Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Dec. 31, 2014 | Feb. 09, 2015 | |
Document And Entity Information | ||
Entity Registrant Name | Independent Film Development CORP | |
Entity Central Index Key | 1425883 | |
Document Type | 10-Q | |
Document Period End Date | 31-Dec-14 | |
Amendment Flag | FALSE | |
Current Fiscal Year End Date | -21 | |
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 | 113,392,866 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2015 |
Balance_Sheets
Balance Sheets (USD $) | Dec. 31, 2014 | Sep. 30, 2014 |
ASSETS | ||
Cash | $37,680 | $13,855 |
Restricted cash | 68,125 | |
Other current assets | 1,500 | 33,375 |
Total Assets | 39,180 | 115,355 |
Current Liabilities: | ||
Accounts payable and other accruals | 128,453 | 158,299 |
Accounts payable, related party | ||
Accrued officer compensation | 699,433 | 634,700 |
Accured interest and penalties | 332,160 | 326,035 |
Advances from officers | 8,687 | 8,687 |
Note payable | 18,550 | 18,550 |
Derivative liability | 208,648 | 183,648 |
Convertible debentures in default (net of discount of $41,138 and $92,354, respectively) | 117,947 | 86,146 |
Convertible debentures in default | 86,050 | 86,050 |
Total Liabilities | 1,599,928 | 1,502,115 |
Stockholders' Equity (Deficit): | ||
Preferred Stock, $.0001 par value, 10,000,000 shares authorized, none issued and outstanding, Series A Preferred Stock, $.0001 par value, 5,000,000 shares authorized, 5,000,000 and 0 issued and outstanding, respectively | 500 | |
Common stock, $.0001 par value, 485,000,000 shares authorized, 113,392,866 and 94,292,866 issued and outstanding, respectively | 11,339 | 9,429 |
Additional paid in capital | 5,560,637 | 5,414,588 |
Common stock payable | 38,000 | 38,000 |
Accumulated deficit | -7,171,224 | -6,848,777 |
Total Stockholders' Equity (Deficit) | -1,560,748 | -1,386,760 |
Total Liabilities and Stockholders' Equity (Deficit) | 39,180 | 115,355 |
Series A Preferred Stock | ||
Stockholders' Equity (Deficit): | ||
Preferred Stock, $.0001 par value, 10,000,000 shares authorized, none issued and outstanding, Series A Preferred Stock, $.0001 par value, 5,000,000 shares authorized, 5,000,000 and 0 issued and outstanding, respectively | 500 | |
Total Stockholders' Equity (Deficit) | 500 | |
Total Liabilities and Stockholders' Equity (Deficit) | $500 |
Balance_Sheets_Parenthetical
Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Sep. 30, 2014 |
Discount on convertible debentures | $41,138 | $92,354 |
Preferred stock, par value per share | $0.00 | $0.00 |
Preferred stock, shares authorized | 10,000,000 | 15,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value per share | $0.00 | $0.00 |
Common stock, shares authorized | 485,000,000 | 485,000,000 |
Common stock, shares issued | 113,392,866 | 94,292,866 |
Common stock, shares outstanding | 113,392,866 | 94,292,866 |
Series A Preferred Stock | ||
Preferred stock, par value per share | $0.00 | |
Preferred stock, shares authorized | 5,000,000 | |
Preferred stock, shares issued | 5,000,000 | |
Preferred stock, shares outstanding | 5,000,000 |
Statements_Of_Operations_Unaud
Statements Of Operations (Unaudited) (USD $) | 3 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | ||
Revenue | ||
Expenses: | ||
Officer compensation | 171,775 | 55,275 |
Professional fees | 5,275 | 6,425 |
General and administrative | 9,766 | 167,991 |
Total operating expenses | 186,816 | 229,691 |
Net loss from operations | -186,816 | -229,691 |
Other income and (expense): | ||
Gain / (loss) on derivative liability | -44,629 | 16,406 |
Other loss | -31,875 | |
Penalty expense | 93,000 | |
Debt discount amortization | 51,216 | |
Interest expense | 7,911 | 41,997 |
Total other expense | -135,631 | -118,591 |
Net loss | ($322,447) | ($348,282) |
Loss per share | ||
Basic | $0 | ($0.01) |
Weighted average shares outstanding | ||
Basic | 104,783,627 | 69,385,409 |
Statements_Of_Cash_Flows_Unaud
Statements Of Cash Flows (Unaudited) (USD $) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | |
Cash flows from operating activities: | |||
Net loss | ($322,447) | ($348,282) | |
Adjustments to reconcile net (loss) to total cash used in operations: | |||
Preferred stock for compensation | 79,000 | ||
Common stock for other services | 120,500 | ||
(Gain) loss on derivative liability | -44,629 | 16,406 | 96,085 |
Debt discount amortization | 51,216 | ||
Change in assets and liabilities: | |||
Increase in accounts payable & accruals | 5,154 | 46,352 | |
Decrease in other assets | -31,875 | ||
Increase (decrease) in accounts payable, related party | -720 | ||
Increase in accrued interest and penalties | 6,125 | 134,912 | |
Accrued interest, related party | -458 | ||
Increase in accrued compensation | 64,733 | 53,992 | |
Net cash used in operating activities | -39,715 | -10,110 | |
Cash flows from investing activities | |||
Cash flows from financing activities: | |||
Cash payments, related party | -750 | ||
Payments on convertible notes | 7,585 | ||
Payments to officers | 5,230 | ||
Proceeds from the sale of common stock | 3,000 | 14,000 | |
Net cash provided (used) by financing activities | -4,585 | 8,020 | |
Net decrease in cash | -44,300 | -2,090 | |
Cash at beginning of period | 81,980 | 2,713 | 2,713 |
Cash at end of period | 37,680 | 623 | 81,980 |
Cash paid for Interest | 1,786 | 543 | |
Cash paid for Taxes | |||
Supplemental disclosure of non-cash activities | |||
Common stock issued for accounts payable | 35,000 | ||
Common stock issued for conversion of debt | 11,830 | ||
Settlement of derivative of conversion of debt | $19,629 |
History_Of_Operations
History Of Operations | 3 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
History of Operations | NOTE 1: HISTORY OF OPERATIONS |
Business Activity | |
Independent Film Development Corporation was incorporated in the State of Nevada on September 14, 2007. Effective April 24, 2008 we commenced operating as a Business Development Company ("BDC") under Section 54(a) of the Investment Company Act of 1940 ("1940 Act"). On September 30, 2009, our board of directors elected to cease operating as a BDC. | |
The Company’s plan of operations seeks to acquire real estate assets primarily, but not exclusively, in the hospitality space, which present value creation potential due to the complexity or illiquidity of their existing ownership and / or capital structure. In such situations, IFLM will seek to actively work through the complexities, gain control of the asset, actively manage, recapitalize and thereby create value. For those assets lying outside of the hospitality space, IFLM will sell the assets at a price which realizes that value created. For those assets lying within the hospitality space, IFLM will then leverage its film, entertainment and hospitality capabilities to transform the property into genre themed hotels and resorts. The final product will be a paradigm-shifting convergence of hospitality and entertainment, providing guests with a full immersion experience during their stay. Additionally, should any opportunities for content creation/distribution projects present themselves, IFLM will pursue those that align with the company’s strategic vision. | |
On February 6, 2014, the Company created two new subsidiaries, the IFLM LA Realty Fund, LLC and the Hilltop Manor Fund, LLC. The Companies will be used to hold two separate offerings for real estate investment funds. The net cash proceeds from these two offerings, less working capital expenses, will be used to invest in real estate and/or the costs associated with the acquisition and development of real estate. The real estate investments under the IFLM LA Realty Fund will focus on undervalued properties on the West Coast of the United States. The Hilltop Manor Fund will focus on the initial costs associated with the acquisition and development of the Hilltop Manor theme park and resort concept. |
Significant_Accounting_Policie
Significant Accounting Policies | 3 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||||
Significant Accounting Policies | NOTE 2: SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||
Basis of Presentation | |||||||||||||||||||
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC"). In the opinion of management, all adjustments necessary in order for the financial statements to be not misleading have been reflected herein. The Company has adopted a September 30 year end. | |||||||||||||||||||
Cash and Cash Equivalents | |||||||||||||||||||
For purposes of the statement of cash flows, the Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. There were no cash equivalents as of December 31, 2014 and September 30, 2014. | |||||||||||||||||||
Restricted Cash | |||||||||||||||||||
The Company presents cash balances that are for a specific purpose and therefore not available for immediate and general use by the Company, separately on the balance sheet as restricted cash. As of September 30, 2014, the Company has set aside $68,125 to be used in its IFLM Realty Prime Opportunity Fund. Subsequent to September 30, 2014, the funds have been used for other business purposes. | |||||||||||||||||||
Stock Based Compensation | |||||||||||||||||||
We account for equity instruments issued in exchange for the receipt of goods or services from non-employees. Costs are measured at the fair market value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration other than employee services is determined on the earlier of the date on which there first exists a firm commitment for performance by the provider of goods or services or on the date performance is complete. The Company recognizes the fair value of the equity instruments issued that result in an asset or expense being recorded by the Company, in the same period(s) and in the same manner, as if the Company has paid cash for the goods or services. | |||||||||||||||||||
The Company accounts for equity based transactions with non-employees under the provisions of ASC Topic No. 505-50, “Equity-Based Payments to Non-Employees” (“Topic No. 505-50”). Topic No. 505-50 establishes that equity-based payment transactions with non-employees shall be measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The fair value of common stock issued for payments to non-employees is measured at the market price on the date of grant. The fair value of equity instruments, other than common stock, is estimated using the Black-Scholes option valuation model. In general, the Company recognizes an asset or expense in the same manner as if it was to pay cash for the goods or services instead of paying with or using the equity instrument. | |||||||||||||||||||
The Company accounts for employee stock-based compensation in accordance with the guidance of FASB ASC Topic 718, Compensation - Stock Compensation which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on their fair values. The fair value of the equity instrument is charged directly to compensation expense and credited to additional paid-in capital over the period during which services are rendered. There has been no stock-based compensation issued to employees. | |||||||||||||||||||
Use of Estimates | |||||||||||||||||||
The presentation 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 disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. | |||||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||||
The carrying amount of cash, notes receivable, accounts payable, accrued liabilities and notes payable, as applicable, approximates fair value due to the short-term nature of these items. The fair value of the related party notes payable cannot be determined because of the Company's affiliation with the parties with whom the agreements exist. The use of different assumptions or methodologies may have a material effect on the estimates of fair values. | |||||||||||||||||||
ASC Topic 820, “Fair Value Measurements and Disclosures,” requires disclosure of the fair value of financial instruments held by the Company. ASC Topic 825, “Financial Instruments,” defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The carrying amounts reported in the balance sheets for receivables and current liabilities each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The three levels of valuation hierarchy are defined as follows: | |||||||||||||||||||
· Level 1: Observable inputs such as quoted prices in active markets; | |||||||||||||||||||
· Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and | |||||||||||||||||||
· Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. | |||||||||||||||||||
The following table presents assets and liabilities that are measured and recognized at fair value as of December 31, 2014 and September 30, 2014 on a recurring basis: | |||||||||||||||||||
31-Dec-14 | |||||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total Gains and (Losses) | |||||||||||||||
Derivative | — | — | (208,648 | ) | -44,629 | ||||||||||||||
Total | $ | — | $ | — | $ | (208,648 | ) | $ | -44,629 | ||||||||||
30-Sep-14 | |||||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total Gains and (Losses) | |||||||||||||||
Derivative | — | — | (183,648 | ) | 96,085 | ||||||||||||||
Total | $ | — | $ | — | $ | (183,648 | ) | $ | 96,085 | ||||||||||
Long Lived Assets | |||||||||||||||||||
Long lived assets are carried at cost and amortized over their estimated useful lives, generally on a straight-line basis. The Company reviews identifiable amortizable assets to be held and used for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. Determination of recoverability is based on the lowest level of identifiable estimated undiscounted cash flows resulting from use of the asset and its eventual disposition. Measurement of any impairment loss is based on the excess of the carrying value of the asset over its fair value. | |||||||||||||||||||
Income Taxes | |||||||||||||||||||
Accounting Standards Codification Topic No. 740 “Income Taxes” (ASC 740) requires the asset and liability method of accounting be used for income taxes. Under the asset and liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates to apply to taxable income in the 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 income in the period that includes the enactment date. | |||||||||||||||||||
In June 2006, the FASB interpreted its standard for accounting for uncertainty in income taxes, an interpretation of accounting for income taxes. This interpretation clarifies the accounting for uncertainty in income taxes recognized in an entity’s financial statements in accordance the minimum recognition threshold and measurement attributable to a tax position taken on a tax return is required to be met before being recognized in the financial statements. The FASB’s interpretation had no material impact on the Company’s financial statements for the year ended September 30, 2014. | |||||||||||||||||||
Derivative Liabilities | |||||||||||||||||||
The Company records the fair value of its derivative financial instruments in accordance with ASC815, Derivatives and Hedging. The fair value of the derivatives was calculated using a multi-nominal lattice model performed by an independent qualified business valuator. The fair value of the derivative liability is revalued on each balance sheet date with corresponding gains and losses recorded in the consolidated statement of operations | |||||||||||||||||||
Derivative financial instruments should be recorded as liabilities in the balance sheet and measured at fair value. For purposes of the Company’s financial statements fair value was used as the basis for formulating an analysis which has been defined by the Financial Accounting Standards Board (“FASB”) as “the amount for which an asset (or liability) could be exchanged in a current transaction between knowledgeable, unrelated willing parties when neither party is acting under compulsion”. The FASB has provided guidance that its definition of fair value is consistent with the definition of fair market value in IRS Rev. Rule 59-60. In determining the fair value of the derivatives it was assumed that the Company’s business would be conducted as a going concern. These derivative liabilities will need to be marked-to-market each quarter with the change in fair value recorded in the income statement. | |||||||||||||||||||
Earnings (Loss) Per Share | |||||||||||||||||||
Basic earnings (loss) per share are computed by dividing the net income (loss) by the weighted-average number of shares of common stock and common stock equivalents (primarily outstanding options and warrants). Common stock equivalents represent the dilutive effect of the assumed exercise of the outstanding stock options and warrants, using the treasury stock method. The calculation of fully diluted earnings (loss) per share assumes the dilutive effect of the exercise of outstanding options and warrants at either the beginning of the respective period presented or the date of issuance, whichever is later. At December 31, 2014 and 2013, the Company had no outstanding options or warrants. Potentially dilutive shares were excluded from the computation as of December 31, 2014 and 2013 as they would have been anti-dilutive. | |||||||||||||||||||
Recent Accounting Pronouncements | |||||||||||||||||||
In June 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-12, Compensation – Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. The new guidance requires that share-based compensation that require a specific performance target to be achieved in order for employees to become eligible to vest in the awards and that could be achieved after an employee completes the requisite service period be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant-date fair value of the award. Compensation costs should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. If the performance target becomes probable of being achieved before the end of the requisite service period, the remaining unrecognized compensation cost should be recognized prospectively over the remaining requisite service period. The total amount of compensation cost recognized during and after the requisite service period should reflect the number of awards that are expected to vest and should be adjusted to reflect those awards that ultimately vest. The requisite service period ends when the employee can cease rendering service and still be eligible to vest in the award if the performance target is achieved. This new guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2015. Early adoption is permitted. Entities may apply the amendments in this Update either (a) prospectively to all awards granted or modified after the effective date or (b) retrospectively to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented in the financial statements and to all new or modified awards thereafter. The adoption of ASU 2014-12 is not expected to have a material impact on our financial position or results of operations. | |||||||||||||||||||
In June 2014, the FASB issued ASU No. 2014-10: Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation , to improve financial reporting by reducing the cost and complexity associated with the incremental reporting requirements of development stage entities. The amendments in this update remove all incremental financial reporting requirements from U.S. GAAP for development stage entities, thereby improving financial reporting by eliminating the cost and complexity associated with providing that information. The amendments in this Update also eliminate an exception provided to development stage entities in Topic 810, Consolidation, for determining whether an entity is a variable interest entity on the basis of the amount of investment equity that is at risk. The amendments to eliminate that exception simplify U.S. GAAP by reducing avoidable complexity in existing accounting literature and improve the relevance of information provided to financial statement users by requiring the application of the same consolidation guidance by all reporting entities. The elimination of the exception may change the consolidation analysis, consolidation decision, and disclosure requirements for a reporting entity that has an interest in an entity in the development stage. The amendments related to the elimination of inception-to-date information and the other remaining disclosure requirements of Topic 915 should be applied retrospectively except for the clarification to Topic 275, which shall be applied prospectively. For public companies, those amendments are effective for annual reporting periods beginning after December 15, 2014, and interim periods therein. Early adoption is permitted. The Company has elected early adoption of ASU 2014-10 which removed the development stage entity financial reporting requirements from the Company. | |||||||||||||||||||
The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued, that might have a material impact on its financial position or results of operations. |
Convertible_Debentures
Convertible Debentures | 3 Months Ended |
Dec. 31, 2014 | |
Debt Disclosure [Abstract] | |
Convertible Debentures | NOTE 3: CONVERTIBLE DEBENTURES |
On April 9, 2012, the Company entered into a $100,000 convertible debenture with Neil Linder. The debenture accrued interest of 12% and matured on April 9, 2013. Mr. Linder has the right to convert all or a portion of the principal into shares of common stock at a conversion price equal to the lesser of fifty percent (50%) of the average of the closing bid price of common stock during the five trading days immediately preceding the conversion date, or fifty percent (50%) of the closing bid price of the Common Stock on the date of issuance as quoted by Bloomberg, LP. Pursuant to the terms of this debenture, the holder shall not be entitled to convert a number of shares that would exceed 4.99% of the outstanding shares of the Company’s common stock. Based on the initial valuation the Company has recorded a debt discount of $49,532, $15,994 of which was amortized in the fiscal year ended September 30, 2012 with the remaining $33,538 amortized the fiscal year ended September 30, 2013. During the fiscal year ending September 30, 2013, $13,950 of the $100,000 debenture was converted into 2,052,795 shares of common stock. This conversion was converted within the terms of the agreement. As of December 31, 2014 $86,050 of the principal face value of the Debenture remains outstanding. In addition, as a consequence of the triggering of the default provision of the debenture the interest on the debenture has been instated at a rate of 18% effective as of the date of issuance, a $1,000 per business day penalty was being imposed for failure to execute a conversion in a timely manner, and an additional accrual of $112,509 was accounted for as a result of a provision requiring additional funds due in the event that a “default payment” is made by the Company. |
Convertible_Notes_Payable
Convertible Notes Payable | 3 Months Ended | ||||
Dec. 31, 2014 | |||||
Convertible Notes Payable | |||||
Convertible Notes Payable | NOTE 4: CONVERTIBLE NOTES PAYABLE | ||||
On January 29, 2014, the Company issued a Convertible Promissory Note to Asher Enterprises, Inc. in the amount of $37,500. The note bears interest at a rate of 8% per annum, is unsecured and matures on October 31, 2014. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. As a result of the conversion feature the Company has recorded a debt discount of $21,326, all of which has been amortized to interest expense. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.0065 and the conversion price of $0.0039. The intrinsic value was $21,326. As of September 30, 2014, $24,000 of principle was converted into 5,804,196 shares of common stock. On October 29, 2014, $5,915 of principle was converted into 4,550,000 shares of common stock and the remaining $9,374 of principle and interest was repaid. Due to the conversion within the terms of the agreement, no gain or loss was recognized. | |||||
On March 11, 2014, the Company issued a Convertible Promissory Note to Asher Enterprises, Inc. in the amount of $42,500. The note originally bears interest at a rate of 8% per annum but was increased to 22% on the maturity date. It is unsecured and matures on December 17, 2014. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. As a result of the conversion feature the Company has recorded a debt discount of $42,500, all of which has been amortized to interest expense. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.0123 and the conversion price of $0.0030. The intrinsic value was $130,826; however the discount is limited to the amount of the loan. On November 11, 2014, $5,915 of principle was converted into 4,550,000 shares of common stock. On December 31, 2014, the fair value of the derivative was calculated using a multi-nominal lattice model. As of December 31, 2014, there is $36,585 of principal and $2,972 of accrued interest on this note. This note is currently past due. Due to the conversion within the terms of the agreement, no gain or loss was recognized. | |||||
On April 28, 2014, the Company issued a Convertible Promissory Note to KBM Worldwide, Inc. in the amount of $37,500. The note bears interest at a rate of 8% per annum, is unsecured and matures on January 30, 2015. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. As a result of the conversion feature the Company has recorded a debt discount of $37,500, $33,713 of which has been amortized to interest expense. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.015 and the conversion price of $0.00406. The intrinsic value was $101,047; however the discount is limited to the amount of the loan. On December 31, 2014, the fair value of the derivative was calculated using a multi-nominal lattice model. As of December 31, 2014, there is $1,890 of accrued interest on this note. | |||||
On June 25, 2014, the Company issued a Convertible Promissory Note to LG Capital Funding, LLC, in the amount of $47,500. The note bears interest at a rate of 8% per annum, is unsecured and matures on June 25, 2015. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount of the lowest trading price in the 20-day trading price prior to the conversion date. As a result of the conversion feature the Company has recorded a debt discount of $47,500, $24,987 of which has been amortized to interest expense. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.011 and the conversion price of $0.0035. The intrinsic value was $102,644; however the discount is limited to the amount of the loan. On December 31, 2014, the fair value of the derivative was calculated using a multi-nominal lattice model. As of December 31, 2014, there is $1,988 of accrued interest on this note. | |||||
On July 17, 2014, the Company issued a Convertible Promissory Note to KBM Worldwide, Inc. in the amount of $37,500. The note bears interest at a rate of 8% per annum, is unsecured and matures on April 21, 2015. The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. As a result of the conversion feature the Company has recorded a debt discount of $37,500, $22,662 of which has been amortized to interest expense. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.0114 and the conversion price of $0.00518. The intrinsic value was $45,008; however the discount is limited to the amount of the loan. As of December 31, 2014, there is $1,373 of accrued interest on this note. | |||||
A summary of the activity of the derivative liability is shown below: | |||||
Balance at September 30, 2014 | $ | 183,648 | |||
Decrease in derivative due to extinguishment of debt | (7,560 | ) | |||
Decrease in derivative due to conversion of debt | (12,069 | ) | |||
Increase to derivative due to new issuances | 99,501 | ||||
Derivative gain due to mark to market adjustment | (54,872 | ) | |||
Balance at December 31, 2014 | $ | 208,648 |
Common_Stock_Transactions
Common Stock Transactions | 3 Months Ended |
Dec. 31, 2014 | |
Equity [Abstract] | |
Common Stock Transactions | NOTE 5: COMMON STOCK TRANSACTIONS |
On October 29, 2014, the Company issued 4,550,000 shares of common stock to Asher Enterprises, Inc. in conversion of $5,915 of principle due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized. | |
On November 11, 2014, the Company issued 4,550,000 shares of common stock to Asher Enterprises, Inc. for conversion of $5,915 of principle due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized. | |
On November 12, 2014, the Company issued 7,000,000 shares of common stock to a service provider in conversion of $35,000 of accounts payable for services rendered in a prior period. The shares were valued based on the closing price of the common stock on the date of grant. | |
On November 25, 2014, the Company sold 3,000,000 shares of common stock for total proceeds of $3,000. |
Preferred_Stock
Preferred Stock | 3 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Preferred Stock | NOTE 6: PREFERRED STOCK |
The Company is authorized to issue 15,000,000 preferred shares with a par value of $0.0001 per share. | |
On June 17, 2013, the Board of Directors designated a series of preferred stock titled Series A Preferred Stock consisting of 5,000,000 shares. There is currently no market for the shares of Series A Preferred Stock and they cannot be converted into shares of common stock of the Company. The Company received no cash proceeds from the issuance of the shares. The shares have super voting rights of 100 common shares for every one share of Series A. The Preferred Series A do not contain any rights to dividends; have no liquidation preference; are not to be amended without the holders approval. The company had a valuation completed and as a result expensed the value of the Preferred A during the quarter at a value of $79,000. | |
On December 1, 2014, the Company issued 5,000,000 shares of Series A Preferred stock to Jeff Ritchie, COO for services rendered. |
Going_Concern
Going Concern | 3 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern | NOTE 7: GOING CONCERN |
The accompanying financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which contemplate continuation of the Company as a going concern. The Company has generated minimal revenue and has an accumulated deficit of $7,171,224 and has funded its operations primarily through the issuance short term debt and equity. This matter raises substantial doubt about the Company's ability to continue as a going concern. | |
These financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. Accordingly, the Company’s ability to accomplish its business strategy and to ultimately achieve profitable operations is dependent upon its ability to obtain additional debt or equity financing. Management plans to take the following steps that it believes will be sufficient to provide the Company with the ability to continue in existence. | |
Management intends to raise financing through private equity financing or other means and interests that it deems necessary. There can be no assurance that the Company will be successful in its endeavor. |
Subsequent_Events
Subsequent Events | 3 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 8: SUBSEQUENT EVENTS |
The Company has performed an evaluation of subsequent events in accordance with ASC Topic 855. The Company is not aware of any subsequent events which would require recognition or disclosure in the financial statements. |
Significant_Accounting_Policie1
Significant Accounting Policies (Policies) | 3 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||||
Basis of Presentation | Basis of Presentation | ||||||||||||||||||
The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC"). In the opinion of management, all adjustments necessary in order for the financial statements to be not misleading have been reflected herein. The Company has adopted a September 30 year end. | |||||||||||||||||||
Cash and Cash Equivalents | Cash and Cash Equivalents | ||||||||||||||||||
For purposes of the statement of cash flows, the Company considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. There were no cash equivalents as of December 31, 2014 and September 30, 2014. | |||||||||||||||||||
Restricted Cash | Restricted Cash | ||||||||||||||||||
The Company presents cash balances that are for a specific purpose and therefore not available for immediate and general use by the Company, separately on the balance sheet as restricted cash. As of September 30, 2014, the Company has set aside $68,125 to be used in its IFLM Realty Prime Opportunity Fund. Subsequent to September 30, 2014, the funds have been used for other business purposes. | |||||||||||||||||||
Stock Based Compensation | Stock Based Compensation | ||||||||||||||||||
We account for equity instruments issued in exchange for the receipt of goods or services from non-employees. Costs are measured at the fair market value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration other than employee services is determined on the earlier of the date on which there first exists a firm commitment for performance by the provider of goods or services or on the date performance is complete. The Company recognizes the fair value of the equity instruments issued that result in an asset or expense being recorded by the Company, in the same period(s) and in the same manner, as if the Company has paid cash for the goods or services. | |||||||||||||||||||
The Company accounts for equity based transactions with non-employees under the provisions of ASC Topic No. 505-50, “Equity-Based Payments to Non-Employees” (“Topic No. 505-50”). Topic No. 505-50 establishes that equity-based payment transactions with non-employees shall be measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The fair value of common stock issued for payments to non-employees is measured at the market price on the date of grant. The fair value of equity instruments, other than common stock, is estimated using the Black-Scholes option valuation model. In general, the Company recognizes an asset or expense in the same manner as if it was to pay cash for the goods or services instead of paying with or using the equity instrument. | |||||||||||||||||||
The Company accounts for employee stock-based compensation in accordance with the guidance of FASB ASC Topic 718, Compensation - Stock Compensation which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on their fair values. The fair value of the equity instrument is charged directly to compensation expense and credited to additional paid-in capital over the period during which services are rendered. There has been no stock-based compensation issued to employees. | |||||||||||||||||||
Use of Estimates | Use of Estimates | ||||||||||||||||||
The presentation 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 disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. | |||||||||||||||||||
Fair Value of Financial Instruments | Fair Value of Financial Instruments | ||||||||||||||||||
The carrying amount of cash, notes receivable, accounts payable, accrued liabilities and notes payable, as applicable, approximates fair value due to the short-term nature of these items. The fair value of the related party notes payable cannot be determined because of the Company's affiliation with the parties with whom the agreements exist. The use of different assumptions or methodologies may have a material effect on the estimates of fair values. | |||||||||||||||||||
ASC Topic 820, “Fair Value Measurements and Disclosures,” requires disclosure of the fair value of financial instruments held by the Company. ASC Topic 825, “Financial Instruments,” defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. The carrying amounts reported in the balance sheets for receivables and current liabilities each qualify as financial instruments and are a reasonable estimate of their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The three levels of valuation hierarchy are defined as follows: | |||||||||||||||||||
· Level 1: Observable inputs such as quoted prices in active markets; | |||||||||||||||||||
· Level 2: Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and | |||||||||||||||||||
· Level 3: Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. | |||||||||||||||||||
The following table presents assets and liabilities that are measured and recognized at fair value as of December 31, 2014 and September 30, 2014 on a recurring basis: | |||||||||||||||||||
31-Dec-14 | |||||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total Gains and (Losses) | |||||||||||||||
Derivative | — | — | (208,648 | ) | -44,629 | ||||||||||||||
Total | $ | — | $ | — | $ | (208,648 | ) | $ | -44,629 | ||||||||||
30-Sep-14 | |||||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total Gains and (Losses) | |||||||||||||||
Derivative | — | — | (183,648 | ) | 96,085 | ||||||||||||||
Total | $ | — | $ | — | $ | (183,648 | ) | $ | 96,085 | ||||||||||
Long Lived Assets | Long Lived Assets | ||||||||||||||||||
Long lived assets are carried at cost and amortized over their estimated useful lives, generally on a straight-line basis. The Company reviews identifiable amortizable assets to be held and used for impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be recoverable. Determination of recoverability is based on the lowest level of identifiable estimated undiscounted cash flows resulting from use of the asset and its eventual disposition. Measurement of any impairment loss is based on the excess of the carrying value of the asset over its fair value. | |||||||||||||||||||
Income Taxes | Income Taxes | ||||||||||||||||||
Accounting Standards Codification Topic No. 740 “Income Taxes” (ASC 740) requires the asset and liability method of accounting be used for income taxes. Under the asset and liability method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates to apply to taxable income in the 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 income in the period that includes the enactment date. | |||||||||||||||||||
In June 2006, the FASB interpreted its standard for accounting for uncertainty in income taxes, an interpretation of accounting for income taxes. This interpretation clarifies the accounting for uncertainty in income taxes recognized in an entity’s financial statements in accordance the minimum recognition threshold and measurement attributable to a tax position taken on a tax return is required to be met before being recognized in the financial statements. The FASB’s interpretation had no material impact on the Company’s financial statements for the year ended September 30, 2014. | |||||||||||||||||||
Derivative Liabilities | Derivative Liabilities | ||||||||||||||||||
The Company records the fair value of its derivative financial instruments in accordance with ASC815, Derivatives and Hedging. The fair value of the derivatives was calculated using a multi-nominal lattice model performed by an independent qualified business valuator. The fair value of the derivative liability is revalued on each balance sheet date with corresponding gains and losses recorded in the consolidated statement of operations | |||||||||||||||||||
Derivative financial instruments should be recorded as liabilities in the balance sheet and measured at fair value. For purposes of the Company’s financial statements fair value was used as the basis for formulating an analysis which has been defined by the Financial Accounting Standards Board (“FASB”) as “the amount for which an asset (or liability) could be exchanged in a current transaction between knowledgeable, unrelated willing parties when neither party is acting under compulsion”. The FASB has provided guidance that its definition of fair value is consistent with the definition of fair market value in IRS Rev. Rule 59-60. In determining the fair value of the derivatives it was assumed that the Company’s business would be conducted as a going concern. These derivative liabilities will need to be marked-to-market each quarter with the change in fair value recorded in the income statement. | |||||||||||||||||||
Earnings (Loss) Per Share | Earnings (Loss) Per Share | ||||||||||||||||||
Basic earnings (loss) per share are computed by dividing the net income (loss) by the weighted-average number of shares of common stock and common stock equivalents (primarily outstanding options and warrants). Common stock equivalents represent the dilutive effect of the assumed exercise of the outstanding stock options and warrants, using the treasury stock method. The calculation of fully diluted earnings (loss) per share assumes the dilutive effect of the exercise of outstanding options and warrants at either the beginning of the respective period presented or the date of issuance, whichever is later. At December 31, 2014 and 2013, the Company had no outstanding options or warrants. Potentially dilutive shares were excluded from the computation as of December 31, 2014 and 2013 as they would have been anti-dilutive. | |||||||||||||||||||
Recent Accounting Pronouncements | Recent Accounting Pronouncements | ||||||||||||||||||
In June 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-12, Compensation – Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. The new guidance requires that share-based compensation that require a specific performance target to be achieved in order for employees to become eligible to vest in the awards and that could be achieved after an employee completes the requisite service period be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant-date fair value of the award. Compensation costs should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. If the performance target becomes probable of being achieved before the end of the requisite service period, the remaining unrecognized compensation cost should be recognized prospectively over the remaining requisite service period. The total amount of compensation cost recognized during and after the requisite service period should reflect the number of awards that are expected to vest and should be adjusted to reflect those awards that ultimately vest. The requisite service period ends when the employee can cease rendering service and still be eligible to vest in the award if the performance target is achieved. This new guidance is effective for fiscal years and interim periods within those years beginning after December 15, 2015. Early adoption is permitted. Entities may apply the amendments in this Update either (a) prospectively to all awards granted or modified after the effective date or (b) retrospectively to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented in the financial statements and to all new or modified awards thereafter. The adoption of ASU 2014-12 is not expected to have a material impact on our financial position or results of operations. | |||||||||||||||||||
In June 2014, the FASB issued ASU No. 2014-10: Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation , to improve financial reporting by reducing the cost and complexity associated with the incremental reporting requirements of development stage entities. The amendments in this update remove all incremental financial reporting requirements from U.S. GAAP for development stage entities, thereby improving financial reporting by eliminating the cost and complexity associated with providing that information. The amendments in this Update also eliminate an exception provided to development stage entities in Topic 810, Consolidation, for determining whether an entity is a variable interest entity on the basis of the amount of investment equity that is at risk. The amendments to eliminate that exception simplify U.S. GAAP by reducing avoidable complexity in existing accounting literature and improve the relevance of information provided to financial statement users by requiring the application of the same consolidation guidance by all reporting entities. The elimination of the exception may change the consolidation analysis, consolidation decision, and disclosure requirements for a reporting entity that has an interest in an entity in the development stage. The amendments related to the elimination of inception-to-date information and the other remaining disclosure requirements of Topic 915 should be applied retrospectively except for the clarification to Topic 275, which shall be applied prospectively. For public companies, those amendments are effective for annual reporting periods beginning after December 15, 2014, and interim periods therein. Early adoption is permitted. The Company has elected early adoption of ASU 2014-10 which removed the development stage entity financial reporting requirements from the Company. | |||||||||||||||||||
The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and the Company does not believe that there are any other new accounting pronouncements that have been issued, that might have a material impact on its financial position or results of operations. |
Significant_Accounting_Policie2
Significant Accounting Policies (Tables) | 3 Months Ended | ||||||||||||||||||
Dec. 31, 2014 | |||||||||||||||||||
Significant Accounting Policies Tables | |||||||||||||||||||
Schedule of Fair Value of Derivative Assets and Liabilities | The following table presents assets and liabilities that are measured and recognized at fair value as of December 31, 2014 and September 30, 2014 on a recurring basis: | ||||||||||||||||||
31-Dec-14 | |||||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total Gains and (Losses) | |||||||||||||||
Derivative | — | — | (208,648 | ) | -44,629 | ||||||||||||||
Total | $ | — | $ | — | $ | (208,648 | ) | $ | -44,629 | ||||||||||
30-Sep-14 | |||||||||||||||||||
Description | Level 1 | Level 2 | Level 3 | Total Gains and (Losses) | |||||||||||||||
Derivative | — | — | (183,648 | ) | 96,085 | ||||||||||||||
Total | $ | — | $ | — | $ | (183,648 | ) | $ | 96,085 |
Convertible_Notes_Payable_Tabl
Convertible Notes Payable (Tables) | 3 Months Ended | ||||
Dec. 31, 2014 | |||||
Convertible Notes Payable Tables | |||||
Schedule of Activity of Derivative Liability | A summary of the activity of the derivative liability is shown below: | ||||
Balance at September 30, 2014 | $ | 183,648 | |||
Decrease in derivative due to extinguishment of debt | (7,560 | ) | |||
Decrease in derivative due to conversion of debt | (12,069 | ) | |||
Increase to derivative due to new issuances | 99,501 | ||||
Derivative gain due to mark to market adjustment | (54,872 | ) | |||
Balance at December 31, 2014 | $ | 208,648 |
Significant_Accounting_Policie3
Significant Accounting Policies (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Dec. 30, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Gain / (loss) on derivative liability | ($44,629) | $16,406 | $96,085 | |
Level 1 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Derivative | ||||
Total | ||||
Level 2 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Derivative | ||||
Total | ||||
Level 3 | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Derivative | 183,648 | 208,648 | ||
Total | ($183,648) | ($208,648) |
Convertible_Notes_Payable_Deta
Convertible Notes Payable (Details) (USD $) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | |
Balance at September 30, 2014 | $183,648 | ||
Derivative gain due to mark to market adjustment | -44,629 | 16,406 | 96,085 |
Balance at December 31, 2014 | 208,648 | 183,648 | |
Derivative Liability | |||
Balance at September 30, 2014 | 183,648 | ||
Decrease in derivative due to extinguishment of debt | -7,560 | ||
Decrease in derivative due to conversion of debt | -12,069 | ||
Increase to derivative due to new issuances | 99,501 | ||
Derivative gain due to mark to market adjustment | -54,872 | ||
Balance at December 31, 2014 | $208,648 |
Significant_Accounting_Policie4
Significant Accounting Policies (Narrative) (Details) (USD $) | 12 Months Ended | |
Sep. 30, 2014 | Dec. 31, 2014 | |
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $68,125 | |
Restricted Cash - IFLM Realty Prime Opportunity Fund | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash description | As of September 30, 2014, the Company has set aside $68,125 to be used in its IFLM Realty Prime Opportunity Fund. The funds have been used for other business purposes. | |
Restricted cash | $68,125 |
Convertible_Debentures_Narrati
Convertible Debentures (Narrative) (Details) (USD $) | 3 Months Ended | 0 Months Ended | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Apr. 09, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2014 | |
Short-term Debt [Line Items] | ||||||
Unamortized debt discount | $41,138 | $92,354 | ||||
Amortization of debt discount | 51,216 | |||||
Neil Linder - Convertible Debentures Issued On April 9, 2012 | ||||||
Short-term Debt [Line Items] | ||||||
Debt instrument face amount | 100,000 | |||||
Debt issuance date | 9-Apr-12 | |||||
Principal portion of outstanding convertible debenture | 86,050 | |||||
Interest rate of debt instrument | 12.00% | |||||
Convertible debenture maturity date | 9-Apr-13 | |||||
Conversion terms of convertible debenture | Mr. Linder has the right to convert all or a portion of the principal into shares of common stock at a conversion price equal to the lesser of fifty percent (50%) of the average of the closing bid price of common stock during the five trading days immediately preceding the conversion date, or fifty percent (50%) of the closing bid price of the Common Stock on the date of issuance as quoted by Bloomberg, LP. Pursuant to the terms of this debenture, the holder shall not be entitled to convert a number of shares that would exceed 4.99% of the outstanding shares of the Company’s common stock. | |||||
Unamortized debt discount | 49,532 | |||||
Amortization of debt discount | 33,538 | 15,994 | ||||
Debt default terms | In addition, as a consequence of the triggering of the default provision of the debenture the interest on the debenture has been instated at a rate of 18% effective as of the date of issuance, a $1,000 per business day penalty was being imposed for failure to execute a conversion in a timely manner, and an additional accrual of $112,509 was accounted for as a result of a provision requiring additional funds due in the event that a “default payment” is made by the Company. | |||||
Neil Linder - Convertible Debentures Issued On April 9, 2012 | Common Stock | ||||||
Short-term Debt [Line Items] | ||||||
Stock issued in conversion of notes payable, value | $13,950 | |||||
Stock issued in conversion of notes payable, shares | 2,052,795 |
Convertible_Notes_Payable_Narr
Convertible Notes Payable (Narrative) (Details) (USD $) | 3 Months Ended | 0 Months Ended | |||||||||
Dec. 31, 2014 | Dec. 31, 2013 | Oct. 29, 2014 | Jan. 29, 2014 | Sep. 30, 2014 | Mar. 11, 2014 | Nov. 11, 2014 | Apr. 28, 2014 | Jun. 25, 2014 | Jul. 17, 2014 | Dec. 17, 2014 | |
Short-term Debt [Line Items] | |||||||||||
Unamortized debt discount | $41,138 | $92,354 | |||||||||
Amortization of debt discount | 51,216 | ||||||||||
Repayments of convertible notes payable | 7,585 | ||||||||||
Asher Enterprises Inc - Convertible Promissory Note Issued on January 29, 2014 | |||||||||||
Short-term Debt [Line Items] | |||||||||||
Debt instrument face amount | 37,500 | ||||||||||
Interest rate of debt instrument | 8.00% | ||||||||||
Debt maturity date | 31-Oct-14 | ||||||||||
Debt conversion terms | The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. | ||||||||||
Amortization of debt discount | 21,326 | ||||||||||
Stock price | $0.01 | ||||||||||
Conversion price | $0.00 | ||||||||||
Intrinsic value | 21,326 | ||||||||||
Repayments of convertible notes payable | 9,374 | ||||||||||
Asher Enterprises Inc - Convertible Promissory Note Issued on January 29, 2014 | Common Stock | |||||||||||
Short-term Debt [Line Items] | |||||||||||
Stock issued in conversion of debt, value | 5,915 | 24,000 | |||||||||
Stock issued in conversion of debt, shares | 4,550,000 | 5,804,196 | |||||||||
Asher Enterprises Inc - Convertible Promissory Note Issued on March 11, 2014 | |||||||||||
Short-term Debt [Line Items] | |||||||||||
Debt instrument face amount | 42,500 | ||||||||||
Interest rate of debt instrument | 8.00% | 22.00% | |||||||||
Debt maturity date | 17-Dec-14 | ||||||||||
Debt conversion terms | The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. | ||||||||||
Amortization of debt discount | 42,500 | ||||||||||
Interest accrued | 2,972 | ||||||||||
Stock price | $0.01 | ||||||||||
Conversion price | $0.00 | ||||||||||
Intrinsic value | 130,826 | ||||||||||
Principle portion of convertible notes payable outstanding | 36,585 | ||||||||||
Asher Enterprises Inc - Convertible Promissory Note Issued on March 11, 2014 | Common Stock | |||||||||||
Short-term Debt [Line Items] | |||||||||||
Stock issued in conversion of debt, value | 5,915 | ||||||||||
Stock issued in conversion of debt, shares | 4,550,000 | ||||||||||
KBM Worldwide, Inc - Convertible Promissory Note Issued on April 28, 2014 | |||||||||||
Short-term Debt [Line Items] | |||||||||||
Debt instrument face amount | 37,500 | ||||||||||
Interest rate of debt instrument | 8.00% | ||||||||||
Debt maturity date | 30-Jan-15 | ||||||||||
Debt conversion terms | The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. | ||||||||||
Unamortized debt discount | 37,500 | ||||||||||
Amortization of debt discount | 33,713 | ||||||||||
Interest accrued | 1,890 | ||||||||||
Stock price | $0.02 | ||||||||||
Conversion price | $0.00 | ||||||||||
Intrinsic value | 101,047 | ||||||||||
LG Capital Funding, LLC - Convertible Promissory Note Issued on June 25, 2014 | |||||||||||
Short-term Debt [Line Items] | |||||||||||
Debt instrument face amount | 47,500 | ||||||||||
Interest rate of debt instrument | 8.00% | ||||||||||
Debt maturity date | 25-Jun-15 | ||||||||||
Debt conversion terms | The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount of the lowest trading price in the 20-day trading price prior to the conversion date. | ||||||||||
Unamortized debt discount | 47,500 | ||||||||||
Amortization of debt discount | 24,987 | ||||||||||
Interest accrued | 1,988 | ||||||||||
Stock price | $0.01 | ||||||||||
Conversion price | $0.00 | ||||||||||
Intrinsic value | 102,644 | ||||||||||
KBM Worldwide, Inc - Convertible Promissory Note Issued on July 17, 2014 | |||||||||||
Short-term Debt [Line Items] | |||||||||||
Debt instrument face amount | 37,500 | ||||||||||
Interest rate of debt instrument | 8.00% | ||||||||||
Debt maturity date | 21-Apr-15 | ||||||||||
Debt conversion terms | The Note is convertible into common stock in whole or in part 180 days after funding at a variable conversion price equal to a 42% discount to the average of the lowest three trading prices in the 10-day trading price prior to the conversion date. | ||||||||||
Unamortized debt discount | 37,500 | ||||||||||
Amortization of debt discount | 22,662 | ||||||||||
Interest accrued | 1,373 | ||||||||||
Stock price | $0.01 | ||||||||||
Conversion price | $0.01 | ||||||||||
Intrinsic value | $45,008 |
Common_Stock_Transactions_Narr
Common Stock Transactions (Narrative) (Details) (USD $) | 3 Months Ended | 0 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Nov. 25, 2014 | Nov. 12, 2014 | |
Proceeds from sale of common stock | $3,000 | $14,000 | ||
Common Stock | ||||
Stock issued in conversion of accounts payable for service rendered, shares | 7,000,000 | |||
Stock issued in conversion of accounts payable for service rendered, value | 35,000 | |||
Stock issued for cash, shares | 3,000,000 | |||
Proceeds from sale of common stock | $3,000 |
Preferred_Stock_Narrative_Deta
Preferred Stock (Narrative) (Details) (USD $) | 3 Months Ended | 0 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Jun. 17, 2013 | Dec. 01, 2014 | Sep. 30, 2014 | |
Preferred Stock, shares authorized | 10,000,000 | 15,000,000 | |||
Preferred Stock, par or stated value | $0.00 | $0.00 | |||
Preferred stock for compensation | $79,000 | ||||
Preferred Stock | |||||
Preferred Stock, shares authorized | 15,000,000 | ||||
Preferred Stock, par or stated value | $0.00 | ||||
Series A Preferred Stock | |||||
Preferred Stock, shares authorized | 5,000,000 | ||||
Preferred stock voting rights | The shares have super voting rights of 100 common shares for every one share of Series A. | ||||
Preferred stock preferential terms | The Preferred Series A do not contain any rights to dividends; have no liquidation preference; are not to be amended without the holders approval. | ||||
Preferred stock for compensation | $79,000 | ||||
Series A Preferred Stock | Jeff Ritchie - Chief Operating Officer | |||||
Stock issued for service rendered, shares | 5,000,000 |