Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Sep. 30, 2015 | May. 31, 2016 | Mar. 31, 2016 | |
Document And Entity Information | |||
Entity Registrant Name | Independent Film Development CORP | ||
Entity Central Index Key | 1,425,883 | ||
Document Type | 10-K | ||
Document Period End Date | Sep. 30, 2015 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --09-30 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 14,937 | ||
Entity Common Stock, Shares Outstanding | 323,474,377 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,015 |
Balance Sheets
Balance Sheets - USD ($) | Sep. 30, 2015 | Sep. 30, 2014 |
ASSETS | ||
Cash | $ 80 | $ 13,855 |
Restricted cash | 68,125 | |
Other current assets | 33,375 | |
Total Current Assets | $ 80 | 115,355 |
Total Assets | 80 | 115,355 |
Current Liabilities: | ||
Accounts payable and other accruals | 115,677 | 158,299 |
Accrued officer compensation - related party | 720,875 | 634,700 |
Accrued interest and penalties | 351,874 | 326,035 |
Loans payable | 8,493 | 18,550 |
Loans payable, related party | 42,687 | 8,687 |
Derivative liability | 127,202 | 183,648 |
Convertible notes payable in default, net of discount of $27,637 and $0, respectively | 178,058 | 172,196 |
Total Liabilities | 1,544,866 | $ 1,502,115 |
Stockholders' Equity (Deficit): | ||
Preferred Stock, $0.0001 par value, 4,980,0000 shares authorized, none issued and outstanding Series A Preferred Stock, $0.0001 par value, 5,000,000 shares authorized, 5,000,000 and 0 issued and outstanding, respectively Series AA Preferred Stock, $0.0001 par value, 10 shares authorized 10 and 0 issued and outstanding, respectively Series B Preferred Stock, $0.0001 par value, 5,000,000 shares authorized, 57,298 and 0 issued and outstanding, respectively | 508 | |
Common stock, $0.00001 par value, 485,000,000 shares authorized, 67,398,079 and 37,717 issued and outstanding, respectively | 674 | |
Additional paid in capital | 10,400,286 | $ 5,424,017 |
Common stock payable | 61,470 | $ 38,000 |
Series B Preferred Stock payable | 45,000 | |
Accumulated deficit | (12,052,724) | $ (6,848,777) |
Total Stockholders' Equity (Deficit) | (1,544,786) | (1,386,760) |
Total Liabilities and Stockholders' Equity (Deficit) | 80 | $ 115,355 |
Series A Preferred Stock [Member] | ||
Stockholders' Equity (Deficit): | ||
Preferred Stock, $0.0001 par value, 4,980,0000 shares authorized, none issued and outstanding Series A Preferred Stock, $0.0001 par value, 5,000,000 shares authorized, 5,000,000 and 0 issued and outstanding, respectively Series AA Preferred Stock, $0.0001 par value, 10 shares authorized 10 and 0 issued and outstanding, respectively Series B Preferred Stock, $0.0001 par value, 5,000,000 shares authorized, 57,298 and 0 issued and outstanding, respectively | 500 | |
Total Stockholders' Equity (Deficit) | 500 | |
Total Liabilities and Stockholders' Equity (Deficit) | $ 500 | |
Series AA Preferred Stock [Member] | ||
Stockholders' Equity (Deficit): | ||
Preferred Stock, $0.0001 par value, 4,980,0000 shares authorized, none issued and outstanding Series A Preferred Stock, $0.0001 par value, 5,000,000 shares authorized, 5,000,000 and 0 issued and outstanding, respectively Series AA Preferred Stock, $0.0001 par value, 10 shares authorized 10 and 0 issued and outstanding, respectively Series B Preferred Stock, $0.0001 par value, 5,000,000 shares authorized, 57,298 and 0 issued and outstanding, respectively | ||
Total Stockholders' Equity (Deficit) | ||
Total Liabilities and Stockholders' Equity (Deficit) | ||
Series B Preferred Stock [Member] | ||
Stockholders' Equity (Deficit): | ||
Preferred Stock, $0.0001 par value, 4,980,0000 shares authorized, none issued and outstanding Series A Preferred Stock, $0.0001 par value, 5,000,000 shares authorized, 5,000,000 and 0 issued and outstanding, respectively Series AA Preferred Stock, $0.0001 par value, 10 shares authorized 10 and 0 issued and outstanding, respectively Series B Preferred Stock, $0.0001 par value, 5,000,000 shares authorized, 57,298 and 0 issued and outstanding, respectively | $ 6 | |
Total Stockholders' Equity (Deficit) | 6 | |
Total Liabilities and Stockholders' Equity (Deficit) | 6 | |
Series F Preferred Stock [Member] | ||
Stockholders' Equity (Deficit): | ||
Preferred Stock, $0.0001 par value, 4,980,0000 shares authorized, none issued and outstanding Series A Preferred Stock, $0.0001 par value, 5,000,000 shares authorized, 5,000,000 and 0 issued and outstanding, respectively Series AA Preferred Stock, $0.0001 par value, 10 shares authorized 10 and 0 issued and outstanding, respectively Series B Preferred Stock, $0.0001 par value, 5,000,000 shares authorized, 57,298 and 0 issued and outstanding, respectively | 2 | |
Total Stockholders' Equity (Deficit) | 2 | |
Total Liabilities and Stockholders' Equity (Deficit) | $ 2 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - USD ($) | Sep. 30, 2015 | Sep. 30, 2014 |
Discount on convertible notes payable | $ 27,637 | $ 0 |
Preferred stock, par value per share | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 49,800,000 | 49,800,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value per share | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 485,000,000 | 485,000,000 |
Common stock, shares issued | 67,398,079 | 37,717 |
Common stock, shares outstanding | 67,398,079 | 37,717 |
Series A Preferred Stock [Member] | ||
Preferred stock, par value per share | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 5,000,000 | 0 |
Preferred stock, shares outstanding | 5,000,000 | 0 |
Series AA Preferred Stock [Member] | ||
Preferred stock, par value per share | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10 | 10 |
Preferred stock, shares issued | 10 | 0 |
Preferred stock, shares outstanding | 10 | 0 |
Series B Preferred Stock [Member] | ||
Preferred stock, par value per share | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 57,298 | 0 |
Preferred stock, shares outstanding | 57,298 | 0 |
Series F Preferred Stock [Member] | ||
Preferred stock, par value per share | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 200,000 | 200,000 |
Preferred stock, shares issued | 20,000 | 0 |
Preferred stock, shares outstanding | 20,000 | 0 |
Statements Of Operations
Statements Of Operations - USD ($) | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Income Statement [Abstract] | ||
Revenue | ||
Expenses: | ||
Officer compensation | $ 268,276 | $ 382,900 |
Professional fees | 56,388 | 48,306 |
General and administrative | 46,906 | 222,785 |
Total operating expenses | 371,570 | 653,991 |
Net loss from operations | (371,570) | (653,991) |
Other income and (expense): | ||
Gain (loss) on derivative liability | (128,079) | 96,085 |
Gain on extinguishment of debt | 49,682 | $ 1,360,227 |
Loss on settlement of debt | 4,420,750 | |
Impairment expense | 122,354 | |
Penalty expense | 31,875 | $ 118,000 |
Interest expense | 179,001 | 149,418 |
Total other income (expense) | (4,832,377) | 1,188,894 |
Net income (loss) | $ (5,203,947) | $ 534,903 |
Income (loss) per share | ||
Basic | $ (0.62) | $ 1,596 |
Diluted | $ (0.62) | $ 11.08 |
Weighted average shares outstanding | ||
Basic | 8,446,444 | 33,516 |
Diluted | 8,446,444 | 48,281 |
Statement Of Stockholders' Equi
Statement Of Stockholders' Equity (Deficit) - USD ($) | Common Stock [Member] | Series A Preferred Stock [Member] | Series AA Preferred Stock [Member] | Series B Preferred Stock [Member] | Series F Preferred Stock [Member] | Paid in Capital [Member] | Accumulated Deficit [Member] | Preferred Stock Payable [Member] | Common Stock Subscribed [Member] | Total |
Balance common stock, shares at Sep. 30, 2013 | 24,925 | |||||||||
Balance preferred stock, shares at Sep. 30, 2013 | ||||||||||
Balance, value at Sep. 30, 2013 | $ 3,716,177 | $ (7,383,680) | $ 684,010 | $ (2,983,493) | ||||||
Stock for officer compensation, shares | 3,200 | |||||||||
Stock for officer compensation, value | 49,300 | 49,300 | ||||||||
Stock issued for services, shares | 2,900 | |||||||||
Stock issued for services, value | 132,770 | 132,770 | ||||||||
Stock issued for cash, shares | 3,340 | |||||||||
Stock issued for cash, value | 24,000 | 24,000 | ||||||||
Stock for accrued compensation, shares | 350 | |||||||||
Stock for accrued compensation, value | 70,000 | 70,000 | ||||||||
Stock issued in conversion of note payable, shares | 2,322 | |||||||||
Stock issued in conversion of note payable, value | 49,151 | $ 49,151 | ||||||||
Stock issued for payable, shares | 680 | |||||||||
Stock issued for payable, value | 646,010 | $ (646,010) | ||||||||
Debt discount on convertible notes | 186,327 | $ 186,327 | ||||||||
Write off of derivative liability | 450,282 | 450,282 | ||||||||
Contributed capital | $ 100,000 | $ 100,000 | ||||||||
Stock issued for conversion of accounts payable, value | ||||||||||
Stock issued for acquisition, value | ||||||||||
Net income (loss) for the year ended | $ 534,903 | $ 534,903 | ||||||||
Balance common stock, shares at Sep. 30, 2014 | 37,717 | 37,717 | ||||||||
Balance preferred stock, shares at Sep. 30, 2014 | ||||||||||
Balance, value at Sep. 30, 2014 | $ 0 | $ 5,424,017 | $ (6,848,777) | $ 38,000 | $ (1,386,760) | |||||
Stock issued for cash, shares | 1,200 | |||||||||
Stock issued for cash, value | 3,000 | $ 5,000 | $ 8,000 | |||||||
Stock issued in conversion of note payable, value | ||||||||||
Write off of derivative liability | $ 259,649 | |||||||||
Contributed capital | (30,000) | (30,000) | ||||||||
Shares issued for rounding on reverse, shares | 34,776 | |||||||||
Preferred A shares issued for officer compensation, shares | 5,000,000 | |||||||||
Preferred A shares issued for officer compensation, value | $ 500 | 78,500 | 79,000 | |||||||
Common shares issued for compensation, shares | 400 | |||||||||
Common shares issued for compensation, value | 2,000 | 2,000 | ||||||||
Stock issued for conversion of accrued salary, shares | 560,000 | 10 | 40,500 | |||||||
Stock issued for conversion of accrued salary, value | $ 6 | $ 4 | 2,989,916 | 2,989,926 | ||||||
Stock issued for conversion of accounts payable, shares | 2,800 | |||||||||
Stock issued for conversion of accounts payable, value | 35,000 | $ 35,000 | ||||||||
Series B dividend issued, shares | 16,798 | |||||||||
Series B dividend issued, value | $ 2 | (2) | ||||||||
Stock issued for convertible debt, shares | 66,762,386 | |||||||||
Stock issued for convertible debt, value | $ 668 | $ 1,775,503 | $ 23,470 | $ 1,799,641 | ||||||
Stock payable for conversion of related party debt, value | $ 40,000 | 40,000 | ||||||||
Stock issued for acquisition, shares | 20,000 | |||||||||
Stock issued for acquisition, value | $ 2 | $ 122,352 | 122,354 | |||||||
Stock cancelled | (1,200) | |||||||||
Net income (loss) for the year ended | $ (5,203,947) | $ (5,203,947) | ||||||||
Balance common stock, shares at Sep. 30, 2015 | 67,398,079 | 67,398,079 | ||||||||
Balance preferred stock, shares at Sep. 30, 2015 | 5,000,000 | 10 | 20,000 | |||||||
Balance, value at Sep. 30, 2015 | $ 674 | $ 500 | $ 57,928 | $ 6 | $ 2 | $ 10,400,286 | $ (12,052,724) | $ 45,000 | $ 61,470 | $ (1,544,786) |
Statements Of Cash Flows
Statements Of Cash Flows - USD ($) | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (5,203,947) | $ 534,903 |
Adjustments to reconcile net income (loss) to total cash used in operations: | ||
Common stock for compensation | 49,300 | |
Common stock for other services | $ 2,000 | $ 132,770 |
Preferred stock for compensation, related party | 88,676 | |
Preferred shares for compensation | 79,000 | |
Impairment expense | 122,354 | |
Loss on conversion of debt | 1,435,750 | |
Loss on conversion of accrued salary to common stock | 2,785,000 | |
Gain on extinguishment of debt | 49,682 | $ 1,360,227 |
Change in fair value of derivative liabilities | (128,079) | 96,085 |
Debt discount amortization | 139,836 | 93,972 |
Change in assets and liabilities: | ||
Other assets | (33,383) | 33,375 |
Accounts payable & accruals | $ 3,927 | 165,774 |
Accounts payable, related party | (70,705) | |
Accrued expenses | $ 35,827 | 143,361 |
Accrued interest, related party | (854) | |
Increase in accrued compensation | $ 277,425 | 204,873 |
Net cash used in operating activities | $ (122,372) | $ (236,293) |
Cash flows from investing activities | ||
Cash flows from financing activities: | ||
Cash advances (payments) related party | $ (4,210) | |
Proceeds from loans | $ 45,607 | 211,350 |
Contributed capital | 100,000 | |
Payment on notes payable | $ 13,135 | 4,100 |
Payments to officers | 11,480 | |
Proceeds from the sale of common stock | $ 3,000 | $ 24,000 |
Proceeds from the sale of preferred stock | 5,000 | |
Net cash provided by financing activities | 40,472 | $ 315,560 |
Net increase (decrease) in cash | (81,900) | 79,267 |
Cash at beginning of year | 81,980 | 2,713 |
Cash at end of year | $ 80 | $ 81,980 |
Cash paid for: Interest | ||
Cash paid for: Taxes | ||
Supplemental disclosure of non-cash activities | ||
Conversion of accrued salary into convertible debt | $ 40,000 | |
Conversion of convertible debt to preferred stock payable | 40,000 | |
Conversion of accrued salary to preferred stock | 101,246 | |
Common stock issued for conversion of accrued compensation | 15,000 | $ 70,000 |
Conversion of accounts payable into common stock | $ 35,000 | |
Common stock issued for conversion of debt | $ 24,000 | |
Preferred B dividend | $ 2 | |
Settlement of derivative liability | 259,649 | $ 450,282 |
Reclassification of APIC to Loans | 30,000 | |
Debt discount on convertible notes payable | 75,125 | $ 186,327 |
Common stock issued for stock payable | 104,238 | $ 646,010 |
Shares issued for acquisition | $ 122,354 |
History Of Operations
History Of Operations | 12 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
History of Operations | NOTE 1: HISTORY OF OPERATIONS Business Activity Independent Film Development Corporation (IFLM) was incorporated in the State of Nevada on September 14, 2007. The Companys current plan of operations consists of three parts: To begin operations of IFLMs newly acquired hospitality asset, C2C Restaurant Group (C2C). The first restaurant to fall under C2C, Chef Eddie Gs Kitchen, was opened in December 2015 in Manhattans East Harlem neighborhood in New York City. The development of content creation/distribution projects, both in the form of original theatrical material as well as related and/or derivative programming related to the operations of C2C. IFLM will pursue those projects that align with the companys strategic vision. The acquisition of real estate assets 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. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | NOTE 2: SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The Companys financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include the estimated useful lives of property and equipment. Actual results could differ from those estimates. Concentrations of Credit Risk We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. We believe we are not exposed to any significant credit risk on cash. Cash equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents for the years ended September 30, 2015 or 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, 2015 and 2014, the Company had set aside $0 and $68,125 as restrictive cash. Fair Value of Financial Instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (Paragraph 820-10-35-37) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3: Pricing inputs that are generally observable inputs and not corroborated by market data. The carrying amount of the Companys financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments. The Companys notes payable approximates the fair value of such instruments based upon managements best estimate of interest rates that would be available to the Company for similar financial arrangements at September 30, 2015. The following table presents assets and liabilities that are measured and recognized at fair value as of September 30, 2014 and 2015 on a recurring basis: September 30, 2014 Description Level 1 Level 2 Level 3 Total Gains and (Losses) Derivative 183,648 96,085 Total $ $ $ 183,648 $ 96,085 September 30, 2015 Description Level 1 Level 2 Level 3 Total Gains and (Losses) Derivative 127,202 (128,079) Total $ $ $ 127,202 $(128,079) Derivative Liabilities The Company records the fair value of its derivative financial instruments in accordance with ASC815, Derivatives and Hedging Derivative financial instruments should be recorded as liabilities in the balance sheet and measured at fair value. For purposes of the Companys 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 Companys 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. Income Taxes The Company follows Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Income in the period that includes the enactment date. The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (Section 740-10-25) with regards to uncertainty income taxes. Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. The Company had no material adjustments to its liabilities for unrecognized income tax benefits according to the provisions of Section 740-10-25. Stock Based Compensation We account for equity-based transactions with nonemployees under the provisions of ASC Topic No. 505-50, Equity-Based Payments to Non-Employees We account for employee stock-based compensation in accordance with the guidance of FASB ASC Topic 718, CompensationStock Compensation, 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. The Company has no outstanding options or warrants. Recent Accounting Pronouncements In August 2014, the FASB issued Accounting Standards Update ASU 2014-15 on Presentation of Financial Statements Going Concern (Subtopic 205-40) Disclosure of Uncertainties about an Entitys Ability to Continue as a Going Concern. Currently, there is no guidance in U.S. GAAP about managements responsibility to evaluate whether there is substantial doubt about an entitys ability to continue as a going concern or to provide related footnote disclosures. The amendments in this Update provide that guidance. In doing so, the amendments are intended to reduce diversity in the timing and content of footnote disclosures. The amendments require management to assess an entitys ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, 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. |
Acquisitions
Acquisitions | 12 Months Ended |
Sep. 30, 2015 | |
Acquisitions | |
Acquisitions | NOTE 3: ACQUISITIONS On September 21, 2015, the Company entered into a share purchase agreement, by and among the Company, C2C Restaurant Group, Inc., a New York corporation and a restaurant holding company (C2C), and the shareholders of C2C, pursuant to which the Company purchased all of the outstanding common stock of C2C in exchange for 20,000 shares of our Series F preferred stock, par value $0.0001 per. Based upon an independent third party valuation the purchase was fair valued in two parts. First, a value of $5,600 was capitalized as a trade name for Chef Eddie G's Kitchen. Second the Company recorded goodwill in the amount of $117,754. The location for C2Cs first restaurant, Chef Eddie G's Kitchen, opened in December on Park Avenue in Manhattan, New York. Goodwill represents the excess of purchase price over the underlying net assets of businesses acquired. The Company complies with ASC 350, Goodwill and Other Indefinite Lived Intangible Assets As of September 30, 2015, C2C has not begun operations yet; therefore, has no other tangible assets or liabilities, or operations which would require proforma disclosures by the Company for the years ended September 30, 2015 and 2014. |
Convertible Debentures
Convertible Debentures | 12 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Convertible Debentures | NOTE 4: 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 Companys 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 821 shares of common stock. This conversion was converted within the terms of the agreement. On March 30, 2015, $4,000 of accrued interest was converted into 1,600 shares of common stock. 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%, 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. As of September 30, 2015 $86,050 of the principal face value of the Debenture remains outstanding along with $285,509 of accrued penalties and interest. This note is currently in default. |
Accrued Interest And Penalties
Accrued Interest And Penalties | 12 Months Ended |
Sep. 30, 2015 | |
Accrued Interest And Penalties | |
Accrued Interest and Penalties | NOTE 5: ACCRUED INTEREST AND PENALTIES Following is a summary of the Companys accrued penalties and interest as of September 30: 2015 2014 Neil Linder accrued penalties and interest (refer to Note 4) $ 328,531 $ 317,042 Other convertible debt accrued interest (refer to Note 6) 17,965 6,377 Loans payable accrued interest (refer to Note 7) 5,378 2,616 $ 351,874 $ 326,035 |
Convertible Notes Payable
Convertible Notes Payable | 12 Months Ended |
Sep. 30, 2015 | |
Convertible Notes Payable | |
Convertible Notes Payable | NOTE 6: 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 matured 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 principal was converted into 2,322 shares of common stock. On October 29, 2014, $5,915 of principal was converted into 1,820 shares of common stock and the remaining $9,374 of principal 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 matured 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 $0.003. The intrinsic value was $130,826; however, the discount is limited to the amount of the loan. On November 11, 2014, $5,915 of principal was converted into 1,820 shares of common stock. On March 18, 2015, this note was assigned to Jabro Funding Corp. On May 20, 2015, $23,525 of principal was converted into 34,852 shares of common stock and on September 8, 2015 the balance due of $14,760 was converted into 5,676,93 shares of common stock. 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 but was increased to 22% on the maturity date, is unsecured and matured 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, 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 $0.015 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 September 30, 2015, $22,970 of principal was converted into 49,937,783 shares of common stock. On September 30, 2015, the fair value of the derivative was calculated using a multi-nomial lattice model. As of September 30, 2015, there is $14,530 of principal and $7,629 of accrued interest due on this note. This note is currently past due. 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, $36,699 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 April 16, 2015, $1,500 of principal and $97 of interest was converted into 3,060,000 shares of common stock. On May 28, 2015, $8,000 of principal and $591 of interest was converted into 29,624 shares of common stock. On August 25, 2015, $5,000 of principal and $468 of interest was converted into 897,857 shares of common stock. Due to the conversion within the terms of the agreement, no gain or loss was recognized. On September 30, 2015, the fair value of the derivative was calculated using a multi-nomial lattice model. As of September 30, 2015, there is $33,000 of principal and $4,088 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. On September 30, 2015, the fair value of the derivative was calculated using a multi-nomial lattice model. As of September 30, 2015, there is $37,500 of principal and $6,249 of accrued interest on this note. On March 19, 2015, the Company executed a convertible promissory note for $7,500 with John D Thomas in exchange for legal services. The note is unsecured, accrued interest at 10% and is due on demand. The Note is convertible into common stock at $.00001 per share. As a result of the conversion feature the Company has recorded a debt discount of $7,500. During the year ended September 30, 2015, $1,995 of the debt discount was amortized into interest expense, with a balance of $5,505 as of September 30, 2015. As of September 30, 2015, this note has accrued interest of $401. On May 18, 2015, the Company executed a convertible promissory note for $16,700 with Syndicate Consulting, Inc. The note is unsecured, accrued interest at 10% and is due on demand. The Note is convertible into common stock at $.00005 per share. As a result of the conversion feature the Company has recorded a debt discount of $16,700. During the year ended September 30, 2015, $3,070 of the debt discount was amortized into interest expense, with a balance of $13,630 as of September 30, 2015. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.0007 and the conversion price of $0.00005. The intrinsic value was limited to the amount of the loan. As of September 30, 2015, this note has accrued interest of $935. On May 20, 2015, the Company executed a convertible promissory note for $5,925 with Syndicate Consulting, Inc. The note is unsecured, accrued interest at 10% and is due on demand. The Note is convertible into common stock at $.00005 per share. As a result of the conversion feature the Company has recorded a debt discount of $5,925. During the year ended September 30, 2015, $1,074 of the debt discount was amortized into interest expense, with a balance of $4,851 as of September 30, 2015. The discount was determined by calculating the intrinsic value of the loan based on the stock price on the date of the loan of $0.0003 and the conversion price of $0.00005. The intrinsic value was limited to the amount of the loan. As of September 30, 2015, this note has accrued interest of $148. On August 18, 2015, Syndicate loaned the Company an additional $5,990. The loan is due on demand and accrues interest at 10%. On July 5, 2015, the Company executed a convertible note with a director for conversion of $40,000 of accrued salary. On July 30, 2015, the note was converted into 22,000 shares of Series B preferred stock. As the conversion occurred within the terms of the note agreement, no gain or loss was recognized. A summary of outstanding convertible notes as of September 30, 2015 is as follows: Note Holder Issue Date Maturity Date Stated Interest Rate Principal Balance Outstanding 9/30//2015 Neil Linder 4/9/2012 4/9/2013 18 % $ 86,050 Asher Enterprises, Inc. 1/29/2014 10/31/2014 8 % Jabro Funding Corp 3/11/2014 12/17/2014 8 % Jabro Funding Corp 4/28/2014 1/30/2015 22 % 14,530 LG Capital Funding 6/25/2014 6/25/2015 16 % 33,000 Jabro Funding Corp 7/17/2014 4/21/2015 22 % 37,500 John D Thomas 3/19/2015 Demand 10 % 7,500 Syndicate Consulting, Inc. 5/18/2015 Demand 10 % 15,200 Syndicate Consulting, Inc. 5/20/2015 Demand 10 % 5,925 Syndicate Consulting, Inc. 8/18/2015 Demand 11 % 5,990 Rachel Boulds 7/5/2015 Demand n/a Subtotal 205,695 Less: Discounts (27,637 ) Convertible notes payable, net $ 178,058 A summary of the activity of the derivative liability for the notes above is as follows: Balance at September 30, 2013 $ 755,167 Decrease in derivative due to extinguishment of debt (450,282 ) Decrease in derivative due to conversion of debt (25,152 ) Increase to derivative due to new issuances 87,540 Derivative (gain) due to mark to market adjustment (183,625 ) Balance at September 30, 2014 183,648 Decrease in derivative due to payment/conversion of debt (259,649 ) Increase to derivative due to debt discount 75,125 Increase to derivative due to new issuances 1,778,224 Derivative gain due to mark to market adjustment (1,650,146 ) Balance at September 30, 2015 $ 127,202 |
Loans Payable - Related Party A
Loans Payable - Related Party And Third Party | 12 Months Ended |
Sep. 30, 2015 | |
Loans Payable - Related Party And Third Party | |
Loans Payable - Related Party and Third Party | NOTE 7: LOANS PAYABLE RELATED PARTY AND THIRD PARTY Third Party As of September 30, 2015, the Company owed a total of $8,493 to two other third parties. All amounts are due on demand. Related Party On May 8, 2015, the Company executed a promissory note for $4,000 with Pat Ritchie, the mother of CEO, Jeff Ritchie. The loan is unsecured, accrues interest at 10% and is due within one year. On September 25, 2015, the Company executed a promissory note with a shareholder party for $30,000. The $30,000 was previously credited to additional paid in capital; however, was changed to a promissory note as a result of a mutual agreement between the parties. The note is unsecured, accrues interest at 8% and matures March 25, 2016. As of September 30, 2015, the Company owed a total of $8,687 to a former officer for advances made to the Company to pay for general operating expenses. The advances are unsecured, accrue no interest and are due on demand. |
Income Taxes
Income Taxes | 12 Months Ended |
Sep. 30, 2015 | |
Income Taxes | |
Income Taxes | NOTE 8: INCOME TAXES Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment. Net deferred tax assets consist of the following components as of September 30: 2015 2014 NOL $ (2,626,112 ) $ (1,980,745 ) Net Income (loss) (5,203,947 ) 534,903 (Gain) loss on debt settlement 4,371,068 (1,360,227 ) (Gain) loss on derivative liability 128,079 (96,085 ) Debt discount amortization 139,836 93,972 Impairment expense 122,354 Common stock for other services 132,770 Common stock for compensation 2,000 49,300 NOL at end of period $ (3,066,722 ) $ (2,626,112 ) Effective Rate 0.34 0.34 Deferred Tax Asset (1,042,685 ) (892,878 ) Valuation 1,042,685 892,878 Deferred Tax Asset $ $ At September 30, 2015, the Company had net operating loss carry forwards of approximately $3,067,000 that may be offset against future taxable income from the year 2016 to 2035. No tax benefit has been reported in the September 30, 2015 financial statements since the potential tax benefit is offset by a valuation allowance of the same amount. Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards for Federal Income tax reporting purposes are subject to annual limitations. Should a change in ownership occur net operating loss carry forwards may be limited as to use in future years. |
Common Stock Transactions
Common Stock Transactions | 12 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Common Stock Transactions | NOTE 9: COMMON STOCK TRANSACTIONS Fiscal year 2014 During October 2013, the Company issued 2,400 common shares for services valued at $120,500 based on the market value of the common stock on the date of authorization. During October 2013, the Company received $10,000 from the sale of 560 shares of common stock. On December 18, 2013, the Company received $4,000 from the sale of 1,280 shares of common stock. On January 14, 2014, the Company received $10,000 from the sale of 1,500 shares of common stock. On February 19, 2014, the Company authorized the issuance of 2,800 common shares to David Garland, the Companys CEO, for compensation of services. The shares were issued at $0.006 based on the market value of the common stock on the date of authorization for total compensation expense of $44,100. On March 5, 2014, the Company authorized the issuance of 400 common shares to Rachel Boulds, the Companys CFO, for compensation of services. The shares were issued at $0.005 based on the market value of the common stock on the date of authorization for total compensation expense of $5,200. On March 5, 2014, the Company authorized the issuance of 350 common shares to C. David Pugh, the Companys Chief Communications Officer, for conversion of accrued salary of $70,000. Shares were valued at $0.08 per the terms of the employment agreement. On March 5, 2014, the Company issued 680 shares of common stock valued at $646,010, previously recorded as common stock payable. On March 19, 2014, the Company authorized the issuance of 480 common shares for investor relation services. These shares were valued using the closing share price of the Common Stock on the day of issuance for a total non-cash expense of $12,000. On May 21, 2014, the Company authorized the issuance of 20 common shares to an investor as an incentive to invest in one of the Companys future real estate ventures. These shares were valued using the closing share price of the Common Stock on the day of grant for a total non-cash expense of $270. On August 5, 2014, Asher Enterprises, Inc. converted $12,000 of the note dated January 29, 2014 per the terms of the note, into 2,500 shares of common stock. On August 25, 2014, Asher Enterprises, Inc. converted $12,000 of the note dated January 29, 2014 per the terms of the note, into 1,231 shares of common stock. Fiscal year 2015 On October 29, 2014, the Company issued 1,820 shares of common stock to Asher Enterprises, Inc. in conversion of $5,915 of principal 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 1,820 shares of common stock to Asher Enterprises, Inc. for conversion of $5,915 of principal 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 2,800 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 1,200 shares of common stock for total proceeds of $3,000. Effective February 11, 2015, the Company restated its Articles of Incorporation in which it changed the par value of the Companys common stock from $0.0001 to $0.00001 and increased the authorized shares of common stock to 2,000,000,000. The value of the common stock and additional paid in capital accounts have been retroactively adjusted for the change in par value. On March 2, 2015, the Company issued 400 shares of common stock to Rachel Boulds, the former CFO for services. The shares were valued based on the closing price of the common stock on the date of grant for a total non-cash expense of $2,000. On March 2, 2015, the Company issued 600,000 shares of common stock to Jeff Ritchie, Interim CEO for conversion of $15,000 of accrued salary. The shares were valued based on the closing price of the common stock on the date of grant which resulted in a loss on conversion of $2,985,000. June 4, 2015. Mr. Ritchie returned 40,000 shares to the Company. The Company credited loss on conversion of debt $200,000 due to the return of shares which resulted in a net issuance of 560,000 shares and a net loss on conversion of $2,785,000. On March 2, 2015, the Company issued 25,000 shares of common stock to DTS Partners, LLC, for conversion of $2,500 of principal due to them. The shares were valued based on the closing price of the common stock on the date of conversion which resulted in a loss on conversion of $122,500. On March 30, 2015, the Company issued 1,600 shares of common stock to Neil Linder, for conversion of $4,000 of accrued interest due to him. Due to the conversion within the terms of the agreement, no gain or loss was recognized. On April 16, 2015, the Company issued 1,224 shares of common stock to LG Capital Funding in conversion of $1,500 of principal and $97 of interest due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized. On May 13, 2015, the Company issued 25,000 shares of common stock to DTS Partners, LLC for conversion of $2,500 of principal due to them. The shares were valued based on the closing price of the common stock on the date of conversion which resulted in a loss on conversion of $28,750. On May 20, 2015, the Company issued 34,852 shares of common stock to Jabro Funding Corp in conversion of $23,525 of principal due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized. On May 21, 2015, the Company issued 26,667 shares of common stock to JT Sands Corp. for conversion of $2,000 of principal due to them. The shares were valued based on the closing price of the common stock on the date of conversion which resulted in a loss on conversion of $18,000. On May 28, 2015, the Company issued 29,624 shares of common stock to LG Capital Funding in conversion of $8,000 of principal and $591 of interest due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized. On June 2, 2015, the Company issued 40,000 shares of common stock to an individual for conversion of $1,000 of principal due to them. The shares were valued based on the closing price of the common stock on the date of conversion which resulted in a loss on conversion of $19,000. Effective July 1, 2015, the Company approved a 2,500 for 1 reverse stock split. All shares throughout these financial statements and Form 10-Q have been retroactively restated for the reverse. On August 15, 2015, the Company issued 50,000,000 shares of common stock to Syndicate Consulting, Inc., for conversion of $2,500 of principal due to them. The shares were valued based on the closing price of the common stock on the date of conversion which resulted in a loss on conversion of $1,247,500. On August 15, 2015, the Company issued 10,000,000 shares of common stock to VanCal Partners, LLC, for conversion of $500 of principal due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized. On August 25, 2015, the Company issued 897,857 shares of common stock to LG Capital Funding in conversion of $5,000 of principal and $468 of interest due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized. On September 8, 2015, the Company issued 5,676,923 shares of common stock to Jabro Funding Corp in conversion of $13,060 of principal and $1,700 of interest due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized. On September 25, 2015, the Company authorized 10,000,000 shares of common stock to VanCal Partners, LLC, for conversion of $500 of principal due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized. As of September 30, 2015, the shares have not yet been issued by the transfer agent; therefore, the $500 has been credited to common stock payable. On September 30, 2015, the Company authorized 49,934,783 shares of common stock to Jabro Funding Corp in conversion of $22,970 of principal due to them. Due to the conversion within the terms of the agreement, no gain or loss was recognized. As of September 30, 2015, the shares have not yet been issued by the transfer agent; therefore, the $22,970 has been credited to common stock payable. |
Preferred Stock
Preferred Stock | 12 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
Preferred Stock | NOTE 10: PREFERRED STOCK The Company is authorized to issue 15,000,010 preferred shares with a par value of $0.0001 per share. Series A Preferred Stock 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 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. On December 1, 2014, the Company issued 5,000,000 shares of Series A Preferred stock to Jeff Ritchie, CEO for services rendered. The company had a valuation completed, by an independent third party, and as a result expensed the value of the Preferred A during the quarter at a value of $79,000. Series B Preferred Stock On March 26, 2015, the Board of Directors designated a series of preferred stock titled Series B Preferred Stock consisting of 10,000,000 shares. There is currently no market for the shares of Series B Preferred Stock. They can be converted into shares of common stock of the Company at par value ($.00001) and are priced at $2.50 per share. The Series B have voting rights of 10 votes per share, are entitled to dividends if declared and have liquidation preference to stock below it. On April 1, 2015, the Company declared a preferred stock dividend of one share of Series B preferred stock for every 100,000 shares of common stock, resulting in the issuance of 16,768 (net of 30 shares canceled that were issued in error) of Series B preferred stock. On June 11, 2015, the Company issued 40,500 shares of Series B preferred stock to officers in conversion of $101,246 of accrued compensation. The shares were valued based on the closing price of the common stock on the date of conversion which resulted in no loss on conversion as the value of the shares, which have no special voting rights, were the same as the $101,246 of accrued compensation. On July 30, 2015, the Company authorized 22,000 shares of Series B preferred stock to a director in conversion of a $40,000 promissory note that was issued for conversion of accrued salary. As of September 30, 2015, the shares have not yet been issued resulting in a $40,000 credit to preferred stock payable. Due to the conversion within the terms of the agreement, no gain or loss was recognized. On September 14, 2015, the Company sold 2,000 shares of Series B preferred stock for total cash proceeds of $5,000. As of September 30, 2015, the shares have not yet been issued resulting in a $5,000 credit to preferred stock payable. Series AA Preferred Stock On February 18, 2015, the Board of Directors designated a series of preferred stock titled Series AA Preferred Stock consisting of 10 shares. The shares are convertible into the number of shares of common stock equal to four times the sum of the total number of common stock issued and the total number of Series B issued. The Preferred Series AA do not contain any rights to dividends; have no liquidation preference and are not to be amended without the holders approval. On June 30, 2015, the Company issued 10 shares of Series AA preferred stock to its Jeff Ritchie, CEO. The company had a valuation completed resulting in non-cash compensation expense of $88,676. Series F Preferred Stock On September 25, 2015, the Board of Directors designated a series of preferred stock titled Series F Preferred Stock consisting of 20,000 shares. There is currently no market for the shares of Series F Preferred Stock. They can be converted into shares of common stock of the Company at par value ($.00001) and are priced at $2.50 per share. The Series F have voting rights of 1 vote per share, are entitled to dividends if declared and have liquidation preference to stock below it. On September 21, 2015, the Company entered into a share purchase agreement, by and among the Company, C2C Restaurant Group, Inc., a New York corporation and a restaurant holding company (C2C), and the shareholders of C2C, pursuant to which the Company purchased all of the outstanding common stock of C2C in exchange for 20,000 shares of our Series F preferred stock, par value $0.0001. Based upon a third party valuation the purchase was fair valued in two parts. First, a value of $5,600 was capitalized as a trade name for Chef Eddie G's Kitchen. Second the Company recorded goodwill in the amount of $117,754. Refer to Note 3. |
Going Concern
Going Concern | 12 Months Ended |
Sep. 30, 2015 | |
Going Concern | |
Going Concern | NOTE 11: 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 $12,052,724 and has funded its operations primarily through the issuance of 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 Companys 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. |
Related Parties
Related Parties | 12 Months Ended |
Sep. 30, 2015 | |
Related Parties | |
Related Parties | NOTE 12: RELATED PARTIES Fiscal year 2014 On February 19, 2014, the Company authorized the issuance of 2,800 common shares to David Garland, the Companys CEO, for compensation of services. The shares were issued at $0.006 based on the market value of the common stock on the date of authorization for total compensation expense of $44,100. On March 5, 2014, the Company authorized the issuance of 400 common shares to Rachel Boulds, the Companys CFO, for compensation of services. The shares were issued at $0.005 based on the market value of the common stock on the date of authorization for total compensation expense of $5,200. On March 5, 2014, the Company authorized the issuance of 350 common shares to C. David Pugh, the Companys Chief Communications Officer, for conversion of accrued salary of $70,000. On March 5, 2014, the Company issued 680 shares of common stock valued at $646,010, previously recorded as common stock payable. As of September 30, 2014, the Company had total accrued compensation due to its officers of $634,700. Fiscal year 2015 Loans payable: On May 8, 2015, the Company executed a promissory note for $4,000 with Pat Ritchie, the mother of CEO, Jeff Ritchie. The loan is unsecured, accrues interest at 10% and is due within one year. On September 25, 2015, the Company executed a promissory note with a shareholder party for $30,000. The $30,000 was previously credited to additional paid in capital; however, was changed to a promissory note as a result of a mutual agreement between the parties. The note is unsecured, accrues interest at 8% and matures March 25, 2016. As of September 30, 2015, the Company owed a total of $8,687 to a former officer for advances made to the Company to pay for general operating expenses. The advances are unsecured, accrue no interest and are due on demand. Stock transactions: On December 1, 2014, the Company issued 5,000,000 shares of Series A Preferred stock to Jeff Ritchie, CEO for services rendered. The company had a valuation completed, by an independent third party, and as a result expensed the value of the Preferred A during the quarter at a value of $79,000. On March 2, 2015, the Company issued 400 shares of common stock to Rachel Boulds, the former CFO for services. The shares were valued based on the closing price of the common stock on the date of grant for a total non-cash expense of $2,000. On March 2, 2015, the Company issued 600,000 shares of common stock to Jeff Ritchie, Interim CEO for conversion of $15,000 of accrued salary. The shares were valued based on the closing price of the common stock on the date of grant which resulted in a loss on conversion of $2,985,000. June 4, 2015. Mr. Ritchie returned 40,000 shares to the Company. The Company credited loss on conversion of debt $200,000 due to the return of shares which resulted in a net issuance of 560,000 shares. On June 11, 2015, the Company issued 40,500 shares of Series B preferred stock to officers in conversion of $101,246 of accrued compensation. The shares were valued based on the closing price of the common stock on the date of conversion which resulted in no loss on conversion as the value of the shares, which have no special voting rights, were the same as the $101,246 of accrued compensation. On June 30, 2015, the Company issued 10 shares of Series AA preferred stock to its Jeff Ritchie, CEO. The company had a valuation completed resulting in non-cash compensation expense of $88,676. On July 5, 2015, the Company executed a convertible note with a director for conversion of $40,000 of accrued salary. On July 30, 2015, the note was converted into 22,000 shares of Series B preferred stock. As the conversion occurred within the terms of the note agreement, no gain or loss was recognized. On July 30, 2015, the Company authorized 22,000 shares of Series B preferred stock to a director in conversion of a $40,000 promissory note that was issued for conversion of accrued salary. As of September 30, 2015, the shares have not yet been issued resulting in a $40,000 credit to preferred stock payable. Due to the conversion within the terms of the agreement, no gain or loss was recognized. Following is a summary of accrued officer compensation related party, as of September 30: Name and Title 2015 2014 Jeff Ritchie, CEO $ 511,184 $ 406,734 C. David Pugh, CCO 20,000 56,250 Rachel Boulds, former CFO 12,165 6,190 David Garland, former CEO 65,400 53,400 Kenneth Eade, former CFO 112,126 112,126 $ 720,875 $ 634,700 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 13: 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 except for the following. On October 1, 2015, the Company issued 7,123,060 shares of common stock to LG Capital Funding in conversion of $3,000 of principal and $305 of interest due to them. On October 13, 2015, the Company issued 40,000,000 shares of common stock to VanCal Partners, LLC in conversion of $2,000 of principal due to them. On October 14, 2015, the Company issued 49,333,333 shares of common stock to Jabro Funding Corp in conversion of $7,490 of principal due to them. On November 9, 2015, the Company issued 49,769,655 shares of common stock to LG Capital Funding in conversion of $2,600 of principal and $287 of interest due to them. On November 18, 2015, the Company issued 49,916,667 shares of common stock to Jabro Funding Corp in conversion of $2,995 of principal due to them. On January 15, 2016, the Company executed a promissory note with a third party for $15,000. The note is unsecured, bears interest at 10% and is due within eighteen months. In connection with and for consideration of loaning the funds to the Company. The Company issued 2,000 shares of Series B preferred stock. On February 17, 2016, the Company executed a convertible promissory note in the amount of $217,500 to T McNeil Advisors, LLC. The note was issued in consideration of consulting services to be provided. The note is unsecured, bears interest at 8% interest, and is due February 17, 2017. The note is convertible into shares of the Companys common stock as a price of 55% of the lowest trade price for the twenty days prior to conversion. On February 24, 2016, the Company issued a Convertible Promissory Note to LG Capital Funding, LLC, in the amount of $39,375. The note bears interest at a rate of 8% per annum, is unsecured and matures on February 24, 2017. The Note is convertible into common stock in whole or in part at any time after funding at a variable conversion price equal to a 50% discount of the lowest trading price in the 20-day trading price prior to the conversion date. On March 1, 2016, the Company issued a Convertible Promissory Note to Cerberus Finance Group, LTD, in the amount of $39,375. The note bears interest at a rate of 8% per annum, is unsecured and matures on March 1, 2017. The Note is convertible into common stock in whole or in part at any time after funding at a variable conversion price equal to a 50% discount of the lowest trading price in the 20-day trading price prior to the conversion date. On April 6, 2016, the Company issued a Convertible Promissory Note to LG Capital Funding, LLC, in the amount of $19,688. The note bears interest at a rate of 8% per annum, is unsecured and matures on April 6, 2017. The Note is convertible into common stock in whole or in part at any time after funding at a variable conversion price equal to a 50% discount of the lowest trading price in the 20-day trading price prior to the conversion date. On April 6, 2016, the Company issued a Convertible Promissory Note to Cerberus Finance Group, LTD, in the amount of $39,375. The note bears interest at a rate of 8% per annum, is unsecured and matures on April 6, 2017. The Note is convertible into common stock in whole or in part at any time after funding at a variable conversion price equal to a 50% discount of the lowest trading price in the 20-day trading price prior to the conversion date. |
Significant Accounting Polici20
Significant Accounting Policies (Policies) | 12 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Companys financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Use of Estimates | Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates include the estimated useful lives of property and equipment. Actual results could differ from those estimates. |
Concentrations of Credit Risk | Concentrations of Credit Risk We maintain our cash in bank deposit accounts, the balances of which at times may exceed federally insured limits. We continually monitor our banking relationships and consequently have not experienced any losses in our accounts. We believe we are not exposed to any significant credit risk on cash. |
Cash Equivalents | Cash equivalents The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. There were no cash equivalents for the years ended September 30, 2015 or 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, 2015 and 2014, the Company had set aside $0 and $68,125 as restrictive cash. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (Paragraph 820-10-35-37) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in accounting principles generally accepted in the United States of America (U.S. GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: Level 1: Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2: Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. Level 3: Pricing inputs that are generally observable inputs and not corroborated by market data. The carrying amount of the Companys financial assets and liabilities, such as cash, prepaid expenses and accrued expenses approximate their fair value because of the short maturity of those instruments. The Companys notes payable approximates the fair value of such instruments based upon managements best estimate of interest rates that would be available to the Company for similar financial arrangements at September 30, 2015. The following table presents assets and liabilities that are measured and recognized at fair value as of September 30, 2014 and 2015 on a recurring basis: September 30, 2014 Description Level 1 Level 2 Level 3 Total Gains and (Losses) Derivative 183,648 96,085 Total $ $ $ 183,648 $ 96,085 September 30, 2015 Description Level 1 Level 2 Level 3 Total Gains and (Losses) Derivative 127,202 (128,079) Total $ $ $ 127,202 $(128,079) |
Derivative Liabilities | Derivative Liabilities The Company records the fair value of its derivative financial instruments in accordance with ASC815, Derivatives and Hedging Derivative financial instruments should be recorded as liabilities in the balance sheet and measured at fair value. For purposes of the Companys 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 Companys 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. |
Income Taxes | Income Taxes The Company follows Section 740-10-30 of the FASB Accounting Standards Codification, which requires recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the fiscal years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the Statements of Income in the period that includes the enactment date. The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (Section 740-10-25) with regards to uncertainty income taxes. Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. The Company had no material adjustments to its liabilities for unrecognized income tax benefits according to the provisions of Section 740-10-25. |
Stock Based Compensation | Stock Based Compensation We account for equity-based transactions with nonemployees under the provisions of ASC Topic No. 505-50, Equity-Based Payments to Non-Employees We account for employee stock-based compensation in accordance with the guidance of FASB ASC Topic 718, CompensationStock Compensation, |
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. The Company has no outstanding options or warrants. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2014, the FASB issued Accounting Standards Update ASU 2014-15 on Presentation of Financial Statements Going Concern (Subtopic 205-40) Disclosure of Uncertainties about an Entitys Ability to Continue as a Going Concern. Currently, there is no guidance in U.S. GAAP about managements responsibility to evaluate whether there is substantial doubt about an entitys ability to continue as a going concern or to provide related footnote disclosures. The amendments in this Update provide that guidance. In doing so, the amendments are intended to reduce diversity in the timing and content of footnote disclosures. The amendments require management to assess an entitys ability to continue as a going concern by incorporating and expanding upon certain principles that are currently in U.S. auditing standards. Specifically, the amendments (1) provide a definition of the term substantial doubt, 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 Polici21
Significant Accounting Policies (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
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 September 30, 2014 and 2015 on a recurring basis: September 30, 2014 Description Level 1 Level 2 Level 3 Total Gains and (Losses) Derivative 183,648 96,085 Total $ $ $ 183,648 $ 96,085 September 30, 2015 Description Level 1 Level 2 Level 3 Total Gains and (Losses) Derivative 127,202 (128,079) Total $ $ $ 127,202 $(128,079) |
Accrued Interest And Penalties
Accrued Interest And Penalties (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Accrued Interest And Penalties Tables | |
Schedule of Company's Accrued Penalties and Interest | Following is a summary of the Companys accrued penalties and interest as of September 30: 2015 2014 Neil Linder accrued penalties and interest (refer to Note 4) $ 328,531 $ 317,042 Other convertible debt accrued interest (refer to Note 6) 17,965 6,377 Loans payable accrued interest (refer to Note 7) 5,378 2,616 $ 351,874 $ 326,035 |
Convertible Notes Payable (Tabl
Convertible Notes Payable (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Convertible Notes Payable Tables | |
Schedule of Outstanding Convertible Notes | A summary of outstanding convertible notes as of September 30, 2015 is as follows: Note Holder Issue Date Maturity Date Stated Interest Rate Principal Balance Outstanding 9/30//2015 Neil Linder 4/9/2012 4/9/2013 18 % $ 86,050 Asher Enterprises, Inc. 1/29/2014 10/31/2014 8 % Jabro Funding Corp 3/11/2014 12/17/2014 8 % Jabro Funding Corp 4/28/2014 1/30/2015 22 % 14,530 LG Capital Funding 6/25/2014 6/25/2015 16 % 33,000 Jabro Funding Corp 7/17/2014 4/21/2015 22 % 37,500 John D Thomas 3/19/2015 Demand 10 % 7,500 Syndicate Consulting, Inc. 5/18/2015 Demand 10 % 15,200 Syndicate Consulting, Inc. 5/20/2015 Demand 10 % 5,925 Syndicate Consulting, Inc. 8/18/2015 Demand 11 % 5,990 Rachel Boulds 7/5/2015 Demand n/a Subtotal 205,695 Less: Discounts (27,637 ) Convertible notes payable, net $ 178,058 |
Schedule of Activity of Derivative Liability | A summary of the activity of the derivative liability for the notes above is as follows: Balance at September 30, 2013 $ 755,167 Decrease in derivative due to extinguishment of debt (450,282 ) Decrease in derivative due to conversion of debt (25,152 ) Increase to derivative due to new issuances 87,540 Derivative (gain) due to mark to market adjustment (183,625 ) Balance at September 30, 2014 183,648 Decrease in derivative due to payment/conversion of debt (259,649 ) Increase to derivative due to debt discount 75,125 Increase to derivative due to new issuances 1,778,224 Derivative gain due to mark to market adjustment (1,650,146 ) Balance at September 30, 2015 $ 127,202 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Income Taxes Tables | |
Schedule of Net Deferred Tax Assets | Net deferred tax assets consist of the following components as of September 30: 2015 2014 NOL $ (2,626,112 ) $ (1,980,745 ) Net Income (loss) (5,203,947 ) 534,903 (Gain) loss on debt settlement 4,371,068 (1,360,227 ) (Gain) loss on derivative liability 128,079 (96,085 ) Debt discount amortization 139,836 93,972 Impairment expense 122,354 Common stock for other services 132,770 Common stock for compensation 2,000 49,300 NOL at end of period $ (3,066,722 ) $ (2,626,112 ) Effective Rate 0.34 0.34 Deferred Tax Asset (1,042,685 ) (892,878 ) Valuation 1,042,685 892,878 Deferred Tax Asset $ $ |
Related Parties (Tables)
Related Parties (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Related Parties Tables | |
Schedule of Accrued Officer Compensation - Related Party | Following is a summary of accrued officer compensation related party, as of September 30: Name and Title 2015 2014 Jeff Ritchie, CEO $ 511,184 $ 406,734 C. David Pugh, CCO 20,000 56,250 Rachel Boulds, former CFO 12,165 6,190 David Garland, former CEO 65,400 53,400 Kenneth Eade, former CFO 112,126 112,126 $ 720,875 $ 634,700 |
Significant Accounting Polici26
Significant Accounting Policies (Details) - USD ($) | Sep. 30, 2015 | Sep. 30, 2014 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total | $ 127,202 | $ 183,648 |
Total Gains and (Losses) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative | (128,079) | 96,085 |
Total | $ (128,079) | $ 96,085 |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative | ||
Total | ||
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative | ||
Total | ||
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative | $ 127,202 | $ 183,648 |
Total | $ 127,202 | $ 183,648 |
Accrued Interest And Penaltie27
Accrued Interest And Penalties (Details) - USD ($) | Sep. 30, 2015 | Sep. 30, 2014 |
Debt Instrument [Line Items] | ||
Accrued interest and penalties | $ 351,874 | $ 326,035 |
Loans Payable [Member] | ||
Debt Instrument [Line Items] | ||
Accrued interest and penalties | 5,378 | 2,616 |
Neil Lender [Member] | ||
Debt Instrument [Line Items] | ||
Accrued interest and penalties | 328,531 | 317,042 |
Other Convertible Debt [Member] | ||
Debt Instrument [Line Items] | ||
Accrued interest and penalties | $ 17,965 | $ 6,377 |
Convertible Notes Payable (Sche
Convertible Notes Payable (Schedule of Outstanding Convertible Notes) (Details) - USD ($) | Jun. 25, 2014 | Jan. 29, 2014 | Sep. 30, 2015 | May. 20, 2015 | May. 18, 2015 | Mar. 19, 2015 | Sep. 30, 2014 |
Debt Instrument [Line Items] | |||||||
Principal Balance Outstanding 9/30/2015, Subtotal | $ 205,695 | ||||||
Principal Balance Outstanding 9/30/2015 , Less: Discounts | 27,637 | $ 0 | |||||
Principal Balance Outstanding 9/30/2015, Convertible notes payable, net | $ 178,058 | $ 172,196 | |||||
Neil Lender - Convertible Promissory Note Issued On April 09, 2012 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Note Holder | Neil Linder | ||||||
Issue Date | Apr. 9, 2012 | ||||||
Maturity Date | Apr. 9, 2013 | ||||||
Stated Interest Rate | 18.00% | ||||||
Principal Balance Outstanding 9/30/2015, Subtotal | $ 86,050 | ||||||
Asher Enterprises Inc - Convertible Promissory Note Issued on January 29, 2014 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Note Holder | Asher Enterprises, Inc. | ||||||
Issue Date | Jan. 29, 2014 | ||||||
Maturity Date | Oct. 31, 2014 | Oct. 31, 2014 | |||||
Stated Interest Rate | 8.00% | 8.00% | |||||
Principal Balance Outstanding 9/30/2015, Subtotal | |||||||
Principal Balance Outstanding 9/30/2015 , Less: Discounts | $ 21,326 | ||||||
Jabro Funding Corp - Convertible Promissory Note Issued on March 11, 2014 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Note Holder | Jabro Funding Corp | ||||||
Issue Date | Mar. 11, 2014 | ||||||
Maturity Date | Dec. 17, 2014 | ||||||
Stated Interest Rate | 8.00% | ||||||
Principal Balance Outstanding 9/30/2015, Subtotal | |||||||
Jabro Funding - Convertible Promissory Note Issued On April 28, 2014 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Note Holder | Jabro Funding Corp | ||||||
Issue Date | Apr. 28, 2014 | ||||||
Maturity Date | Jan. 30, 2015 | ||||||
Stated Interest Rate | 22.00% | ||||||
Principal Balance Outstanding 9/30/2015, Subtotal | $ 14,530 | ||||||
LG Capital Funding, LLC - Convertible Promissory Note Issued on June 25, 2014 | |||||||
Debt Instrument [Line Items] | |||||||
Note Holder | LG Capital Funding | ||||||
Issue Date | Jun. 25, 2014 | ||||||
Maturity Date | Jun. 25, 2015 | Jun. 25, 2015 | |||||
Stated Interest Rate | 8.00% | 16.00% | |||||
Principal Balance Outstanding 9/30/2015, Subtotal | $ 33,000 | ||||||
Principal Balance Outstanding 9/30/2015 , Less: Discounts | $ 47,500 | ||||||
Jabro Funding Corp - Convertible Promissory Note Issued On July 17, 2014 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Note Holder | Jabro Funding Corp | ||||||
Issue Date | Jul. 17, 2014 | ||||||
Maturity Date | Apr. 21, 2015 | ||||||
Stated Interest Rate | 22.00% | ||||||
Principal Balance Outstanding 9/30/2015, Subtotal | $ 37,500 | ||||||
John D Thomas - Convertible Promissory Note Issued on March 19, 2015 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Note Holder | John D Thomas | ||||||
Issue Date | Mar. 19, 2015 | ||||||
Stated Interest Rate | 10.00% | 10.00% | |||||
Principal Balance Outstanding 9/30/2015, Subtotal | $ 7,500 | ||||||
Maturity Date Description | Demand | ||||||
Principal Balance Outstanding 9/30/2015 , Less: Discounts | $ 5,505 | $ 7,500 | |||||
Syndicate Consulting, Inc - Convertible Promissory Note Issued On May 18, 2015 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Note Holder | Syndicate Consulting, Inc. | ||||||
Issue Date | May 18, 2015 | ||||||
Stated Interest Rate | 10.00% | 10.00% | |||||
Principal Balance Outstanding 9/30/2015, Subtotal | $ 15,200 | ||||||
Maturity Date Description | Demand | ||||||
Principal Balance Outstanding 9/30/2015 , Less: Discounts | $ 13,630 | $ 16,700 | |||||
Syndicate Consulting, Inc - Convertible Promissory Note Issued On May 20, 2015 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Note Holder | Syndicate Consulting, Inc. | ||||||
Issue Date | May 20, 2015 | ||||||
Stated Interest Rate | 10.00% | 10.00% | |||||
Principal Balance Outstanding 9/30/2015, Subtotal | $ 5,925 | ||||||
Maturity Date Description | Demand | ||||||
Principal Balance Outstanding 9/30/2015 , Less: Discounts | $ 4,851 | $ 5,925 | |||||
Syndicate Consulting, Inc. - Convertible Promissory Note Issued On August 18, 2014 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Note Holder | Syndicate Consulting, Inc. | ||||||
Issue Date | Aug. 18, 2015 | ||||||
Stated Interest Rate | 11.00% | ||||||
Principal Balance Outstanding 9/30/2015, Subtotal | $ 5,990 | ||||||
Maturity Date Description | Demand | ||||||
Rachel Boulds - Convertible Promissory Note Issued On July 05, 2015 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Note Holder | Rachel Boulds | ||||||
Issue Date | Jul. 5, 2015 | ||||||
Principal Balance Outstanding 9/30/2015, Subtotal | |||||||
Maturity Date Description | Demand | ||||||
Stated Interest Rate Terms | n/a |
Convertible Notes Payable (Sc29
Convertible Notes Payable (Schedule of Activity of Derivative Liability) (Details) - Derivative Liability [Member] - USD ($) | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Balance at September 30 | $ 183,648 | $ 755,167 |
Decrease in derivative due to extinguishment of debt | (450,282) | |
Decrease in derivative due to payment/ conversion of debt | 259,649 | 25,152 |
Increase to derivative due to new issuances | 1,778,224 | 87,540 |
Derivative gain due to mark to market adjustment | (1,650,146) | (183,625) |
Increase to derivative due to debt discount | 75,125 | |
Balance at September 30 | $ 127,202 | $ 183,648 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Deferred Tax Assets: | ||
NOL | $ 2,626,112 | $ 1,980,745 |
Net Income (loss) | (5,203,947) | 534,903 |
(Gain) loss on debt settlement | 4,371,068 | (1,360,227) |
(Gain) loss on derivative liability | 128,079 | (96,085) |
Debt discount amortization | 139,836 | $ 93,972 |
Impairment expense | $ 122,354 | |
Common stock for other services | $ 132,770 | |
Common stock for compensation | $ 2,000 | 49,300 |
NOL at end of period | $ (3,066,722) | $ (2,626,112) |
Effective Rate | 34.00% | 34.00% |
Deferred Tax Asset | $ 1,042,685 | $ 892,878 |
Valuation | $ 1,042,685 | $ 892,878 |
Deferred Tax Asset |
Related Parties (Details)
Related Parties (Details) - USD ($) | Sep. 30, 2015 | Sep. 30, 2014 |
Related Party Transaction [Line Items] | ||
Accrued officer compensation | $ 720,875 | $ 634,700 |
Jeff Ritchie, CEO [Member] | ||
Related Party Transaction [Line Items] | ||
Accrued officer compensation | 511,184 | 406,734 |
C. David Pugh, CCO [Member] | ||
Related Party Transaction [Line Items] | ||
Accrued officer compensation | 20,000 | 56,250 |
Rachel Boulds, Former CFO [Member] | ||
Related Party Transaction [Line Items] | ||
Accrued officer compensation | 12,165 | 6,190 |
David Garland, Former CEO [Member] | ||
Related Party Transaction [Line Items] | ||
Accrued officer compensation | 65,400 | 53,400 |
Kenneth Eade, Former CFO [Member] | ||
Related Party Transaction [Line Items] | ||
Accrued officer compensation | $ 112,126 | $ 112,126 |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) - USD ($) | Sep. 21, 2015 | Sep. 30, 2015 | Sep. 30, 2014 |
Noncash or Part Noncash Acquisitions [Line Items] | |||
Inpairment expenses | $ 122,354 | ||
Series F Preferred Stock [Member] | Share Purchase Agreement With C2C Restaurant Group, Inc [Member] | |||
Noncash or Part Noncash Acquisitions [Line Items] | |||
Shares issued for acquisition, shares | 20,000 | ||
Share issued price per share | $ 0.0001 | ||
Aquisition of asset capitalized as a trade name | $ 5,600 | ||
Aquisition of goodwill | 117,754 | ||
Inpairment expenses | $ 122,354 |
Convertible Debentures (Narrati
Convertible Debentures (Narrative) (Details) - USD ($) | Mar. 30, 2015 | Nov. 12, 2014 | Apr. 09, 2012 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2012 |
Debt Instrument [Line Items] | |||||||
Unamortized debt discount | $ 27,637 | $ 0 | |||||
Amortization of debt discount | $ 139,836 | 93,972 | |||||
Stock issued in conversion of debt, value | 24,000 | ||||||
Accrued penalties and interest | $ 351,874 | $ 326,035 | |||||
Common Stock [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Stock issued in conversion of debt, value | $ 35,000 | ||||||
Stock issued in conversion of debt, shares | 2,800 | 66,762,386 | |||||
Neil Linder - Convertible Debentures Issued On April 9, 2012 [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument face amount | $ 100,000 | ||||||
Debt issuance date | Apr. 9, 2012 | ||||||
Interest rate of debt instrument | 12.00% | ||||||
Convertible debenture maturity date | Apr. 9, 2013 | ||||||
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 Companys 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%, 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. | ||||||
Principal portion of outstanding convertible debenture | $ 86,050 | ||||||
Accrued penalties and interest | $ 285,509 | ||||||
Neil Linder - Convertible Debentures Issued On April 9, 2012 [Member] | Common Stock [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Stock issued in conversion of debt, value | $ 13,950 | ||||||
Stock issued in conversion of debt, shares | 1,600 | 821 | |||||
Accrued interest was converted to shares, value | $ 4,000 |
Convertible Notes Payable (Narr
Convertible Notes Payable (Narrative) (Details) - USD ($) | Sep. 30, 2015 | Sep. 08, 2015 | Aug. 25, 2015 | Aug. 18, 2015 | May. 28, 2015 | May. 20, 2015 | May. 18, 2015 | Apr. 16, 2015 | Mar. 19, 2015 | Mar. 18, 2015 | Nov. 12, 2014 | Nov. 11, 2014 | Oct. 29, 2014 | Sep. 30, 2014 | Aug. 25, 2014 | Aug. 05, 2014 | Jul. 17, 2014 | Jun. 25, 2014 | Apr. 28, 2014 | Mar. 11, 2014 | Jan. 29, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Jul. 05, 2015 | Jan. 30, 2015 | Dec. 17, 2014 |
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Unamortized debt discount | $ 27,637 | $ 0 | $ 27,637 | $ 0 | ||||||||||||||||||||||
Amortization of debt discount | $ 139,836 | 93,972 | ||||||||||||||||||||||||
Stock issued in conversion of debt, value | 24,000 | |||||||||||||||||||||||||
Repayments of convertible notes payable | $ 13,135 | $ 4,100 | ||||||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 35,000 | |||||||||||||||||||||||||
Stock issued in conversion of debt, shares | 2,800 | 66,762,386 | ||||||||||||||||||||||||
Asher Enterprises Inc - Convertible Promissory Note Issued on January 29, 2014 [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument face amount | $ 37,500 | |||||||||||||||||||||||||
Interest rate of debt instrument | 8.00% | 8.00% | 8.00% | |||||||||||||||||||||||
Debt maturity date | Oct. 31, 2014 | Oct. 31, 2014 | ||||||||||||||||||||||||
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 | $ 21,326 | |||||||||||||||||||||||||
Amortization of debt discount | $ 21,326 | |||||||||||||||||||||||||
Stock price on the date of the loan | $ 0.0065 | |||||||||||||||||||||||||
Conversion price | $ 0.0039 | |||||||||||||||||||||||||
Intrinsic value | $ 21,326 | |||||||||||||||||||||||||
Repayments of convertible notes payable | $ 9,374 | |||||||||||||||||||||||||
Asher Enterprises Inc - Convertible Promissory Note Issued on January 29, 2014 [Member] | Common Stock [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 5,915 | $ 24,000 | $ 12,000 | $ 12,000 | ||||||||||||||||||||||
Stock issued in conversion of debt, shares | 1,820 | 2,322 | 1,231 | 2,500 | ||||||||||||||||||||||
Asher Enterprises Inc - Convertible Promissory Note Issued on March 11, 2014 [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument face amount | $ 42,500 | |||||||||||||||||||||||||
Interest rate of debt instrument | 8.00% | 22.00% | ||||||||||||||||||||||||
Debt maturity date | Dec. 17, 2014 | |||||||||||||||||||||||||
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 | $ 42,500 | |||||||||||||||||||||||||
Amortization of debt discount | $ 42,500 | |||||||||||||||||||||||||
Stock price on the date of the loan | $ 0.0123 | |||||||||||||||||||||||||
Conversion price | $ 0.003 | |||||||||||||||||||||||||
Intrinsic value | $ 130,826 | |||||||||||||||||||||||||
Asher Enterprises Inc - Convertible Promissory Note Issued on March 11, 2014 [Member] | Common Stock [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 5,915 | |||||||||||||||||||||||||
Stock issued in conversion of debt, shares | 1,820 | |||||||||||||||||||||||||
Jabro Funding Corp - Convertible Promissory Note Issued on March 11, 2014 [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Interest rate of debt instrument | 8.00% | 8.00% | ||||||||||||||||||||||||
Debt maturity date | Dec. 17, 2014 | |||||||||||||||||||||||||
Convertible notes assigned terms | On March 18, 2015, this note was assigned to Jabro Funding Corp. | |||||||||||||||||||||||||
Jabro Funding Corp - Convertible Promissory Note Issued on March 11, 2014 [Member] | Common Stock [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 14,760 | $ 23,525 | ||||||||||||||||||||||||
Stock issued in conversion of debt, shares | 567,693 | 34,852 | ||||||||||||||||||||||||
KBM Worldwide, Inc - Convertible Promissory Note Issued on April 28, 2014 [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument face amount | $ 37,500 | |||||||||||||||||||||||||
Interest rate of debt instrument | 8.00% | 22.00% | ||||||||||||||||||||||||
Debt maturity date | Jan. 30, 2015 | |||||||||||||||||||||||||
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 | $ 37,500 | |||||||||||||||||||||||||
Stock price on the date of the loan | $ 0.015 | |||||||||||||||||||||||||
Conversion price | $ 0.00406 | |||||||||||||||||||||||||
Intrinsic value | $ 101,047 | |||||||||||||||||||||||||
Interest accrued | $ 7,629 | $ 7,629 | ||||||||||||||||||||||||
Principle portion of convertible notes payable outstanding | 14,530 | $ 14,530 | ||||||||||||||||||||||||
KBM Worldwide, Inc - Convertible Promissory Note Issued on April 28, 2014 [Member] | Common Stock [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 22,970 | |||||||||||||||||||||||||
Stock issued in conversion of debt, shares | 49,937,783 | |||||||||||||||||||||||||
LG Capital Funding, LLC - Convertible Promissory Note Issued on June 25, 2014 | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument face amount | $ 47,500 | |||||||||||||||||||||||||
Interest rate of debt instrument | 16.00% | 8.00% | 16.00% | |||||||||||||||||||||||
Debt maturity date | Jun. 25, 2015 | Jun. 25, 2015 | ||||||||||||||||||||||||
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 | $ 36,699 | |||||||||||||||||||||||||
Stock price on the date of the loan | $ 0.011 | |||||||||||||||||||||||||
Conversion price | $ 0.0035 | |||||||||||||||||||||||||
Intrinsic value | $ 102,644 | |||||||||||||||||||||||||
Interest accrued | $ 4,088 | $ 4,088 | ||||||||||||||||||||||||
Principle portion of convertible notes payable outstanding | 33,000 | 33,000 | ||||||||||||||||||||||||
LG Capital Funding, LLC - Convertible Promissory Note Issued on June 25, 2014 | Common Stock [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 5,000 | $ 8,000 | $ 1,500 | |||||||||||||||||||||||
Stock issued in conversion of debt, shares | 897,857 | 29,624 | 3,060,000 | |||||||||||||||||||||||
Accrued interest was converted to shares, value | $ 468 | $ 591 | $ 97 | |||||||||||||||||||||||
KBM Worldwide, Inc - Convertible Promissory Note Issued On July 17, 2014 | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument face amount | $ 37,500 | |||||||||||||||||||||||||
Interest rate of debt instrument | 8.00% | |||||||||||||||||||||||||
Debt maturity date | Apr. 21, 2015 | |||||||||||||||||||||||||
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 | |||||||||||||||||||||||||
Stock price on the date of the loan | $ 0.0114 | |||||||||||||||||||||||||
Conversion price | $ 0.00518 | |||||||||||||||||||||||||
Intrinsic value | $ 45,008 | |||||||||||||||||||||||||
Interest accrued | 6,249 | 6,249 | ||||||||||||||||||||||||
Principle portion of convertible notes payable outstanding | $ 37,500 | $ 37,500 | ||||||||||||||||||||||||
John D Thomas - Convertible Promissory Note Issued on March 19, 2015 [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument face amount | $ 7,500 | |||||||||||||||||||||||||
Interest rate of debt instrument | 10.00% | 10.00% | 10.00% | |||||||||||||||||||||||
Unamortized debt discount | $ 5,505 | $ 7,500 | $ 5,505 | |||||||||||||||||||||||
Amortization of debt discount | 1,995 | |||||||||||||||||||||||||
Conversion price | $ 0.00001 | |||||||||||||||||||||||||
Interest accrued | $ 401 | $ 401 | ||||||||||||||||||||||||
Debt instrument description | The note is unsecured, accrued interest at 10% and is due on demand. | |||||||||||||||||||||||||
Syndicate Consulting, Inc - Convertible Promissory Note Issued On May 18, 2015 [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument face amount | $ 16,700 | |||||||||||||||||||||||||
Interest rate of debt instrument | 10.00% | 10.00% | 10.00% | |||||||||||||||||||||||
Unamortized debt discount | $ 13,630 | $ 16,700 | $ 13,630 | |||||||||||||||||||||||
Amortization of debt discount | 3,070 | |||||||||||||||||||||||||
Stock price on the date of the loan | $ 0.0007 | |||||||||||||||||||||||||
Conversion price | $ 0.00005 | |||||||||||||||||||||||||
Interest accrued | $ 935 | $ 935 | ||||||||||||||||||||||||
Debt instrument description | The note is unsecured, accrued interest at 10% and is due on demand | |||||||||||||||||||||||||
Syndicate Consulting, Inc - Convertible Promissory Note Issued On May 20, 2015 [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument face amount | $ 5,925 | |||||||||||||||||||||||||
Interest rate of debt instrument | 10.00% | 10.00% | 10.00% | |||||||||||||||||||||||
Unamortized debt discount | $ 4,851 | $ 5,925 | $ 4,851 | |||||||||||||||||||||||
Amortization of debt discount | 1,074 | |||||||||||||||||||||||||
Stock price on the date of the loan | $ 0.0003 | |||||||||||||||||||||||||
Conversion price | $ 0.00005 | |||||||||||||||||||||||||
Interest accrued | $ 148 | $ 148 | ||||||||||||||||||||||||
Debt instrument description | The loan is due on demand and accrues interest at 10%. | |||||||||||||||||||||||||
Proceeds from notes payable | $ 5,990 | |||||||||||||||||||||||||
Convertible Note Issued on July 05, 2015 For Accrued Salary [Member] | Director [Member] | ||||||||||||||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||||||||||||||
Debt instrument face amount | $ 40,000 |
Loans Payable - Related Party35
Loans Payable - Related Party And Third Party (Narrative) (Details) - USD ($) | Sep. 25, 2015 | Sep. 30, 2015 | Sep. 30, 2014 |
Short-term Debt [Line Items] | |||
Loans payable | $ 8,493 | $ 18,550 | |
Loans payable, related party | 42,687 | $ 8,687 | |
Loans Payable [Member] | Former Officer [Member] | |||
Short-term Debt [Line Items] | |||
Loans payable, related party | $ 8,687 | ||
Debt instrument description | The advances are unsecured, accrue no interest and are due on demand. | ||
Loans Payable [Member] | Two Other Third Parties [Member] | |||
Short-term Debt [Line Items] | |||
Loans payable | $ 8,493 | ||
Debt instrument description | All amounts are due on demand. | ||
Promissory Note Issued On September 25, 2015 [Member] | Shareholder [Member] | |||
Short-term Debt [Line Items] | |||
Debt instrument face value | $ 30,000 | ||
Debt instrument interest rate | 8.00% | ||
Debt maturity date | Mar. 25, 2016 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) | 12 Months Ended |
Sep. 30, 2015USD ($) | |
Income Taxes Narrative Details | |
Net operating loss carry forwards | $ 3,067,000 |
Operating loss carry forwards limitations on use | That may be offset against future taxable income from the year 2016 to 2035 |
Common Stock Transactions (Narr
Common Stock Transactions (Narrative) (Details) - USD ($) | Sep. 30, 2015 | Sep. 25, 2015 | Sep. 08, 2015 | Aug. 25, 2015 | Aug. 15, 2015 | Jul. 01, 2015 | Jun. 04, 2015 | Jun. 02, 2015 | May. 28, 2015 | May. 21, 2015 | May. 20, 2015 | May. 13, 2015 | Apr. 16, 2015 | Mar. 02, 2015 | Nov. 25, 2014 | Nov. 12, 2014 | Oct. 29, 2014 | Sep. 30, 2014 | Aug. 25, 2014 | Aug. 05, 2014 | May. 21, 2014 | Mar. 19, 2014 | Mar. 05, 2014 | Feb. 19, 2014 | Jan. 14, 2014 | Dec. 18, 2013 | Oct. 30, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Feb. 11, 2015 |
Stock issued for services, value | $ 132,770 | |||||||||||||||||||||||||||||
Proceeds from sale of common stock | $ 3,000 | 24,000 | ||||||||||||||||||||||||||||
Stock for officer compensation, value | 49,300 | |||||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 24,000 | |||||||||||||||||||||||||||||
Stock issued for payable, value | ||||||||||||||||||||||||||||||
Changes in common stock par value per share | $ 0.00001 | $ 0.00001 | $ 0.00001 | $ 0.00001 | ||||||||||||||||||||||||||
Changes in common stock authorized share capital | 485,000,000 | 485,000,000 | 485,000,000 | 485,000,000 | ||||||||||||||||||||||||||
Loss on conversion of debt | $ 49,682 | $ 1,360,227 | ||||||||||||||||||||||||||||
Common stock payable | $ 61,470 | $ 38,000 | $ 61,470 | $ 38,000 | ||||||||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||||||||||
Stock issued for services, shares | 20 | 480 | 2,400 | 2,900 | ||||||||||||||||||||||||||
Stock issued for services, value | $ 270 | $ 12,000 | $ 120,500 | |||||||||||||||||||||||||||
Proceeds from sale of common stock | $ 3,000 | $ 10,000 | $ 4,000 | $ 10,000 | ||||||||||||||||||||||||||
Stock issued for cash, shares | 1,200 | 1,500 | 1,280 | 560 | 1,200 | 3,340 | ||||||||||||||||||||||||
Stock for officer compensation, shares | 3,200 | |||||||||||||||||||||||||||||
Stock for officer compensation, value | ||||||||||||||||||||||||||||||
Stock issued in conversion of debt, shares | 2,800 | 66,762,386 | ||||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 35,000 | |||||||||||||||||||||||||||||
Stock issued for payable, shares | 680 | 680 | ||||||||||||||||||||||||||||
Stock issued for payable, value | $ 646,010 | |||||||||||||||||||||||||||||
Common stock par value per share, before it was restated | $ 0.0001 | |||||||||||||||||||||||||||||
Changes in common stock par value per share | $ 0.00001 | |||||||||||||||||||||||||||||
Changes in common stock authorized share capital | 2,000,000,000 | |||||||||||||||||||||||||||||
Shares returned during the period | (1,200) | |||||||||||||||||||||||||||||
Reverse stock split terms | 2,500 for 1 | |||||||||||||||||||||||||||||
Common Stock [Member] | Convertible Notes Payable - DTS Partners, LLC [Member] | ||||||||||||||||||||||||||||||
Stock issued in conversion of debt, shares | 25,000 | 25,000 | ||||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 2,500 | $ 2,500 | ||||||||||||||||||||||||||||
Loss on conversion of debt | $ (28,750) | $ (122,500) | ||||||||||||||||||||||||||||
Common Stock [Member] | Convertible Notes Payable - LG Capital Funding [Member] | ||||||||||||||||||||||||||||||
Stock issued in conversion of debt, shares | 897,857 | 29,624 | 1,224 | |||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 5,000 | $ 8,000 | $ 1,500 | |||||||||||||||||||||||||||
Accrued interest was converted to shares, value | $ 468 | $ 591 | $ 97 | |||||||||||||||||||||||||||
Common Stock [Member] | Convertible Notes Payable - Jabro Funding Corp [Member] | ||||||||||||||||||||||||||||||
Stock issued in conversion of debt, shares | 49,934,783 | 5,676,923 | 34,852 | |||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 22,970 | $ 13,060 | $ 23,525 | |||||||||||||||||||||||||||
Accrued interest was converted to shares, value | $ 1,700 | |||||||||||||||||||||||||||||
Common stock payable | $ 22,970 | $ 22,970 | ||||||||||||||||||||||||||||
Common Stock [Member] | Convertible Notes Payable - JT Sands Corp [Member] | ||||||||||||||||||||||||||||||
Stock issued in conversion of debt, shares | 26,667 | |||||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 2,000 | |||||||||||||||||||||||||||||
Loss on conversion of debt | $ (18,000) | |||||||||||||||||||||||||||||
Common Stock [Member] | Convertible Notes Payable - Individual [Member] | ||||||||||||||||||||||||||||||
Stock issued in conversion of debt, shares | 40,000 | |||||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 1,000 | |||||||||||||||||||||||||||||
Loss on conversion of debt | $ (19,000) | |||||||||||||||||||||||||||||
Common Stock [Member] | Convertible Notes Payable - Syndicate Consulting, Inc [Member] | ||||||||||||||||||||||||||||||
Stock issued in conversion of debt, shares | 50,000,000 | |||||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 2,500 | |||||||||||||||||||||||||||||
Loss on conversion of debt | $ (1,247,500) | |||||||||||||||||||||||||||||
Common Stock [Member] | Convertible Notes Payable - VanCal Partners, LLC [Member] | ||||||||||||||||||||||||||||||
Stock issued in conversion of debt, shares | 10,000,000 | 10,000,000 | ||||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 500 | $ 500 | ||||||||||||||||||||||||||||
Common stock payable | $ 500 | |||||||||||||||||||||||||||||
Common Stock [Member] | Asher Enterprises Inc - Convertible Promissory Note Issued on January 29, 2014 [Member] | ||||||||||||||||||||||||||||||
Stock issued in conversion of debt, shares | 1,820 | 2,322 | 1,231 | 2,500 | ||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 5,915 | $ 24,000 | $ 12,000 | $ 12,000 | ||||||||||||||||||||||||||
Common Stock [Member] | David Garland, Former CEO [Member] | ||||||||||||||||||||||||||||||
Stock for officer compensation, shares | 2,800 | |||||||||||||||||||||||||||||
Stock for officer compensation, value | $ 44,100 | |||||||||||||||||||||||||||||
Stock issue price per share | $ 0.006 | |||||||||||||||||||||||||||||
Common Stock [Member] | Rachel Boulds, Former CFO [Member] | ||||||||||||||||||||||||||||||
Stock issued for services, shares | 400 | |||||||||||||||||||||||||||||
Stock issued for services, value | $ 2,000 | |||||||||||||||||||||||||||||
Stock for officer compensation, shares | 400 | |||||||||||||||||||||||||||||
Stock for officer compensation, value | $ 5,200 | |||||||||||||||||||||||||||||
Stock issue price per share | $ 0.005 | |||||||||||||||||||||||||||||
Common Stock [Member] | C David Pugh, CCO [Member] | ||||||||||||||||||||||||||||||
Stock issue price per share | $ 0.08 | |||||||||||||||||||||||||||||
Stock issued in conversion of debt, shares | 350 | |||||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 70,000 | |||||||||||||||||||||||||||||
Common Stock [Member] | Jeff Ritchie, CEO [Member] | ||||||||||||||||||||||||||||||
Stock issued in conversion of debt, shares | 560,000 | 600,000 | ||||||||||||||||||||||||||||
Stock issued in conversion of debt, value | $ 15,000 | |||||||||||||||||||||||||||||
Loss on conversion of debt | $ 200,000 | $ (2,985,000) | $ (2,785,000) | |||||||||||||||||||||||||||
Shares returned during the period | 40,000 |
Preferred Stock (Narrative) (De
Preferred Stock (Narrative) (Details) - USD ($) | Sep. 25, 2015 | Sep. 14, 2015 | Jul. 30, 2015 | Jun. 30, 2015 | Jun. 11, 2015 | Apr. 02, 2015 | Mar. 26, 2015 | Feb. 18, 2015 | Dec. 01, 2014 | Jun. 17, 2013 | Sep. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 |
Preferred Stock, shares authorized | 49,800,000 | 49,800,000 | 49,800,000 | ||||||||||
Preferred Stock, par or stated value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||
Preferred stock for compensation | $ 79,000 | ||||||||||||
Stock issued for service rendered, value | $ 132,770 | ||||||||||||
Stock issued for accrued compensation, value | $ 24,000 | ||||||||||||
Proceeds from the sale of preferred stock | $ 5,000 | ||||||||||||
Series A Preferred Stock [Member] | |||||||||||||
Preferred Stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | |||||||||
Preferred Stock, par or stated value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||
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. | ||||||||||||
Series A Preferred Stock [Member] | Jeff Ritchie, CEO [Member] | |||||||||||||
Stock issued for service rendered, shares | 5,000,000 | ||||||||||||
Series B Preferred Stock [Member] | |||||||||||||
Preferred Stock, shares authorized | 10,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | |||||||||
Preferred Stock, par or stated value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||
Preferred stock voting rights | 10 votes per share | ||||||||||||
Preferred stock conversion term | They can be converted into shares of common stock of the Company at par value ($.0001) and are priced at $2.50 per share | ||||||||||||
Preferred stock dividend term | Preferred stock dividend of one share of Series B preferred stock for every 100,000 shares of common stock | ||||||||||||
Dividend issued for preferred stock | 16,798 | ||||||||||||
Shares cancelled during the period | 30 | ||||||||||||
Series B preferred stock payable | $ 5,000 | $ 5,000 | |||||||||||
Stock issued for cash, shares | 2,000 | ||||||||||||
Proceeds from the sale of preferred stock | $ 5,000 | ||||||||||||
Series B Preferred Stock [Member] | Officer [Member] | |||||||||||||
Stock issued for accrued compensation, shares | 40,500 | ||||||||||||
Stock issued for accrued compensation, value | $ 101,246 | ||||||||||||
Series B Preferred Stock [Member] | Director [Member] | Convertible Note Issued on July 05, 2015 For Accrued Salary [Member] | |||||||||||||
Stock issued for accrued compensation, shares | 22,000 | ||||||||||||
Stock issued for accrued compensation, value | $ 40,000 | ||||||||||||
Series B preferred stock payable | $ 40,000 | $ 40,000 | |||||||||||
Series AA Preferred Stock [Member] | |||||||||||||
Preferred Stock, shares authorized | 10 | 10 | 10 | 10 | |||||||||
Preferred Stock, par or stated value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||
Preferred stock preferential terms | The Preferred Series AA do not contain any rights to dividends; have no liquidation preference and are not to be amended without the holders approval | ||||||||||||
Preferred stock conversion term | The shares are convertible into the number of shares of common stock equal to four times the sum of the total number of common stock issued and the total number of Series B issued | ||||||||||||
Series AA Preferred Stock [Member] | Jeff Ritchie, CEO [Member] | |||||||||||||
Preferred stock for compensation | $ 88,676 | ||||||||||||
Stock issued for accrued compensation, shares | 10 | ||||||||||||
Series F Preferred Stock [Member] | |||||||||||||
Preferred Stock, shares authorized | 20,000 | 200,000 | 200,000 | 200,000 | |||||||||
Preferred Stock, par or stated value | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||||||||
Preferred stock voting rights | The Series F have voting rights of 1 vote per share. | ||||||||||||
Preferred stock conversion term | They can be converted into shares of common stock of the Company at par value ($.00001) and are priced at $2.50 per share | ||||||||||||
Preferred Stock [Member] | |||||||||||||
Preferred Stock, shares authorized | 15,000,010 | 15,000,010 | |||||||||||
Preferred Stock, par or stated value | $ 0.0001 | $ 0.0001 | |||||||||||
Series A Preferred Stock [Member] | |||||||||||||
Stock issued for service rendered, value | $ 79,000 |
Related Parties (Narrative) (De
Related Parties (Narrative) (Details) - USD ($) | May. 08, 2015 | Sep. 30, 2015 | Sep. 30, 2014 |
Related Party Transaction [Line Items] | |||
Accrued officer compensation | $ 720,875 | $ 634,700 | |
Officer [Member] | |||
Related Party Transaction [Line Items] | |||
Accrued officer compensation | 634,700 | ||
Jeff Ritchie, CEO [Member] | |||
Related Party Transaction [Line Items] | |||
Accrued officer compensation | $ 511,184 | $ 406,734 | |
Jeff Ritchie, CEO [Member] | Promissory Note Issued On May 8, 2015 [Member] | |||
Related Party Transaction [Line Items] | |||
Debt instrument face amount | $ 4,000 | ||
Interest rate of debt instrument | 10.00% | ||
Debt maturity date description | Due within one year. |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - USD ($) | Apr. 06, 2016 | Mar. 01, 2016 | Feb. 24, 2016 | Feb. 17, 2016 | Jan. 15, 2016 | Nov. 18, 2015 | Nov. 09, 2015 | Oct. 14, 2015 | Oct. 13, 2015 | Oct. 01, 2015 | Sep. 30, 2015 | Sep. 25, 2015 | Sep. 08, 2015 | Aug. 25, 2015 | Aug. 15, 2015 | May. 28, 2015 | May. 20, 2015 | Apr. 16, 2015 | Nov. 12, 2014 | Sep. 30, 2015 | Sep. 30, 2014 |
Subsequent Event [Line Items] | |||||||||||||||||||||
Stock issued in conversion of debt, value | $ 24,000 | ||||||||||||||||||||
Common Stock [Member] | |||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||
Stock issued in conversion of debt, shares | 2,800 | 66,762,386 | |||||||||||||||||||
Stock issued in conversion of debt, value | $ 35,000 | ||||||||||||||||||||
Preferred stock issued for consideration of promissory note | 350 | ||||||||||||||||||||
Common Stock [Member] | Convertible Notes Payable - LG Capital Funding [Member] | |||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||
Stock issued in conversion of debt, shares | 897,857 | 29,624 | 1,224 | ||||||||||||||||||
Stock issued in conversion of debt, value | $ 5,000 | $ 8,000 | $ 1,500 | ||||||||||||||||||
Accrued interest was converted to shares, value | $ 468 | $ 591 | $ 97 | ||||||||||||||||||
Common Stock [Member] | Convertible Notes Payable - VanCal Partners, LLC [Member] | |||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||
Stock issued in conversion of debt, shares | 10,000,000 | 10,000,000 | |||||||||||||||||||
Stock issued in conversion of debt, value | $ 500 | $ 500 | |||||||||||||||||||
Common Stock [Member] | Convertible Notes Payable - Jabro Funding Corp [Member] | |||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||
Stock issued in conversion of debt, shares | 49,934,783 | 5,676,923 | 34,852 | ||||||||||||||||||
Stock issued in conversion of debt, value | $ 22,970 | $ 13,060 | $ 23,525 | ||||||||||||||||||
Accrued interest was converted to shares, value | $ 1,700 | ||||||||||||||||||||
Subsequent Event [Member] | Promissory Note With A Third Party Date January 15, 2016 [Member] | |||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||
Debt instrument face value | $ 15,000 | ||||||||||||||||||||
Debt instrument interest rate | 10.00% | ||||||||||||||||||||
Debt instrument maturity terms | Due within eighteen months | ||||||||||||||||||||
Subsequent Event [Member] | Promissory Note With A Third Party Date January 15, 2016 [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||
Preferred stock issued for consideration of promissory note | 2,000 | ||||||||||||||||||||
Subsequent Event [Member] | Convertible Promissory Note Dated February 17, 2016 - T McNeil Advisors, LLC [Member] | |||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||
Debt instrument face value | $ 217,500 | ||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||
Debt maturity date | Feb. 17, 2017 | ||||||||||||||||||||
Debt instrument conversion terms | The note is convertible into shares of the Companys common stock as a price of 55% of the lowest trade price for the twenty days prior to conversion. | ||||||||||||||||||||
Subsequent Event [Member] | Convertible Promissory Note Dated February 24, 2016 - LG Capital Funding, LLC [Member] | |||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||
Debt instrument face value | $ 39,375 | ||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||
Debt maturity date | Feb. 24, 2017 | ||||||||||||||||||||
Debt instrument conversion terms | The Note is convertible into common stock in whole or in part at any time after funding at a variable conversion price equal to a 50% discount of the lowest trading price in the 20-day trading price prior to the conversion date. | ||||||||||||||||||||
Subsequent Event [Member] | Convertible Promissory Note Dated March 01, 2016 - Cerberus Finance Group, LTD [Member] | |||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||
Debt instrument face value | $ 39,375 | ||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||
Debt maturity date | Mar. 1, 2017 | ||||||||||||||||||||
Debt instrument conversion terms | The Note is convertible into common stock in whole or in part at any time after funding at a variable conversion price equal to a 50% discount of the lowest trading price in the 20-day trading price prior to the conversion date. | ||||||||||||||||||||
Subsequent Event [Member] | Convertible Promissory Note Dated April 06, 216 - LG Capital Funding, LLC [Member] | |||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||
Debt instrument face value | $ 19,688 | ||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||
Debt maturity date | Apr. 6, 2017 | ||||||||||||||||||||
Debt instrument conversion terms | The Note is convertible into common stock in whole or in part at any time after funding at a variable conversion price equal to a 50% discount of the lowest trading price in the 20-day trading price prior to the conversion date. | ||||||||||||||||||||
Subsequent Event [Member] | Convertible Promissory Note Dated April 06, 2016 - Cerberus Finance Group, LTD [Member] | |||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||
Debt instrument face value | $ 39,375 | ||||||||||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||||||||||
Debt maturity date | Apr. 6, 2017 | ||||||||||||||||||||
Debt instrument conversion terms | The Note is convertible into common stock in whole or in part at any time after funding at a variable conversion price equal to a 50% discount of the lowest trading price in the 20-day trading price prior to the conversion date. | ||||||||||||||||||||
Subsequent Event [Member] | Common Stock [Member] | Convertible Notes Payable - LG Capital Funding [Member] | |||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||
Stock issued in conversion of debt, shares | 49,769,655 | 7,123,060 | |||||||||||||||||||
Stock issued in conversion of debt, value | $ 2,600 | $ 3,000 | |||||||||||||||||||
Accrued interest was converted to shares, value | $ 287 | $ 305 | |||||||||||||||||||
Subsequent Event [Member] | Common Stock [Member] | Convertible Notes Payable - VanCal Partners, LLC [Member] | |||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||
Stock issued in conversion of debt, shares | 40,000,000 | ||||||||||||||||||||
Stock issued in conversion of debt, value | $ 2,000 | ||||||||||||||||||||
Subsequent Event [Member] | Common Stock [Member] | Convertible Notes Payable - Jabro Funding Corp [Member] | |||||||||||||||||||||
Subsequent Event [Line Items] | |||||||||||||||||||||
Stock issued in conversion of debt, shares | 49,916,667 | 49,333,333 | |||||||||||||||||||
Stock issued in conversion of debt, value | $ 2,995 | $ 7,490 |