Document and Entity Information
Document and Entity Information | 6 Months Ended |
Feb. 29, 2016shares | |
Document And Entity Information | |
Entity Registrant Name | WHOLEHEALTH PRODUCTS, INC. |
Entity Central Index Key | 1,359,699 |
Document Type | 10-Q |
Document Period End Date | Feb. 29, 2016 |
Amendment Flag | false |
Current Fiscal Year End Date | --08-31 |
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 | 284,387,683 |
Document Fiscal Period Focus | Q2 |
Document Fiscal Year Focus | 2,016 |
Balance Sheet (Unaudited)
Balance Sheet (Unaudited) - USD ($) | Feb. 29, 2016 | Aug. 31, 2015 |
Current Assets | ||
Cash | ||
Accounts Receivable | ||
Total Current Assets | ||
Total Assets | 0 | 0 |
Liabilities: | ||
Cash Overdraft | ||
Accrued Interest | 97,294 | 80,668 |
Accounts Payable & Accrued Expenses | 795,275 | 612,314 |
Loan Payable | 349,692 | 349,692 |
Total Current Liabilities | 1,242,261 | 1,042,674 |
Stockholders' Equity (Deficit): | ||
Preferred Stock par value $1.00 authorized 100,000,000 shares, 0 and 0 shares issued and outstanding respectively | ||
Common Stock, par value $0.001, 1.2 billion authorized shares, 284,387,683 and 175,187,683 shares issued and outstanding respectively | 284,388 | 175,188 |
Additional Paid In Capital | 53,899,572 | 51,933,973 |
Retained Deficit | (13,955,783) | (13,955,783) |
Deficit Accumulated During Development Stage | (41,470,438) | (39,196,052) |
Total Stockholders' Equity | (1,242,261) | (1,042,674) |
Total Liabilities and Stockholders' Deficit | $ 0 | $ 0 |
Balance Sheet (Unaudited) (Pare
Balance Sheet (Unaudited) (Parenthetical) - $ / shares | Feb. 29, 2016 | Aug. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value per share | $ 1 | $ 1 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value per share | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 1,200,000,000 | 1,200,000,000 |
Common stock, shares issued | 284,387,683 | 175,187,683 |
Common stock, shares outstanding | 284,387,683 | 175,187,683 |
Statements Of Operations (Unaud
Statements Of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Feb. 29, 2016 | Feb. 28, 2015 | Feb. 29, 2016 | Feb. 28, 2015 | |
Income Statement [Abstract] | ||||
Revenues | ||||
Costs of Services | ||||
Gross Margin | ||||
Operating Expenses: | ||||
Stock for Services/Investor Relations | 1,789,799 | 212,616 | 2,074,799 | 1,970,058 |
Consulting | 31,310 | 60,052 | ||
General and Administrative | 45,247 | 149,587 | 182,961 | 252,899 |
Total Operating Expenses | 1,835,046 | 393,513 | 2,257,760 | 2,283,009 |
Operating Income | (1,835,046) | (393,513) | (2,257,760) | (2,283,009) |
Other Income (Expense): | ||||
Interest Expense | 8,313 | 27,685 | 16,626 | 35,211 |
Net Income (Loss) Before Taxes | (1,843,359) | (421,198) | (2,274,386) | (2,318,220) |
Income Taxes | ||||
Net Income (Loss) After Taxes | $ (1,843,359) | $ (421,198) | $ (2,274,386) | $ (2,318,220) |
Gain (Loss) per Share, Basic & Diluted | $ 0 | $ 0 | $ (0.01) | $ (0.01) |
Weighted Average Shares Outstanding | 217,101,969 | 166,864,681 | 203,067,903 | 157,166,492 |
Statements Of Cash Flows (Unaud
Statements Of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Feb. 29, 2016 | Feb. 28, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net Income (Loss) for the Period | $ (2,274,386) | $ (2,318,220) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Shares issued and Contributed Services | 2,074,799 | 1,970,058 |
Changes in Operating Assets and Liabilities | ||
Increase in Accrued Interest | 16,626 | 35,184 |
Increase (Decrease) in Accounts Payable & Accrued Expenses | 182,961 | 147,275 |
Net Cash Used in Operating Activities | (165,703) | |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchase of Property and Equipment | ||
Net cash provided by Investing Activities | ||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Repayment of Loans | 24,981 | |
Cash overdraft | 174 | |
Proceeds from Notes | 55,873 | |
Proceeds from sale of stock | 134,173 | |
Net Cash Provided by Financing Activities | 165,239 | |
Net (Decrease) Increase in Cash | (464) | |
Cash at Beginning of Period | 464 | |
Cash at End of Period | ||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid during period: Interest | ||
Cash paid during period: Franchise and Income Taxes | ||
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Accounts Payable Satisfied through Contributed Capital and Property and Equipment |
Statement Of Stockholders' Equi
Statement Of Stockholders' Equity - USD ($) | Common Stock [Member] | APIC [Member] | Retained Deficit [Member] | Deficit Develop [Member] | Total |
Balance, common shares at Aug. 31, 2014 | 122,826,003 | ||||
Balance, value at Aug. 31, 2014 | $ 122,826 | $ 49,882,104 | $ (13,955,783) | $ (36,602,384) | $ (553,237) |
Shares issued for services, shares | 47,330,876 | ||||
Shares issued for services, value | $ 47,331 | 1,922,727 | 1,970,058 | ||
Shares issued for cash, shares | 1,943,581 | ||||
Shares issued for cash, value | $ 1,944 | 44,306 | 46,250 | ||
Shares issued for cash previously received, shares | 3,087,223 | ||||
Shares issued for cash previously received, value | $ 3,087 | 84,836 | 87,923 | ||
Net loss | (2,593,068) | $ (2,593,668) | |||
Balance, preferred shares at Aug. 31, 2015 | 0 | ||||
Balance, common shares at Aug. 31, 2015 | 175,187,683 | 175,187,683 | |||
Balance, value at Aug. 31, 2015 | $ 175,188 | 51,933,973 | (13,955,783) | (39,196,052) | $ (1,042,674) |
Shares issued for services, shares | 109,200,000 | ||||
Shares issued for services, value | $ 109,200 | 1,965,599 | 2,074,799 | ||
Net loss | (2,274,386) | $ (2,274,386) | |||
Balance, preferred shares at Feb. 29, 2016 | 0 | ||||
Balance, common shares at Feb. 29, 2016 | 284,387,683 | 284,387,683 | |||
Balance, value at Feb. 29, 2016 | $ 284,388 | $ 53,899,572 | $ 13,955,783 | $ (41,470,438) | $ (1,242,261) |
Organization And Description Of
Organization And Description Of Business | 6 Months Ended |
Feb. 29, 2016 | |
Accounting Policies [Abstract] | |
Organization and Description of Business | NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS Wholehealth Products, Inc. formerly Gulf Western Petroleum Corporation (the Company) was incorporated on February 21, 2006 in the State of Nevada as Georgia Exploration, Inc. The name was originally changed on March 8, 2007 and recently in July 2012 to Wholehealth Products, Inc. The Company was engaged in the acquisition, exploration and development of oil and natural gas reserves in the United States. The Company today is in the business of developing, manufacturing and marketing in vitro diagnostic (IVD) tests for over-the-counter (OTC or consumer), and point-of-care (POC or professional) use markets. The Company currently manufactures and markets a range of diagnostic test kits for consumer use through over-the-counter (OTC) sales, and for use by health care professionals, generally located at medical clinics, physician offices and hospitals known as Points-of-Care (POC), in the United States. These test kits are known as in vitro diagnostic test kits or “IVD” products. The Company has been suspended from trading and is attempting to relist to be able to resume trading activity in their stock. The Company’s financial statements have not been reviewed or audited by a qualified PCAOB firm. The financials presented herein are prepared by management. |
Summary Of Significant Accounti
Summary Of Significant Accounting Policies | 6 Months Ended |
Feb. 29, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of presentation The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).The pr e p i e m m e e a m e e m m m i m a a m p o n h ff h e o m n b i n d o o on g n n b t h d o i n n n h p o e m u o e e e n x e e d u n t h r o n e o d u e u f e f i m M anage m f u t ck n o l e h po f o ad n s o un ou n b h m e e v e n e m p ' e i n c u n o ro e t s u e m e m s h 1 c o r d t i o d 2 a c o an e o d h p p i o i m nn u n a n n h p n i h n a n o d o u o p on o t h m p t h Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include the estimated useful lives of property and equipment. Actual results could differ from those estimates. Cash equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. Fair value of financial instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. 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 three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1 Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2 Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3 Pricing inputs that are generally observable inputs and not corroborated by market data. The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments. The Company’s notes payable approximate the fair value of such instruments based upon management’s best estimate of interest rates that would be available to the Company for similar financial arrangements at February 29, 2016. The Company does not have any assets or liabilities measured at fair value on a recurring or a non-recurring basis. Equipment Equipment is recorded at cost. Expenditures for major additions and betterments are capitalized. Maintenance and repairs are charged to operations as incurred. Depreciation of equipment is computed by the straight-line method (after taking into account their respective estimated residual values) over the assets estimated useful life of three (3) or seven (7) years. Upon sale or retirement of equipment, the related cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in statements of operations. Impairment of long-lived assets The Company follows paragraph 360-10-05-4 of the FASB Accounting Standards Codification for its long-lived assets. The Company’s long-lived assets, which includes computer equipment is reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. The Company assesses the recoverability of its long-lived assets by comparing the projected undiscounted net cash flows associated with the related long-lived asset or group of long-lived assets over their remaining estimated useful lives against their respective carrying amounts. Impairment, if any, is based on the excess of the carrying amount over the fair value of those assets. Fair value is generally determined using the asset’s expected future discounted cash flows or market value, if readily determinable. If long-lived assets are determined to be recoverable, but the newly determined remaining estimated useful lives are shorter than originally estimated, the net book values of the long-lived assets are depreciated over the newly determined remaining estimated useful lives. The Company determined that there were no impairments of long-lived assets as of February 29, 2016. Commitments and contingencies The Company follows subtopic 450-20 of the FASB Accounting Standards Codification to report accounting for contingencies. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. Revenue recognition The Company follows paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company will recognize revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) the collectability is reasonably assured. Income taxes The Company follows Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Income and Comprehensive Income in the period that includes the enactment date. The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”) with regards to uncertainty income taxes. 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 tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. The Company had no material adjustments to its liabilities for unrecognized income tax benefits according to the provisions of Section 740-10-25. Net income (loss) per common share Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period. The weighted average number of common shares outstanding and potentially outstanding common shares assumes that the Company incorporated as of the beginning of the first period presented. There were no potentially dilutive shares outstanding as of February 29, 2016. Cash flows reporting The Company adopted paragraph 230-10-45-24 of the FASB Accounting Standards Codification for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method (“Indirect method”) as defined by paragraph 230-10-45-25 of the FASB Accounting Standards Codification to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments. The Company reports the reporting currency equivalent of foreign currency cash flows, using the current exchange rate at the time of the cash flows and the effect of exchange rate changes on cash held in foreign currencies is reported as a separate item in the reconciliation of beginning and ending balances of cash and cash equivalents and separately provides information about investing and financing activities not resulting in cash receipts or payments in the period pursuant to paragraph 830-230-45-1 of the FASB Accounting Standards Codification. Advertising Costs The Company expenses the cost of advertising and promotional materials when incurred. Total Advertising costs were $0 for nine month period ended February 29, 2016 and 2015. Subsequent events The Company follows the guidance in Section 855-10-50 of the FASB Accounting Standards Codification for the disclosure of subsequent events. The Company will evaluate subsequent events through the date when the financial statements were issued. Pursuant to ASU 2010-09 of the FASB Accounting Standards Codification, the Company as an SEC filer considers its financial statements issued when they are widely distributed to users, such as through filing them on EDGAR. Recently issued accounting pronouncements The following accounting standards were issued as of December 26, 2011: ASU 2010-06, Fair Value Measurements and Disclosures (Topic 820) – Improving Disclosures about Fair Value Measurements. This ASU affects all entities that are required to make disclosures about recurring and nonrecurring fair value measurements under FASB ASC Topic 820, originally issued as FASB Statement No. 157, Fair Value Measurements ASU 2011-04, Fair Value Measurement (Topic 820) – Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs This ASU supersedes most of the guidance in Topic 820, although many of the changes are clarifications of existing guidance or wording changes to align with IFRS 13. In addition, certain amendments in ASU 2011-04 change a particular principle or requirement for measuring fair value or disclosing information about fair value measurements. The amendments in ASU 2011-04 are effective for public entities for interim and annual periods beginning after December 15, 2011. |
Going Concern
Going Concern | 6 Months Ended |
Feb. 29, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | NOTE 3 – GOING CONCERN As reflected in the accompanying financial statements, the Company had a net loss of $2,274,386 for the six months ended February 29, 2016. While the Company is attempting to commence operations and generate revenues, the Company’s cash position may not be significant enough to support the Company’s daily operations. Management intends to raise additional funds by way of a public or private offering. Management believes that the actions presently being taken to further implement its business plan and generate revenues provide the opportunity for the Company to continue as a going concern. While the Company believes in the viability of its strategy to generate revenues and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and generate revenues. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Feb. 29, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 4 – RELATED PARTY TRANSACTIONS Included in general and administrative costs were amounts accrued to its chief operating officer of $50,000 and its chief financial officer of $43,322. Included in Accounts Payable and Accrued Expense are amounts owed to its officers and directors for salaries and benefits of $762,828. Included in Notes Payable is an amount of $30,089 owed to the CEO for a loan. The loan is without interest and is secured by a stock issuance of 30,000,000 shares in the event of non repayments. |
Note Payable
Note Payable | 6 Months Ended |
Feb. 29, 2016 | |
Debt Disclosure [Abstract] | |
Note Payable | NOTE 5 – NOTE PAYABLE The Company is obligated on nine short term loans, all past due except one, with three bearing interest at 15% and six with interest at 5% totaling $319,603. A tenth note for $30,089 without interest is owed to the Company’s CEO. The total note payable liability is $349,692 and is shown on the balance sheet under notes payable. Interest owed at February 28, 2016 equals $97,294 and is shown on the balance sheet. Total interest expense for the six months ended February 28, 2016 was $16,626 which is shown on the statement of operations. |
Equity
Equity | 6 Months Ended |
Feb. 29, 2016 | |
Equity [Abstract] | |
Equity | NOTE 6 – EQUITY During the quarter ended November 30, 2015 the Company issued 15,000,000 shares of stock for services. During the quarter ended February 29, 2016 the Company issued 94,200,000 shares of stock for services valued at $1,789,799 which was the market price of the shares on the date of issuance. The Company as part and parcel of the stock issued for cash attached 1 warrant for each stock issuance. The warrant has a strike price of .70 and is exercisable anytime within 5 years of issuance. |
Employment Agreements
Employment Agreements | 6 Months Ended |
Feb. 29, 2016 | |
Compensation Related Costs [Abstract] | |
Employment Agreements | NOTE 7 – EMPLOYMENT AGREEMENTS The Company has entered into employment contracts with its CEO and CFO starting November 2015 for $150,000 and $130,000 respectively for two years. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Feb. 29, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 8 – SUBSEQUENT EVENTS Management has evaluated subsequent events pursuant to the requirements of ASC Topic 855 and has determined that no material subsequent events exist. |
Summary Of Significant Accoun15
Summary Of Significant Accounting Policies (Policies) | 6 Months Ended |
Feb. 29, 2016 | |
Summary Of Significant Accounting Policies Policies | |
Basis of Presentation | Basis of presentation The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”).The pr e p i e m m e e a m e e m m m i m a a m p o n h ff h e o m n b i n d o o on g n n b t h d o i n n n h p o e m u o e e e n x e e d u n t h r o n e o d u e u f e f i m M anage m f u t ck n o l e h po f o ad n s o un ou n b h m e e v e n e m p ' e i n c u n o ro e t s u e m e m s h 1 c o r d t i o d 2 a c o an e o d h p p i o i m nn u n a n n h p n i h n a n o d o u o p on o t h m p t h |
Use of Estimates | Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include the estimated useful lives of property and equipment. Actual results could differ from those estimates. |
Cash Equivalents | Cash equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. |
Fair Value of Financial Instruments | Fair value of financial instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. 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 three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1 Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2 Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3 Pricing inputs that are generally observable inputs and not corroborated by market data. The carrying amount of the Company’s financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments. The Company’s notes payable approximate the fair value of such instruments based upon management’s best estimate of interest rates that would be available to the Company for similar financial arrangements at February 29, 2016. The Company does not have any assets or liabilities measured at fair value on a recurring or a non-recurring basis. |
Equipment | Equipment Equipment is recorded at cost. Expenditures for major additions and betterments are capitalized. Maintenance and repairs are charged to operations as incurred. Depreciation of equipment is computed by the straight-line method (after taking into account their respective estimated residual values) over the assets estimated useful life of three (3) or seven (7) years. Upon sale or retirement of equipment, the related cost and accumulated depreciation are removed from the accounts and any gain or loss is reflected in statements of operations. |
Impairment of Long-Lived Assets | Impairment of long-lived assets The Company follows paragraph 360-10-05-4 of the FASB Accounting Standards Codification for its long-lived assets. The Company’s long-lived assets, which includes computer equipment is reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. The Company assesses the recoverability of its long-lived assets by comparing the projected undiscounted net cash flows associated with the related long-lived asset or group of long-lived assets over their remaining estimated useful lives against their respective carrying amounts. Impairment, if any, is based on the excess of the carrying amount over the fair value of those assets. Fair value is generally determined using the asset’s expected future discounted cash flows or market value, if readily determinable. If long-lived assets are determined to be recoverable, but the newly determined remaining estimated useful lives are shorter than originally estimated, the net book values of the long-lived assets are depreciated over the newly determined remaining estimated useful lives. The Company determined that there were no impairments of long-lived assets as of February 29, 2016. |
Commitments and Contingencies | Commitments and contingencies The Company follows subtopic 450-20 of the FASB Accounting Standards Codification to report accounting for contingencies. Liabilities for loss contingencies arising from claims, assessments, litigation, fines and penalties and other sources are recorded when it is probable that a liability has been incurred and the amount of the assessment can be reasonably estimated. |
Revenue Recognition | Revenue recognition The Company follows paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company will recognize revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) the collectability is reasonably assured. |
Income Taxes | Income taxes The Company follows Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Income and Comprehensive Income in the period that includes the enactment date. The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”) with regards to uncertainty income taxes. 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 tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. The Company had no material adjustments to its liabilities for unrecognized income tax benefits according to the provisions of Section 740-10-25. |
Net Income (Loss) Per Common Share | Net income (loss) per common share Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially outstanding shares of common stock during the period. The weighted average number of common shares outstanding and potentially outstanding common shares assumes that the Company incorporated as of the beginning of the first period presented. There were no potentially dilutive shares outstanding as of February 29, 2016. |
Cash Flows Reporting | Cash flows reporting The Company adopted paragraph 230-10-45-24 of the FASB Accounting Standards Codification for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method (“Indirect method”) as defined by paragraph 230-10-45-25 of the FASB Accounting Standards Codification to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments. The Company reports the reporting currency equivalent of foreign currency cash flows, using the current exchange rate at the time of the cash flows and the effect of exchange rate changes on cash held in foreign currencies is reported as a separate item in the reconciliation of beginning and ending balances of cash and cash equivalents and separately provides information about investing and financing activities not resulting in cash receipts or payments in the period pursuant to paragraph 830-230-45-1 of the FASB Accounting Standards Codification. |
Advertising Costs | Advertising Costs The Company expenses the cost of advertising and promotional materials when incurred. Total Advertising costs were $0 for nine month period ended February 29, 2016 and 2015. |
Subsequent Events | Subsequent events The Company follows the guidance in Section 855-10-50 of the FASB Accounting Standards Codification for the disclosure of subsequent events. The Company will evaluate subsequent events through the date when the financial statements were issued. Pursuant to ASU 2010-09 of the FASB Accounting Standards Codification, the Company as an SEC filer considers its financial statements issued when they are widely distributed to users, such as through filing them on EDGAR. |
Recently Issued Accounting Pronouncements | Recently issued accounting pronouncements The following accounting standards were issued as of December 26, 2011: ASU 2010-06, Fair Value Measurements and Disclosures (Topic 820) – Improving Disclosures about Fair Value Measurements. This ASU affects all entities that are required to make disclosures about recurring and nonrecurring fair value measurements under FASB ASC Topic 820, originally issued as FASB Statement No. 157, Fair Value Measurements ASU 2011-04, Fair Value Measurement (Topic 820) – Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs This ASU supersedes most of the guidance in Topic 820, although many of the changes are clarifications of existing guidance or wording changes to align with IFRS 13. In addition, certain amendments in ASU 2011-04 change a particular principle or requirement for measuring fair value or disclosing information about fair value measurements. The amendments in ASU 2011-04 are effective for public entities for interim and annual periods beginning after December 15, 2011. |
Summary Of Significant Accoun16
Summary Of Significant Accounting Policies (Narrative) (Details) - USD ($) | 6 Months Ended | |
Feb. 29, 2016 | Feb. 28, 2015 | |
Advertising cost | $ 0 | $ 0 |
Minimum | ||
Estimated useful life of equipments | 3 years | |
Maximum | ||
Estimated useful life of equipments | 7 years |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) | 6 Months Ended |
Feb. 29, 2016USD ($) | |
Officers And Directors [Member] | Accounts Payable And Accrued Expenses [Member] | |
Related Party Transaction [Line Items] | |
Accounts payable related party | $ 762,828 |
CEO [Member] | Note Payable - Tenth Note [Member] | |
Related Party Transaction [Line Items] | |
Debt instrument description | The loan is without interest and is secured by a stock issuance of 30,000,000 shares in the event of non repayment. |
General and Administrative Expense [Member] | Chief Operating Officer [Member] | |
Related Party Transaction [Line Items] | |
General and administrative related party | $ 50,000 |
General and Administrative Expense [Member] | Chief Financial Officer [Member] | |
Related Party Transaction [Line Items] | |
General and administrative related party | $ 43,322 |
Note Payable (Narrative) (Detai
Note Payable (Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Feb. 29, 2016 | Feb. 28, 2015 | Feb. 29, 2016 | Feb. 28, 2016 | Feb. 28, 2015 | Aug. 31, 2015 | |
Short-term Debt [Line Items] | ||||||
Note payable outstanding | $ 349,692 | $ 349,692 | $ 349,692 | |||
Accrued interest | 97,294 | 97,294 | $ 80,668 | |||
Interest expense | 8,313 | $ 27,685 | $ 16,626 | $ 35,211 | ||
Note Payable - Nine Short Term Loans [Member] | ||||||
Short-term Debt [Line Items] | ||||||
Interest term | The Company is obligated on nine short term loans, all past due except one, with three bearing interest at 15% and six with interest at 5% totaling $319,603. | |||||
Note payable outstanding | 319,603 | $ 319,603 | ||||
Accrued interest | $ 97,294 | |||||
Interest expense | $ 16,626 | |||||
Note Payable - Tenth Note [Member] | CEO [Member] | ||||||
Short-term Debt [Line Items] | ||||||
Note payable outstanding | 30,089 | 30,089 | ||||
Notes Payable [Member] | ||||||
Short-term Debt [Line Items] | ||||||
Note payable outstanding | $ 349,692 | $ 349,692 |
Equity (Narrative) (Details)
Equity (Narrative) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Feb. 29, 2016 | Nov. 30, 2015 | Feb. 29, 2016 | Aug. 31, 2015 | |
Stock issued for services, value | $ 2,074,799 | $ 1,970,058 | ||
Warrant [Member] | ||||
Warrant issued for each stock issued for cash | 1 | 1 | ||
Strike price of warrant issued for cash | $ 0.70 | $ 0.70 | ||
Warrant exercisable description | Exercisable anytime within 5 years of issuance. | |||
Common Stock [Member] | ||||
Stock issued for services, shares | 94,200,000 | 15,000,000 | 109,200,000 | 47,330,876 |
Stock issued for services, value | $ 1,789,799 | $ 109,200 | $ 47,331 |
Employment Agreements (Narrativ
Employment Agreements (Narrative) (Details) | Feb. 29, 2016USD ($) |
Employment Agreement With CEO For 2 Years [Member] | |
Employment agreement commitment amount | $ 150,000 |
Employment Agreement With CFO For 2 Years [Member] | |
Employment agreement commitment amount | $ 130,000 |