Vicapsys Life Sciences (VICP) 10-K 17 Sep 21 2020 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2020	Sep. 10, 2021	Jun. 30, 2020
Cover [Abstract]
Entity Registrant Name	Vicapsys Life Sciences, Inc.
Entity Central Index Key	0001468639
Document Type	10-K
Document Period End Date	Dec. 31, 2020
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	Yes
Entity Current Reporting Status	Yes
Entity Interactive Data Current	No
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Shell Company	false
Entity Public Float			$ 19,300,543
Entity Common Stock, Shares Outstanding		30,114,566
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2020

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Current Assets:
Cash	$ 1,269	$ 264,166
Total Current Assets	1,269	264,166
Intangible asset, net of accumulated amortization of $89,665 and $58,241, respectively	402,849	434,273
Total Assets	404,118	698,439
Current Liabilities:
Accounts payable	501,732	396,482
Accounts payable, related parties	236,180
Accrued salaries, related party	115,312
Total Current Liabilities	853,224	396,482
Stockholders' Equity (Deficit):
Common Stock, par value $0.001; 300,000,000 shares authorized; 17,483,283 shares issued and outstanding	17,483	17,483
Common stock to be issued, par value $0.001; 651,281 shares outstanding	651	651
Additional paid-in capital	13,418,074	13,403,293
Accumulated deficit	(13,892,754)	(13,126,910)
Total Stockholders' Equity (Deficit)	(449,106)	301,957
Total Liabilities and Stockholders' Equity (Deficit)	404,118	698,439
Series A Preferred Stock [Member]
Stockholders' Equity (Deficit):
Preferred Stock Value	3,000	3,000
Total Stockholders' Equity (Deficit)	3,000	3,000
Series B Preferred Stock [Member]
Stockholders' Equity (Deficit):
Preferred Stock Value	4,440	4,440
Total Stockholders' Equity (Deficit)	$ 4,440	$ 4,440

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Intangible asset, net of accumulated amortization	$ 89,665	$ 58,241
Preferred stock par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	20,000,000	20,000,000
Common stock par value	$ 0.001	$ 0.001
Common stock, shares authorized	300,000,000	300,000,000
Common stock, shares issued	17,483,283	17,483,283
Common stock, shares outstanding	17,483,283	17,483,283
Common stock to be issued, par value	$ 0.001	$ 0.001
Common stock to be issued, shares outstanding	651,281	651,281
Series A Preferred Stock [Member]
Preferred stock par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	3,000,000	3,000,000
Preferred stock, shares issued	3,000,000	3,000,000
Preferred stock, shares outstanding	3,000,000	3,000,000
Preferred stock liquidation preference value	$ 7,500,000	$ 7,500,000
Series B Preferred Stock [Member]
Preferred stock par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	4,440,000	4,440,000
Preferred stock, shares issued	4,440,000	4,440,000
Preferred stock, shares outstanding	4,440,000	4,440,000
Preferred stock liquidation preference value	$ 5,550,000	$ 5,550,000

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Income Statement [Abstract]
Revenues
Operating Expenses:
Personnel costs	286,327	406,407
Research and development expenses, related party	102,180	98,983
Professional fees	330,380	474,408
General and administrative expenses	46,957	54,111
Total operating expenses	765,844	1,033,909
Loss from continuing operations before income taxes	(765,844)	(1,033,909)
Income taxes
Loss from continuing operations	(765,844)	(1,033,909)
Loss from discontinued operations		(375,787)
Net Loss	(765,844)	(1,409,696)
Deemed dividend		(160,479)
Net Loss available to common shareholders	$ (765,844)	$ (1,570,175)
Basic and diluted net loss per common share
Continuing operations	$ (0.10)	$ (0.10)
Discontinued operations		(0.03)
Earnings per share, basic and diluted	$ (0.10)	$ (0.13)
Basic and diluted weighted average common shares outstanding	17,483,283	11,403,333

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity (Deficit) - USD ($)	Series A Preferred Stock [Member]	Series B Preferred Stock [Member]	Common Stock [Member]	Common Stock to be Issued [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]	Total
Balance at Dec. 31, 2018	$ 3,000	$ 4,440	$ 9,650	$ 3,613	$ 11,282,359	$ (11,556,735)	$ (253,673)
Balance, shares at Dec. 31, 2018	3,000,000	4,440,000	9,650,133	3,612,880
Disposal of net liabilities to a related party					875,177		875,177
Stock-based compensation expense					118,649		118,649
Shares issued in private placement			$ 3,980		967,520		971,500
Shares issued in private placement, shares			3,980,000
Shares issued from common stock to be issued			$ 3,583	$ (3,583)
Shares issued from common stock to be issued, shares			3,582,880	(3,582,880)
Deemed dividend			$ 270	$ 621	159,588	(160,479)
Deemed dividend, shares			270,270	621,281
Net loss						(1,409,696)	(1,409,696)
Balance at Dec. 31, 2019	$ 3,000	$ 4,440	$ 17,483	$ 651	13,403,293	(13,126,910)	301,957
Balance, shares at Dec. 31, 2019	3,000,000	4,440,000	17,483,283	651,281
Stock-based compensation expense					14,781		14,781
Net loss						(765,844)	(765,844)
Balance at Dec. 31, 2020	$ 3,000	$ 4,440	$ 17,483	$ 651	$ 13,418,074	$ (13,892,754)	$ (449,106)
Balance, shares at Dec. 31, 2020	3,000,000	4,440,000	17,483,283	651,281

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Cash Flows from Operating Activities:
Net loss from continuing operations	$ (765,844)	$ (1,033,909)
Net loss from discontinued operations		(375,787)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization	31,424	31,299
Stock-based compensation	14,781	118,649
Changes in operating assets and liabilities:
Accounts payable	105,250	46,527
Accounts payable, related parties	236,180
Accrued liabilities	115,312
Net Cash Used in Operating Activities - continuing operations	(262,897)	(837,434)
Net Cash Used in Operating Activities - discontinued operations		(132,830)
Net Cash Used in Operating Activities	(262,897)	(970,264)
Cash Flows from Financing Activities:
Proceeds from sale of common stock and warrants		971,500
Net Cash Provided By Financing Activities - continuing operations		971,500
Net Cash Provided By Financing Activities - discontinued operations		176,600
Net Cash Provided By Financing Activities		1,148,100
Net increase (decrease) in Cash	(262,897)	177,836
Cash, Beginning of year	264,166	86,330
Cash, End of year	1,269	264,166
Assets and liabilities transferred in AEI transaction:
Security deposits		(38,247)
Property and equipment, net		(175,818)
Accounts payable and accrued liabilities		150,395
Payable to related party		189,922
Advances payable, related parties		353,092
Accrued salaries, related parties		395,833
Increase (Decrease) in Operating Capital		$ 875,177

Organization

Organization	12 Months Ended
	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization	NOTE 1 - ORGANIZATION Business Vicapsys Life Sciences, Inc. (“VLS”) was incorporated in the State of Florida on July 8, 1997 under the name All Product Distribution Corp. On August 19, 1998, the Company changed its name to Phage Therapeutics International, Inc. On November 13, 2007, the Company changed its name to SSGI, Inc. On September 13, 2017, the Company changed its name to Vicapsys Life Sciences, Inc., effected a 1-for-100 reverse stock split of its outstanding common stock, increased the Company’s authorized capital stock to 300,000,000 shares of common stock, par value $0.001 per share, and 20,000,000 shares of “blank check” preferred stock, par value $0.001 per share. On December 22, 2017, pursuant to a Share Exchange Agreement (the “Exchange Agreement”) by and among VLS, Michael W. Yurkowsky, ViCapsys, Inc. ( “VI”) and the shareholders of VI, a private company, VI became a wholly owned subsidiary of VLS. We refer to VLS and VI together as the “Company”. VLS serves as the holding company for VI. Other than its interest in VI, VLS does not have any material assets or operations. On May 21, 2019 the Company closed an Investment and Restructuring Agreement (see Note 3). The Company’s strategy is to develop and commercialize, on a worldwide basis, various intellectual property rights (patents, patent applications, know how, etc.) relating to a series of encapsulated products that incorporate proprietary derivatives of the chemokine CXCL12 for creating a zone of immunoprotection around cells, tissues, organs and devices for therapeutic purposes. The product name VICAPSYN™ is the Company’s proprietary product line that is applied to transplantation therapies and related stem-cell applications in the transplantation field.

Going Concern and Management's

Going Concern and Management's Plans	12 Months Ended
	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern and Management's Plans	NOTE 2 – GOING CONCERN AND MANAGEMENT’S PLANS The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern, which assumes the realization of assets and satisfaction of liabilities and commitments in the normal course of business. The Company experienced a net loss of $765,844 for the year ended December 31, 2020, had a working capital deficit of $851,955 and an accumulated deficit of $13,892,754 as of December 31, 2020. These factors raise substantial doubt about the Company’s ability to continue as a going concern and to operate in the normal course of business. The consolidated 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 result from this uncertainty. In March 2020, the World Health Organization declared the novel COVID-19 virus as a global pandemic. The COVID-19 outbreak in the United States has resulted in a significant impact to the Company’s ability to secure additional debt or equity funding to support operations in 2020. The Company has raised $385,000 (see Note 10) through August 2021 and management intends to raise additional funds in 2021 to support current operations and extend research and development of its product line. No assurance can be given that the Company will be successful in this effort. If the Company is unable to raise additional funds in 2021, it will be forced to severely curtail all operations and research and development activities.

Investment and Restructuring Ag

Investment and Restructuring Agreement	12 Months Ended
	Dec. 31, 2020
Investments, All Other Investments [Abstract]
Investment and Restructuring Agreement	NOTE 3 – INVESTMENT AND RESTRUCTURING AGREEMENT On May 21, 2019 (the “Closing Date”), pursuant to that certain Investment and Restructuring Agreement, dated April 11, 2019 (the “IAR Agreement”), by and among the Company, ViCapsys, YPH, LLC, a Texas limited liability company (“YPH”), Stephen McCormack, the then Chief Executive Officer and a director of the Company, Steven Gorlin, then a director of the Company, Charles Farrahar, the Chief Financial Officer of the Company, Athens Encapsulation Inc., a Georgia corporation (“AEI”), Mr. McCormack, Mr. Gorlin, Mr. Farrahar and AEI may be collectively referred to herein as the “AEI Parties”, and additional investors (the “Additional Investors”) pursuant to which: ● Stephen McCormack and Steven Gorlin each resigned from the Board of Directors of the Company and from all positions as officers or employees of the Company and VI; ● Federico Pier was appointed as the Executive Chairman of the Board of Directors of the Company. Michael Yurkowsky and Frances Toneguzzo were appointed the Board of Directors of the Company. Ms. Toneguzzo was appointed as the Chief Executive Officer of the Company. ● YPH and the Additional Investors (together, the “Investors”) purchased an aggregate of 3,980,000 shares of common stock of the Company at a purchase price of $0.25 per share and warrants to purchase 3,980,000 shares of common stock exercisable from the date of their respective investment dates (ranging from July 14, 2019 to September 9, 2019) (the “Investment Date”) until the third anniversary of the Investment Date for $0.50 per share. The Company received $971,500 net proceeds from the sale of the common stock and warrants. ● The Company assigned all of the Company’s right, title and interest in the Master Service Agreement and related work orders with its customer, Otsuka to AEI. ● VI assigned its lease to the Athens, Georgia Laboratory and office (the “Athens Facility”) to AEI. ● The Company contributed to AEI all physical assets located at the Athens Facility. These contributed assets did not include intellectual property related to the use of CXCL12, and the AEI Parties agreed that neither they nor any affiliated party will use CXCL12 or any analogues in any of its activities. The Company retained the right to use any of the “encapsulation technology” utilized or developed at the Athens Facility before the IAR Agreement was executed. ● AEI assumed certain liabilities of the Company , including, but not limited to, $189,922 owed by the Company to Aperisys, Inc., an aggregate of $353,092 in advances made by Steve Gorlin, Charles Farrahar and Stephen McCormack to the Company an aggregate of $395,833 in accrued salaries owed by the Company to Stephen McCormack and Charles Farrahar; and an aggregate of $150,395 in trade payables attributable to the Athens Facility ● AEI issued an aggregate of 1,600 shares of AEI common stock (the “AEI Common Stock”) to the officer and employees of AEI (the “AEI Shareholders”), representing 80% of the outstanding capital stock of AEI. The AEI Shareholders are Steve Gorlin, Stephen McCormack, and Charles Farrahar, current shareholders of the Company, two of which were former Directors of the Company. ● AEI issued 400 shares of preferred stock (the “AEI Preferred Stock”), to the Company. Once AEI pays the assumed liabilities noted above, the Certificate of Designation for the AEI Preferred Stock entitles the holder to receive all distributions made by AEI on any of its equity securities up to a total of $4,000,000 (the “AEI Preferred Payment”). Following the full payment of the AEI Preferred Payment, the AEI Preferred Stock shall automatically be converted into a number of shares of AEI Common Stock such that it is equal to 20% of all issued and outstanding AEI Common Stock at such time. ● Mr. McCormack and the Company amended Mr. McCormack’s original option agreement dated March 20, 2017, to (i) reduce the number of Mr. McCormack’s option shares from 1,440,000 to 600,000; and (ii) extend the exercise period of Mr. McCormack’s options from three (3) months to three (3) years following the Closing Date. The Company recognized $29,965 of incremental stock-based compensation expense during the year ended December 31, 2019 due to this option modification which is included in professional fees on the consolidated statement of operations. Due to the related party nature of the transactions described above, the net liabilities transferred in the IAR Agreement of $875,177 were recorded as an increase to additional paid-in capital. Pursuant to ASC 205-20 Presentation of Financial Statements: Discontinued Operations

Summary of Significant Accounti

Summary of Significant Accounting Principles	12 Months Ended
	Dec. 31, 2020
Accounting Policies [Abstract]
Summary of Significant Accounting Principles	NOTE 4 – SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements are prepared in accordance with Generally Accepted Accounting Principles in the United States of America (“US GAAP”). The consolidated financial statements of the Company include the consolidated accounts of VLS and its’ wholly owned subsidiary VI. All intercompany accounts and transactions have been eliminated in consolidation. Emerging Growth Companies The Company qualifies as an “emerging growth company” under the 2012 JOBS Act. Section 107 of the JOBS Act provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. As an emerging growth company, the Company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. Use of Estimates 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 disclosures of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reported period. Actual results could differ from those estimates. Significant estimates for the years ended December 31, 2020, and 2019, include useful life of property and equipment (prior to disposal, ss Notes 3 and 9) and intangible assets, valuation allowance for deferred tax asset and non-cash equity transactions and stock-based compensation. Cash The Company considers all highly liquid investments with an original term of three months or less to be cash equivalents. These investments are carried at cost, which approximates fair value. The Company held no cash equivalents as of December 31, 2020, and 2019. Cash balances may, at certain times, exceed federally insured limits. If the amount of a deposit at any time exceeds the federally insured amount at a bank, the uninsured portion of the deposit could be lost, in whole or in part, if the bank were to fail. Sales Concentration and Credit Risk One customer accounted for 100% of the Company’s revenues (included in net loss of discontinued operations) for the year ended December 31, 2019. The Company did not generate any revenue for the year ended December 31, 2020. There were no amounts due from the customer as of December 31, 2020 and 2019. Intangible Assets Costs for intangible assets are accounted for through the capitalization of those costs incurred in connection with developing or obtaining such assets. Capitalized costs are included in intangible assets in the consolidated balance sheets. The Company’s intangible assets consist of costs incurred in connection with securing an Exclusive Patent License Agreement with The General Hospital Corporation, d/b/a Massachusetts General Hospital (“MGH”), as amended (the “License Agreement”). These costs are being amortized over the term of the License Agreement which is based on the remaining life of the related patents being licensed. Property and Equipment Disposed Prior to the disposal of property and equipment (see Notes 3 and 9) property and equipment was stated at cost, and depreciation was provided by use of a straight-line method over the estimated useful lives of the assets. The estimated useful lives of property and equipment were as follows: Computer equipment 3 years Machinery and equipment 5 years Furniture and fixtures 5 years Expenditures for maintenance and repairs were charged against operations as incurred. Improvements which increase the value or materially extend the life of the related assets are capitalized. When assets were sold or retired, the cost and accumulated depreciation were removed from the balance sheet, and any gains or losses are recognized in the statement of operations. During the year ended December 31, 2019, all property and equipment held by the Company was transferred to a related party (see Notes 3 and 9). Long-Lived Assets The Company recognizes impairment losses on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying values. Management has reviewed the Company’s long-lived assets for the years ended December 31, 2020, and 2019, no such impairments were identified. Discontinued Operations In accordance with ASC 205-20 Presentation of Financial Statements: Discontinued Operations The Company disposed of a component of its business pursuant to the IAR Agreement (see Note 3) in May 2019, which met the definition of a discontinued operation. Accordingly, the operating results of the business transferred are reported as a loss from discontinued operations in the accompanying consolidated financial statements for the year ended December 31, 2019. For additional information, see Note 9- Discontinued Operations. Equity Method Investment The Company accounts for investments in which the Company owns more than 20% or has the ability to exercise significant influence of the investee, using the equity method in accordance with ASC Topic 323, Investments—Equity Method and Joint Ventures In accordance with ASC 323-10-35-20 through 35-22, the investor ordinarily shall discontinue applying the equity method if the investment (and net advances) is reduced to zero and shall not provide for additional losses unless the investor has guaranteed obligations of the investee or is otherwise committed to provide further financial support for the investee. An investor shall, however, provide for additional losses if the imminent return to profitable operations by an investee appears to be assured. For example, a material, nonrecurring loss of an isolated nature may reduce an investment below zero even though the underlying profitable operating pattern of an investee is unimpaired. If the investee subsequently reports net income, the investor shall resume applying the equity method only after its share of that net income equals the share of net losses not recognized during the period the equity method was suspended. Equity and cost method investments are classified as investments. The Company periodically evaluates its equity and cost method investments for impairment due to declines considered to be other than temporary. If the Company determines that a decline in fair value is other than temporary, then a charge to earnings is recorded as an impairment loss in the accompanying consolidated statements of operations. The Company’s equity method investment consists of equity owned in Athens Encapsulation Inc (AEI) which was given to the Company as part of an investment and restructuring agreement (see Note 3). Therefore, as of December 31, 2020, and 2019, the Company has no cost basis in the investment. During the years ended December 31, 2020, and 2019, the Company’s proportionate share of net income was insignificant. Fair Value of Financial Instruments ASC 825, “Disclosures about Fair Value of Financial Instruments,” requires disclosure of fair value information about financial instruments. ASC 820, “Fair Value Measurements” defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of December 31, 2020 and 2019. The carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts payable and accrued liabilities, payables with related parties, approximate their fair values because of the short maturity of these instruments. Revenue Recognition Revenue recognition is accounted for under ASC Topic 606, “Revenue from Contracts with Customers” (“ASC 606”) and all the related amendments. The core principle of ASC 606 requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASC 606 defines a five-step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than required under U.S. GAAP including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The Company’s contracts with customers are generally on a contract and work order basis and represent obligations that are satisfied at a point in time, as defined in the new guidance, generally upon delivery or has services are provided. Stock Based Compensation Stock-based compensation is accounted for based on the requirements of ASC 718 – “Compensation –Stock Compensation, Research and Development Costs and expenses that can be clearly identified as research and development are charged to expense as incurred. For the years ended December 31, 2020, and 2019, the Company recorded $102,180 and $98,983,respectively, in research and development expenses to a related party. Income Taxes The Company accounts for income taxes in accordance with ASC 740-10, Income Taxes. Deferred tax assets and liabilities are recognized to reflect the estimated future tax effects, calculated at the tax rate expected to be in effect at the time of realization. A valuation allowance related to a deferred tax asset is recorded when it is more likely than not that some portion of the deferred tax asset will not be realized. Deferred tax assets and liabilities are adjusted for the effects of the changes in tax laws and rates of the date of enactment. ASC 740-10 prescribes a recognition threshold that a tax position is required to meet before being recognized in the financial statements and provides guidance on recognition, measurement, classification, interest and penalties, accounting in interim periods, disclosure and transition issues. Interest and penalties are classified as a component of interest and other expenses. To date, the Company has not been assessed, nor paid, any interest or penalties. Uncertain tax positions are measured and recorded by establishing a threshold for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Only tax positions meeting the more-likely-than-not recognition threshold at the effective date may be recognized or continue to be recognized. Earnings (Loss) Per Share The Company reports earnings (loss) per share in accordance with ASC 260, “Earnings per Share.” Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding during each period. Diluted earnings per share is computed by dividing net loss by the weighted-average number of shares of common stock, common stock equivalents and other potentially dilutive securities outstanding during the period. As of December 31, 2020, and 2019, the Company’s dilutive securities are convertible into 17,138,006 and 17,688,006 shares of common stock, respectively. This amount is not included in the computation of dilutive loss per share because their impact is antidilutive. The following table represents the classes of dilutive securities as of December 31, 2020, and 2019: December 31, 2020 December 31, 2019 Common stock to be issued 651,281 651,281 Convertible preferred stock 10,440,000 10,440,000 Stock options 1,900,000 2,450,000 Warrants to purchase common stock 4,146,725 4,146,725 17,138,006 17,688,006 Recent Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, “Leases (Topic 842)”. Under this guidance, an entity is required to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. This guidance offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. This guidance is effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period, and requires a modified retrospective adoption, with early adoption permitted. This ASU did not have a material impact on the Company’s consolidated financial statements as the Company has no lease arrangements within the scope of ASU 2016-02 as of December 31, 2020, and 2019. In June 2018, the FASB issued ASU No. 2018-07, Improvements to Nonemployee Share-Based Payment Accounting,

Intangible Assets

Intangible Assets	12 Months Ended
	Dec. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets	NOTE 5 – INTANGIBLE ASSETS The Company’s intangible assets consist of costs incurred in connection with the License Agreement with MGH, as amended (See Note 7). The consideration paid for the rights included in the License Agreement was in the form of common stock shares. The estimated value of the common stock is being amortized over the term of the License Agreement which is based on the remaining life of the related patents being licensed which is approximately 16 years. The Company’s intangible assets consisted of the following at December 31, 2020, and 2019: December 31, 2020 December 31, 2019 Licensed patents $ 492,514 $ 492,514 Accumulated Amortization (89,665 ) (58,241 ) Balance $ 402,849 $ 434,273 The Company recognized $31,424 and $31,299 of amortization expense for the years ended December 31, 2020, and 2019, respectively, which is included in general and administrative expenses on the statement of operations. Future expected amortization of intangible assets is as follows: Fiscal year ending December 31, 2021 $ 31,299 2022 31,299 2023 31,299 2024 31,299 2025 31,299 Thereafter 246,354 $ 402,849

Related Party Transactions

Related Party Transactions	12 Months Ended
	Dec. 31, 2020
Related Party Transactions [Abstract]
Related Party Transactions	NOTE 6 – RELATED PARTY TRANSACTIONS Consulting Agreements On June 21, 2019, the Company entered into a Consulting Agreement (the “Consulting Agreement”) with Mark Poznansky, MD, (the “Consultant”) a stockholder and former Director. The Company engaged the Consultant to render consulting services with respect to informing, guiding and supervising the development of antagonists to immune repellents or anti-fugetaxins for the treatment of cancer. The initial term of the Consulting Agreement is for one year (the “Initial Term”) and the Company agreed to pay the Consultant $3,000 per month commencing June 1, 2019, with the fee increasing to $6,000 per month commencing on the 1 st Accounts Payable, related Parties, and Accrued Salaries, related party The Company incurred director fees of $90,000 and $60,000 for the years ended December 31, 2020, and 2019, respectively, to Federico Pier, the Company’s Chairman of the Board, which is included in personnel costs on the consolidated statements of operations. As of December 31, 2020, $75,000 of these director fees are included in accounts payable, related parties, on the consolidated balance sheets. There were no amounts outstanding due related to these director fees as of December 31, 2019. The Company incurred consulting fees of $60,000 and $30,000 for the years ended December 31, 2020, and 2019 respectively, to Jeff Wright, the Company’s Chief Financial Officer, which is included in professional fees on the consolidated statements of operations. As of December 31, 2020, and 2019, $50,000 and $15,000, respectively, is included in accounts payable, related parties, on the consolidated balance sheets. In August 2020, Frances Tonneguzzo, the Company’s former Chief Executive Officer (the “former CEO”) tendered her resignation as CEO. For the years ended December 31, 2020, and 2019, the Company incurred salaries of $172,374 and $159,716, respectively. As of December 31, 2020, $115,312 of unpaid salary to the former CEO is included in accrued salaries, related party, on the consolidated balance sheets. There was no amount due the former CEO as of December 31, 2019. MGH License Agreement On May 8, 2013, ViCapsys and The General Hospital Corporation, d/b/a Massachusetts General Hospital (“MGH”) entered into an Exclusive Patent License Agreement as amended (the “License Agreement”), pursuant to which MGH granted to the Company, in the field of coating and transplanting cells, tissues and devices for therapeutic purposes, on a worldwide basis: (i) an exclusive, royalty-bearing license under its rights in patent rights (as defined in the License Agreement) to make, use, sell, lease, import and transfer products and processes (each as defined in the License Agreement); (ii) a non-exclusive, sub-licensable (solely in the License Field and License Territory (each as defined in the License Agreement)) royalty- bearing license to materials (as defined in the License Agreement) and to make, have made, use, have used, materials for only the purpose of creating products, the transfer of products and to use, have used and transfer processes; (iii) the right to grant sublicenses subject to and in accordance with the terms of the License Agreement, and (iv) the nonexclusive right to use technological information (as defined in the License Agreement) disclosed by MGH to the Company under the License Agreement, all subject to and in accordance with the License Agreement (the “License”). As partial consideration upon execution of the License Agreement with MGH, the Company agreed to issue 3,000,000 shares of common stock to MGH with an estimated value of $200 which was capitalized as an intangible asset (see Note 5). The 3,000,000 shares were certificated in December 2019. As amended by the Seventh Amendment to the License Agreement on December 22, 2017, the License Agreement requires that ViCapsys satisfy the following requirements prior to the first sale of Products (“MGH License Milestones”), by certain dates which have passed. The table below lists the MGH Milestones and the Company’s progress in satisfying or negotiating the extension of each milestone: MILESTONE: STATUS: (i) Provide a detailed business and development plan. The Company has provided MGH with a completed Corporate pitch deck which outlines the Company’s business and development plans has been provided to MGH. (ii) Raise $2 million in a financing round. The Company has raised $1 million and is currently in the process of raising the second $1 million. The Company and MGH are currently negotiating extending this milestone. (iii) Initiate and finance research regarding the role of CXCL12 in minimizing fibrosis formation. Milestone completed. (iv) Initiate and finance research regarding the role of CXCL12 in beta cell function and differentiation. Dr. Poznansky’s lab was focusing on this as part of the academic project. The Company therefore made the strategic decision to fund another aspect of CXCL12 biology which focuses on the role of CXCL12 in wound healing. For the time being, the Company is excused from meeting this milestone as it has provided an alternative milestone as well as a justification for not pursuing this particular milestone. The Company and MGH have agreed to work together to restate the license agreement, incorporating all the relevant provisions from the seven amendments and agreeing on a new set of milestones for future development. The License Agreement also requires ViCapsys to pay to MGH a one (1%) royalty rate on Net Sales related to the first license sub-field, which is the treatment of Type 1 Diabetes. Future sub-fields shall carry a reasonable royalty rate, consistent with industry standards, to be negotiated at the time the first such royalty payment shall become due with respect to the applicable Products and Processes (as defined in the License Agreement). The License Agreement additionally requires ViCapsys to pay to MGH a $1.0 million “success payment” within 60 days after the first achievement of total Net Sales of Product or Process equal or exceed one hundred million United States dollars ($100,000,000) in any calendar year and four million United States dollars ($4,000,000) within sixty (60) days after the first achievement of total Net Sales of Product or process equal or exceed two hundred fifty million United States dollars ($250,000,000) in any calendar year. The Company is also required to reimburse MGH’s expenses in connection with the preparation, filing, prosecution and maintenance of all Patent Rights. The License Agreement expires on the later of (i) the date on which all issued patents and filed patent applications within the Patent Rights have expired or been abandoned, and (ii) one (1) year after the last sale for which a royalty is due under the License Agreement. The License Agreement also grants MGH the right to terminate the License Agreement if ViCapsys fails to make any payment due under the License Agreement or defaults in the performance of any of its other obligations under the License Agreement, subject to certain notice and rights to cure set forth therein. MGH may also terminate the License Agreement immediately upon written notice to ViCapsys if ViCapsys: (i) shall make an assignment for the benefit of creditors; or (ii) or shall have a petition in bankruptcy filed for or against it that is not dismissed within sixty (60) days of filing. ViCapsys may terminate the License Agreement prior to its expiration by giving ninety (90) days’ advance written notice to MGH, and upon such termination shall, subject to the terms of the License Agreement, immediately cease all use and sales of Products and Processes. The Company incurred research and development expenses to MGH of $102,180 and $98,983 during the years ended December 31, 2020, and 2019, respectively. As of December 31, 2020, the $102,180 is in included in accounts payable, related parties, on the consolidated balance sheets. As of December 31, 2020, and 2019, there have not been any sales of product or process under this License Agreement. Investment and Restructuring Agreement (IAR Agreement) As discussed in Note 3, the Company transferred certain assets and liabilities to AEI, a company majority owned by three current shareholders of the Company, two of which were also former Directors and one was an officer of the Company. As a result of the IAR Agreement, the Company received 400 shares of preferred stock in AEI (see Note 3 for further disclosures related to the AEI preferred stock).

Commitments and Contingencies

Commitments and Contingencies	12 Months Ended
	Dec. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	NOTE 7– COMMITMENTS AND CONTINGENCIES Lease Agreements On March 1, 2014, the Company entered into a rental agreement with the Board of Regents of the University System of Georgia (“UGA”). As of July 1, 2016, the Company rented approximately 1,413 square feet for a monthly rent of $2,590 per month. Effective August 1, 2017, the Company rented approximately 2,771 square feet and the rent was increased to $5,542 per month and expiring July 1, 2019. Rent expense under the rental agreement was $22,168, during the year ended December 31, 2019 and is included in discontinued operations on the consolidated statement of operations. The lease was assigned to AEI in May 2019. On June 3, 2017, the Company entered into an Equipment Lease Agreement (the “Lease Agreement”) for medical equipment with a cost of $76,600 (the equipment cost). Pursuant to the Lease Agreement, the Company paid a deposit of $32,705 and agreed to twenty-four (24) monthly payments (the term) of $1,756. The Company can acquire the equipment either a) after the first 6 monthly payments for the equipment cost minus the sum of the deposit and 70% of the monthly payments, or b) by paying seven (7) additional monthly payments at the end of the term. Equipment lease expense under the agreement was $9,693 during the year ended December 31, 2019, and is included in discontinued operations on the consolidated statement of operations. The Company returned the equipment upon the expiration of the lease in May 2019. Legal Matters The Company is not aware of any material, existing or pending legal proceedings against our Company, nor is the Company involved as a plaintiff in any material proceeding or pending litigation. There are no proceedings in which any of our directors, officers or affiliates, or any registered or beneficial shareholder, is an adverse party or has a material interest adverse to our interest. MGH License Agreement As discussed in Note 6, the Company executed a License Agreement with MGH. The License Agreement also requires ViCapsys to pay to MGH a one (1%) royalty rate on Net Sales related to the first license sub-field, which is the treatment of Type 1 Diabetes. Future sub-fields shall carry a reasonable royalty rate, consistent with industry standards, to be negotiated at the time the first such royalty payment shall become due with respect to the applicable Products and Processes (as defined in the License Agreement). The License Agreement additionally requires ViCapsys to pay to MGH a $1.0 million “success payment” within 60 days after the first achievement of total Net Sales of Product or Process equal or exceed one hundred million United States dollars ($100,000,000) in any calendar year and four million United States dollars ($4,000,000) within sixty (60) days after the first achievement of total Net Sales of Product or process equal or exceed two hundred fifty million United States dollars ($250,000,000) in any calendar year. The Company is also required to reimburse MGH’s expenses in connection with the preparation, filing, prosecution and maintenance of all Patent Rights. Consulting Agreement On June 21, 2019, the Company entered into a Consulting Agreement (the “Consulting Agreement”) with C & H Capital, Inc. (the “Consultant”). The Company engaged the Consultant to render consulting services to facilitate long range strategic investor relations planning and other related services. The initial term of the Consulting Agreement is for one year (the “Initial Term”) and the Company agreed to pay the Consultant $3,500 on the last business day for each month of service. Either party may terminate the Consulting Agreement upon thirty (30) days prior written notice in the event the other party violates a material provision of the Consulting Agreement and fails to cure such breach within ten (10) days of written notice of such violation from the non-breaching party. The Consulting Agreement expired June 30, 2020, and was not renewed. The Company incurred expenses of $21,000 and $21,000 for the years ended December 31, 2020, and 2019, respectively, related to the Consulting Agreement and is included in professional fees on the consolidated statement of operations. On June 21, 2019, the Consultant also received a stock option grant of 50,000 shares of common stock that vested upon the grant, with an exercise price of $0.25 per share (see Note 8). The Company valued the options granted at $6,490 and is included in professional fees on the consolidated statement of operations for the year ended December 31, 2019. As of December 31, 2020, the balance owed Consultant $14,000 and is included in accounts payable on the consolidated balance sheet.

Stockholders' Equity (Deficit)

Stockholders' Equity (Deficit)	12 Months Ended
	Dec. 31, 2020
Equity [Abstract]
Stockholders' Equity (Deficit)	NOTE 8 – STOCKHOLDERS’ EQUITY (DEFICIT) Preferred Stock The Company has 20,000,000 authorized shares of $0.001 preferred stock. Series A Preferred Stock On December 19, 2017, the Company amended their articles of incorporation by filing a certificate of designation with the Secretary of State of Florida therein designating a class of preferred stock as Series A Preferred Stock, $0.001 per share, consisting of 3 million (3,000,000) shares. Each holder of shares of Series A Preferred Stock shall be entitled to the number of votes equal to the number of votes held by the number of shares of common stock into which such share of Series A Preferred Stock could be converted, and except as otherwise required by applicable law, shall have the voting rights and power equal to the voting rights and powers of the common stock. The holders of the Series A Preferred Stock shall vote together with the holders of the common stock of the Company as a single class and as single voting group upon all matters required to be submitted to a class or series vote pursuant to the protective provisions of the Certificate of Designation or under applicable law. In the event of liquidation, dissolution or winding up of the Corporation, either voluntarily or involuntarily, the holders of Series A Preferred Stock shall be entitled to receive, prior and in preference to any common stock holders, distribution of any surplus funds equal to the greater of : the sum of $1.67 per share or such amount per share as would have been payable had all shares been converted to common stock. The holder of Series A Preferred Stock may elect at any time to convert such shares into common stock of the Company. Each share of Series A Preferred Stock is convertible into shares of common stock at a conversion Rate of 2:1 (the “Conversion Rate”). The Conversion Rate shall be adjusted for stock splits, stock combinations, stock dividends or similar recapitalizations. The shares of Series A Preferred Stock shall automatically convert into shares of common stock on February 12, 2021 (the one-year anniversary of the initial filing by the Company of the Form 10 filed with the Securities and Exchange Commission) (see Note 10). The holders of the Series A Preferred Stock shall be entitled to participate with the holders of the common stock in any dividends paid or set aside for payment (other than dividends payable solely in shares of common stock) so that the holders of the Series A Preferred Stock shall receive with respect to each share of Series A Preferred Stock an amount equal to (x) the dividend payable with respect to each share of common stock multiplied by (y) the number of share of common stock into which such share of Series A Preferred Stock is convertible as of the record date for such dividend. Any such dividend shall be paid with respect to all then outstanding shares of common stock and Series A Preferred Stock on a pari passu basis and on as-converted basis. No dividends shall be paid on the common stock or the Series B Preferred Stock unless an equivalent dividend is paid with respect to the Series A Preferred Stock. In addition to any other rights and restrictions provided by applicable law, without first obtaining the affirmative vote or written consent of the holders of a majority of the then-outstanding shares of Series A Preferred Stock, the Company shall not amend or repeal any provision of, add any provision to, the Company’s Articles of Incorporation or the Series A Preferred Stock Certificate of Designation if such action would adversely alter or change the preferences, rights, privileges or power of, or restrictions provided for the benefit of, the Series A Preferred Stock. Unless otherwise prohibited by applicable law, the Board of Directors of the Company shall have the authority to repeal any provision of, or add any provision to, the Company’s Articles of Incorporation or Series A Preferred Stock Certificate of Designation if such action would not adversely alter or change the preferences, rights, privileges or powers of, or restrictions provided for the benefit of the Series A Preferred Stock. As of December 31, 2020, and 2019, there were 3,000,000 shares of Series A Preferred Stock issued and outstanding. Series B Preferred Stock On December 19, 2017, the Company amended the articles of incorporation by filing a certificate of designation with the Secretary of State of Florida therein designating a class of preferred stock as Series B Preferred Stock, $0.001 per share, consisting of 4.44 million (4,440,000) shares (the “Series B Preferred Stock Certificate of Designation). Each holder of shares of Series B Preferred Stock shall be entitled to the number of votes equal to the number of votes held by the number of shares of common stock into which such share of Series B Preferred Stock could be converted, and except as otherwise required by applicable law, shall have the voting rights and power equal to the voting rights and powers of the common stock. The holders of the Series B Preferred Stock shall vote together with the holders of the common stock of the Company as a single class and as single voting group upon all matters required to be submitted to a class or series vote pursuant to the protective provisions of the Series B Preferred Stock Certificate of Designation or under applicable law. In the event of liquidation, dissolution or winding up of the Corporation, either voluntarily or involuntarily, the holders of Series A Preferred Stock shall be entitled to receive, prior and in preference to any common stock holders, distribution of any surplus funds equal to the greater of : the sum of $0.83 per share or such amount per share as would have been payable had all shares been converted to common stock. The holder of Series B Preferred Stock may elect at any time to convert such sharers into common stock of the Company. Each share of Series B Preferred Stock is convertible into shares of common stock at a conversion rate of 1:1 (the “Conversion Rate”). The Series B Conversion Rate shall be adjusted for stock splits, stock combinations, stock dividends or similar recapitalizations. The shares of Series B Preferred Stock shall automatically convert into shares of common stock on February 12, 2021 (the one-year anniversary of the initial filing by the Company of the Form 10 filed by the Company with the Securities and Exchange Commission) (see Note 10). The holders of the Series B Preferred Stock shall be entitled to participate with the holders of the common stock in any dividends paid or set aside for payment (other than dividends payable solely in shares of common stock) so that the holders of the Series B Preferred Stock shall receive with respect to each share of Series B Preferred Stock an amount equal to (x) the dividend payable with respect to each share of common stock multiplied by (y) the number of share of common stock into which such share of Series B Preferred Stock is convertible as of the record date for such dividend. Any such dividend shall be paid with respect to all then outstanding shares of common stock and Series B Preferred Stock on a pari passu basis and on as-converted basis. No dividends shall be paid on the common stock or the Series B Preferred Stock unless an equivalent dividend is paid with respect to the Series B Preferred Stock. In addition to any other rights and restrictions provided by applicable law, without first obtaining the affirmative vote or written consent of the holders of a majority of the then-outstanding shares of Series B Preferred Stock, the Company shall not amend or repeal any provision of, add any provision to, the Company’s Articles of Incorporation or the Series B Preferred Stock Certificate of Designation if such action would adversely alter or change the preferences, rights, privileges or power of, or restrictions provided for the benefit of, the Series B Preferred Stock. Unless otherwise prohibited by applicable law, the Board of Directors of the Company shall have the authority to repeal any provision of, or add any provision to, the Company’s Articles of Incorporation or Series B Preferred Stock Certificate of Designation if such action would not adversely alter or change the preferences, rights, privileges or powers of, or restrictions provided for the benefit of the Series B Preferred Stock. As of December 31, 2020, and 2019, there were 4,440,000 shares of Series B Preferred Stock issued and outstanding. Common Stock The Company has 300,000,000 authorized shares of $0.001 common stock. As of December 31, 2020, and 2019, there are 17,483,283 shares of common stock outstanding. During the year ended December 31, 2019, the Company sold 3,980,000 units, consisting of one share of common stock and one warrant to purchase a share of common stock (the “Units”). The Company sold 3,980,000 Units at $0.25 to accredited investors. The Company received net proceeds of $971,500, net of $23,500 of issuance costs. The warrant has a three- year exercise term at a price per share of Common Stock of $0.50. The Company also issued 270,270, and will issue 621,281, shares of common stock pursuant to Stock Issuance and Release Agreements (the “SIR Agreements”) executed by the Company to shareholders who purchased shares in 2018 at $1.85 per share, for no additional consideration. The Company recorded a deemed dividend to shareholders of $160,479 for these shares and 621,281 shares to be issued under the SIR Agreements, at $0.18 per share, based upon the estimated underlying value of the common stock of $0.18 per share based upon units sold by the Company during the year ended December 31, 2019. In December 2019, the Company issued 3,582,880 shares of common stock to MGH. The shares were previously recorded in Common Stock to be issued. Common Stock to be issued As of December 31, 2020, and 2019, there are 651,281 shares of common stock to be issued. The amount relates to 621,281 shares to be issued under the SRI Agreements (see above), and 30,000 shares of common stock to be issued to two initial shareholders of VI. Stock Options The following table summarizes activities related to stock options of the Company for the years ended December 31, 2020, and 2019: Number of Options Weighted- Weighted- Aggregate Intrinsic Outstanding and exercisable at December 31, 2018 2,641,500 $ 0.83 8.33 $ - Granted 1,100,000 $ 0.25 10.0 $ - Forfeited (1,291,500 ) $ 0.83 - $ - Outstanding at December 31, 2019 2,450,000 $ 0.57 8.20 $ - Forfeited 550,000 $ 0.25 7.94 $ - Outstanding at December 31, 2020 1,900,000 $ 0.66 6.83 $ - Exercisable at December 31, 2020 1,850,000 $ 0.68 6.79 $ - During the year ended December 31, 2020, 550, 0000 options to purchase common stock were forfeited. During the year ended December 31, 2019, and pursuant to IAR Agreement disclosed in Note 3, all vested stock options to employees on the Effective Date were cancelled and one former director’s vested options were reduced from 1,440,000 to 600,000. Pursuant to the 2019 stock option grant agreements, 600,000 options vested immediately on the date of grant. The remaining options vest ratably over three years. The Company recorded stock compensation expense of $14,781 and $118,649 during the years ended December 31, 2020, and 2019, respectively, on the vested options. As of December 31, 2020, $6,490 of stock compensation expense remains unrecognized and will be expensed over a weighted average period of 1.50 years. During the year ended December 31, 2019, the Company determined the fair value of the options using a closed-form Black-Scholes pricing model and the following assumptions: Expected dividends -0- Expected volatility 94 % Expected term 6 years Risk free interest 1.91 % Warrants The following table summarizes activities related to warrants of the Company for the years ended December 31, 2020, and 2019: Number of Warrants Weighted- Weighted- Outstanding at January 1, 2019 86,725 $ 1.85 2.9 Granted 4,060,000 $ 0.50 3.0 Outstanding at December 31, 2019 4,146,725 $ 0.53 2.5 Outstanding and exercisable at December 31, 2020 4,146,725 $ 0.53 1.5 During the period ended December 31, 2019, the Company issued 4,060,000 warrants to purchase shares of common stock. in conjunction with a private placement. Of these warrants, 3,980,000 were issued to purchasers of common stock in the private placement as disclosed above. The remaining 80,000 of warrants were issued as consideration for stock issuance costs incurring related to the private placement disclosed above. The fair value of the warrants was estimated to be approximately $5,300 which was recorded as reduction of the proceeds received in the private placement. The fair value of warrants issued in 2019 were based upon the following assumptions: Expected dividends -0- Expected volatility 90.84 % Expected term 3 years Risk free interest 2.2 %

Discontinued Operations

Discontinued Operations	12 Months Ended
	Dec. 31, 2020
Discontinued Operations and Disposal Groups [Abstract]
Discontinued Operations	NOTE 9 – DISCONTINUED OPERATIONS In April 2019, the Company’s board of directors approved the IAR Agreement (See Note 3), whereby the Company, in effect transferred a segment of their business and the related assets and liabilities to AEI, a related party. The transaction was completed on May 21, 2019. ASC 205-20 “Discontinued Operations” establishes that the disposal or abandonment of a component of an entity or a group of components of an entity should be reported in discontinued operations if the disposal represents a strategic shift that has (or will have) a major effect on an entity’s operations and financial results. As a result, the component’s results of operations have been reclassified as discontinued operations on a retrospective basis for all periods presented. The results of operations of this component, for all periods, are separately reported as “discontinued operations”. As disclosed in Note 4, the Company received a 20% equity interest in the form of preferred stock in AEI pursuant to the IAR Agreement. This equity interest has been accounted for as an equity method investment. The Company’s proportionate share of net income during the year ended December 31, 2019 was insignificant. There have been no transactions between the Company and AEI since the IAR Agreement. A reconciliation of the major classes of line items constituting the loss from discontinued operations, net of income taxes as is presented in the Consolidated Statements of Operations for the year ended December 31, 2019, is summarized below: December 31, 2019 Sales $ 50,000 Operating expenses: Personnel costs 291,453 Travel expenses 20,892 Laboratory expenses 55,227 General and administrative expenses 58,215 Total operating expenses 425,787 Loss from discontinued operations $ (375,787 ) Details regarding certain of the assets and liabilities disposed of during the year ended December 31, 2019, are presented below. Property and equipment The Company’s property and equipment disposed of during the year ended December 31, 2019: December 31, 2019 Medical equipment $ 539,148 Furniture and fixtures 77,874 Accumulated depreciation (441,204 ) Transferred to AEI, net (Note 3) (175,818 ) $ - Depreciation expense of $30,364 was recorded for the period from January 1, 2019 to the execution of the IAR Agreement (Note 3) and is included in the net loss from discontinued operations on the consolidated statement of operations. During the year ended December 31, 2019, all property and equipment held by the Company was transferred to a related party pursuant to an IAR Agreement (see Note 3). Payable to Related Party The Company received services, on an as needed basis, from an entity related through common ownership. Further, the Company’s former Chief Financial Officer (the “former CFO)” is also the CFO of the related entity and a former member of the Company’s board is the CEO of the related entity. These advances bore no interest and had no specific repayment terms. A summary of the activity for Payable to related party for the period from January 1, 2019 to the execution of the IAR Agreement (Note 3): December 31, 2019 Beginning Balance $ 189,922 Advances - Repayments of advances - Transferred to AEI (Note 3) (189,922 ) Ending Balance $ - Accrued Salaries, Related Parties A summary of accrued salaries to the Company’s former CEO and former CFO for the period from January 1, 2019 to the execution of the IAR Agreement (Note 3), is as follows: CEO CFO Total December 31, 2018, balance $ 175,000 $ 102,083 $ 277,083 Accrued salaries 75,000 43,750 118,750 Transferred to AEI (Note 3) (250,000 ) (145,833 ) (395,833 ) December 31, 2019, balance $ - $ - $ - Advances payable, related parties The Company’s former CEO, former CFO and a shareholder of the Company have made advances to the Company on an as needed basis. These advances bear no interest and have no specific repayment terms. A summary of the activity related to these advances for the period from January 1, 2019 to the execution of the IAR Agreement (Note 3): December 31, 2019 Beginning Balance $ 176,492 Advances 183,700 Repayments of advances (7,100 ) Transferred to AEI (Note 3) (353,092 ) Ending balance $ -

Income Taxes

Income Taxes	12 Months Ended
	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Income Taxes	NOTE 10 – INCOME TAXES Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. At December 31, 2020, the Company had a net operating loss (NOL) carryforward of approximately $11,940,000. NOL’s generated prior to 2018, will expire during the years 2033 to 2039. NOL’s generated after 2018 have an indefinite period of use but are subject to annual limitations. Realization of any portion of the NOL at December 31, 2020, is not considered more likely than not by management; accordingly, a valuation allowance has been established for the full tax amount, which as of December 31, 2020, was $2,508,219. The Company does not have any uncertain tax positions or events leading to uncertainty in a tax position. A reconciliation of the Company’s effective tax rate to statutory rates for the years ended December 31, 2020 and 2019 is as follows: Year Ended December 31, 2020 2019 Pre- tax loss $ (765,844 ) $ (1,409,696 ) U.S. federal corporate income tax rate 21 % 21 % Expected U.S. income tax credit (160,827 ) (296,036 ) Permanent changes 3,104 24,916 Change in valuation 157,723 271,120 Effective expense $ - $ - The Company had deferred tax assets as follows: Year Ended December 31, 2020 2019 Tax loss carryforward $ 2,508,219 $ 2,350,496 Valuation allowance (2,508,219 ) (2,350,496 ) Net deferred tax assets $ - $ - The Company’s NOL carryforwards may be significantly limited under the Internal Revenue Code (“IRC”). NOL carryforwards are limited under Section 382 when there is a significant ownership change as defined in the IRC. During the year ended December 31, 2017, and previous years, the Company may have experienced such ownership changes, which could pose limitations.

Subsequent Events

Subsequent Events	12 Months Ended
	Dec. 31, 2020
Subsequent Events [Abstract]
Subsequent Events	NOTE 11 – SUBSEQUENT EVENTS In January 2021, the Company sold the 400 shares of AEI preferred stock, a related party, received as part of the IAR agreement (see Note 3) for $100,000, back to AEI. On February 12, 2021, the 3,000,000 shares of Series A Preferred Stock automatically converted into 6,000,000 shares of common stock to be issued, and the 4,440,000 shares of Series B Preferred Stock automatically converted into 4,440,000 shares of common stock to be issued. In June 2021, the Company entered into Security Purchase Agreements (“SPA’s) with select accredited investors in connection with a private offering by the Company to raise a maximum of $1,000,000 through the sale of common stock of the Company at $0.25 per share. The Company has sold 1,540,000 shares of common stock to be issued and received proceeds of $385,000 as of the date of these financial statements.

Summary of Significant Accoun_2

Summary of Significant Accounting Principles (Policies)	12 Months Ended
	Dec. 31, 2020
Accounting Policies [Abstract]
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements are prepared in accordance with Generally Accepted Accounting Principles in the United States of America (“US GAAP”). The consolidated financial statements of the Company include the consolidated accounts of VLS and its’ wholly owned subsidiary VI. All intercompany accounts and transactions have been eliminated in consolidation.
Emerging Growth Companies	Emerging Growth Companies The Company qualifies as an “emerging growth company” under the 2012 JOBS Act. Section 107 of the JOBS Act provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act for complying with new or revised accounting standards. As an emerging growth company, the Company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies.
Use of Estimates	Use of Estimates 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 disclosures of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reported period. Actual results could differ from those estimates. Significant estimates for the years ended December 31, 2020, and 2019, include useful life of property and equipment (prior to disposal, ss Notes 3 and 9) and intangible assets, valuation allowance for deferred tax asset and non-cash equity transactions and stock-based compensation.
Cash	Cash The Company considers all highly liquid investments with an original term of three months or less to be cash equivalents. These investments are carried at cost, which approximates fair value. The Company held no cash equivalents as of December 31, 2020, and 2019. Cash balances may, at certain times, exceed federally insured limits. If the amount of a deposit at any time exceeds the federally insured amount at a bank, the uninsured portion of the deposit could be lost, in whole or in part, if the bank were to fail.
Sales Concentration and Credit Risk	Sales Concentration and Credit Risk One customer accounted for 100% of the Company’s revenues (included in net loss of discontinued operations) for the year ended December 31, 2019. The Company did not generate any revenue for the year ended December 31, 2020. There were no amounts due from the customer as of December 31, 2020 and 2019.
Intangible Assets	Intangible Assets Costs for intangible assets are accounted for through the capitalization of those costs incurred in connection with developing or obtaining such assets. Capitalized costs are included in intangible assets in the consolidated balance sheets. The Company’s intangible assets consist of costs incurred in connection with securing an Exclusive Patent License Agreement with The General Hospital Corporation, d/b/a Massachusetts General Hospital (“MGH”), as amended (the “License Agreement”). These costs are being amortized over the term of the License Agreement which is based on the remaining life of the related patents being licensed.
Property and Equipment Disposed	Property and Equipment Disposed Prior to the disposal of property and equipment (see Notes 3 and 9) property and equipment was stated at cost, and depreciation was provided by use of a straight-line method over the estimated useful lives of the assets. The estimated useful lives of property and equipment were as follows: Computer equipment 3 years Machinery and equipment 5 years Furniture and fixtures 5 years Expenditures for maintenance and repairs were charged against operations as incurred. Improvements which increase the value or materially extend the life of the related assets are capitalized. When assets were sold or retired, the cost and accumulated depreciation were removed from the balance sheet, and any gains or losses are recognized in the statement of operations. During the year ended December 31, 2019, all property and equipment held by the Company was transferred to a related party (see Notes 3 and 9).
Long-Lived Assets	Long-Lived Assets The Company recognizes impairment losses on long-lived assets used in operations when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets’ carrying values. Management has reviewed the Company’s long-lived assets for the years ended December 31, 2020, and 2019, no such impairments were identified.
Discontinued Operations	Discontinued Operations In accordance with ASC 205-20 Presentation of Financial Statements: Discontinued Operations The Company disposed of a component of its business pursuant to the IAR Agreement (see Note 3) in May 2019, which met the definition of a discontinued operation. Accordingly, the operating results of the business transferred are reported as a loss from discontinued operations in the accompanying consolidated financial statements for the year ended December 31, 2019. For additional information, see Note 9- Discontinued Operations.
Equity Method Investment	Equity Method Investment The Company accounts for investments in which the Company owns more than 20% or has the ability to exercise significant influence of the investee, using the equity method in accordance with ASC Topic 323, Investments—Equity Method and Joint Ventures In accordance with ASC 323-10-35-20 through 35-22, the investor ordinarily shall discontinue applying the equity method if the investment (and net advances) is reduced to zero and shall not provide for additional losses unless the investor has guaranteed obligations of the investee or is otherwise committed to provide further financial support for the investee. An investor shall, however, provide for additional losses if the imminent return to profitable operations by an investee appears to be assured. For example, a material, nonrecurring loss of an isolated nature may reduce an investment below zero even though the underlying profitable operating pattern of an investee is unimpaired. If the investee subsequently reports net income, the investor shall resume applying the equity method only after its share of that net income equals the share of net losses not recognized during the period the equity method was suspended. Equity and cost method investments are classified as investments. The Company periodically evaluates its equity and cost method investments for impairment due to declines considered to be other than temporary. If the Company determines that a decline in fair value is other than temporary, then a charge to earnings is recorded as an impairment loss in the accompanying consolidated statements of operations. The Company’s equity method investment consists of equity owned in Athens Encapsulation Inc (AEI) which was given to the Company as part of an investment and restructuring agreement (see Note 3). Therefore, as of December 31, 2020, and 2019, the Company has no cost basis in the investment. During the years ended December 31, 2020, and 2019, the Company’s proportionate share of net income was insignificant.
Fair Value of Financial Instruments	Fair Value of Financial Instruments ASC 825, “Disclosures about Fair Value of Financial Instruments,” requires disclosure of fair value information about financial instruments. ASC 820, “Fair Value Measurements” defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of December 31, 2020 and 2019. The carrying amounts of the Company’s financial assets and liabilities, such as cash, accounts payable and accrued liabilities, payables with related parties, approximate their fair values because of the short maturity of these instruments.
Revenue Recognition	Revenue Recognition Revenue recognition is accounted for under ASC Topic 606, “Revenue from Contracts with Customers” (“ASC 606”) and all the related amendments. The core principle of ASC 606 requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASC 606 defines a five-step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than required under U.S. GAAP including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The Company’s contracts with customers are generally on a contract and work order basis and represent obligations that are satisfied at a point in time, as defined in the new guidance, generally upon delivery or has services are provided.
Stock Based Compensation	Stock Based Compensation Stock-based compensation is accounted for based on the requirements of ASC 718 – “Compensation –Stock Compensation,
Research and Development	Research and Development Costs and expenses that can be clearly identified as research and development are charged to expense as incurred. For the years ended December 31, 2020, and 2019, the Company recorded $102,180 and $98,983,respectively, in research and development expenses to a related party.
Income Taxes	Income Taxes The Company accounts for income taxes in accordance with ASC 740-10, Income Taxes. Deferred tax assets and liabilities are recognized to reflect the estimated future tax effects, calculated at the tax rate expected to be in effect at the time of realization. A valuation allowance related to a deferred tax asset is recorded when it is more likely than not that some portion of the deferred tax asset will not be realized. Deferred tax assets and liabilities are adjusted for the effects of the changes in tax laws and rates of the date of enactment. ASC 740-10 prescribes a recognition threshold that a tax position is required to meet before being recognized in the financial statements and provides guidance on recognition, measurement, classification, interest and penalties, accounting in interim periods, disclosure and transition issues. Interest and penalties are classified as a component of interest and other expenses. To date, the Company has not been assessed, nor paid, any interest or penalties. Uncertain tax positions are measured and recorded by establishing a threshold for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Only tax positions meeting the more-likely-than-not recognition threshold at the effective date may be recognized or continue to be recognized.
Earnings (Loss) Per Share	Earnings (Loss) Per Share The Company reports earnings (loss) per share in accordance with ASC 260, “Earnings per Share.” Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding during each period. Diluted earnings per share is computed by dividing net loss by the weighted-average number of shares of common stock, common stock equivalents and other potentially dilutive securities outstanding during the period. As of December 31, 2020, and 2019, the Company’s dilutive securities are convertible into 17,138,006 and 17,688,006 shares of common stock, respectively. This amount is not included in the computation of dilutive loss per share because their impact is antidilutive. The following table represents the classes of dilutive securities as of December 31, 2020, and 2019: December 31, 2020 December 31, 2019 Common stock to be issued 651,281 651,281 Convertible preferred stock 10,440,000 10,440,000 Stock options 1,900,000 2,450,000 Warrants to purchase common stock 4,146,725 4,146,725 17,138,006 17,688,006
Recent Accounting Pronouncements	Recent Accounting Pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-02, “Leases (Topic 842)”. Under this guidance, an entity is required to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. This guidance offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. This guidance is effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period, and requires a modified retrospective adoption, with early adoption permitted. This ASU did not have a material impact on the Company’s consolidated financial statements as the Company has no lease arrangements within the scope of ASU 2016-02 as of December 31, 2020, and 2019. In June 2018, the FASB issued ASU No. 2018-07, Improvements to Nonemployee Share-Based Payment Accounting,

Summary of Significant Accoun_3

Summary of Significant Accounting Principles (Tables)	12 Months Ended
	Dec. 31, 2020
Accounting Policies [Abstract]
Schedule of Estimated Useful Lives of Property and Equipment	The estimated useful lives of property and equipment were as follows: Computer equipment 3 years Machinery and equipment 5 years Furniture and fixtures 5 years
Schedule of Antidilutive Securities of Earnings Per Share	The following table represents the classes of dilutive securities as of December 31, 2020, and 2019: December 31, 2020 December 31, 2019 Common stock to be issued 651,281 651,281 Convertible preferred stock 10,440,000 10,440,000 Stock options 1,900,000 2,450,000 Warrants to purchase common stock 4,146,725 4,146,725 17,138,006 17,688,006

Intangible Assets (Tables)

Intangible Assets (Tables)	12 Months Ended
	Dec. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Intangible Assets	The Company’s intangible assets consisted of the following at December 31, 2020, and 2019: December 31, 2020 December 31, 2019 Licensed patents $ 492,514 $ 492,514 Accumulated Amortization (89,665 ) (58,241 ) Balance $ 402,849 $ 434,273
Schedule of Future Amortization of Intangible Assets	Future expected amortization of intangible assets is as follows: Fiscal year ending December 31, 2021 $ 31,299 2022 31,299 2023 31,299 2024 31,299 2025 31,299 Thereafter 246,354 $ 402,849

Stockholders' Equity (Deficit)

Stockholders' Equity (Deficit) (Tables)	12 Months Ended
	Dec. 31, 2020
Equity [Abstract]
Schedule of Stock Options Activity	The following table summarizes activities related to stock options of the Company for the years ended December 31, 2020, and 2019: Number of Options Weighted- Weighted- Aggregate Intrinsic Outstanding and exercisable at December 31, 2018 2,641,500 $ 0.83 8.33 $ - Granted 1,100,000 $ 0.25 10.0 $ - Forfeited (1,291,500 ) $ 0.83 - $ - Outstanding at December 31, 2019 2,450,000 $ 0.57 8.20 $ - Forfeited 550,000 $ 0.25 7.94 $ - Outstanding at December 31, 2020 1,900,000 $ 0.66 6.83 $ - Exercisable at December 31, 2020 1,850,000 $ 0.68 6.79 $ -
Schedule of Fair Value of Options	During the year ended December 31, 2019, the Company determined the fair value of the options using a closed-form Black-Scholes pricing model and the following assumptions: Expected dividends -0- Expected volatility 94 % Expected term 6 years Risk free interest 1.91 %
Schedule of Warrants Activity	The following table summarizes activities related to warrants of the Company for the years ended December 31, 2020, and 2019: Number of Warrants Weighted- Weighted- Outstanding at January 1, 2019 86,725 $ 1.85 2.9 Granted 4,060,000 $ 0.50 3.0 Outstanding at December 31, 2019 4,146,725 $ 0.53 2.5 Outstanding and exercisable at December 31, 2020 4,146,725 $ 0.53 1.5
Schedule of Fair Value of Warrants	The fair value of warrants issued in 2019 were based upon the following assumptions: Expected dividends -0- Expected volatility 90.84 % Expected term 3 years Risk free interest 2.2 %

Discontinued Operations (Tables

Discontinued Operations (Tables)	12 Months Ended
	Dec. 31, 2020
Discontinued Operations and Disposal Groups [Abstract]
Schedule of Loss from Discontinued Operations	A reconciliation of the major classes of line items constituting the loss from discontinued operations, net of income taxes as is presented in the Consolidated Statements of Operations for the year ended December 31, 2019, is summarized below: December 31, 2019 Sales $ 50,000 Operating expenses: Personnel costs 291,453 Travel expenses 20,892 Laboratory expenses 55,227 General and administrative expenses 58,215 Total operating expenses 425,787 Loss from discontinued operations $ (375,787 )
Schedule of Property And Equipment Disposed	The Company’s property and equipment disposed of during the year ended December 31, 2019: December 31, 2019 Medical equipment $ 539,148 Furniture and fixtures 77,874 Accumulated depreciation (441,204 ) Transferred to AEI, net (Note 3) (175,818 ) $ -
Schedule of Payable To Related Party	A summary of the activity for Payable to related party for the period from January 1, 2019 to the execution of the IAR Agreement (Note 3): December 31, 2019 Beginning Balance $ 189,922 Advances - Repayments of advances - Transferred to AEI (Note 3) (189,922 ) Ending Balance $ -
Summary of Accrued Salaries	A summary of accrued salaries to the Company’s former CEO and former CFO for the period from January 1, 2019 to the execution of the IAR Agreement (Note 3), is as follows: CEO CFO Total December 31, 2018, balance $ 175,000 $ 102,083 $ 277,083 Accrued salaries 75,000 43,750 118,750 Transferred to AEI (Note 3) (250,000 ) (145,833 ) (395,833 ) December 31, 2019, balance $ - $ - $ -
Summary of Advances Payable to Related Parties	A summary of the activity related to these advances for the period from January 1, 2019 to the execution of the IAR Agreement (Note 3): December 31, 2019 Beginning Balance $ 176,492 Advances 183,700 Repayments of advances (7,100 ) Transferred to AEI (Note 3) (353,092 ) Ending balance $ -

Income Taxes (Tables)

Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Schedule of Valuation Allowance	A reconciliation of the Company’s effective tax rate to statutory rates for the years ended December 31, 2020 and 2019 is as follows: Year Ended December 31, 2020 2019 Pre- tax loss $ (765,844 ) $ (1,409,696 ) U.S. federal corporate income tax rate 21 % 21 % Expected U.S. income tax credit (160,827 ) (296,036 ) Permanent changes 3,104 24,916 Change in valuation 157,723 271,120 Effective expense $ - $ -
Schedule of Deferred Tax Assets	The Company had deferred tax assets as follows: Year Ended December 31, 2020 2019 Tax loss carryforward $ 2,508,219 $ 2,350,496 Valuation allowance (2,508,219 ) (2,350,496 ) Net deferred tax assets $ - $ -

Organization (Details Narrative

Organization (Details Narrative) - $ / shares	Sep. 13, 2017	Dec. 31, 2020	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Reverse stock split	1-for-100 reverse stock split
Common stock, shares authorized	300,000,000	300,000,000	300,000,000
Common stock, par value	$ 0.001	$ 0.001	$ 0.001
Preferred stock, shares authorized	20,000,000	20,000,000	20,000,000
Preferred stock, par value	$ 0.001	$ 0.001	$ 0.001

Going Concern and Management'_2

Going Concern and Management's Plans (Details Narrative) - USD ($)	Aug. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Net loss		$ (765,844)	$ (1,409,696)
Working capital		(851,955)
Accumulated deficit		$ (13,892,754)	(13,126,910)
Proceed from sale of common stock			$ 971,500
Subsequent Event [Member]
Proceed from sale of common stock	$ 385,000

Investment and Restructuring _2

Investment and Restructuring Agreement (Details Narrative) - USD ($)	May 21, 2019	Mar. 20, 2017	Mar. 19, 2017	Dec. 31, 2020	Dec. 31, 2019
Proceeds from sale of common stock and warrants					$ 971,500
Due to related parties				$ 875,177
AEI Preferred Stock [Member]
Number of common stock	400
Preferred payment	$ 4,000,000
Issued and outstanding common stock percentage	20.00%
Messrs.Gorlin, Farrahar and McCormack [Member]
Advance to affiliates	$ 353,092
Accrued salaries	$ 395,833
AEI Shareholders [Member]
Number of common stock	1,600
Outstanding capital stock percentage	80.00%
YPH, LLC [Member] | Investors [Member]
Number of common stock	3,980,000
Share price per share	$ 0.25
Shares of common stock exercisable	3,980,000
Proceeds from sale of common stock and warrants	$ 971,500
YPH, LLC [Member] | Investors [Member] | Until Third Anniversary [Member]
Share price per share	$ 0.50
Aperisys, Inc [Member]
Due to related parties	$ 189,922
Athens Encapsulation Inc [Member]
Trade payables	$ 150,395
Mr. McCormack [Member]
Number of common stock		600,000	1,440,000

Summary of Significant Accoun_4

Summary of Significant Accounting Principles (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Cash equivalents
Investment percentage	20.00%
Revenue recognized	$ 50,000
Research and development expenses	$ 102,180	$ 98,983
Antidilutive securities	17,138,006	17,688,006
Sales Revenue [Member] | Customer Concentration Risk [Member] | One Customer [Member]
Concentration risk percentage		100.00%

Summary of Significant Accoun_5

Summary of Significant Accounting Principles - Schedule of Estimated Useful Lives of Property and Equipment (Details)	12 Months Ended
	Dec. 31, 2020
Computer Equipment [Member]
Estimated useful lives	3 years
Machinery and Equipment [Member]
Estimated useful lives	5 years
Furniture and Fixtures [Member]
Estimated useful lives	5 years

Summary of Significant Accoun_6

Summary of Significant Accounting Principles - Schedule of Antidilutive Securities of Earnings Per Share (Details) - shares	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	17,138,006	17,688,006
Common Stock to be Issued [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	651,281	651,281
Convertible Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	10,440,000	10,440,000
Stock Options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	1,900,000	2,450,000
Warrants to Purchase Common Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities	4,146,725	4,146,725

Intangible Assets (Details Narr

Intangible Assets (Details Narrative) - License Agreement [Member] - Massachusetts General Hospital [Member] - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Finite-Lived Intangible Assets [Line Items]
Intangible assets remaining amortized period	16 years
Amortization expenses	$ 31,424	$ 31,299

Intangible Assets - Schedule of

Intangible Assets - Schedule of Intangible Assets (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Licensed patents	$ 492,514	$ 492,514
Accumulated Amortization	(89,665)	(58,241)
Intangible Assets, Net	$ 402,849	$ 434,273

Intangible Assets - Schedule _2

Intangible Assets - Schedule of Future Amortization of Intangible Assets (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
2021	$ 31,299
2022	31,299
2023	31,299
2024	31,299
2025	31,299
Thereafter	246,354
Intangible Assets, Net	$ 402,849	$ 434,273

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	Jun. 21, 2019	Dec. 22, 2017	May 08, 2013	Dec. 31, 2020	Dec. 31, 2019
Related Party Transaction [Line Items]
Accounts payable				$ 236,180
Professional fees				330,380	474,408
Accrued salaries				115,312
Intangible asset				402,849	434,273
Research and development expenses				102,180	$ 98,983
Massachusetts General Hospital [Member]
Related Party Transaction [Line Items]
Number of common stock					3,582,880
Research and development expenses				102,180	$ 98,983
Federico Pier [Member]
Related Party Transaction [Line Items]
Accounts payable				75,000
Professional fees				90,000	60,000
Jeff Wright [Member]
Related Party Transaction [Line Items]
Accounts payable				50,000	15,000
Professional fees				60,000	30,000
Former CEO [Member]
Related Party Transaction [Line Items]
Incurred salaries				172,374	159,716
CEO [Member]
Related Party Transaction [Line Items]
Accrued salaries				115,312
Consulting Agreement [Member]
Related Party Transaction [Line Items]
Related party expenses				18,000	$ 21,000
Accounts payable				9,000
Consulting Agreement [Member] | Consultant [Member] | Initial Term [Member]
Related Party Transaction [Line Items]
Payment to related party	$ 3,000
Fees increasing	6,000
Fundraising amount	$ 5,000,000
License Agreement [Member]
Related Party Transaction [Line Items]
Fundraising amount		$ 2,000,000
Number of common stock			3,000,000		3,000,000
Intangible asset			$ 200
Fundraising description		The Company has raised $1 million and is currently in the process of raising the second $1 million. The Company and MGH are currently negotiating extending this milestone.
Royalty rate on sales		1.00%
Related parties, description		The License Agreement additionally requires ViCapsys to pay to MGH a $1.0 million "success payment" within 60 days after the first achievement of total Net Sales of Product or Process equal or exceed one hundred million United States dollars ($100,000,000) in any calendar year and four million United States dollars ($4,000,000) within sixty (60) days after the first achievement of total Net Sales of Product or process equal or exceed two hundred fifty million United States dollars ($250,000,000) in any calendar year. The Company is also required to reimburse MGH's expenses in connection with the preparation, filing, prosecution and maintenance of all Patent Rights.
License Agreement [Member] | Massachusetts General Hospital [Member]
Related Party Transaction [Line Items]
Payment to related party				$ 1,000,000
IAR agreement [Member]
Related Party Transaction [Line Items]
Number of common stock				400

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative)	Jun. 21, 2019USD ($)$ / sharesshares	Aug. 01, 2017USD ($)ft²	Jun. 03, 2017USD ($)	Jul. 01, 2016USD ($)ft²	Dec. 31, 2020USD ($)	Dec. 31, 2019USD ($)shares
Loss Contingencies [Line Items]
Monthly rent					$ 22,168
Professional fees					330,380	$ 474,408
Number of stock option granted | shares						1,100,000
Accounts payable					$ 501,732	$ 396,482
Rental Agreement [Member]
Loss Contingencies [Line Items]
Area of land | ft²		2,771		1,413
Monthly rent		$ 5,542		$ 2,590
Lease expiration		Jul. 1, 2019
Equipment Lease Agreement [Member]
Loss Contingencies [Line Items]
Monthly rent			$ 1,756
Medical equipment			76,600
Deposit			$ 32,705
Lease term			24 months
Percentage of monthly rent			70.00%
Equipment lease expense						9,693
License Agreement [Member] | Massachusetts General Hospital [Member]
Loss Contingencies [Line Items]
Percentage for royalty					1.00%
Payment for related party					$ 1,000,000
License agreement, description					The License Agreement additionally requires ViCapsys to pay to MGH a $1.0 million "success payment" within 60 days after the first achievement of total Net Sales of Product or Process equal or exceed one hundred million United States dollars ($100,000,000) in any calendar year and four million United States dollars ($4,000,000) within sixty (60) days after the first achievement of total Net Sales of Product or process equal or exceed two hundred fifty million United States dollars ($250,000,000) in any calendar year.
Consulting Agreement [Member] | C&H Capital, Inc [Member]
Loss Contingencies [Line Items]
Payment for related party	$ 3,500
Agreement term	1 year
Professional fees					$ 21,000	$ 21,000
Number of stock option granted | shares	50,000
Exercise price | $ / shares	$ 0.25
Value of options granted					6,490
Accounts payable					$ 14,000

Stockholders' Equity (Deficit_2

Stockholders' Equity (Deficit) (Details Narrative) - USD ($)	Dec. 19, 2017	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018	Dec. 30, 2019	Sep. 13, 2017
Class of Stock [Line Items]
Preferred stock, shares authorized		20,000,000	20,000,000			20,000,000
Preferred stock par value		$ 0.001	$ 0.001			$ 0.001
Common stock par value		$ 0.001	$ 0.001			$ 0.001
Common stock, shares authorized		300,000,000	300,000,000			300,000,000
Common stock, shares issued		17,483,283	17,483,283
Common stock, shares outstanding		17,483,283	17,483,283
Proceed from issuance of shares			$ 971,500
Issuance cost			$ 23,500
Number of common stock to be issued		651,281	651,281
Deemed dividend			$ 160,479
Number of options,forfeited		550,000
Two Initial Shareholders [Member]
Class of Stock [Line Items]
Number of common stock to be issued		30,000
Massachusetts General Hospital [Member]
Class of Stock [Line Items]
Number of common stock			3,582,880
Stock Issuance and Release Agreements [Member]
Class of Stock [Line Items]
Common stock, shares issued				270,270
Sale of stock price per shares			$ 0.18
Number of common stock to be issued			621,281	621,281
Shares issued price per share			$ 0.18	$ 1.85
Deemed dividend			$ 160,479
IAR Agreements [Member] | One Former Director [Member]
Class of Stock [Line Items]
Number of options vested			600,000		1,440,000
Accredited Investors [Member]
Class of Stock [Line Items]
Shares issued sales of common stock			3,980,000
Sale of stock price per shares			$ .25
Stock Options [Member]
Class of Stock [Line Items]
Stock compensation expense		$ 14,781	$ 118,649
Stock compensation expense remains unrecognized		$ 6,490
Weighted average period		1 year 6 months
Common Stock [Member]
Class of Stock [Line Items]
Shares issued sales of common stock			3,980,000
Number of common stock			3,980,000
Common Stock [Member] | Warrant [Member]
Class of Stock [Line Items]
Sale of stock price per shares			$ 0.50
Warrant [Member] | Private Placement [Member]
Class of Stock [Line Items]
Warrants to purchase common stock			4,060,000
Fair value of the warrants			$ 5,300
Warrant [Member] | Private Placement [Member] | Purchasers of Common Stock [Member]
Class of Stock [Line Items]
Warrants to purchase common stock			3,980,000
Warrant [Member] | Private Placement [Member] | Consideration for Stock Issuance Costs [Member]
Class of Stock [Line Items]
Warrants to purchase common stock			80,000
Series A Preferred Stock [Member]
Class of Stock [Line Items]
Preferred stock, shares authorized	3,000,000	3,000,000	3,000,000
Preferred stock par value	$ 0.001	$ 0.001	$ 0.001
Preferred stock voting rights	Each holder of shares of Series A Preferred Stock shall be entitled to the number of votes equal to the number of votes held by the number of shares of common stock into which such share of Series A Preferred Stock could be converted, and except as otherwise required by applicable law, shall have the voting rights and power equal to the voting rights and powers of the common stock.
Preferred stock converted per shares	167.00%
Preferred stock conversion, description	Each share of Series A Preferred Stock is convertible into shares of common stock at a conversion Rate of 2:1 (the "Conversion Rate").
Preferred stock, shares issued		3,000,000	3,000,000
Preferred stock, shares outstanding		3,000,000	3,000,000
Number of common stock
Series B Preferred Stock [Member]
Class of Stock [Line Items]
Preferred stock, shares authorized	4,440,000	4,440,000	4,440,000
Preferred stock par value	$ 0.001	$ 0.001	$ 0.001
Preferred stock voting rights	Each holder of shares of Series B Preferred Stock shall be entitled to the number of votes equal to the number of votes held by the number of shares of common stock into which such share of Series B Preferred Stock could be converted, and except as otherwise required by applicable law, shall have the voting rights and power equal to the voting rights and powers of the common stock.
Preferred stock converted per shares	83.00%
Preferred stock conversion, description	Each share of Series B Preferred Stock is convertible into shares of common stock at a conversion rate of 1:1 (the "Conversion Rate").
Preferred stock, shares issued		4,440,000	4,440,000
Preferred stock, shares outstanding		4,440,000	4,440,000
Number of common stock

Stockholders' Equity (Deficit_3

Stockholders' Equity (Deficit) - Schedule of Stock Options Activity (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Equity [Abstract]
Number of Options, Outstanding, Beginning balance	2,450,000	2,641,500
Number of Options , Granted		1,100,000
Number of Options, Forfeited	550,000	(1,291,500)
Number of Options, Outstanding, Ending balance	1,900,000	2,450,000
Number of Options, Exercisable	1,850,000
Weighted-Average Exercise Price per Share, Outstanding, Beginning	$ 0.57	$ 0.83
Weighted-Average Exercise Price per Share, Granted		0.25
Weighted-Average Exercise Price per Share, Forfeited	0.25	0.83
Weighted-Average Exercise Price per Share, Outstanding, Ending	0.66	$ 0.57
Weighted-Average Exercise Price per Share, Exercisable	$ 0.68
Weighted-Average Remaining Life (Years), Outstanding, Beginning	8 years 2 months 12 days	8 years 3 months 29 days
Weighted-Average Remaining Life (Years), Granted		10 years
Weighted-Average Remaining Life (Years), Forfeited	7 years 11 months 8 days
Weighted-Average Remaining Life (Years), Outstanding, Ending	6 years 9 months 29 days	8 years 2 months 12 days
Weighted-Average Remaining Life (Years), Exercisable	6 years 9 months 14 days
Aggregate Intrinsic Value, Outstanding, Beginning
Aggregate Intrinsic Value, Outstanding, Ending
Aggregate Intrinsic Value, Exercisable

Stockholders' Equity (Deficit_4

Stockholders' Equity (Deficit) - Schedule of Fair Value of Options (Details)	12 Months Ended
	Dec. 31, 2019
Equity [Abstract]
Expected dividends	0.00%
Expected volatility	94.00%
Expected term	6 years
Risk free interest	1.91%

Stockholders' Equity (Deficit_5

Stockholders' Equity (Deficit) - Schedule of Warrants Activity (Details) - Warrant [Member] - $ / shares	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Number of Warrants, Outstanding, Beginning balance	4,146,725	86,725
Number of Warrants, Granted		4,060,000
Number of Warrants, Outstanding, Ending balance		4,146,725
Number of Warrants, Outstanding and exercisable, Ending balance	4,146,725
Weighted-Average Exercise Price per Share, Outstanding, Beginning		$ 1.85
Weighted-Average Exercise Price per Share, Granted		0.50
Weighted-Average Exercise Price per Share, Outstanding, Ending		$ 0.53
Weighted-Average Exercise Price per Share, Outstanding and exercisable, Ending	$ 0.53
Weighted-Average Remaining Life (Years), Outstanding, Beginning		2 years 10 months 25 days
Weighted-Average Remaining Life (Years), Granted		3 years
Weighted-Average Remaining Life (Years), Outstanding, Ending		2 years 6 months
Weighted-Average Remaining Life (Years), Outstanding and exercisable, Ending	1 year 6 months

Stockholders' Equity (Deficit_6

Stockholders' Equity (Deficit) - Schedule of Fair Value of Warrants (Details) - Warrant [Member]	Dec. 31, 2019
Expected Dividends [Member]
Warrants and rights outstanding, measurement input	0
Expected Volatility [Member]
Warrants and rights outstanding, measurement input	90.84
Expected Term [Member]
Warrants and rights outstanding, term	3 years
Risk Free Interest Rate [Member]
Warrants and rights outstanding, measurement input	2.2

Discontinued Operations (Detail

Discontinued Operations (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2020
Discontinued Operations and Disposal Groups [Abstract]
Equity interest, percent		20.00%
Depreciation expense	$ 30,364

Discontinued Operations - Sched

Discontinued Operations - Schedule of Loss from Discontinued Operations (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Discontinued Operations and Disposal Groups [Abstract]
Sales		$ 50,000
Personnel costs		291,453
Travel expenses		20,892
Laboratory expenses		55,227
General and administrative expenses		58,215
Total operating expenses		425,787
Loss from discontinued operations		$ (375,787)

Discontinued Operations - Sch_2

Discontinued Operations - Schedule of Property and Equipment Disposed (Details)	Dec. 31, 2019USD ($)
Discontinued Operations and Disposal Groups [Abstract]
Medical equipment	$ 539,148
Furniture and fixtures	77,874
Accumulated depreciation	(441,204)
Transferred to AEI, net (Note 3)	(175,818)
Total Property and equipment disposal

Discontinued Operations - Sch_3

Discontinued Operations - Schedule of Payable to Related Party (Details)	12 Months Ended
	Dec. 31, 2019USD ($)
Transferred to AEI (Note 3)	$ (395,833)
Payable to Related Party [Member]
Beginning Balance	189,922
Advances
Repayments of advances
Transferred to AEI (Note 3)	(189,922)
Ending Balance

Discontinued Operations - Sch_4

Discontinued Operations - Schedule of Accrued Salaries (Details)	12 Months Ended
	Dec. 31, 2019USD ($)
December 31, 2018, balance	$ 277,083
Accrued salaries	118,750
Transferred to AEI (Note 3)	(395,833)
December 31, 2019, balance
Chief Executive Officer [Member]
December 31, 2018, balance	175,000
Accrued salaries	75,000
Transferred to AEI (Note 3)	(250,000)
December 31, 2019, balance
Chief Financial Officer [Member]
December 31, 2018, balance	102,083
Accrued salaries	43,750
Transferred to AEI (Note 3)	(145,833)
December 31, 2019, balance

Discontinued Operations - Summa

Discontinued Operations - Summary of Advances Payable to Related Parties (Details)	12 Months Ended
	Dec. 31, 2019USD ($)
Transferred to AEI (Note 3)	$ (395,833)
Advances Payable, Related Parties [Member]
Beginning Balance	176,492
Advances	183,700
Repayments of advances	(7,100)
Transferred to AEI (Note 3)	(353,092)
Ending Balance

Income Taxes (Details Narrative

Income Taxes (Details Narrative)	12 Months Ended
	Dec. 31, 2020USD ($)
Income Tax Disclosure [Abstract]
Operating loss carryforward	$ 11,940,000
Operating loss carryforward description	2033 to 2039
Operating loss carryforward, valuation allowance	$ 2,508,219

Income Taxes - Schedule of Valu

Income Taxes - Schedule of Valuation Allowance (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Pre- tax loss	$ (765,844)	$ (1,409,696)
U.S. federal corporate income tax rate	21.00%	21.00%
Expected U.S. income tax credit	$ (160,827)	$ (296,036)
Permanent changes	3,104	24,916
Change in valuation	157,723	271,120
Effective expense

Income Taxes - Schedule of Defe

Income Taxes - Schedule of Deferred Tax Assets (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Tax loss carryforward	$ 2,508,219	$ 2,350,496
Valuation allowance	(2,508,219)	(2,350,496)
Net deferred tax assets

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - USD ($)	Aug. 31, 2021	Jun. 30, 2021	Feb. 12, 2021	Jan. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Sep. 30, 2021
Proceeds from sale of common stock						$ 971,500
Number of common stock to be issued					651,281	651,281
Accredited Investors [Member]
Number of shares sold						3,980,000
Sale of stock price per share						$ .25
Common Stock [Member]
Number of shares sold						3,980,000
Number of common stock						3,980,000
Series A Preferred Stock [Member]
Number of common stock
Series B Preferred Stock [Member]
Number of common stock
IAR agreement [Member]
Number of common stock					400
Subsequent Event [Member]
Proceeds from sale of common stock	$ 385,000
Subsequent Event [Member] | Series A Preferred Stock [Member]
Number of common stock			3,000,000
Subsequent Event [Member] | Series A Preferred Stock [Member] | Common Stock [Member]
Number of common stock to be issued			6,000,000
Subsequent Event [Member] | Series B Preferred Stock [Member]
Number of common stock			4,440,000
Subsequent Event [Member] | Series B Preferred Stock [Member] | Common Stock [Member]
Number of common stock to be issued			4,440,000
Subsequent Event [Member] | IAR agreement [Member]
Number of shares sold				400
Proceeds from sale of common stock				$ 100,000
Subsequent Event [Member] | Security Purchase Agreements [Member] | Accredited Investors [Member]
Number of shares sold		1,540,000
Proceeds from sale of common stock		$ 385,000
Sale of stock price per share							$ 0.25
Subsequent Event [Member] | Security Purchase Agreements [Member] | Accredited Investors [Member] | Maximum [Member]
Proceeds from sale of common stock		$ 1,000,000