Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Dec. 31, 2019 | Feb. 11, 2020 | |
Cover [Abstract] | ||
Entity Registrant Name | Voip-pal.com Inc | |
Entity Central Index Key | 0001410738 | |
Document Type | 10-Q | |
Document Period End Date | Dec. 31, 2019 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --09-30 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 1,969,377,592 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2020 |
Interim Consolidated Balance Sh
Interim Consolidated Balance Sheets (Unaudited) - USD ($) | Dec. 31, 2019 | Sep. 30, 2019 |
CURRENT | ||
Cash | $ 390,025 | $ 960,490 |
Prepaid expense | 13,750 | 19,500 |
Retainer (Note 5) | 277,542 | 797,681 |
TOTAL CURRENT ASSETS | 681,317 | 1,777,671 |
NON-CURRENT | ||
Fixed assets (Note 6) | 10,976 | 11,165 |
Intellectual VoIP communications patent properties, net (Note 7) | 744,800 | 779,350 |
TOTAL ASSETS | 1,437,093 | 2,568,186 |
CURRENT | ||
Accounts payable and accrued liabilities | 350,272 | 836,938 |
TOTAL LIABILITIES | 350,272 | 836,938 |
STOCKHOLDERS' equity | ||
SHARE CAPITAL (Note 10) | 1,445,844 | 1,432,844 |
ADDITIONAL PAID-IN CAPITAL (Note 10) | 51,859,780 | 51,542,780 |
SHARES TO BE ISSUED (Note 10) | 477,320 | 477,320 |
DEFICIT | (52,696,123) | (51,721,696) |
TOTAL EQUITY | 1,086,821 | 1,731,248 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 1,437,093 | $ 2,568,186 |
Interim Consolidated Statements
Interim Consolidated Statements of Loss and Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
EXPENSES | ||
Amortization (Note 6 & 7) | $ 34,739 | $ 34,739 |
Officers and Directors fees (Note 8) | 82,080 | 290,600 |
Legal fees | 376,938 | 237,408 |
Office & general | 43,263 | 74,287 |
Patent consulting fees | 8,307 | 43,675 |
Professional fees & services | 429,100 | 110,694 |
Stock-based compensation (Note 11) | 5,080,000 | |
Total expenses | 974,427 | 5,871,403 |
LOSS AND COMPREHENSIVE LOSS FOR THE PERIOD | $ (974,427) | $ (5,871,403) |
Basic and diluted loss per common share | $ 0 | $ 0 |
Weighted-average number of common shares outstanding: | ||
Basic and diluted | 1,962,475,418 | 1,690,841,578 |
Interim Consolidated Statemen_2
Interim Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2019 | |
Cash Flows from Operating Activities | ||||
Loss | $ (974,427) | $ (5,871,403) | $ (3,201,929) | |
Add items not affecting cash: | ||||
Stock-based compensation | 5,080,000 | |||
Shares issued for services | 330,000 | 307,500 | ||
Amortization | 34,739 | 34,739 | ||
Changes in non-cash working capital: | ||||
Retainer | 520,139 | (13,701) | ||
Accounts payable and accrued liabilities | (486,666) | (18,779) | ||
Prepaid expense | 5,750 | |||
Cash Flows Used in Operations | (570,465) | (481,644) | ||
Cash Flows from Investing Activities | ||||
Acquisition of fixed assets | (11,917) | |||
Cash Flows Used in Investing Activities | (11,917) | |||
Cash Flows from Financing Activities | ||||
Proceeds from private placement | 90,000 | |||
Proceeds from warrant exercise | 252,240 | |||
Cash Flows Provided by Financing Activities | 342,240 | |||
Increase / (Decrease) in cash | (570,465) | (151,321) | ||
Cash, beginning of the period | 960,490 | 3,175,523 | 3,024,202 | $ 3,175,523 |
Cash, end of the period | $ 390,025 | $ 3,024,202 | $ 960,490 | $ 960,490 |
Interim Consolidated Statemen_3
Interim Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) | Common Shares [Member] | Shares to be Issued [Member] | Additional Paid-in Capital [Member] | Deficit [Member] | Total |
Balance at Sep. 30, 2018 | $ 1,276,653 | $ 477,320 | $ 45,198,281 | $ (42,648,364) | $ 4,303,890 |
Balance, shares at Sep. 30, 2018 | 1,575,001,801 | ||||
Shares issued for private placement | $ 2,250 | 87,750 | 90,000 | ||
Shares issued for private placement, shares | 2,250,000 | ||||
Shares issued for warrant exercise | $ 6,306 | 245,934 | 252,240 | ||
Shares issued for warrant exercise, shares | 6,306,000 | ||||
Shares issued for services | $ 12,238 | 18,000 | 277,262 | 307,500 | |
Shares issued for services, shares | 12,237,500 | ||||
Shares issued for bonus compensation (Note 11) | $ 127,000 | 4,953,000 | 5,080,000 | ||
Shares issued for bonus compensation (Note 11), shares | 127,000,000 | ||||
Shares issued for Anti-Dilution Clause (Notes 4,8 & 10) | |||||
Shares issued for Anti-Dilution Clause (Notes 4,8 & 10), shares | 225,184,791 | ||||
Loss for the period | (5,871,403) | (5,871,403) | |||
Balance at Dec. 31, 2018 | $ 1,424,447 | 495,320 | 50,762,227 | (48,519,767) | 4,162,227 |
Balance, shares at Dec. 31, 2018 | 1,947,980,092 | ||||
Balance at Sep. 30, 2018 | $ 1,276,653 | 477,320 | 45,198,281 | (42,648,364) | 4,303,890 |
Balance, shares at Sep. 30, 2018 | 1,575,001,801 | ||||
Shares issued for services | $ 949,450 | ||||
Shares issued for services, shares | 17,410,000 | ||||
Shares issued for bonus compensation (Note 11), shares | 127,000,000 | ||||
Balance at Sep. 30, 2019 | $ 1,432,844 | 477,320 | 51,542,780 | (51,721,696) | $ 1,731,248 |
Balance, shares at Sep. 30, 2019 | 1,956,377,592 | ||||
Balance at Dec. 31, 2018 | $ 1,424,447 | 495,320 | 50,762,227 | (48,519,767) | 4,162,227 |
Balance, shares at Dec. 31, 2018 | 1,947,980,092 | ||||
Shares issued for private placement | $ 3,225 | 125,775 | 129,000 | ||
Shares issued for private placement, shares | 3,225,000 | ||||
Shares issued for services | $ 5,172 | (18,000) | 654,778 | 641,950 | |
Shares issued for services, shares | 5,172,500 | ||||
Loss for the period | (3,201,929) | (3,201,929) | |||
Balance at Sep. 30, 2019 | $ 1,432,844 | 477,320 | 51,542,780 | (51,721,696) | 1,731,248 |
Balance, shares at Sep. 30, 2019 | 1,956,377,592 | ||||
Shares issued for private placement | |||||
Shares issued for services | $ 13,000 | 317,000 | $ 330,000 | ||
Shares issued for services, shares | 13,000,000 | 13,000,000 | |||
Loss for the period | (974,427) | $ (974,427) | |||
Balance at Dec. 31, 2019 | $ 1,445,844 | $ 477,320 | $ 51,689,780 | $ (52,696,123) | $ 1,086,821 |
Balance, shares at Dec. 31, 2019 | 1,969,377,592 |
Nature and Continuance of Opera
Nature and Continuance of Operations | 3 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature and Continuance of Operations | NOTE 1. NATURE AND CONTINUANCE OF OPERATIONS VOIP-PAL.com, Inc. (the “Company”) was incorporated in the state of Nevada in September 1997 as All American Casting International, Inc. The Company’s registered office is located at 10900 NE 4 th Since March 2004, the Company has developed technology and patents related to Voice-over-Internet Protocol (VoIP) processes. All business activities prior to March 2004 have been abandoned and written off to deficit. The Company operates in one reportable segment being the acquisition and development of VoIP-related intellectual property including patents and technology. All intangible assets are located in the United States of America In December 2013, the Company completed the acquisition of Digifonica (International) Limited, a private company controlled by the CEO of the Company, whose assets included several patents and technology developed for the VoIP market. These consolidated financial statements have been prepared on the basis of a going concern, which contemplates the realization of assets and discharge of liabilities in the normal course of business. The Company is in various stages of product development and continues to incur losses and, at December 31, 2019, had an accumulated deficit of $52,696,123 (September 30, 2019 - $51,721,696). The ability of the Company to continue operations as a going concern is dependent upon raising additional working capital, settling outstanding debts and generating profitable operations. These material uncertainties raise substantial doubt about the Company’s ability to continue as a going concern. Should the going concern assumption not continue to be appropriate, further adjustments to carrying values of assets and liabilities may be required. There can be no assurance that capital will be available as necessary to meet these continued developments and operating costs or, if the capital is available, that it will be on the terms acceptable to the Company. The issuances of additional stock by the Company may result in a significant dilution in the equity interests of its current shareholders. Obtaining commercial loans, assuming those loans would be available, will increase the Company’s liabilities and future cash commitments. If the Company is unable to obtain financing in the amounts and on terms deemed acceptable, its business and future success may be adversely affected. Additionally, as the Company’s stated objective is to monetize its patent suite through the licensing or sale of its intellectual property (“IP”), the Company being forced to litigate or to defend its IP claims through litigation casts substantial doubt on its future to continue as a going concern. IP litigation is generally a costly process, and in the absence of revenue the Company must raise capital to continue its own defense and to validate its claims – in the event of a failure to defend its patent claims, either because of lack of funding, a court ruling against the Company or because of a protracted litigation process, there can be no assurance that the Company will be able to raise additional capital to pay for an appeals process or a lengthy trial. The outcome of any litigation process may have a significant adverse effect on the Company’s ability to continue as a going concern. |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | NOTE 2. BASIS OF PRESENTATION The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”). Certain comparable balances have been reclassified to conform to current year presentation. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | NOTE 3. SIGNIFICANT ACCOUNTING POLICIES Principles of Consolidation These consolidated financial statements have been prepared on a consolidated basis and include the accounts of the Company and its wholly owned subsidiary Digifonica. All intercompany transactions and balances have been eliminated. As at December 31, 2019, Digifonica had no activities. Use of Estimates The preparation of these consolidated financial statements required management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from these estimates. Where estimates have been used, financial results as determined by actual events could differ from those estimates. Cash Cash consists of cash on hand, cash held in trust, and monies held in checking and savings accounts. The Company had $390,025 in cash on December 31, 2019 (September 30, 2019 - $960,490). Fixed Assets Fixed assets are stated at cost less accumulated depreciation, and depreciated using the straight-line method over their useful lives; Furniture and computers – 7 years. Intangible Assets Intangible assets, consisting of VoIP communication patent intellectual properties (IP) are recorded at cost and amortized over the assets estimated life on a straight-line basis. Management considers factors such as remaining life of the patents, technological usefulness and other factors in estimating the life of the assets. The carrying value of intangible assets are reviewed for impairment by management of the Company at least annually or upon the occurrence of an event which may indicate that the carrying amount may be less than its fair value. If impaired, the Company will write-down such impairment. In addition, the useful life of the intangible assets will be evaluated by management at least annually or upon the occurrence of an event which may indicate that the useful life may have changed. Fair Value of Financial Instruments FASB ASC 820, Fair Value Measurement, defines fair value as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. The Company classifies financial assets and liabilities as held-for-trading, available-for-sale, held-to-maturity, loans and receivables or other financial liabilities depending on their nature. Financial assets and financial liabilities are recognized at fair value on their initial recognition, except for those arising from certain related party transactions which are accounted for at the transferor’s carrying amount or exchange amount. Financial assets and liabilities classified as held-for-trading are measured at fair value, with gains and losses recognized in net income. Financial assets classified as held-to-maturity, loans and receivables, and financial liabilities other than those classified as held-for-trading are measured at amortized cost, using the effective interest method of amortization. Financial assets classified as available-for-sale are measured at fair value, with unrealized gains and losses being recognized as other comprehensive income until realized, or if an unrealized loss is considered other than temporary, the unrealized loss is recorded in income. U.S. GAAP establishes a framework for measuring fair value under generally accepted accounting principles and enhances disclosures about fair value measurements. Fair value is defined as the amount that would be received for an asset or paid to transfer a liability (i.e., an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes the following fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value: Level 1: Quoted prices in active markets for identical assets and liabilities. Level 2: Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3: Unobservable inputs supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The fair value of cash is classified as Level 1 at December 31, 2019 and September 30, 2019. The Company classifies its financial instruments as follows: Cash is classified as held for trading and is measured at fair value. Accounts payable and accrued liabilities are classified as other financial liabilities, and have a fair value approximating their carrying value, due to their short-term nature. Income Taxes Deferred income taxes have been provided for temporary differences between financial statement and income tax reporting under the asset and liability method, using expected tax rates and laws that are expected to be in effect when the differences are expected to reverse. A valuation allowance is provided when realization is not considered more likely than not. The Company’s policy is to classify income tax assessments, if any, for interest expense and for penalties in general and administrative expenses. The Company’s income tax returns are subject to examination by the IRS and corresponding states, generally for three years after they are filed. Loss per Common Share Basic loss per share is calculated using the weighted-average number of common shares outstanding during each period. Diluted income per share includes potentially dilutive securities such as outstanding options and warrants outstanding during each period. To calculate diluted loss per share the Company uses the treasury stock method and the If-converted method. For the period ended December 31, 2019 and the year ended September 30, 2019 there were no potentially dilutive securities included in the calculation of weighted-average common shares outstanding. Derivatives We account for derivatives pursuant to ASC 815, Accounting for Derivative Instruments and Hedging Activities Stock-based compensation The Company recognizes compensation expense for all stock-based payments made to employees, directors and others based on the estimated fair values of its common stock on the date of issuance. The Company determines the fair value of the share-based compensation payments granted as either the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. If the fair value of the equity instruments issued is used, it is measured using the stock price and other measurement assumptions as of the earlier of either the date at which a commitment for performance to earn the equity instrument is reached or the date the performance is complete. The Company recognizes compensation expense for stock awards with service conditions on a straight-line basis over the requisite service period, which is included in operations. Stock option expense is recognized over the option’s vesting period. Concentrations of Credit Risk The Company’s policy is to maintain cash with reputable financial institutions or in retainers with trusted vendors. The Company has at times had cash balances at financial institutions in excess of the Federal Deposit Insurance Corporation (FDIC) Insurance Limit of $250,000, but has not experienced any losses to date as a result. As of December 31, 2019, the Company’s bank operating account balances did not exceed the FDIC Insurance Limit. Recent Accounting Pronouncements and Adoption In January 2016, FASB issued an ASU, Subtopic 825-10, to amend certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. Most prominent among the amendments is the requirement for changes in fair value of equity investments, with certain exceptions, to be recognized through profit or loss rather than other comprehensive income. The Company adopted the standard October 1, 2018. There was no impact on the Company’s financial statements from the adoption of this amendment. In February 2016 FASB issued ASU No. 2016-02, Leases (Topic 842) which supersedes FASB ASC Topic 840, Leases (Topic 840) and provides principles for the recognition, measurement, presentation, and disclosure of leases for both lessees and the lessors. The new standard requires the lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. The classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than twelve months regardless of classification. Leases with a term of twelve months or less will be accounted for similar to existing guidance for operating leases. The standard is effective for annual periods beginning after December 15, 2018, with early adoption permitted upon issuance. The adoption of this guidance had no material impact on the financial statements. In June 2016, the FASB issued ASU 2016-13 to replace the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss credit loss estimates. For trade and other receivables, loans and other financial instruments, the Company will be required to use a forward-looking expected loss model rather than the incurred loss model for recognizing credit losses which reflects losses that are probable. Credit losses relating to available for sale debt securities will also be recorded through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. The new standard will be effective for the Company beginning October 1, 2020, with early adoption permitted. Application of the amendments is through a cumulative-effect adjustment to deficit as of the effective date. The Company is currently assessing the impact of the standard on its consolidated financial statements. |
Purchase of Digifonica
Purchase of Digifonica | 3 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Purchase of Digifonica | NOTE 4. PURCHASE OF DIGIFONICA The Company acquired Digifonica in December 2013. Pursuant to the terms in the Share Purchase Agreement (the “SPA”) the Company acquired 100% of Digifonica from the seller, the CEO of the Company (the “Seller”), for a cash payment of $800,000 and 389,023,561 common shares of the Company. The assets acquired through the acquisition were VoIP-related patented technology, including patents for Lawful Intercept, routing, billing and rating, mobile gateway, advanced interoperability solutions, intercepting voice over IP communications, and uninterrupted transmission of internet protocol transmissions during endpoint changes. The SPA included an anti-dilution clause (the “Anti-Dilution Clause”) that requires the Company to maintain the Seller’s percentage ownership of the Company at 40% by issuing the Seller a proportionate number of common shares of any future issuance of the Company’s common shares. Shares issued pursuant to the Anti-Dilution Clause are recorded as a share issuance cost within the Additional Paid-in Capital account (Notes 8 and 10). |
Retainer
Retainer | 3 Months Ended |
Dec. 31, 2019 | |
Retainer | |
Retainer | NOTE 5. RETAINER The Company has retainers with several of its professional service providers. The balance due on these prepaid retainers was $277,542 as of December 31, 2019 and $797,681 for the year ended September 30, 2019. The Company recognizes the expense from these retainers as they are invoiced and the invoiced charges are deducted from the various providers’ prepaid retainer balances. |
Fixed Assets
Fixed Assets | 3 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Fixed Assets | NOTE 6. FIXED ASSETS A summary of the Company’s fixed assets as of December 31, 2019 and September 30, 2019 is as follows: December 31, 2019 September 30, 2019 Office furniture & computers $ 11,917 $ 11,917 Accumulated depreciation (941 ) (752 ) Net book value $ 10,976 $ 11,165 There were no retirements of any fixed assets in the periods presented. |
Intangible Assets
Intangible Assets | 3 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | NOTE 7. INTANGIBLE ASSETS The Company acquired certain patents and technology from Digifonica in December 2013 (see Note 4). These assets have been recorded in the financial statements as intangible assets. These assets are being amortized over twelve (12) years on a straight-line basis. A summary of intangible assets as of December 31, 2019 and September 30, 2019 is as follows: December 31, 2019 September 30, 2019 VoIP Intellectual property and patents $ 1,552,416 $ 1,552,416 Accumulated amortization (807,616 ) (773,066 ) Net book value $ 774,800 $ 779,350 There were no disposals of any intangible assets in the periods presented. |
Related Party Transactions and
Related Party Transactions and Key Management Compensation | 3 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions and Key Management Compensation | NOTE 8. RELATED PARTY TRANSACTIONS AND KEY MANAGEMENT COMPENSATION The Company compensates certain of its key management personnel to operate its business in the normal course. Key management includes the Company’s executive officers and members of its Board of Directors. Compensation paid or accrued to key management for services during the three-month period ended December 31, 2019 includes: December 31, 2019 December 31, 2018 Management fees paid or accrued to the CEO $ 36,000 $ 36,000 Management fees paid or accrued to the CFO 28,080 21,600 Management fees paid or accrued to the President - 15,000 Fees paid or accrued to Directors 18,000 18,000 $ 82,080 $ 90,600 During the three-month period ended December 31, 2019 the Company issued $Nil (2018 – 1,650,000) common shares for a value of $Nil (2018 - $66,000), accrued nil (2018 – 450,000) common shares to be issued valued at $nil (2018 – $18,000), accrued $54,000 (2018 - $nil) and paid cash of $28,080 (2018 - $6,600) for key management compensation totaling $82,080 (2018 - $90,600) as shown in the above table. At December 31, 2019, included in accounts payable and accrued liabilities is $234,000 (September 30, 2019 - $180,000) owed to current officers and directors. As at December 31, 2019, included in shares to be issued is $416,000 (September 30, 2019 - $416,000) for unpaid Director fees. As at December 31, 2019, 14,265,000 (September 30, 2019 – 5,598,333) common shares are accrued to the Seller of Digifonica for the Anti-Dilution Clause. Nil common shares were issued during the period ended December 31, 2019 (September 30, 2019 – 225,184,791) to the Seller of Digifonica pursuant to the Anti-Dilution Clause (Notes 4 and 10). |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Dec. 31, 2019 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | NOTE 9. SUPPLEMENTAL CASH FLOW INFORMATION During the period ended December 31, 2019, the Company paid $nil (September 30, 2019 - $nil) in interest or income taxes. There were no non-cash investing or financing transactions during the period ended December 31, 2019. |
Share Capital
Share Capital | 3 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Share Capital | NOTE 10. SHARE CAPITAL Capital Stock Authorized and Issued: — 3,000,000,000 (September 30, 2019 – 3,000,000,000) common voting shares authorized with a par value of $0.001 each, of which 1,969,377,592 (September 30, 2019 – 1,956,377,592) shares are issued. — 1,000,000 convertible preferred shares authorized with a par value of $0.01 each, of which nil (2018 – nil) shares are issued. Issues during the three-month period ended December 31, 2019 During the three-month period ended December 31, 2019, the Company issued 13,000,000 common shares for services with a value of $330,000. Issues during the year ended September 30, 2019 During the year ended September 30, 2019, the Company issued: — 5,475,000 common shares priced at $0.04 per share for cash proceeds of $219,000 from a private placement of common shares; — 6,306,000 common shares priced at $0.04 per share for cash proceeds of $252,240 from the exercise of 6,306,000 warrants; — 17,410,000 common shares priced between $0.02 and $0.04 per common share for services with an aggregate value of $949,450. — 127,000,000 common shares issued as bonus compensation, recorded as an expense to the Company of $5,080,000 (Note 13); and — 225,184,791 common pursuant to the Anti-Dilution Clause (Note 4 and 8). Subsequent Issues None. Shares to be Issued As at December 31, 2019, there are 12,817,523 (September 30, 2019 – 12,817,523) common shares to be issued that are accrued for services provided to the Company valued at $477,320 (September 30, 2019– $477,320), of which 10,840,000 (September 30, 2019– 10,840,000) valued at $416,000 (September 30, 2019 - $416,000) are accrued to management and related parties (see Note 8). As at December 31, 2019, there are 14,265,000 (September 30, 2019 – 5,598,333) common shares to be issued that are accrued to the seller of Digifonica pursuant to the Anti-Dilution Clause (see Notes 4 and 8). Warrants During the year ended September 30, 2019, 6,306,000 common share purchase warrants were exercised to purchase 6,306,000 common shares in the capital stock of the Company at a price of $0.04 per common share. During the period ended December 31, 2019, the Company issued no new warrants. As of December 31, 2019, there were no outstanding warrants to be exercised. The following table summarizes the Company’s share purchase warrant transactions: Number of warrants Weighted average Balance September 30, 2018 6,306,000 $ 0.04 Issued Nil N/A Exercised (6,306,000 ) 0.04 Expired Nil N/A Balance September 30, 2019 Nil N/A Issued Nil N/A Exercised Nil N/A Expired Nil N/A Balance December 31, 2019 Nil N/A |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | NOTE 11. STOCK-BASED COMPENSATION Stock Option Plan In order to provide incentive to directors, officers, management, employees, consultants and others who provide services to the Company or any subsidiary (the “Service Providers”) to act in the best interests of the Company, and to retain such Service Providers, the Company has in place an incentive Stock Option Plan (the “Plan”) whereby the Company is authorized to issue up to 10% of its issued and outstanding share capital in options to purchase common shares of the Company. The maximum term of options granted under the Plan cannot exceed ten years, with vesting terms determined at the discretion of the Board of Directors. The following table summarizes the Company’s stock option transactions: Number of options Weighted average exercise price Balance September 30, 2018 39,850,000 $ 0.058 Granted 10,000,000 0.065 Cancelled - - Balance September 30, 2019 49,850,000 $ 0.060 Granted - - Cancelled - - Balance December 31, 2019 49,850,000 $ 0.060 The following table summarizes the stock options outstanding at December 31, 2019: Options Exercise Remaining Contractual Number of Options 14,000,000 $ 0.060 1.48 14,000,000 14,000,000 0.060 1.69 14,000,000 3,450,000 0.060 1.82 3,450,000 8,400,000 0.050 2.3 8,400,000 10,000,000 0.065 3.98 - 49,850,000 $ 0.059 2.20 39,850,000 There were no stock options granted or exercised or that vested during the three-month periods ended December 31, 2019 and 2018. |
Contingent Liabilities
Contingent Liabilities | 3 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingent Liabilities | NOTE 12. CONTINGENT LIABILITIES Patent Litigation The Company is party to patent and patent-related litigation cases as follows: i) Voip-Pal.com Inc. v. Apple, Inc. (Case No. 2:16-CV-00260) & Verizon Wireless Services, LLC, Verizon Communications Inc., AT&T Corp. (Case No. 2:16-CV-00271) in the United States District Court, District of Nevada In February 2016 the Company filed patent infringement lawsuits in the United States District Court, District of Nevada against Apple, Inc, (Case No. 2:16-CV-00260), Verizon Wireless Services, LLC, Verizon Communications Inc., and AT&T Corp. (Case No. 2:16-CV-00271). These cases are seeking a combined $7,024,377,876 in damages. On May 9, 2016, the lawsuits were officially served to these companies (collectively, the “Defendants”). In August, 2018, the cases were consolidated under one lawsuit, and transferred to the U.S. District Court for the Northern District of California, where they were renamed as Case Nos. 5:18-cv-06217-LHK and 5:18-cv-06054-LHK. The Defendants filed a Motion to Dismiss the cases, asserting an “Alice 101” motion that Voip-Pal’s ‘005 and ‘815 patents do not claim patentable subject matter. On March 25, 2019, the U.S. District Court for the Northern District of California granted the Defendants’ “Alice 101” Motion to Dismiss in all of the cases. The Company appealed the district court decision to the US Court of Appeals for the Federal Circuit and the appeal remains pending. ii) Voip-Pal.com Inc. v. Twitter, Inc. (Case No. 2:16-CV-02338) in the United States District Court, District of Nevada On October 6, 2016, the Company filed a lawsuit in the United States District Court, District of Nevada against Twitter, Inc, (Case No. 2:16- CV-02338) in which Voip-Pal.com alleges infringement of U.S. Patent No. 8,542,815 and its continuation patent, U.S. Patent No. 9,179,005, This case is seeking $3,200,000,000 in damages. On December 28, 2016, the lawsuit was officially served to Twitter, Inc. On February 28, 2018, Twitter filed a motion to transfer its case based on improper venue and the case was subsequently transferred to the U.S. District Court for the Northern District of California, where it was renamed as Case No. 5:18-cv-4523 and consolidated with Case Nos. 5:18-cv-06217-LHK and 5:18-cv-066054-LHK. The Defendants filed a Motion to Dismiss the cases, asserting an “Alice 101” motion that Voip-Pal’s ‘005 and ‘815 patents do not claim patentable subject matter. On March 25, 2019, the U.S. District Court for the Northern District of California granted the Defendants’ “Alice 101” Motion to Dismiss in all of the cases. The Company appealed the district court decision to the U.S. Court of Appeals for the Federal Circuit. The appeal is fully briefed but oral argument has not yet been scheduled. iii) Voip-Pal.com Inc. v. Amazon.com, Inc. et al. (Case No. 2:18-CV-01076) in the United States District Court, District of Nevada In June 2018, the Company filed a lawsuit in the United States District Court, District of Nevada, against Amazon.com, Inc. and certain related entities, alleging infringement of U.S. Patent Nos. 9,537,762, 9,813,330, 9,826,002 and 9,948,549. In November 2018, the case was transferred to the U.S. District Court for the Northern District of California, where it remains pending. The outcome of this case is undeterminable. iv) Voip-Pal.com Inc. v. Apple, Inc. et al. (Case No. 2:18-CV-00953) in the United States District Court, District of Nevada In May 2018, the Company filed a lawsuit in the United States District Court, District of Nevada, against Apple, Inc., alleging infringement of U.S. Patent Nos. 9,537,762, 9,813,330, 9,826,002 and 9,948,549. In November 2018, the case was transferred to the U.S. District Court for the Northern District of California, where it was renamed Case No. 5:18-cv-06216-LHK and consolidated with Case No. 5:18-cv-07020. The Defendants filed a Motion to Dismiss the cases, asserting an “Alice 101” motion that Voip-Pal’s ‘762, ’330, ’002, and ‘549 patents do not claim patentable subject matter. On November 1, 2019, the U.S. District Court for the Northern District of California granted the Defendants’ “Alice 101” Motion to Dismiss in all of the cases. The Company appealed the district court decision to the U.S. Court of Appeals for the Federal Circuit and the appeal remains pending. Inter Partes In additional legal actions related to Item iii above, several of the Company’s patents have been subject to challenge in Inter Partes Through 2016 and 2017, eight IPRs filed against Patents No. 8,542,815 and No. 9,179,005 by either Apple Inc., AT&T Inc. or Unified Patents Inc. as Petitioner(s) were resolved by the PTAB by denial of their institution. Subsequent to those rulings, in December 2017, Apple filed a post-judgment motion in IPR2016-01198 and IPR2016-01201, seeking invalidation of the challenged claims as sanctions against the Company for its having participated in ex parte During the year ended September 30, 2019, on December 21, 2018, the PTAB ruled on Apple’s sanctions motion, declining to grant Apple’s request to invalidate the challenged claims and declining to grant Apple’s request for entirely new proceedings to replace the existing panel of judges with a new panel or with judges that would consider any request for rehearing by Apple as a sanction against VoIP-Pal. On January 23, 2019, Apple appealed the PTAB’s ruling to the U.S. Court of Appeals for the Federal Circuit. The appeal remains pending. During the year ended September 30, 2019, Apple Inc. petitioned the PTAB to have an additional four IPRs instituted against the Company’s patents numbered 9,537,762, 9,813,330 B2, 9,826,002 B2, and 9,948,549 B2. During the three-month period ended December 31, 2019, all four Apple petitions were denied institution by the PTAB. Non-Patent Litigation The Company is party to non-patent litigation cases as follows: v) Locksmith Financial Corporation, Inc. et al. (Plaintiff) v Voip-Pal.com Inc. et al. (Defendant(s)) (Case No A-15-717491-C) filed in Clark County District Court (the “State Case”) On March 24, 2014, the Company resolved to freeze 95,832,000 common shares that were issued to a company controlled by a former director in fiscal 2013 and accounted for at a cost of $1,443,000. The Company resolved to freeze said common shares as the Company believes that the shares were issued as settlement of a line of credit that the Company believes to have been legally unsupported. The Plaintiff alleged that the freeze and the Company’s actions constituted fraud and a breach of securities laws. The Defendant denied any wrongdoing. In August, 2019, the State Case was heard in Nevada District Court in a jury trial. In a judgment rendered August 26, 2019, the jury ruled that certain of the Defendants (namely the directors of the Company in 2014) had breached their fiduciary duty to the shareholder and awarded monetary relief to the Plaintiff in the amount of $355,000, plus pre-judgment interest in the amount of $91,306. On a concurrent counter-claim, the jury found a claim of Unjust Enrichment against Third-Party Plaintiff TK Investment, Ltd. to be unsubstantiated and awarded monetary relief to the Third-Party Plaintiff of $84,000 plus pre-judgment interest of $3,459. During the three-month period ended December 31, 2019, the Plaintiff and the Defendant waived their rights to appeal in this case. Following such waiver, both of the above-noted judgments and accrued interest were paid in full. vi) Voip-Pal.com Inc. v. Richard Kipping, et al. (Case No. 2:15-cv-01258-JAD-VCF) filed in United States District Court (the “Federal Case”) On July 2, 2015, the Company filed a case against a former director, a shareholder and a company controlled by a former director. The Company alleges that the common shares issued in the State Case and an additional 7,200,000 common shares were fraudulently obtained and that the shares have been unlawfully transferred to other entities. During the year ended September 30, 2019, the parties agreed to dismiss the claims in the Federal Case without prejudice. Performance Bonus Payable In 2016, the board of directors authorized the Company to provide a performance bonus (the “Performance Bonus”) of up to 3% of the capital stock of the Company by way of the issuance of Common shares from its treasury to an as yet undetermined group of related and non-related parties upon the occurrence of a bonusable event, defined as the successful completion of a sale of the Company or substantially all its assets, or a major licensing transaction. In order to provide maximum flexibility to the Company with respect to determining the level of Performance Bonus payable, and who may qualify to receive a pro-rata share of such a Performance Bonus, the Company authorized full discretion to the Board in making such determinations. During the year ended September 30, 2019, the board of directors authorized the increase of the Performance Bonus to up to 10% of the capital stock of the Company. During the year ended September 30, 2019, the board of directors resolved to reduce the Performance Bonus from 10% to 3.33% of the issued and outstanding capital stock of the Company. Concurrently, the board of directors authorized the payment of Common shares (“Bonus Shares”) in an equivalent percentage to the 6.67% reduction to the Performance Bonus to a group of related and non-related parties, which included members of management, a director and several consultants, who received an aggregate 127,000,000 Bonus Shares (Note 10). The Bonus Shares are restricted from trading under Rule 144 and are also subject to voluntary lock-up agreements, pursuant to which they cannot be traded, pledged, hypothecated, transferred or sold by the holders until such time as the Company has met the requirements of the bonusable event as described above. As at December 31, 2019, no bonusable event had occurred and there was no Performance Bonus payable. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | Principles of Consolidation These consolidated financial statements have been prepared on a consolidated basis and include the accounts of the Company and its wholly owned subsidiary Digifonica. All intercompany transactions and balances have been eliminated. As at December 31, 2019, Digifonica had no activities. |
Use of Estimates | Use of Estimates The preparation of these consolidated financial statements required management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from these estimates. Where estimates have been used, financial results as determined by actual events could differ from those estimates. |
Cash | Cash Cash consists of cash on hand, cash held in trust, and monies held in checking and savings accounts. The Company had $390,025 in cash on December 31, 2019 (September 30, 2019 - $960,490). |
Fixed Assets | Fixed Assets Fixed assets are stated at cost less accumulated depreciation, and depreciated using the straight-line method over their useful lives; Furniture and computers – 7 years. |
Intangible Assets | Intangible Assets Intangible assets, consisting of VoIP communication patent intellectual properties (IP) are recorded at cost and amortized over the assets estimated life on a straight-line basis. Management considers factors such as remaining life of the patents, technological usefulness and other factors in estimating the life of the assets. The carrying value of intangible assets are reviewed for impairment by management of the Company at least annually or upon the occurrence of an event which may indicate that the carrying amount may be less than its fair value. If impaired, the Company will write-down such impairment. In addition, the useful life of the intangible assets will be evaluated by management at least annually or upon the occurrence of an event which may indicate that the useful life may have changed. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments FASB ASC 820, Fair Value Measurement, defines fair value as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. The Company classifies financial assets and liabilities as held-for-trading, available-for-sale, held-to-maturity, loans and receivables or other financial liabilities depending on their nature. Financial assets and financial liabilities are recognized at fair value on their initial recognition, except for those arising from certain related party transactions which are accounted for at the transferor’s carrying amount or exchange amount. Financial assets and liabilities classified as held-for-trading are measured at fair value, with gains and losses recognized in net income. Financial assets classified as held-to-maturity, loans and receivables, and financial liabilities other than those classified as held-for-trading are measured at amortized cost, using the effective interest method of amortization. Financial assets classified as available-for-sale are measured at fair value, with unrealized gains and losses being recognized as other comprehensive income until realized, or if an unrealized loss is considered other than temporary, the unrealized loss is recorded in income. U.S. GAAP establishes a framework for measuring fair value under generally accepted accounting principles and enhances disclosures about fair value measurements. Fair value is defined as the amount that would be received for an asset or paid to transfer a liability (i.e., an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes the following fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value: Level 1: Quoted prices in active markets for identical assets and liabilities. Level 2: Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3: Unobservable inputs supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The fair value of cash is classified as Level 1 at December 31, 2019 and September 30, 2019. The Company classifies its financial instruments as follows: Cash is classified as held for trading and is measured at fair value. Accounts payable and accrued liabilities are classified as other financial liabilities, and have a fair value approximating their carrying value, due to their short-term nature. |
Income Taxes | Income Taxes Deferred income taxes have been provided for temporary differences between financial statement and income tax reporting under the asset and liability method, using expected tax rates and laws that are expected to be in effect when the differences are expected to reverse. A valuation allowance is provided when realization is not considered more likely than not. The Company’s policy is to classify income tax assessments, if any, for interest expense and for penalties in general and administrative expenses. The Company’s income tax returns are subject to examination by the IRS and corresponding states, generally for three years after they are filed. |
Loss Per Common Share | Loss per Common Share Basic loss per share is calculated using the weighted-average number of common shares outstanding during each period. Diluted income per share includes potentially dilutive securities such as outstanding options and warrants outstanding during each period. To calculate diluted loss per share the Company uses the treasury stock method and the If-converted method. For the period ended December 31, 2019 and the year ended September 30, 2019 there were no potentially dilutive securities included in the calculation of weighted-average common shares outstanding. |
Derivatives | Derivatives We account for derivatives pursuant to ASC 815, Accounting for Derivative Instruments and Hedging Activities |
Stock-based Compensation | Stock-based compensation The Company recognizes compensation expense for all stock-based payments made to employees, directors and others based on the estimated fair values of its common stock on the date of issuance. The Company determines the fair value of the share-based compensation payments granted as either the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. If the fair value of the equity instruments issued is used, it is measured using the stock price and other measurement assumptions as of the earlier of either the date at which a commitment for performance to earn the equity instrument is reached or the date the performance is complete. The Company recognizes compensation expense for stock awards with service conditions on a straight-line basis over the requisite service period, which is included in operations. Stock option expense is recognized over the option’s vesting period. |
Concentrations of Credit Risk | Concentrations of Credit Risk The Company’s policy is to maintain cash with reputable financial institutions or in retainers with trusted vendors. The Company has at times had cash balances at financial institutions in excess of the Federal Deposit Insurance Corporation (FDIC) Insurance Limit of $250,000, but has not experienced any losses to date as a result. As of December 31, 2019, the Company’s bank operating account balances did not exceed the FDIC Insurance Limit. |
Recent Accounting Pronouncements and Adoption | Recent Accounting Pronouncements and Adoption In January 2016, FASB issued an ASU, Subtopic 825-10, to amend certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. Most prominent among the amendments is the requirement for changes in fair value of equity investments, with certain exceptions, to be recognized through profit or loss rather than other comprehensive income. The Company adopted the standard October 1, 2018. There was no impact on the Company’s financial statements from the adoption of this amendment. In February 2016 FASB issued ASU No. 2016-02, Leases (Topic 842) which supersedes FASB ASC Topic 840, Leases (Topic 840) and provides principles for the recognition, measurement, presentation, and disclosure of leases for both lessees and the lessors. The new standard requires the lessees to apply a dual approach, classifying leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. The classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than twelve months regardless of classification. Leases with a term of twelve months or less will be accounted for similar to existing guidance for operating leases. The standard is effective for annual periods beginning after December 15, 2018, with early adoption permitted upon issuance. The adoption of this guidance had no material impact on the financial statements. In June 2016, the FASB issued ASU 2016-13 to replace the incurred loss impairment methodology in current U.S. GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss credit loss estimates. For trade and other receivables, loans and other financial instruments, the Company will be required to use a forward-looking expected loss model rather than the incurred loss model for recognizing credit losses which reflects losses that are probable. Credit losses relating to available for sale debt securities will also be recorded through an allowance for credit losses rather than as a reduction in the amortized cost basis of the securities. The new standard will be effective for the Company beginning October 1, 2020, with early adoption permitted. Application of the amendments is through a cumulative-effect adjustment to deficit as of the effective date. The Company is currently assessing the impact of the standard on its consolidated financial statements. |
Fixed Assets (Tables)
Fixed Assets (Tables) | 3 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Fixed Assets | A summary of the Company’s fixed assets as of December 31, 2019 and September 30, 2019 is as follows: December 31, 2019 September 30, 2019 Office furniture & computers $ 11,917 $ 11,917 Accumulated depreciation (941 ) (752 ) Net book value $ 10,976 $ 11,165 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | A summary of intangible assets as of December 31, 2019 and September 30, 2019 is as follows: December 31, 2019 September 30, 2019 VoIP Intellectual property and patents $ 1,552,416 $ 1,552,416 Accumulated amortization (807,616 ) (773,066 ) Net book value $ 774,800 $ 779,350 |
Related Party Transactions an_2
Related Party Transactions and Key Management Compensation (Tables) | 3 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Schedule of Compensation Paid or Accrued to Key Management for Services | Compensation paid or accrued to key management for services during the three-month period ended December 31, 2019 includes: December 31, 2019 December 31, 2018 Management fees paid or accrued to the CEO $ 36,000 $ 36,000 Management fees paid or accrued to the CFO 28,080 21,600 Management fees paid or accrued to the President - 15,000 Fees paid or accrued to Directors 18,000 18,000 $ 82,080 $ 90,600 |
Share Capital (Tables)
Share Capital (Tables) | 3 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Schedule of Share Purchase Warrant Transactions | The following table summarizes the Company’s share purchase warrant transactions: Number of warrants Weighted average Balance September 30, 2018 6,306,000 $ 0.04 Issued Nil N/A Exercised (6,306,000 ) 0.04 Expired Nil N/A Balance September 30, 2019 Nil N/A Issued Nil N/A Exercised Nil N/A Expired Nil N/A Balance December 31, 2019 Nil N/A |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock Options Transactions | The following table summarizes the Company’s stock option transactions: Number of options Weighted average exercise price Balance September 30, 2018 39,850,000 $ 0.058 Granted 10,000,000 0.065 Cancelled - - Balance September 30, 2019 49,850,000 $ 0.060 Granted - - Cancelled - - Balance December 31, 2019 49,850,000 $ 0.060 |
Schedule of Stock Options Outstanding | The following table summarizes the stock options outstanding at December 31, 2019: Options Exercise Remaining Contractual Number of Options 14,000,000 $ 0.060 1.48 14,000,000 14,000,000 0.060 1.69 14,000,000 3,450,000 0.060 1.82 3,450,000 8,400,000 0.050 2.3 8,400,000 10,000,000 0.065 3.98 - 49,850,000 $ 0.059 2.20 39,850,000 |
Nature and Continuance of Ope_2
Nature and Continuance of Operations (Details Narrative) - USD ($) | Dec. 31, 2019 | Sep. 30, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accumulated deficit | $ (52,696,123) | $ (51,721,696) |
Significant Accounting Polici_3
Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended |
Dec. 31, 2019 | Sep. 30, 2019 | |
Cash | $ 390,025 | $ 960,490 |
Earnings per share, potentially dilutive securities | No potentially dilutive securities included in the calculation of weighted-average common shares outstanding | No potentially dilutive securities included in the calculation of weighted-average common shares outstanding |
Cash, FDIC insured amount | $ 250,000 | |
Furniture and Computers [Member] | ||
Property, plant and equipment, useful life | 7 years |
Purchase of Digifonica (Details
Purchase of Digifonica (Details Narrative) - Share Purchase Agreement [Member] | 1 Months Ended |
Dec. 31, 2013USD ($)shares | |
Business acquisition, percentage of ownership acquired | 100.00% |
Business combination, cash transferred | $ | $ 800,000 |
Business acquisition, equity interest issued, number of shares | shares | 389,023,561 |
Anti-dilution clause, percentage of ownership | 40.00% |
Retainer (Details Narrative)
Retainer (Details Narrative) - USD ($) | Dec. 31, 2019 | Sep. 30, 2019 |
Retainer Disclosure Abstract | ||
Prepaid retainers, value | $ 277,542 | $ 797,681 |
Fixed Assets - Schedule of Fixe
Fixed Assets - Schedule of Fixed Assets (Details) - USD ($) | Dec. 31, 2019 | Sep. 30, 2019 |
Property, Plant and Equipment [Abstract] | ||
Office furniture & computers | $ 11,917 | $ 11,917 |
Accumulated depreciation | (941) | (752) |
Net book value | $ 10,976 | $ 11,165 |
Intangible Assets (Details Narr
Intangible Assets (Details Narrative) | 3 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Finite-lived Intangible asset, useful life | 12 years |
Finite-lived intangible assets, amortization method | Assets are being amortized over twelve (12) years on a straight-line basis. |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) | Dec. 31, 2019 | Sep. 30, 2019 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
VoIP Intellectual property and patents | $ 1,552,416 | $ 1,552,416 |
Accumulated amortization | (807,616) | (773,066) |
Net book value | $ 744,800 | $ 779,350 |
Related Party Transactions an_3
Related Party Transactions and Key Management Compensation (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2019 | |
Shares issued for services | $ 330,000 | $ 307,500 | $ 641,950 | $ 949,450 |
Shares based compensation | 28,080 | 6,600 | ||
Fees paid or accrued, value | 82,080 | 90,600 | ||
Accounts payable and accrued liabilities | $ 350,272 | 836,938 | $ 836,938 | |
Shares issued for services, shares | 13,000,000 | 17,410,000 | ||
Shares pursuant to anti-dilution clause | 225,184,791 | |||
Seller of Digifonica [Member] | ||||
Shares accrued during period, shares | 14,265,000 | 5,598,333 | ||
Shares pursuant to anti-dilution clause | 225,184,791 | |||
Officers and Directors [Member] | ||||
Due to officers and directors | $ 234,000 | 180,000 | $ 180,000 | |
Share to be Issued [Member] | ||||
Shares issued for services | $ 18,000 | |||
Shares to be issued for unpaid director fees | $ 416,000 | $ 416,000 | ||
Common Shares [Member] | ||||
Shares issued during period, shares | 1,650,000 | 6,306,000 | ||
Shares issued during period, value | $ 66,000 | |||
Shares accrued during period, shares | 450,000 | |||
Shares issued for services | $ 13,000 | $ 12,238 | $ 5,172 | |
Shares accrued during period, value | $ 54,000 | |||
Shares issued for services, shares | 13,000,000 | 12,237,500 | 5,172,500 | |
Common Shares [Member] | Share to be Issued [Member] | ||||
Shares issued for services | $ 477,320 | $ 477,320 | ||
Shares issued for services, shares | 12,817,523 | 12,817,523 | ||
Common Shares [Member] | Share to be Issued [Member] | Seller of Digifonica [Member] | ||||
Shares issued for services | $ 5,598,333 | |||
Shares issued for services, shares | 14,265,000 |
Related Party Transactions an_4
Related Party Transactions and Key Management Compensation - Schedule of Compensation Paid or Accrued to Key Management for Services (Details) - USD ($) | 3 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Fees paid or accrued, total | $ 82,080 | $ 90,600 |
Chief Executive Officer [Member] | ||
Fees paid or accrued, total | 36,000 | 36,000 |
Chief Financial Officer [Member] | ||
Fees paid or accrued, total | 28,080 | 21,600 |
President [Member] | ||
Fees paid or accrued, total | 15,000 | |
Directors [Member] | ||
Fees paid or accrued, total | $ 18,000 | $ 18,000 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended |
Dec. 31, 2019 | Sep. 30, 2019 | |
Supplemental Cash Flow Elements [Abstract] | ||
Interest paid, net | ||
Income taxes paid |
Share Capital (Details Narrativ
Share Capital (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2019 | |
Common stock, shares authorized | 3,000,000,000 | 3,000,000,000 | 3,000,000,000 | |
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | |
Common stock, shares issued | 1,969,377,592 | 1,956,377,592 | 1,956,377,592 | |
Shares issued for services during period, shares | 13,000,000 | 17,410,000 | ||
Shares issued for services during period | $ 330,000 | $ 307,500 | $ 641,950 | $ 949,450 |
Cash proceeds from private placement | 90,000 | |||
Share based compensation, expense | 5,080,000 | |||
Shares pursuant to anti-dilution clause, shares | 225,184,791 | |||
Seller of Digifonica [Member] | ||||
Shares pursuant to anti-dilution clause, shares | 225,184,791 | |||
Share to be Issued [Member] | ||||
Shares issued for services during period | $ 18,000 | |||
Minimum [Member] | ||||
Share issued, price per share | $ 0.02 | $ 0.02 | ||
Maximum [Member] | ||||
Share issued, price per share | $ 0.04 | $ 0.04 | ||
Common Shares [Member] | ||||
Shares issued for services during period, shares | 13,000,000 | 12,237,500 | 5,172,500 | |
Shares issued for services during period | $ 13,000 | $ 12,238 | $ 5,172 | |
Shares issued during period during period, shares | 1,650,000 | 6,306,000 | ||
Share issued, price per share | $ 0.04 | $ 0.04 | ||
Proceeds from issuance of stock | $ 252,240 | |||
Number of warrant exercised to purchase common shares | 6,306,000 | 6,306,000 | ||
Shares issued for bonus compensation, shares | 127,000,000 | 127,000,000 | ||
Share based compensation, expense | $ 5,080,000 | |||
Common Shares [Member] | Share to be Issued [Member] | ||||
Shares issued for services during period, shares | 12,817,523 | 12,817,523 | ||
Shares issued for services during period | $ 477,320 | $ 477,320 | ||
Common Shares [Member] | Share to be Issued [Member] | Seller of Digifonica [Member] | ||||
Shares issued for services during period, shares | 14,265,000 | |||
Shares issued for services during period | $ 5,598,333 | |||
Common Shares [Member] | Share to be Issued [Member] | Management and Related Parties [Member] | ||||
Shares issued for services during period, shares | 10,840,000 | 10,840,000 | ||
Shares issued for services during period | $ 416,000 | $ 416,000 | ||
Common Shares [Member] | Private Placement [Member] | ||||
Shares issued during period during period, shares | 5,475,000 | |||
Share issued, price per share | $ 0.04 | $ 0.04 | ||
Cash proceeds from private placement | $ 219,000 | |||
Warrant [Member] | ||||
Share issued, price per share | $ 0.04 | $ 0.04 | ||
Number of warrant exercised to purchase common shares | 6,306,000 | 6,306,000 | ||
Convertible Preferred Stock [Member] | ||||
Common stock, shares authorized | 1,000,000 | |||
Common stock, par value | $ 0.01 | |||
Common stock, shares issued |
Share Capital - Schedule of Sha
Share Capital - Schedule of Share Purchase Warrant Transactions (Details) - Warrant [Member] - $ / shares | 3 Months Ended | 12 Months Ended |
Dec. 31, 2019 | Sep. 30, 2019 | |
Number of Shares Subject to Warrants, Outstanding, beginning balance | 6,306,000 | |
Number of Shares Subject to Warrants Outstanding, Issued | ||
Number of Shares Subject to Warrants Outstanding, Exercised | (6,306,000) | |
Number of Shares Subject to Warrants Outstanding, Expired | ||
Number of Shares Subject to Warrants, Outstanding, ending balance | ||
Weighted avg. Exercise Price, beginning balance | $ 0.04 | |
Weighted avg. Exercise Price, Issued | ||
Weighted avg. Exercise Price, exercised | 0.04 | |
Weighted avg. Exercise Price, expired | ||
Weighted avg. Exercise Price, ending balance |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details Narrative) - shares | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2019 | |
Stock options granted | 10,000,000 | ||
Stock options exercised | |||
Stock Option Plan [Member] | |||
Options to purchase common shares | 10.00% |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Stock Options Transactions (Details) - $ / shares | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |||
Beginning balance, Number of Options | 49,850,000 | 39,850,000 | 39,850,000 |
Granted, Number of Options | 10,000,000 | ||
Cancelled, Number of Options | |||
Ending balance, Number of Options | 49,850,000 | 49,850,000 | |
Beginning balance, Weighted Average Exercise Price | $ 0.060 | $ 0.058 | $ 0.058 |
Granted, Weighted Average Exercise Price | 0.065 | ||
Cancelled, Weighted Average Exercise Price | |||
Ending balance, Weighted Average Exercise Price | $ 0.060 | $ 0.060 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Stock Options Outstanding (Details) - $ / shares | 3 Months Ended | ||
Dec. 31, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | |
Options Outstanding | 49,850,000 | 49,850,000 | 39,850,000 |
Exercise Price | $ 0.060 | $ 0.060 | $ 0.058 |
Remaining Contractual Life (Yrs) | 2 years 2 months 12 days | ||
Number of Options Currently Exercisable | 39,850,000 | ||
Range 1 [Member] | |||
Options Outstanding | 14,000,000 | ||
Exercise Price | $ 0.060 | ||
Remaining Contractual Life (Yrs) | 1 year 5 months 23 days | ||
Number of Options Currently Exercisable | 14,000,000 | ||
Range 2 [Member] | |||
Options Outstanding | 14,000,000 | ||
Exercise Price | $ 0.060 | ||
Remaining Contractual Life (Yrs) | 1 year 8 months 9 days | ||
Number of Options Currently Exercisable | 14,000,000 | ||
Range 3 [Member] | |||
Options Outstanding | 3,450,000 | ||
Exercise Price | $ 0.060 | ||
Remaining Contractual Life (Yrs) | 1 year 9 months 25 days | ||
Number of Options Currently Exercisable | 3,450,000 | ||
Range 4 [Member] | |||
Options Outstanding | 8,400,000 | ||
Exercise Price | $ 0.050 | ||
Remaining Contractual Life (Yrs) | 2 years 3 months 19 days | ||
Number of Options Currently Exercisable | 8,400,000 | ||
Range 5 [Member] | |||
Options Outstanding | 10,000,000 | ||
Exercise Price | $ 0.065 | ||
Remaining Contractual Life (Yrs) | 3 years 11 months 23 days | ||
Number of Options Currently Exercisable |
Contingent Liabilities (Details
Contingent Liabilities (Details Narrative) | Aug. 26, 2019USD ($) | Oct. 06, 2016USD ($) | Jul. 02, 2015shares | Mar. 24, 2014USD ($)shares | Jun. 30, 2018Integer | May 31, 2018Integer | Feb. 29, 2016USD ($) | Dec. 31, 2019 | Sep. 30, 2019shares | Sep. 30, 2017 | Sep. 30, 2016 |
Board of Directors [Member] | |||||||||||
Performance bonus percent | 6.67% | 3.00% | |||||||||
Authorized the increase of performance bonus | 10.00% | ||||||||||
Resolved to reduce the performance bonus | 3.33% | ||||||||||
Director and Several Consultants [Member] | |||||||||||
Bonus shares | shares | 127,000,000 | ||||||||||
Apple Inc, Verizon Wireless Services LLC, Verizon Communications Inc, AT&T Corp [Member] | |||||||||||
Name of Plaintiff | Voip-Pal.com Inc. | ||||||||||
Name of Defendant | Apple, Inc. & Verizon Wireless Services, LLC, Verizon Communications Inc., AT&T Corp. | ||||||||||
Legal suit, description | In February 2016 the Company filed patent infringement lawsuits in the United States District Court, District of Nevada against Apple, Inc, (Case No. 2:16-CV-00260), Verizon Wireless Services, LLC, Verizon Communications Inc., and AT&T Corp. (Case No. 2:16-CV-00271). These cases are seeking a combined $7,024,377,876 in damages. On May 9, 2016, the lawsuits were officially served to these companies (collectively, the "Defendants"). | ||||||||||
Damages sought value | $ 7,024,377,876 | ||||||||||
Twitter, Inc [Member] | |||||||||||
Name of Plaintiff | Voip-Pal.com Inc. | ||||||||||
Name of Defendant | Twitter, Inc. | ||||||||||
Legal suit, description | On October 6, 2016, the Company filed a lawsuit in the United States District Court, District of Nevada against Twitter, Inc, (Case No. 2:16- CV-02338) in which Voip-Pal.com alleges infringement of U.S. Patent No. 8,542,815 and its continuation patent, U.S. Patent No. 9,179,005, This case is seeking $3,200,000,000 in damages. On December 28, 2016, the lawsuit was officially served to Twitter, Inc. | ||||||||||
Damages sought value | $ 3,200,000,000 | ||||||||||
Amazon.com, Inc [Member] | |||||||||||
Legal suit, description | In June 2018, the Company filed a lawsuit in the United States District Court, District of Nevada, against Amazon.com, Inc. and certain related entities, alleging infringement of U.S. Patent Nos. 9,537,762, 9,813,330, 9,826,002 and 9,948,549. | ||||||||||
Number of patents alleging infringement | Integer | 4 | ||||||||||
Apple Inc [Member] | |||||||||||
Legal suit, description | In May 2018, the Company filed a lawsuit in the United States District Court, District of Nevada, against Apple, Inc., alleging infringement of U.S. Patent Nos. 9,537,762, 9,813,330, 9,826,002 and 9,948,549. | Petitioned the PTAB to have an additional four IPRs instituted against the Company's patents numbered 9,537,762, 9,813,330 B2, 9,826,002 B2, and 9,948,549 B2. | |||||||||
Number of patents alleging infringement | Integer | 4 | ||||||||||
Apple Inc., At&T Inc. [Member] | |||||||||||
Legal suit, description | No. 9,179,005 | No. 8,542,815 | |||||||||
Locksmith Financial Corporation, Inc [Member] | |||||||||||
Name of Plaintiff | Locksmith Financial Corporation, Inc. | ||||||||||
Name of Defendant | Voip-Pal.com Inc. | ||||||||||
Legal suit, description | On March 24, 2014, the Company resolved to freeze 95,832,000 common shares that were issued to a company controlled by a former director in fiscal 2013 and accounted for at a cost of $1,443,000. | ||||||||||
Shares issued during period, shares | shares | 95,832,000 | ||||||||||
Number of issued shares value | $ 1,443,000 | ||||||||||
State Case [Member] | |||||||||||
Amount awarded monetary relief to the Plaintiff | $ 355,000 | ||||||||||
Interest amount | 91,306 | ||||||||||
State Case [Member] | Third-Party Plaintiff [Member] | |||||||||||
Amount awarded monetary relief to the Plaintiff | 84,000 | ||||||||||
Interest amount | $ 3,459 | ||||||||||
Richard Kipping [Member] | |||||||||||
Name of Plaintiff | Voip-Pal.com Inc. | ||||||||||
Name of Defendant | Richard Kipping | ||||||||||
Legal suit, description | On July 2, 2015, the Company filed a case against a former director, a shareholder and a company controlled by a former director. The Company alleges that the common shares issued in the State Case and an additional 7,200,000 common shares were fraudulently obtained and that the shares have been unlawfully transferred to other entities. | ||||||||||
Shares issued during period, shares | shares | 7,200,000 |