments and Contingencies | 12 Months Ended |
Jul. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
10. Commitments and Contingencies | ' |
Note 10. Commitments and Contingencies | |
The Company entered into a month to month lease agreement with Li-ion Motors Corp. for 5,000 square feet within Li-ion Motors’ Mooresville facility on April 16, 2008, at the rate of $3,038. Approximately 80% of this space had been converted into offices and a battery development workshop including a dry room. However, on May 31, 2012, Li-ion Motors closed the facility and terminated the Company’s lease. | |
On May 30, 2014 Gordon F. Lee was appointed as CEO. The Company signed a letter of intent to complete a share exchange with Red Apple Pharm subject to a 60-day period of due diligence. Red Apple Pharm never provided financials. On June 20, 2014 Mr. Lee resigned. The letter of intent had a $20,000 monthly salary for Mr. Lee. After his resignation Mr. Lee sent an invoice for salary and expenses totaling over $69,000 related to the due diligence period. The company disputes this amount and Mr. Lee received the initial $2,500 payment, no other payment has been made to date of this filing. Mr. Lee was notified at the time of his appointment that no expenses or commitments should be made on behalf of the corporation without the consent of the board of directors. |
11_Subsequent_Events
11. Subsequent Events | 12 Months Ended |
Jul. 31, 2014 | |
Subsequent Events [Abstract] | ' |
11. Subsequent Events | ' |
Note 11. Subsequent Events. | |
The company has filed with the SEC a Preliminary Notice of a Special Meeting of Stockholders to be held in December 2014, at a date yet to be determined, to vote on an amendment to our articles of Incorporation to increase our authorized common stock from 10 million to 250 million shares and any other business as may properly come before the special meeting. |
1_Financial_Statement_Presenta1
1. Financial Statement Presentation (Policies) | 12 Months Ended |
Jul. 31, 2014 | |
Accounting Policies [Abstract] | ' |
History and Nature of Business | ' |
History and Nature of Business | |
On April 2, 2011, the Company’s Board of Directors (the “Board”) authorized the merger with our wholly-owned subsidiary, Sky Power Solutions Corp., and in the merger the name of our Company was changed to Sky Power Solutions Corp. | |
On April 15, 2008, Terra sold its controlling interest of the Company’s outstanding common stock to Blue Diamond Investments, Inc. (“Blue Diamond”) With the sale of our VoIP telecommunications business, named Zingo Telecom, Inc., on May 15, 2008, the Company intends to concentrate efforts on further development of the lithium batteries technology licensed from Terra, the Company’s former parent. | |
Effective April 15, 2008, the Company entered into a License Agreement (“License Agreement”) with Terra Inventions providing for Terra’s license to the Company of Terra’s patent applications and technologies for rechargeable lithium-ion batteries for hybrid vehicles and other applications (“Licensed Products”). | |
Under the License Agreement, Terra had the right to purchase its requirements of lithium ion batteries from the Company, and its requirements of lithium ion batteries would have been supplied in preference to, and on a priority basis as compared with, supply and delivery arrangements in effect for other customers. Terra’s cost for lithium ion batteries purchased from the Company would be the actual manufacturing costs for such batteries for our fiscal quarter in which Terra’s purchase takes place. | |
On May 25, 2010, the agreement was amended to grant the Company the exclusive license rights for the United States and Terra may grant other companies rights elsewhere around the world. | |
Under the terms of the License Agreement, the Company agreed to invest a minimum of $1,500,000 in each of the first two years under the License Agreement in development of the technology for the Licensed Products. To date, we have not met the minimum requirements in the development of the technology, and therefore, are not compliant with our obligations under this covenant of the License Agreement. Terra advised the Company that it will not give notice of default against the Company for its failure to comply with this covenant over the term of the License Agreement. | |
Effective April 16, 2008, the Company agreed to lease approximately 5,000 square feet of space in Terra’s’ North Carolina facility. The leased space was suitable, and utilized by the Company, for developmental and manufacturing operations for licensed products pursuant to the license agreement. The lease was terminated May 2012. Also, effective April 16, 2008, the Company purchased certain equipment and supplies related to the license agreement from Terra for the purchase price of $29,005. | |
Basis of Presentation | ' |
Basis of Presentation | |
Going Concern | |
The Company’s financial statements for the year ended July 31, 2014, have been prepared on a going concern basis which contemplates the realization of assets and settlement of liabilities and commitments in the normal course of business. The Company did not have any revenue in 2014 and as of July 31, 2014, there was a working capital deficit of $664,958. Management recognized that the Company’s continued existence is dependent upon its ability to obtain needed working capital through additional equity and/or debt financing and revenue to cover expenses as the Company continues to incur losses. | |
Since its incorporation, the Company financed its operations almost exclusively through advances from its controlling shareholders. Management’s plans are to finance operations through the sale of equity or other investments for the foreseeable future, as the Company does not receive significant revenue from its new business operations. There is no guarantee that the Company will be successful in arranging financing on acceptable terms. | |
The Company's ability to raise additional capital is affected by trends and uncertainties beyond its control. The Company does not currently have any arrangements for financing and it may not be able to find such financing if required. Obtaining additional financing would be subject to a number of factors, including investor sentiment. Market factors may make the timing, amount, terms or conditions of additional financing unavailable to it. These uncertainties raise substantial doubt about the ability of the Company to continue as a going concern. The accompanying financial statements do not include any adjustments that might result from the outcome of these uncertainties. |
2_Summary_of_Significant_Accou1
2. Summary of Significant Accounting Policies (Policies) | 12 Months Ended | ||||
Jul. 31, 2014 | |||||
Accounting Policies [Abstract] | ' | ||||
Use of Estimates | ' | ||||
Use of Estimates | |||||
The preparation of financial statements in accordance with accounting principles generally accepted in the United States of America requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and disclosure of contingent assets and liabilities. On an on-going basis, the Company evaluates its estimates and judgments, including those related to revenue recognition, inventories, adequacy of allowances for doubtful accounts, valuation of long-lived assets and goodwill, income taxes, litigation and warranties. The Company bases its estimates on historical and anticipated results and trends and on various other assumptions that the Company believes are reasonable under the circumstances, including assumptions as to future events. The policies discussed below are considered by management to be critical to an understanding of the Company’s financial statements. These estimates form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. By their nature, estimates are subject to an inherent degree of uncertainty. Actual results may differ from those estimates. | |||||
Property and Equipment | ' | ||||
Property and Equipment | |||||
Property and equipment are recorded at cost. Depreciation of property and equipment are accounted for by accelerated methods over the following estimated useful lives: | |||||
Lives | |||||
Furniture and Fixtures | 10 years | ||||
Software | 3-5 years | ||||
Computers | 5 years | ||||
Evaluation of Long-Lived Assets | ' | ||||
Evaluation of Long-Lived Assets | |||||
The Company reviews property and equipment for potential impairment whenever significant events or changes in circumstances indicate the carrying value may not be recoverable in accordance with the guidance in ASC 360-15-35 “Impairment or Disposal of Long-Lived Assets”. An impairment exists when the carrying amount of the long-lived assets is not recoverable and exceeds its fair value. The carrying amount of a long-lived asset is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset. If an impairment exists, the resulting write-down would be the difference between the fair market value of the long-lived asset and the related net book value. The Company is looking for space to work and store equipment for both battery development and solar dish. | |||||
Advertising | ' | ||||
Advertising | |||||
Advertising costs are generally expensed and are included in selling, general and administrative expenses. Total advertising expenditures for the years ended July 31, 2014 and 2013, were approximately $0 and $2,250, respectively. | |||||
Research and Development | ' | ||||
Research and Development | |||||
The Company is currently a research and development (“R&D”) stage company and therefore the Board of Directors has not set a budget for R&D. However, all projects and purchases must be approved before being started or purchased. As of July 31, 2014 and 2013, there have been expenses allocated to research and development. For the years ending July 31, 2014 and 2013, R&D consisted of parts, salaries, and payroll taxes, which amounted to $6,460 and $4,820, respectively. | |||||
Net Loss Per Common Share | ' | ||||
Net Loss Per Common Share | |||||
Basic loss per common share is computed based on the weighted average number of shares outstanding during the year. Diluted earnings per common share is computed by dividing net earnings (loss) by the weighted average number of common shares and potential common shares during the specified periods. The Company has no outstanding options, warrants or other convertible instruments that could affect the calculated number of shares. | |||||
Income Taxes | ' | ||||
Income Taxes | |||||
Deferred income tax assets or liabilities are computed based on the temporary differences between the financial statement and income tax bases of assets and liabilities using the statutory marginal income tax rate in effect for the years in which the differences are expected to reverse. Deferred income tax expenses or credits are based on the changes in the deferred income tax assets or liabilities from period to period. A valuation allowance against deferred tax assets is required if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The valuation allowance should be sufficient to reduce the deferred tax asset to the amount that is more likely than not to be realized. | |||||
Effects of Recent Accounting Pronouncements | ' | ||||
Effects of Recent Accounting Pronouncements | |||||
The Company has elected early adoption of Accounting Standard Update (ASU) 2014-10, Topic 915, Development Stage Entities, Elimination of Certain Financial Reporting Requirements. ASU 2014-10 removes all incremental financial reporting requirements for development stage entities, including, but not limited to, inception-to-date financial information included on the statements of operations, statements of stockholders’ equity (deficit) and statements of cash flows. As a result of the Company’s early adoption, all references to the Company as a development stage entity have been removed. The adoption of this pronouncement has no impact on the Company’s financial position, results of operations or liquidity. |
2_Summary_of_Significant_Accou2
2. Summary of Significant Accounting Policies (Tables) | 12 Months Ended | ||||
Jul. 31, 2014 | |||||
Accounting Policies [Abstract] | ' | ||||
Property and Equipment | ' | ||||
Lives | |||||
Furniture and Fixtures | 10 years | ||||
Software | 3-5 years | ||||
Computers | 5 years |
3_Property_and_Equipment_Table
3. Property and Equipment (Tables) | 12 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||
Property and Equipment | ' | ||||||||
July 31, | |||||||||
2014 | 2013 | ||||||||
Equipment | $ | 131,455 | $ | 131,455 | |||||
Less: Accumulated depreciation | (128,230 | ) | (126,941 | ) | |||||
Property and equipment, net | $ | 3,225 | $ | 4,514 |
4_Accounts_Payable_and_Accrued1
4. Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended | ||||||||
Jul. 31, 2014 | |||||||||
Payables and Accruals [Abstract] | ' | ||||||||
Accounts Payable and Accrued Expenses | ' | ||||||||
July 31, | |||||||||
2014 | 2013 | ||||||||
Accounts payable | $ | 233,585 | $ | 164,957 | |||||
Wages, paid leave and payroll related taxes | 43,091 | 41,039 | |||||||
Other accrued expenses | — | 1,000 | |||||||
Total | $ | 276,676 | $ | 206,996 |
6_Net_Loss_Per_Common_Share_Ta
6. Net Loss Per Common Share (Tables) | 12 Months Ended | ||||||||||||||||||||||||
Jul. 31, 2014 | |||||||||||||||||||||||||
Earnings Per Share [Abstract] | ' | ||||||||||||||||||||||||
Net Loss Per Common Share | ' | ||||||||||||||||||||||||
Year Ended | Year Ended | ||||||||||||||||||||||||
31-Jul-14 | 31-Jul-13 | ||||||||||||||||||||||||
Income | Shares | Per-Share | Income | Shares | Per-Share | ||||||||||||||||||||
(Numerator) | (Denominator) | Amount | (Numerator) | (Denominator) | Amount | ||||||||||||||||||||
Net Income (Loss) | $ | (70,969 | ) | $ | (1,057,142 | ) | |||||||||||||||||||
Basic EPS | (70,969 | ) | 9,838,721 | (0.01 | ) | (1,057,142 | ) | 7,862,053 | (0.13 | ) | |||||||||||||||
Effect of dilutive securities | — | — | |||||||||||||||||||||||
Diluted EPS | $ | (70,969 | ) | 9,838,721 | (0.01 | ) | $ | (1,057,142 | ) | 7,862,053 | (0.13 | ) |
1_Financial_Statement_Presenta2
1. Financial Statement Presentation (Details Narrative) (USD $) | 12 Months Ended |
Jul. 31, 2014 | |
Accounting Policies [Abstract] | ' |
Investment Obligation | $1,500,000 |
Supplies Purchased from Affiliate | 29,005 |
Working Capital Defiict | ($664,958) |
2_Summary_of_Significant_Accou3
2. Summary of Significant Accounting Policies - Property and Equipment (Details) | 12 Months Ended |
Jul. 31, 2014 | |
Furniture and Fixtures | ' |
Estimated Useful Lives | '10 years |
Software | ' |
Estimated Useful Lives | '3 years |
Computers | ' |
Estimated Useful Lives | '5 years |
2_Summary_of_Significant_Accou4
2. Summary of Significant Accounting Policies (Details Narrative) (USD $) | 12 Months Ended | |
Jul. 31, 2014 | Jul. 31, 2013 | |
Accounting Policies [Abstract] | ' | ' |
Advertising Expense | $0 | $2,250 |
Research and Development Expense | $6,460 | $4,820 |
3_Property_and_Equipment_Prope
3. Property and Equipment - Property and Equipment (Details) (USD $) | Jul. 31, 2014 | Jul. 31, 2013 |
Property, Plant and Equipment [Abstract] | ' | ' |
Equipment | $131,455 | $131,455 |
Less: Accumulated depreciation | -128,230 | -126,941 |
Property and equipment, net | $3,225 | $4,514 |
3_Property_and_Equipment_Detai
3. Property and Equipment (Details Narrative) (USD $) | 12 Months Ended | |
Jul. 31, 2014 | Jul. 31, 2013 | |
Property, Plant and Equipment [Abstract] | ' | ' |
Depreciation Expense | $1,289 | $19,450 |
4_Accounts_Payable_and_Accrued2
4. Accounts Payable and Accrued Expenses - Accounts Payable and Accrued Expenses (Details) (USD $) | Jul. 31, 2014 | Jul. 31, 2013 |
Payables and Accruals [Abstract] | ' | ' |
Accounts payable | $233,585 | $164,957 |
Wages, paid leave and payroll related taxes | 43,091 | 41,039 |
Other accrued expenses | ' | 1,000 |
Total | $276,676 | $206,996 |
5_Common_Stock_Details_Narrati
5. Common Stock (Details Narrative) (USD $) | 12 Months Ended | ||
Jul. 31, 2014 | Jul. 31, 2013 | Oct. 09, 2012 | |
Equity [Abstract] | ' | ' | ' |
Stock Split Ratio | 150 | ' | ' |
Stock Split, Effect on Shares Authorized | 10,000,000 | ' | ' |
Debt Conversion, Value | ' | $493,920 | ' |
Debt Conversion, Shares Issued | ' | 7,840,575 | ' |
Debt Conversion, Price Per Share | ' | ' | $0.18 |
Debt Conversion, Loss of Settlement of Debt | ' | $956,480 | ' |
6_Net_Loss_Per_Common_Share_Ne
6. Net Loss Per Common Share - Net Loss Per Common Share (Details) (USD $) | 12 Months Ended | |
Jul. 31, 2014 | Jul. 31, 2013 | |
Earnings Per Share [Abstract] | ' | ' |
Net (loss) | ($70,969) | ($1,057,142) |
Basic loss per common share | -70,969 | -1,057,142 |
Basic loss per common share, Shares | 9,838,721 | 7,862,053 |
Basic loss per common share, Per Share | ($0.01) | ($0.13) |
Effect of dilutive securities | ' | ' |
Diluted loss per common share | ($70,969) | ($1,057,142) |
Diluted loss per common share, Shares | 9,838,721 | 7,862,053 |
Diluted loss per common share, Per Share | ($0.01) | ($0.13) |
7_Related_Party_Transactions_D
7. Related Party Transactions (Details Narrative) (USD $) | 12 Months Ended | |||
Jul. 31, 2011 | Jul. 31, 2014 | Jul. 31, 2013 | Dec. 15, 2010 | |
Related Party Transactions [Abstract] | ' | ' | ' | ' |
Advances from Related Party | ' | $173,600 | $173,600 | $173,600 |
Repayments of Related Party Debt | $0 | ' | ' | ' |
8_Advances_Details_Narrative
8. Advances (Details Narrative) (USD $) | 12 Months Ended | |
Jul. 31, 2014 | Jul. 31, 2013 | |
Accounts Payable and Accrued expenses | $276,676 | $206,996 |
Debt Conversion, Value | ' | 493,920 |
Terra [Member] | ' | ' |
Amount Due | 0 | 708,602 |
Accounts Payable and Accrued expenses | 11,250 | ' |
Frontline [Member] | ' | ' |
Amount Due | 382,668 | 326,852 |
Advances Received | 64,816 | 112,170 |
Debt Conversion, Value | $493,920 | ' |
9_Income_Taxes_Details_Narrati
9. Income Taxes (Details Narrative) (USD $) | 12 Months Ended | |
Jul. 31, 2014 | Jul. 31, 2013 | |
Income Tax Disclosure [Abstract] | ' | ' |
Deferred Tax Asset Valuation Allowance | $2,800,000 | $2,700,000 |
Statutory Tax Rate | 35.00% | ' |
Effective Tax Rate | 0.00% | ' |
Cumulative Operating Losses | $8,000,000 | $7,900,000 |
10_Commitments_and_Contingenci1
10. Commitments and Contingencies (Details Narrative) (USD $) | 12 Months Ended |
Jul. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ' |
Lease Monthly Rate | $3,038 |
Pending Litigation | ' |
On May 30, 2014 Gordon F. Lee was appointed as CEO. The Company signed a letter of intent to complete a share exchange with Red Apple Pharm subject to a 60-day period of due diligence. Red Apple Pharm never provided financials. On June 20, 2014 Mr. Lee resigned. The letter of intent had a $20,000 monthly salary for Mr. Lee. After his resignation Mr. Lee sent an invoice for salary and expenses totaling over $69,000 related to the due diligence period. The company disputes this amount and Mr. Lee received the initial $2,500 payment, no other payment has been made to date of this filing. Mr. Lee was notified at the time of his appointment that no expenses or commitments should be made on behalf of the corporation without the consent of the board of directors. |
11_Subsequent_Events_Details_N
11. Subsequent Events (Details Narrative) (Subsequent Event [Member]) | 12 Months Ended |
Jul. 31, 2014 | |
Subsequent Event [Member] | ' |
Proposed Shares Authorized | 250,000,000 |