Vegalab (VEGL) 10-K 4 Jun 18 2017 FY Annual report Financial data

Document And Entity Information

Document And Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2017	May 31, 2018	Jun. 30, 2017
Document Information [Line Items]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2017
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	FY
Entity Registrant Name	Vegalab, Inc.
Entity Central Index Key	1,435,224
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Filer Category	Smaller Reporting Company
Entity Public Float			$ 6,808,075
Trading Symbol	VEGL
Entity Common Stock, Shares Outstanding		23,787,897

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Current Assets
Cash and cash equivalents	$ 342,534	$ 151
Accounts receivable, net	1,674,583	671,279
Inventory	1,595,148	1,889,423
Prepaid expenses	339,389	20,540
Total Current Assets	3,951,654	2,581,393
Fixed assets, net	821,322	0
Deposits	14,500	14,500
Total assets	4,787,476	2,595,893
Current Liabilities
Accounts payable - trade	409,239	67,563
Accounts payable - related party	712,947	1,727,857
Accrued amounts owed to growers	860,694	0
Accrued income taxes	0	17,036
Accrued interest payable - related party	1,894	2,474
Note payable - Current Portion	2,904	0
Capital lease obligation - Current Portion	3,409
Notes payable - related party	0	175,000
Total Current Liabilities	1,991,087	1,989,930
Note payable	428,958	0
Capital lease obligations	18,235	0
Total Liabilities	2,438,280	1,989,930
Commitments and Contingencies
Stockholders’ Equity
Preferred stock - $0.001 par value, 10,000,000 shares authorized, none issued and outstanding	0	0
Common stock - $0.001 par value, 50,000,000 shares authorized, 23,162,897 and 20,140,000 shares issued and outstanding, respectively	23,163	20,140
Additional paid-in capital	4,791,488	1,377,499
Accumulated deficit	(2,465,455)	(791,676)
Total Stockholders’ Equity	2,349,196	605,963
Total Liabilities and Stockholders’ Equity	$ 4,787,476	$ 2,595,893

Consolidated Balance Sheets _Pa

Consolidated Balance Sheets [Parenthetical] - $ / shares	Dec. 31, 2017	Dec. 31, 2016
Preferred Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Preferred Stock, Shares Authorized	10,000,000	10,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Stock, Par or Stated Value Per Share	$ 0.001	$ 0.001
Common Stock, Shares Authorized	50,000,000	50,000,000
Common Stock, Shares Issued	23,162,897	20,140,000
Common Stock, Shares Outstanding	23,162,897	20,140,000

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Revenues:
Processing revenue	$ 2,130,308	$ 0
Product sales	361,083	2,115,421
Total Revenue	2,491,391	2,115,421
Cost of Goods Sold:
Cost of processing	1,774,279	0
Cost of goods sold	283,340	1,617,366
Total Cost of Goods Sold	2,057,619	1,617,366
Gross Profit	433,772	498,055
Operating expenses
General and administrative expenses	1,936,223	593,334
Loss on impairments	180,181	0
Total operating expenses	2,116,404	593,334
Loss from operations	(1,682,632)	(95,279)
Other income (expense)
Interest expense	(8,183)	(4,046)
Loss before provision for income taxes	(1,690,815)	(99,325)
Provision for income taxes	(17,036)	17,036
Net loss	$ (1,673,779)	$ (116,361)
Loss per weighted-average shares of common stock outstanding - basic and fully diluted	$ (0.08)	$ (0.01)
Weighted-average number of common shares outstanding - basic and fully diluted	21,004,615	17,669,571

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders’ Equity - USD ($)	Total	Common Stock [Member]	Additional paid-in capital [Member]	Accumulated deficit [Member]
Balance at Dec. 31, 2015	$ (164,946)	$ 6,989	$ 503,380	$ (675,315)
Balance (in shares) at Dec. 31, 2015		6,989,000
Sales of common stock for cash	703,100	$ 13,011	690,089	0
Sales of common stock for cash (in shares)		13,011,000
Common stock issued for services	184,170	$ 140	184,030	0
Common stock issued for services (in shares)		140,000
Net loss for the year	(116,361)	$ 0	0	(116,361)
Balance at Dec. 31, 2016	605,963	$ 20,140	1,377,499	(791,676)
Balance (in shares) at Dec. 31, 2016		20,140,000
Sales of common stock for cash	2,540,601	$ 2,822	2,537,779	0
Sales of common stock for cash (in shares)		2,822,899
Common stock issued for services	326,000	$ 200	325,800	0
Common stock issued for services (in shares)		200,000
Compensation expense associated with option awards	550,411		550,411	0
Net loss for the year	(1,673,779)	0	0	(1,673,779)
Balance at Dec. 31, 2017	$ 2,349,196	$ 23,162	$ 4,791,489	$ (2,465,455)
Balance (in shares) at Dec. 31, 2017		23,162,899

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Cash flows from operating activities
Net income (loss) for the period	$ (1,673,779)	$ (116,361)
Adjustments to reconcile net loss to net cash provided by operating activities
Depreciation expense	20,362	0
Impairment of fixed assets	180,181	0
Stock option expense	550,411	0
Common stock issued for services	27,162	184,170
(Increase) Decrease in
Accounts receivable	(1,003,305)	(671,279)
Inventory	294,275	(1,889,423)
Prepaid expenses	(20,016)	(33,790)
Increase (Decrease) in
Accounts payable	1,202,373	64,811
Accounts payable - related party	(1,012,436)	1,727,857
Accrued income taxes	(17,036)	17,036
Accrued interest	0	(7,643)
Accrued interest payable to controlling stockholder	(580)	(21,953)
Net cash used in operating activities	(1,452,388)	(746,575)
Cash flows from investing activities
Purchase of fixed assets	(566,460)	0
Net Cash flows from investing activities	(566,460)	0
Cash flows from financing activities
Cash paid on notes payable to investors	0	(122,300)
Cash received / (repaid) from issuance of note payable - related party	(177,474)	175,000
Cash received (paid) on notes payable to controlling stockholder, net	0	(87,352)
Cash paid on vehicle loan	(1,899)	0
Proceeds from sale of common stock	2,540,604	703,100
Net cash provided by financing activities	2,361,231	668,448
Increase (decrease) in Cash	342,383	(78,127)
Cash at beginning of period	151	78,278
Cash at end of period	342,534	151
Supplemental disclosure of interest and income taxes paid
Interest paid for the period	10,657	34,244
Income taxes paid for the period	0	0
NON-CASH TRANSACTIONS:
Fixed assets acquired through issuance of debt	8,761	0
Fixed assets acquired through issuance of debt -M&G acquisition	425,000	0
Capital lease obligation	$ 21,644	$ 0

Organization and Description of

Organization and Description of Business	12 Months Ended
	Dec. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Operations [Text Block]	Note A - Organization and Description of Business Vegalab Inc. (formerly HPC Acquisitions, Inc.) (the “Company”) was initially formed under the laws of the State of Minnesota as Herky Packing Co. on July 17, 1968. The Company initially produced and marketed meat snack foods, principally beef jerky, smoked dried beef and snack sausages, through food brokers, distributors and wagon jobbers. Despite a 1970 restructuring, including the relocation to an approximate 12,500 On August 7, 2006, the Company changed its state of incorporation from Minnesota to Nevada by means of a merger with and into HPC Acquisitions, Inc., a Nevada corporation formed on June 12, 2006 solely for the purpose of effecting the reincorporation. The Articles of Incorporation and Bylaws of the Nevada corporation are the Articles of Incorporation and Bylaws of the surviving corporation. Such Articles of Incorporation modified the Company’s capital structure to allow for the issuance of up to 50,000,000 0.001 10,000,000 0.001 On March 8, 2016, the Company sold 12,011,000 303,100 ” and the business of selling citrus products under the brand name “M&G The Company is currently in the business of selling the ECOWIN products under the “Vegalab” name in the United States of America. The Company’s current sole source of supply of ECOWIN products is through Vegalab S. A., a Swiss company solely owned by David Selakovic, the Company’s controlling shareholder and sole officer and director. On October 18, 2017, the Company purchased substantially all the assets of a produce packaging business conducted under the name M&G Packing, Inc. located in Tulare County, California. The acquisition consisted of purchasing the real property and building used in the business from M & G Farms, Inc., a California corporation, and all of the equipment, inventory, customers, suppliers, contract rights, and intangible property from M&G Packing, Inc., a California corporation. On November 6, 2017, the Company amended its Articles of Incorporation to change its name to Vegalab, Inc.

Preparation of Financial Statem

Preparation of Financial Statements	12 Months Ended
	Dec. 31, 2017
Accounting Policies [Abstract]
Basis of Presentation and Significant Accounting Policies [Text Block]	Note B - Preparation of Financial Statements The Company follows the accrual basis of accounting in accordance with generally accepted accounting principles and has a fiscal year-end of December 31. 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.

Going Concern Uncertainty

Going Concern Uncertainty	12 Months Ended
	Dec. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Substantial Doubt about Going Concern [Text Block]	Note C - Going Concern Uncertainty The Company’s business plan is to distribute, in the Western Hemisphere, certain natural agrochemicals developed by ECOWIN Co., Ltd., a Korean company, under the brand name “Vegalab”. However, there is no assurance that the Company will be able to successfully penetrate its targeted market or implement its business plan. The Company's continued existence is dependent upon its ability to generate sufficient cash flows from operations to support its daily operations as well as provide sufficient resources to retire existing liabilities and obligations on a timely basis. The Company faces considerable risk in its business plan. If insufficient operating capital is available during the next twelve months, the Company will be forced to rely on existing cash in the bank and additional funds loaned by management and/or significant stockholders. The Company’s former majority stockholder previously provided the necessary working capital to maintain the corporate status of the Company. It is the current intent of management and significant stockholders to provide sufficient working capital, if necessary, to support and preserve the integrity of the corporate entity. However, no formal commitments or arrangements to advance or loan funds to the Company or repay any such advances or loans exist. There is no legal obligation for either management or significant stockholders to provide additional future funding. The Company anticipates offering future sales of equity securities. However, there is no assurance that the Company will be able to obtain additional funding through the sales of additional equity securities or, that such funding, if available, will be obtained on terms favorable to or affordable by the Company. The Company’s certificate of incorporation authorizes the issuance of up to 10,000,000 50,000,000 In such a restricted cash flow scenario, the Company would be unable to complete its business plan steps, and would, instead, delay all cash intensive activities. Without necessary cash flow, the Company may become dormant during the next twelve months, or until such time as necessary funds could be raised in the equity securities market. While the Company is of the opinion that good faith estimates of the Company’s ability to secure additional capital in the future to reach its goals have been made, there is no guarantee that the Company will receive sufficient funding to sustain operations or implement any future business plan steps. These factors raise substantial doubt about the Company’s ability to continue to operate as a going concern for the twelve months following the issuance date of these consolidated financial statements. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty

Summary of Significant Accounti

Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2017
Accounting Policies [Abstract]
Significant Accounting Policies [Text Block]	Note D - Summary of Significant Accounting Policies 1. Cash and Cash Equivalents The Company considers all cash on hand and in banks, certificates of deposit and other highly-liquid investments with maturities of three months or less, when purchased, to be cash and cash equivalents. 2. Concentrations of Credit Risk Sales to two customers comprised 71 15 78 8 66 25 75 19 3. Accounts Receivable In the normal course of business, the Company extends unsecured credit to virtually all of its customers which are located throughout the United States. Because of the credit risk involved, management has provided an allowance for doubtful accounts which reflects its opinion of amounts which will eventually become uncollectible. In the event of complete non-performance, the maximum exposure to the Company is the recorded amount of trade accounts receivable shown on the balance sheet at the date of non-performance. As of December 31, 2017 and 2016, the Company recorded allowances of $ 2,915 0 4. Inventory Inventory consists of finished goods related to the sale of certain natural agrochemicals developed by ECOWIN Co., Ltd., a Korean company, under the brand name “Vegalab”. Inventory is valued at the lower of cost or market using the average cost method. A change in income is taken when factors that would result in a need for a reduction in the valuation, such as excess or obsolete inventory, are noted. At December 31, 2017 and December 31, 2016, there was no reserve for excess or obsolete inventory. 5. Property, plant and equipment Property, plant and equipment are recorded at cost, net of accumulated depreciation. Depreciation is calculated by using the straight-line method over the estimated useful lives of the assets, which is five years for all categories. December 31, 2017 Automobile $ 14,261 Land 142,475 Building 374,338 Machinery and equipment 490,791 Total 1,021,136 Impairment recognized upon acquisition (179,452) Impairment recognized subsequent to acquisition (729) Accumulated depreciation (20,362) Balance $ 821,322 Depreciation expense for the year ended December 31, 2017 was $ 20,362 6. Revenue Recognition Revenue is recognized when the earnings process is completed, the risks and rewards of ownership have transferred to the customer, which is generally the same day as delivery or shipment of the product, the price to the buyer is fixed or determinable, and collection is reasonably assured. All sales are recorded when the goods are shipped. The Company ships all product on an FOB-Plant, “as-is” basis. Accordingly, revenue is recognized by the Company at the point at which an order is shipped at a fixed price, collection is reasonably assured and the Company has no remaining performance obligations related to the sale. The Company sells all products with “no right of return” by the purchaser for any factor other than defects in the products’ development. 7. Income (Loss) per Share Basic earnings (loss) per share is computed by dividing the net income (loss) available to common stockholders by the weighted-average number of common shares outstanding during the respective period presented in our accompanying financial statements. Fully diluted earnings (loss) per share is computed similar to basic income (loss) per share except that the denominator is increased to include the number of 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, at either the beginning of the respective period presented or the date of issuance, whichever is later, and only if the common stock equivalents are considered dilutive based upon the Company’s net income (loss) position at the calculation date. December 31, December 31, Options 448,000 - Total 448,000 - 8. Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases In April 2016, the FASB issued ASU 2016–10 Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing. The amendments in this Update do not change the core principle of the guidance in Topic 606. Rather, the amendments in this Update clarify the following two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. Topic 606 includes implementation guidance on (a) contracts with customers to transfer goods and services in exchange for consideration and (b) determining whether an entity’s promise to grant a license provides a customer with either a right to use the entity’s intellectual property (which is satisfied at a point in time) or a right to access the entity’s intellectual property (which is satisfied over time). The amendments in this Update are intended render more detailed implementation guidance with the expectation to reduce the degree of judgement necessary to comply with Topic 606. The Company is currently reviewing the provisions of this ASU to determine if there will be any impact on our results of operations, cash flows or financial condition. In April 2016, the FASB issued ASU No. 2016-15, “Classification of Certain Cash Receipts and Cash Payments” On November 17, 2016, the FASB issued ASU No. 2016-18, “ Statement of Cash Flows (Topic 230): Restricted Cash” The Company does not expect the adoption of other recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flows.

Fair Value of Financial Instrum

Fair Value of Financial Instruments	12 Months Ended
	Dec. 31, 2017
Fair Value Disclosures [Abstract]
Fair Value Disclosures [Text Block]	Note E - Fair Value of Financial Instruments The carrying amount of cash, accounts receivable, accounts payable and notes payable, as applicable, approximates fair value due to the short term nature of these items and/or the current interest rates payable in relation to current market conditions. Interest rate risk is the risk that the Company’s earnings are subject to fluctuations in interest rates on either investments or on debt and is fully dependent upon the volatility of these rates. The Company does not use derivative instruments to moderate its exposure to interest rate risk, if any. Financial risk is the risk that the Company’s earnings are subject to fluctuations in interest rates or foreign exchange rates and are fully dependent upon the volatility of these rates. The Company does not use derivative instruments to moderate its exposure to financial risk, if any.

Purchase of M&G Packaging

Purchase of M&G Packaging	12 Months Ended
	Dec. 31, 2017
Purchase of MG Packaging [Abstract]
Business Combination Disclosure [Text Block]	Note F – Purchase of M&G Packaging On October 18, 2017, the Company purchased substantially all the assets of a produce packaging business conducted under the name M&G Packing, Inc. located in Tulare County, California. The acquisition consisted of purchasing the real property and building used in the business from M & G Farms, Inc., a California corporation, and all of the equipment, inventory, customer lists, vendor lists The total purchase price for the business plus closing costs was $ 854,452 429,452 425,000 6.0 18 months Cash paid $ 429,452 Note payable to seller 425,000 Total Consideration $ 854,452 Purchased: Land and building $ 275,000 Machinery and equipment 400,000 Goodwill and intangible assets - impaired 179,452 (1) Total acquired in acquisition $ 854,452 (1) The Company elected to

Segments

Segments	12 Months Ended
	Dec. 31, 2017
Segment Reporting [Abstract]
Segment Reporting Disclosure [Text Block]	Note G – Segments th Segment Segment Sales Depreciation Profit Assets M&G Packaging $ 2,130,308 $ 16,667 $ 356,029 $ 895,832 Vegalab $ 361,083 $ - $ 77,743 $ 3,891,644 $ 2,491,391 $ 16,667 $ 433,772 $ 4,787,476

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2017
Related Party Transactions [Abstract]
Related Party Transactions Disclosure [Text Block]	Note H - Related Party Transactions The Company’s current sole source of supply of ECOWIN products is through Vegalab S. A., a Swiss company solely owned by David Selakovic, the Company’s controlling shareholder. All products are sold to the Company at VSA's cost for the products from the manufacturer. During the year ended December 31, 2017, the Company incurred $454,744 for product purchases for resale from Vegalab S. A. As of December 31, 2017 and December 31, 2016, the Company had outstanding accounts payable – related party of $ 712,947 1,727,857 During the year ended December 31, 2017, the Company received a credit from Vegalab S.A. of $ 198,510

Note Payable to Investor

Note Payable to Investor	12 Months Ended
	Dec. 31, 2017
Notes Payable to Investors [Abstract]
Notes Payable to Investors Disclosure [Text Block]	Note I - Note Payable to Investor On August 24, 2016, the Company’s new controlling stockholder, David Selakovic, agreed to loan the Company up to $ 300,000 4 175,000 60 177,474 1,894 2,474

INCOME TAXES

INCOME TAXES	12 Months Ended
	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Income Tax Disclosure [Text Block]	NOTE J - INCOME TAXES Year Ended Year Ended December 31, December 31, Federal: Current $ (17,036) $ 17,036 Deferred - - State: Current - - Deferred - - Total $ (17,036) $ 17,036 As of December 31, 2017, the Company has an aggregate net operating loss carryforward of approximately $ 909,000 21 34 Year Ended Year Ended December 31, December 31, 2017 2016 Statutory rate applied to income before income taxes $ $ 27,419 Increase (decrease) in income taxes resulting from: State income taxes - - Change in valuation allowance - - Utilization of net operating loss carryforward - (181) Other - (10,202) Income Tax Expense (Benefit) $ - $ - December 31, December 31, 2017 2016 Deferred tax assets Net operating loss carryforward $ 909,275 $ 675,495 Other - - Total deferred tax assets 909,275 675,495 Less valuation allowance (909,275) (675,495) Total deferred tax asset, net of valuation allowance - - Inventories - - Other - (17,036) Net Deferred Tax Asset (Liability) $ - $ (17,036) On December 22, 2017, new federal tax reform legislation was enacted in the United States (the “2017 Tax Act”), resulting in significant changes from previous tax law. The 2017 Tax Act reduces the federal corporate income tax rate to a flat rate of 21 35 88,000

Common Stock Transactions

Common Stock Transactions	12 Months Ended
	Dec. 31, 2017
Equity [Abstract]
Stockholders' Equity Note Disclosure [Text Block]	Note K - Common Stock Transactions On March 8, 2016, the Company completed its issuance of 12,011,000 303,100 100,000 In May 2016, the Company completed a private offering of 1,000,000 500,000 On November 15, 2016, the Company issued 140,000 184,170 1.32 On December 1, 2017, the Company issued 200,000 326,000 1.63 298,833 and stock compensation expense of $27,167. During the year ended December 31, 2017, the Company sold a total of 2,822,899 2,540,601

Stock Options

Stock Options	12 Months Ended
	Dec. 31, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Disclosure of Compensation Related Costs, Share-based Payments [Text Block]	Note H – Stock Options Weighted Average Number of Options Exercise Price Balance at December 31, 2016 — $ — Granted 448,000 1.45 Exercised — — Expired — — Balance at December 31, 2017 448,000 $ 1.45 Options Exercisable at December 31, 2017 379,750 $ 1.45 On November 6, 2017, the Company filed an amendment to its Articles of Incorporation with the Secretary of Nevada to change its name to "Vegalab, Inc." and approved the Company's 2017 Equity Incentive Plan and the reservation of 2,000,000 The Company's stock price was higher was approximately $ 358,000 On February 28, 2017, the Company granted options to purchase 30,000 1.23 10 February 25, 2022 0 508 2.09 5 On November 20, 2017, the Company granted options to purchase 78,000 1.425 12 November 20, 2022 0 490 2.09 5 On November 20, 2017, the Company granted options to purchase 100,000 1.425 November 20, 2022 0 490 2.09 5 On November 20, 2017, the Company granted options to purchase 100,000 1.425 November 20, 2022 0 490 2.09 5 On December 11, 2017, the Company granted options to purchase 140,000 1.40 December 12, 2022 0 495 2.16 5 During the year ended December 31, 2017 total stock option expense amounted to $ 550,411

Commitment and Contingencies

Commitment and Contingencies	12 Months Ended
	Dec. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies Disclosure [Text Block]	Note L – Commitment and Contingencies On June 1, 2017, the Company entered into a vehicle loan secured by the automobile for $ 8,761 3 June 1, 2020 266 1,899 6,862 2,904 3,958 Amount 2018 $ 2,904 2019 2,960 2020 998 2021 - 2022 & Thereafter - Total $ 6,862 Current 2,904 Long-Term 3,958 On October 20, 2017, the Company entered into a lease agreement for a forklift with a lease term of 57 380 1.90 2018 $ 3,796 2019 4,555 2020 4,555 2021 4,555 2022 & Thereafter 5,315 Total future minimum lease payments $ 22,776 Less: amount representing interest (1,132) Present value of net minimum lease and obligations 21,644 On July 20, 2016, the Company entered into a lease agreement for warehouses located at 2542 Business Parkway Suite 1 and 2, Minden, Nevada. The facility is 24,276 36 13,959 14,500 190,054 At December 31, 2017, future 2018 $ 167,504 2019 125,628 2020 - 2021 - 2022 & Thereafter - Total $ 293,132

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2017
Subsequent Events [Abstract]
Subsequent Events [Text Block]	Note M – Subsequent Events On December 29, 2017, Vegalab exercised an option to purchase The Agronomy Group LLC, a California limited liability company (“TAG”). On January 22, 2018, Vegalab and TAG entered into a Member Units Purchase Agreement under which Vegalab agreed to purchase all of the member units in TAG from its two members for a total of 600,000 1,600,000 1.20 Assets acquired: Current assets $ 143 Property and equipment 41 Intangible assets 3,824 Goodwill 306 Total assets acquired 4,314 Total liabilities assumed (58) Net assets acquired $ 4,256 Consideration paid: Issuance of 600,000 shares of common stock $ 2,580 Issuance of 1,600,000 warrants 1,676 Total $ 4.256 On January 26, 2018, the Company issued 25,000 75,000 425,000

Summary of Significant Accoun21

Summary of Significant Accounting Policies (Policies)	12 Months Ended
	Dec. 31, 2017
Accounting Policies [Abstract]
Cash and Cash Equivalents, Policy [Policy Text Block]	1. Cash and Cash Equivalents The Company considers all cash on hand and in banks, certificates of deposit and other highly-liquid investments with maturities of three months or less, when purchased, to be cash and cash equivalents.
Concentration Risk, Credit Risk, Policy [Policy Text Block]	2. Concentrations of Credit Risk Sales to two customers comprised 71 15 78 8 66 25 75 19
Receivables, Trade and Other Accounts Receivable, Allowance for Doubtful Accounts, Policy [Policy Text Block]	3. Accounts Receivable In the normal course of business, the Company extends unsecured credit to virtually all of its customers which are located throughout the United States. Because of the credit risk involved, management has provided an allowance for doubtful accounts which reflects its opinion of amounts which will eventually become uncollectible. In the event of complete non-performance, the maximum exposure to the Company is the recorded amount of trade accounts receivable shown on the balance sheet at the date of non-performance. As of December 31, 2017 and 2016, the Company recorded allowances of $ 2,915 0
Inventory, Policy [Policy Text Block]	4. Inventory Inventory consists of finished goods related to the sale of certain natural agrochemicals developed by ECOWIN Co., Ltd., a Korean company, under the brand name “Vegalab”. Inventory is valued at the lower of cost or market using the average cost method. A change in income is taken when factors that would result in a need for a reduction in the valuation, such as excess or obsolete inventory, are noted. At December 31, 2017 and December 31, 2016, there was no reserve for excess or obsolete inventory.
Property, Plant and Equipment, Policy [Policy Text Block]	5. Property, plant and equipment Property, plant and equipment are recorded at cost, net of accumulated depreciation. Depreciation is calculated by using the straight-line method over the estimated useful lives of the assets, which is five years for all categories. December 31, 2017 Automobile $ 14,261 Land 142,475 Building 374,338 Machinery and equipment 490,791 Total 1,021,136 Impairment recognized upon acquisition (179,452) Impairment recognized subsequent to acquisition (729) Accumulated depreciation (20,362) Balance $ 821,322 Depreciation expense for the year ended December 31, 2017 was $ 20,362
Revenue Recognition, Policy [Policy Text Block]	6. Revenue Recognition Revenue is recognized when the earnings process is completed, the risks and rewards of ownership have transferred to the customer, which is generally the same day as delivery or shipment of the product, the price to the buyer is fixed or determinable, and collection is reasonably assured. All sales are recorded when the goods are shipped. The Company ships all product on an FOB-Plant, “as-is” basis. Accordingly, revenue is recognized by the Company at the point at which an order is shipped at a fixed price, collection is reasonably assured and the Company has no remaining performance obligations related to the sale. The Company sells all products with “no right of return” by the purchaser for any factor other than defects in the products’ development.
Income (Loss) per share Policy [Policy Text Block]	7. Income (Loss) per Share Basic earnings (loss) per share is computed by dividing the net income (loss) available to common stockholders by the weighted-average number of common shares outstanding during the respective period presented in our accompanying financial statements. Fully diluted earnings (loss) per share is computed similar to basic income (loss) per share except that the denominator is increased to include the number of 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, at either the beginning of the respective period presented or the date of issuance, whichever is later, and only if the common stock equivalents are considered dilutive based upon the Company’s net income (loss) position at the calculation date. December 31, December 31, Options 448,000 - Total 448,000 -
New Accounting Pronouncements, Policy [Policy Text Block]	8. Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases In April 2016, the FASB issued ASU 2016–10 Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing. The amendments in this Update do not change the core principle of the guidance in Topic 606. Rather, the amendments in this Update clarify the following two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. Topic 606 includes implementation guidance on (a) contracts with customers to transfer goods and services in exchange for consideration and (b) determining whether an entity’s promise to grant a license provides a customer with either a right to use the entity’s intellectual property (which is satisfied at a point in time) or a right to access the entity’s intellectual property (which is satisfied over time). The amendments in this Update are intended render more detailed implementation guidance with the expectation to reduce the degree of judgement necessary to comply with Topic 606. The Company is currently reviewing the provisions of this ASU to determine if there will be any impact on our results of operations, cash flows or financial condition. In April 2016, the FASB issued ASU No. 2016-15, “Classification of Certain Cash Receipts and Cash Payments” On November 17, 2016, the FASB issued ASU No. 2016-18, “ Statement of Cash Flows (Topic 230): Restricted Cash” The Company does not expect the adoption of other recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flows.

Summary of Significant Accoun22

Summary of Significant Accounting Policies (Tables)	12 Months Ended
	Dec. 31, 2017
Accounting Policies [Abstract]
Property, Plant and Equipment [Table Text Block]	Automobile, computer equipment, and leasehold improvements consisted of the following: December 31, 2017 Automobile $ 14,261 Land 142,475 Building 374,338 Machinery and equipment 490,791 Total 1,021,136 Impairment recognized upon acquisition (179,452) Impairment recognized subsequent to acquisition (729) Accumulated depreciation (20,362) Balance $ 821,322
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]	For the years ended December 31, 2017, the Company’s potentially dilutive shares, which include outstanding common stock options that have not been included in the computation of diluted net loss per share as the result would have been anti-dilutiv December 31, December 31, Options 448,000 - Total 448,000 -

Purchase of M&G Packaging (Tabl

Purchase of M&G Packaging (Tables)	12 Months Ended
	Dec. 31, 2017
Purchase of MG Packaging [Abstract]
Schedule of Business Acquisitions, by Acquisition [Table Text Block]	Cash paid $ 429,452 Note payable to seller 425,000 Total Consideration $ 854,452 Purchased: Land and building $ 275,000 Machinery and equipment 400,000 Goodwill and intangible assets - impaired 179,452 (1) Total acquired in acquisition $ 854,452 (1) The Company elected to

Segments (Tables)

Segments (Tables)	12 Months Ended
	Dec. 31, 2017
Segment Reporting [Abstract]
Schedule of Segment Reporting Information, by Segment [Table Text Block]	For the Year Ended December 31, 2017: Segment Segment Sales Depreciation Profit Assets M&G Packaging $ 2,130,308 $ 16,667 $ 356,029 $ 895,832 Vegalab $ 361,083 $ - $ 77,743 $ 3,891,644 $ 2,491,391 $ 16,667 $ 433,772 $ 4,787,476

INCOME TAXES (Tables)

INCOME TAXES (Tables)	12 Months Ended
	Dec. 31, 2017
Income Tax Disclosure [Abstract]
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block]	The components of income tax (benefit) expense for each of the years ended December 31, 2017 and 2016, respectively, are as follows: Year Ended Year Ended December 31, December 31, Federal: Current $ (17,036) $ 17,036 Deferred - - State: Current - - Deferred - - Total $ (17,036) $ 17,036
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block]	The Company's income tax expense (benefit) for each of the years ended December 31, 2017 and 2016, respectively, differed from the statutory federal rate of 21 34 Year Ended Year Ended December 31, December 31, 2017 2016 Statutory rate applied to income before income taxes $ $ 27,419 Increase (decrease) in income taxes resulting from: State income taxes - - Change in valuation allowance - - Utilization of net operating loss carryforward - (181) Other - (10,202) Income Tax Expense (Benefit) $ - $ -
Schedule of Deferred Tax Assets and Liabilities [Table Text Block]	Temporary differences, consisting primarily of the prospective usage of net operating loss carryforwards give rise to deferred tax assets and liabilities as of December 31, 2017 and 2016, respectively: December 31, December 31, 2017 2016 Deferred tax assets Net operating loss carryforward $ 909,275 $ 675,495 Other - - Total deferred tax assets 909,275 675,495 Less valuation allowance (909,275) (675,495) Total deferred tax asset, net of valuation allowance - - Inventories - - Other - (17,036) Net Deferred Tax Asset (Liability) $ - $ (17,036)

Stock Options (Tables)

Stock Options (Tables)	12 Months Ended
	Dec. 31, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block]	Weighted Average Number of Options Exercise Price Balance at December 31, 2016 — $ — Granted 448,000 1.45 Exercised — — Expired — — Balance at December 31, 2017 448,000 $ 1.45 Options Exercisable at December 31, 2017 379,750 $ 1.45

Commitment and Contingencies (T

Commitment and Contingencies (Tables)	12 Months Ended
	Dec. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Schedule OF Secured Debt Future Principal Payments [Table Text Block]	At December 31, 2017, the Company’s future principal payments are as follows: Amount 2018 $ 2,904 2019 2,960 2020 998 2021 - 2022 & Thereafter - Total $ 6,862 Current 2,904 Long-Term 3,958
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block]	The future minimum lease payments required under the capital lease and the present value of the net minimum lease payments as of December 31, 2017 are as follows: 2018 $ 3,796 2019 4,555 2020 4,555 2021 4,555 2022 & Thereafter 5,315 Total future minimum lease payments $ 22,776 Less: amount representing interest (1,132) Present value of net minimum lease and obligations 21,644
Contractual Obligation, Fiscal Year Maturity Schedule [Table Text Block]	At December 31, 2017, future 2018 $ 167,504 2019 125,628 2020 - 2021 - 2022 & Thereafter - Total $ 293,132

Subsequent Events (Tables)

Subsequent Events (Tables)	12 Months Ended
	Dec. 31, 2017
Subsequent Events [Abstract]
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block]	The following table shows the preliminary purchase price, estimated acquisition-date fair values of the assets acquired and liabilities assumed and calculation of goodwill for TAG utilizing the information at acquisition date. All numbers are in 000’s except shares and warrants. Assets acquired: Current assets $ 143 Property and equipment 41 Intangible assets 3,824 Goodwill 306 Total assets acquired 4,314 Total liabilities assumed (58) Net assets acquired $ 4,256 Consideration paid: Issuance of 600,000 shares of common stock $ 2,580 Issuance of 1,600,000 warrants 1,676 Total $ 4.256

Organization and Description 29

Organization and Description of Business (Details Textual)	Mar. 08, 2016USD ($)shares	Dec. 31, 2017USD ($)ft²$ / sharesshares	Dec. 31, 2016USD ($)$ / sharesshares	Aug. 07, 2006$ / sharesshares
Authorized Shares Common Stock		50,000,000	50,000,000	50,000,000
Common Stock Par Value Per Share | $ / shares		$ 0.001	$ 0.001	$ 0.001
Authorized Shares Preferred stock		10,000,000	10,000,000	10,000,000
Preferred Stock Par Value Per Share | $ / shares		$ 0.001	$ 0.001	$ 0.001
Stock Issued During Period, Value, New Issues | $		$ 2,540,601	$ 703,100
Area of Land | ft²		12,500
David Selakovic [Member]
Stock Issued During Period, Shares, New Issues	12,011,000
Stock Issued During Period, Value, New Issues | $	$ 303,100

Going Concern Uncertainty (Deta

Going Concern Uncertainty (Details Textual) - shares	Dec. 31, 2017	Dec. 31, 2016	Aug. 07, 2006
Going Concern [Line Items]
Preferred Stock, Shares Authorized	10,000,000	10,000,000	10,000,000
Common Stock, Shares Authorized	50,000,000	50,000,000	50,000,000

Summary of Significant Accoun31

Summary of Significant Accounting Policies (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Property, Plant and Equipment, Gross	$ 1,021,136
Impairment recognized upon acquisition	(179,452)
Impairment recognized subsequent to acquisition	(729)
Accumulated depreciation	(20,362)
Balance	821,322	$ 0
Auto mobile [Member]
Property, Plant and Equipment, Gross	14,261
Land [Member]
Property, Plant and Equipment, Gross	142,475
Building [Member]
Property, Plant and Equipment, Gross	374,338
Machinery and Equipment [Member]
Property, Plant and Equipment, Gross	$ 490,791

Summary of Significant Accoun32

Summary of Significant Accounting Policies (Details 1) - shares	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Accounting Policies [Abstract]
Options	448,000	0
Total	448,000	0

Summary of Significant Accoun33

Summary of Significant Accounting Policies (Details Textual) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Significant Accounting Policies [Line Items]
Depreciation	$ 20,362	$ 0
Allowance for Doubtful Accounts Receivable	$ 2,915	$ 0
Sales Revenue, Net [Member]
Significant Accounting Policies [Line Items]
Concentration Risk, Percentage	0.00%
Accounts Receivable [Member]
Significant Accounting Policies [Line Items]
Concentration Risk, Percentage	0.00%
Customer One Concentration Risk [Member] | Sales Revenue, Net [Member]
Significant Accounting Policies [Line Items]
Concentration Risk, Percentage	71.00%	66.00%
Customer One Concentration Risk [Member] | Accounts Receivable [Member]
Significant Accounting Policies [Line Items]
Concentration Risk, Percentage	78.00%	75.00%
Customer Two Concentration Risk [Member] | Sales Revenue, Net [Member]
Significant Accounting Policies [Line Items]
Concentration Risk, Percentage	15.00%	25.00%
Customer Two Concentration Risk [Member] | Accounts Receivable [Member]
Significant Accounting Policies [Line Items]
Concentration Risk, Percentage	8.00%	19.00%

Purchase of M&G Packaging (Deta

Purchase of M&G Packaging (Details) - USD ($)		1 Months Ended	12 Months Ended
		Oct. 24, 2017	Dec. 31, 2017
Cash paid		$ 429,452
Note payable to seller		425,000
Total Consideration		854,452	$ 4,256
Land and building		275,000
Machinery and equipment		400,000
Goodwill and intangible assets - impaired	[1]	179,452
Total acquired in acquisition		$ 854,452	$ 4,256,000
[1]	The Company forgo the valuation of intangible assets acquired and, therefore, impaired the goodwill and intangible assets acquired, which consisted primarily of customer lists, vendor relationships and name brand.

Purchase of M&G Packaging (De35

Purchase of M&G Packaging (Details Textual) - USD ($)	1 Months Ended	12 Months Ended
	Oct. 24, 2017	Dec. 31, 2017
Business Combination, Consideration Transferred	$ 854,452	$ 4,256
Payments to Acquire Businesses, Gross	429,452
Business Combination, Consideration Transferred, Liabilities Incurred	$ 425,000
Debt Instrument, Interest Rate, Stated Percentage	6.00%
Debt Instrument, Payment Terms	18 months

Segments (Details)

Segments (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Gross Profit:
Sales	$ 2,491,391	$ 2,115,421
Depreciation	20,362	0
Segment Profit	433,772	498,055
Segment Assets	4,787,476	$ 2,595,893
MG Packaging [Member]
Gross Profit:
Sales	2,130,308
Depreciation	16,667
Segment Profit	356,029
Segment Assets	895,832
Vegalab [Member]
Gross Profit:
Sales	361,083
Depreciation	0
Segment Profit	77,743
Segment Assets	$ 3,891,644

Related Party Transactions (Det

Related Party Transactions (Details Textual) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Notes Payable, Related Parties, Current	$ 0	$ 175,000
Vegalab S. A [Member]
Related Party Transaction, Amounts of Transaction	454,744
Notes Payable, Related Parties, Current	712,947	$ 1,727,857
Reimbursement For Marketing Costs Promotion Samples And Advertising Expenses	$ 198,510

Note Payable to Investor (Detai

Note Payable to Investor (Details Textual) - USD ($)	1 Months Ended	12 Months Ended
	Aug. 24, 2016	Dec. 31, 2017	Dec. 31, 2016	Oct. 24, 2017
Debt Instrument, Term			60 years
Notes Payable, Related Parties, Current		$ 0	$ 175,000
Debt Instrument, Interest Rate, Stated Percentage				6.00%
Accured Interest Payable To Related Party ,Current		1,894	$ 2,474
Repayments of Subordinated Short-term Debt		$ 177,474
David Selakovic [Member]
Debt Instrument, Interest Rate, Stated Percentage	4.00%
Proceeds from Related Party Debt	$ 300,000

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Federal:
Current	$ (17,036)	$ 17,036
Deferred	0	0
State:
Current	0	0
Deferred	0	0
Total	$ (17,036)	$ 17,036

INCOME TAXES (Details 1)

INCOME TAXES (Details 1) - USD ($)	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Statutory rate applied to income before income taxes		$ 27,419
Increase (decrease) in income taxes resulting from:
State income taxes	0	0
Change in valuation allowance	0	0
Utilization of net operating loss carryforward	0	(181)
Other	0	(10,202)
Income Tax Expense (Benefit)	$ (17,036)	$ 17,036

INCOME TAXES (Details 2)

INCOME TAXES (Details 2) - USD ($)	Dec. 31, 2017	Dec. 31, 2016
Deferred tax assets
Net operating loss carryforward	$ 909,275	$ 675,495
Other	0	0
Total deferred tax assets	909,275	675,495
Less valuation allowance	(909,275)	(675,495)
Total deferred tax asset, net of valuation allowance	0	0
Inventories	0	0
Other	0	(17,036)
Net Deferred Tax Asset (Liability)	$ 0	$ (17,036)

INCOME TAXES (Details Textual)

INCOME TAXES (Details Textual) - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Operating Loss Carryforwards		$ 909,000
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent		21.00%	34.00%
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount		$ 0	$ 0
Scenario, Plan [Member]
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent	21.00%	35.00%

Common Stock Transactions (Deta

Common Stock Transactions (Details Textual) - USD ($)	Mar. 08, 2016	Dec. 01, 2017	Nov. 15, 2016	May 31, 2016	Dec. 31, 2015	Dec. 31, 2017	Dec. 31, 2016
Stock Issued During Period, Value, New Issues						$ 2,540,601	$ 703,100
Stock Issued During Period, Shares, Issued for Services		200,000	140,000
Stock Issued During Period, Value, Issued for Services		$ 326,000	$ 184,170			326,000	$ 184,170
Shares Issued, Price Per Share		$ 1.63	$ 1.32
Prepaid share based compensation						298,833
Share-based Compensation						$ 27,167
Third parties [Member]
Stock Issued During Period, Shares, Issued for Services						2,822,899
Private Placement [Member]
Stock Issued During Period, Value, New Issues				$ 500,000
Stock Issued During Period, Shares, New Issues				1,000,000
David Selakovic [Member]
Stock Issued During Period, Value, New Issues	$ 303,100
Stock Issued During Period, Shares, New Issues	12,011,000
Proceeds from Contributions from Affiliates					$ 100,000

Stock Options (Details)

Stock Options (Details) - $ / shares	1 Months Ended	12 Months Ended
	Feb. 28, 2017	Dec. 31, 2017
Number of Options, Beginning Balance		0
Number of Options, Granted	30,000	448,000
Number of Options, Exercised		0
Number of Options, Expired		0
Number of Options, Ending Balance		448,000
Number of Options, Options Exercisable		379,750
Weighted Average Exercise Price, Beginning Balance		$ 0
Weighted Average Exercise Price, Granted	$ 1.23	1.45
Weighted Average Exercise Price, Exercised		0
Weighted Average Exercise Price, Expired		0
Weighted Average Exercise Price, Ending Balance		1.45
Weighted Average Exercise Price, Options Exercisable		$ 1.45

Stock Options (Details Textual)

Stock Options (Details Textual) - USD ($)	Dec. 11, 2017	Nov. 20, 2017	Feb. 28, 2017	Dec. 31, 2017	Dec. 31, 2016	Nov. 06, 2017
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross			30,000	448,000
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price			$ 1.23	$ 1.45
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period			10 months
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate			0.00%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate			508.00%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate			2.09%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term			5 years
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date			Feb. 25, 2022
Stock or Unit Option Plan Expense				$ 550,411	$ 0
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value				$ 358,000
Consultants [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross	140,000	78,000
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price	$ 1.40	$ 1.425
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period		12 months
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate	0.00%	0.00%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate	495.00%	490.00%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate	2.16%	2.09%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term	5 years	5 years
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date	Dec. 12, 2022	Nov. 20, 2022
Employee [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross		100,000
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price		$ 1.425
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate		0.00%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate		490.00%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate		2.09%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term		5 years
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date		Nov. 20, 2022
President [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross		100,000
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price		$ 1.425
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate		0.00%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate		490.00%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate		2.09%
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term		5 years
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date		Nov. 20, 2022
2017 Equity Incentive Plan [Member]
Common Stock, Capital Shares Reserved for Future Issuance						2,000,000

Commitment and Contingencies (D

Commitment and Contingencies (Details)	Dec. 31, 2017USD ($)
Commitments and Contingencies Disclosure [Abstract]
2,018	$ 2,904
2,019	2,960
2,020	998
2,021	0
2022 & Thereafter	0
Total	6,862
Current	2,904
Long-Term	$ 3,958

Commitment and Contingencies 47

Commitment and Contingencies (Details 1)	Dec. 31, 2017USD ($)
Commitments and Contingencies Disclosure [Abstract]
2,018	$ 3,796
2,019	4,555
2,020	4,555
2,021	4,555
2022 & Thereafter	5,315
Total future minimum lease payments	22,776
Less: amount representing interest	(1,132)
Present value of net minimum lease and obligations	$ 21,644

Commitment and Contingencies 48

Commitment and Contingencies (Details 2)	Dec. 31, 2017USD ($)
2,018	$ 167,504
2,019	125,628
2,020	0
2,021	0
2022 & Thereafter	0
Total	$ 293,132

Commitment and Contingencies 49

Commitment and Contingencies (Details Textual)	Jun. 01, 2017USD ($)	Oct. 20, 2017USD ($)	Jul. 20, 2016USD ($)ft²	Dec. 31, 2017USD ($)ft²	Dec. 31, 2016
Area of Land | ft²				12,500
Operating Leases, Rent Expense				$ 190,054
Other Assets, Noncurrent				14,500
Debt Instrument, Term					60 years
Secured Debt				6,862
Secured Debt, Current				2,904
Secured Long-term Debt, Noncurrent				$ 3,958
Capital Lease Term		57 months
Capital Lease, Incremental Borrowing Rate		1.90%
Short-term Lease, Cost		$ 380
Automobiles [Member]
Secured Debt	$ 6,862
Secured Debt, Current	2,904
Secured Long-term Debt, Noncurrent	3,958
Secured Debt [Member] | Automobiles [Member]
Debt Instrument, Face Amount	$ 8,761
Debt Instrument, Term	3 years
Debt Instrument, Maturity Date	Jun. 1, 2020
Debt Instrument, Periodic Payment	$ 266
Debt Instrument, Annual Principal Payment	$ 1,899
Lease Agreements [Member]
Area of Land | ft²			24,276
Lessee Leasing Arrangements, Terms Of Lease			36 months
Operating Leases, Rent Expense			$ 13,959

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)	1 Months Ended	12 Months Ended
	Oct. 24, 2017	Dec. 31, 2017
Assets acquired:
Current assets		$ 143,000
Property and equipment		41,000
Intangible assets		3,824,000
Goodwill		306,000
Total assets acquired		4,314,000
Total liabilities assumed		(58,000)
Net assets acquired	$ 854,452	4,256,000
Consideration paid:
Total	$ 854,452	4,256
Common Stock [Member]
Consideration paid:
Issuance		2,580,000
Warrant [Member]
Consideration paid:
Issuance		$ 1,676,000

Subsequent Events (Details Text

Subsequent Events (Details Textual) - USD ($)	1 Months Ended
	Jan. 26, 2018	Jan. 22, 2018
Subsequent Event [Line Items]
Debt Conversion, Original Debt, Amount	$ 425,000
Subsequent Event [Member]
Subsequent Event [Line Items]
Debt Conversion, Original Debt, Amount	$ 75,000
Units Shares Purchase		600,000
Class of Warrant or Right, Number of Securities Called by Warrants or Rights		1,600,000
Class of Warrant or Right, Exercise Price of Warrants or Rights		$ 1.20
Stock Issued During Period, Shares, Conversion of Convertible Securities	25,000
Warrant Term		5 years