Vicapsys Life Sciences (VICP) 10-K 14 Apr 23 2022 FY Annual report Financial data

Cover

Cover - USD ($)	12 Months Ended
	Dec. 31, 2022	Apr. 14, 2023	Jun. 30, 2022
Cover [Abstract]
Document Type	10-K
Amendment Flag	false
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2022
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2022
Current Fiscal Year End Date	--12-31
Entity File Number	000-56145
Entity Registrant Name	VICAPSYS LIFE SCIENCES, INC.
Entity Central Index Key	0001468639
Entity Tax Identification Number	91-1930691
Entity Incorporation, State or Country Code	FL
Entity Address, Address Line One	7778 Mcginnis Ferry Rd. #270
Entity Address, City or Town	Suwanee
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30024
City Area Code	(972)
Local Phone Number	891-8033
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	false
Entity Public Float			$ 4,619,269
Entity Common Stock, Shares Outstanding		31,188,461
Documents Incorporated by Reference [Text Block]	None
ICFR Auditor Attestation Flag	false
Auditor Firm ID	4048
Auditor Name	D. Brooks and Associates CPAs, P.A.
Auditor Location	Palm Beach Gardens, Florida

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Current Assets:
Cash	$ 14,097	$ 217,295
Prepaid Expenses	7,483	5,498
Deferred offering costs	50,441
Total Current Assets	72,021	222,793
Intangible asset, net of accumulated amortization of $0 and $120,994, respectively		371,520
Total Assets	72,021	594,313
Current Liabilities:
Accounts payable	635,183	487,792
Accounts payable, related parties	272,317	112,860
Accrued salaries, related parties	115,312	115,312
Total Current Liabilities	1,022,812	715,964
Stockholders’ Deficit:
Preferred stock value
Common stock, par value $0.001; 300,000,000 shares authorized; 31,188,461 and 19,747,283 shares issued and outstanding, respectively	31,188	19,747
Common stock to be issued, par value $0.001; 727,281 and 11,067,281 shares outstanding, respectively	727	12,068
Additional paid-in capital	14,135,257	13,976,159
Accumulated deficit	(15,117,963)	(14,129,625)
Total Stockholders’ Deficit	(950,791)	(121,651)
Total Liabilities and Stockholders’ Deficit	72,021	594,313
Series A Preferred Stock [Member]
Stockholders’ Deficit:
Preferred stock value
Series B Preferred Stock [Member]
Stockholders’ Deficit:
Preferred stock value

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Intangible asset, net of accumulated amortization	$ 0	$ 120,994
Preferred stock par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	20,000,000	20,000,000
Common stock, par or stated value per share	$ 0.001	$ 0.001
Common stock, shares authorized	300,000,000	300,000,000
Common stock, shares issued	31,188,461	19,747,283
Common stock, shares outstanding	31,188,461	19,747,283
Common stock to be issued, par value	$ 0.001	$ 0.001
Common stock to be issued, shares outstanding	727,281	11,067,281
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	0	0
Preferred stock, shares outstanding	0	0
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	0	0
Preferred stock, shares outstanding	0	0

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Income Statement [Abstract]
Revenues
Operating Expenses:
Personnel costs	122,458	91,502
Research and development expenses, related party	13,097	17,698
Professional fees	448,806	191,881
Impairment loss	340,231
General and administrative expenses	60,198	35,790
Total operating expenses	984,790	336,871
Loss from operations	(984,790)	(336,871)
Other income:
Other income		100,000
Total other income		100,000
Loss before income taxes	(984,790)	(236,871)
Income taxes
Net loss available to common shareholders	(984,790)	(236,871)
Deemed dividend on warrant modification	(3,548)
Net loss available to common stockholders	$ (988,338)	$ (236,871)
Net loss per common share:
Basic and diluted	$ (0.03)	$ (0.01)
Weighted average common shares outstanding:
Basic and diluted	30,577,988	17,656,762

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity Deficit - USD ($)	Series A Preferred Stock [Member] Preferred Stock [Member]	Series B Preferred Stock [Member] Preferred Stock [Member]	Common Stock [Member]	Common Stock To Be Issued [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Dec. 31, 2020	$ 3,000	$ 4,440	$ 17,483	$ 1,652	$ 13,417,073	$ (13,892,754)	$ (449,106)
Beginning balance, shares at Dec. 31, 2020	3,000,000	4,440,000	17,483,283	1,652,458
Conversion of Series A Preferred Stock to common stock to be issued	$ (3,000)			$ 6,000	(3,000)
Conversion of Series A Preferred Stock to common stock to be issued, shares	(3,000,000)			6,000,000
Conversion of Series B Preferred Stock to common stock		$ (4,440)		$ 4,440
Conversion of Series B Preferred Stock to common stock, shares		(4,440,000)		4,440,000
Common stock issued fom common stock to be issued			$ 24	$ (24)
Common stock issued for common stock to be issued, shares			24,000	(24,000)
Sale of common stock for cash			$ 2,240		557,760		560,000
Sale of common stock for cash, shares			2,240,000
Stock-based compensation expense					4,326		4,326
Net loss						(236,871)	(236,871)
Ending balance, value at Dec. 31, 2021			$ 19,747	$ 12,068	13,976,159	(14,129,625)	(121,651)
Ending balance, shares at Dec. 31, 2021			19,747,283	12,068,458
Common stock issued fom common stock to be issued			$ 11,441	$ (11,441)	(1,001)
Common stock issued for common stock to be issued, shares			11,441,177	(11,441,177)
Stock-based compensation expense					105,650		105,650
Net loss						(984,790)	(984,790)
Deemed dividend on warrant modification					3,548	(3,548)
Common stock issued from warrant exercise				$ 100	49,900		50,000
Common stock issued from warrant exercise, shares				100,000
Ending balance, value at Dec. 31, 2022			$ 31,188	$ 727	$ 14,135,257	$ (15,117,963)	$ (950,791)
Ending balance, shares at Dec. 31, 2022			31,188,460	727,281

Condensed Consolidated Statemen

Condensed Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Cash Flows from Operating Activities:
Net loss	$ (984,790)	$ (236,871)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization	31,289	31,329
Impairment loss	340,231
Stock-based compensation	105,650	4,326
Gain on sale of equity method investment		(100,000)
Changes in operating assets and liabilities:
Prepaid Expenses	(1,985)	(5,498)
Accounts payable	111,951	(13,940)
Accounts payable, related parties	159,457	(123,320)
Net Cash Used in Operating Activities	(238,197)	(443,974)
Cash Flows from Investing Activities:
Proceeds from sale of equity method investment		100,000
Net Cash Used in Investing Activities		100,000
Cash Flows from Financing Activities:
Proceeds from exercise of warrants	50,000
Payment of deferred offering costs	(15,001)
Proceeds from sale of common stock		560,000
Net Cash Provided By Financing Activities	34,999	560,000
Net Increase (decrease) in Cash	(203,198)	216,026
Cash, Beginning of year	217,295	1,269
Cash, End of year	14,097	217,295
Supplementary Cash Flow Information
Cash paid for interest
Cash paid for taxes
Supplementary Non-Cash Flow Information
Deferred offering costs in accounts payable	$ 35,440

ORGANIZATION

ORGANIZATION	12 Months Ended
	Dec. 31, 2022
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 300,000,000 0.001 20,000,000 0.001 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, 2022
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 $ 984,790 950,791 15,117,963 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. The Company received proceeds of $ 50,000 560,000

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES	NOTE 3 – 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 (“U.S. GAAP”). The consolidated financial statements of the Company include the consolidated accounts of VLS and VI, its wholly owned subsidiary. All intercompany accounts and transactions have been eliminated in consolidation. Emerging Growth Company The Company qualifies as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012, as amended, (the “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 of 1933, as amended, 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 U.S. GAAP 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, 2022, and 2021, include impairment of 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 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. As of December 31, 2022, d ue to the combination of not having met certain due diligence requirements per the License Agreement, and the Company not raising sufficient capital necessary to maintain regular research and development activities in 2022 , t 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, 2022, and 2021, and concluded an impairment of the License Agreement held with MGH disclosed above existed as of December 31, 2022 (See Note 4). Equity Method Investment The Company accounts for investments in which the Company owns more than 20 Investments—Equity Method and Joint Ventures The amount of the adjustment is included in the determination of net income by the investor, and such amount reflects adjustments similar to those made in preparing consolidated statements including adjustments to eliminate intercompany gains and losses, and to amortize, if appropriate, any difference between investor cost and underlying equity in net assets of the investee at the date of investment. The investment of an investor is also adjusted to reflect the investor’s share of changes in the investee’s capital. Dividends received from an investee reduce the carrying amount of the investment. A series of operating losses of an investee or other factors may indicate that a decrease in value of the investment has occurred which is other than temporary, and which should be recognized even though the decrease in value is in excess of what would otherwise be recognized by application of the equity method. 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 consisted of equity owned in Athens Encapsulation Inc. (“AEI”), a Company controlled by former directors of the Company which was given to the Company as part of an investment and restructuring agreement entered into in May 2019. In January 2021, the Company sold its equity investment in AEI, back to AEI for $ 100,000 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 U.S. GAAP, 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, 2022 and 2021. The carrying amounts of the Company’s financial assets and liabilities, such as cash, prepaid expenses, deferred offering costs, 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. Accordingly, revenue for each sale is recognized when the Company has completed its performance obligations. Any costs incurred before this point in time, are recorded as assets to be expensed during the period the related revenue is recognized. During the years ended December 31, 2022, and 2021, the Company did not have any revenue. 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, 2022, and 2021, the Company recorded $ 13,097 17,698 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, 2022, and 2021, the Company’s dilutive securities are convertible into 3,397,281 17,027,281 SCHEDULE OF ANTIDILUTIVE SECURITIES OF EARNINGS PER SHARE December 31, 2022 December 31, 2021 Common stock to be issued 727,281 11,067,281 Stock options 2,670,000 1,900,000 Warrants to purchase common stock — 4,060,000 Anti-dilutive securities 3,397,281 17,027,281 Recent Accounting Pronouncements Management does not believe that any recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying consolidated financial statements for the years ended December 31, 2022, and 2021.

INTANGIBLE ASSET

INTANGIBLE ASSET	12 Months Ended
	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
INTANGIBLE ASSET	NOTE 4 – INTANGIBLE ASSET The Company’s intangible asset as of December 31, 2021 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 was being amortized over the term of the License Agreement which is based on the remaining life of the related patents being licensed which was approximately 16 Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 360, Property, Plant, and Equipment (“ASC 360”) requires that a company recognize an impairment loss if, and only if, the carrying amount of a long-lived asset is not recoverable based on the sum of the undiscounted cash flows expected to result from the use and eventual disposal of the asset, and if the carrying amount exceeds the asset’s fair value. Per ASC 360, a long-lived asset should be tested for recoverability whenever events or changes in circumstances indicate that its’ carrying amount may not be recoverable. As of December 31, 2022, d ue to the combination of not having met certain due diligence requirements per the License Agreement, and the Company not raising sufficient capital necessary to maintain regular research and development activities in 2022 , t 348,000 The Company concluded an impairment of the license agreement existed as of December 31, 2022 due to there being no projected undiscounted future net cash flows derived from the asset. As such, the Company wrote off the carrying value of the asset as of December 31, 2022 and recognized an impairment loss as presented on the statement of operations in operating expenses. The Company’s intangible assets consisted of the following at December 31, 2022, and 2021: SCHEDULE OF INTANGIBLE ASSETS December 31, 2022 December 31, 2021 Licensed patents $ — $ 492,514 Accumulated Amortization — (120,994 ) Balance $ — $ 371,520 The Company recognized $ 31,289 31,329 340,231

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	12 Months Ended
	Dec. 31, 2022
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	NOTE 5 – RELATED PARTY TRANSACTIONS Consulting Agreements On November 5, 2021, the Company entered into a Consulting Agreement (the “Poznansky Agreement”) with Mark Poznansky, MD, a minority stockholder and former Director. The Company engaged Dr. Poznansky 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 Poznansky Agreement was for six months (the “Initial Term”), which was extended indefinitely, and the Company agreed to pay the Consultant $ 2,000 24,000 4,000 26,000 9,000 Accounts Payable, Related Parties, and Accrued Salary, Related party The Company incurred director fees of $ 120,000 90,000 144,000 60,000 The Company incurred consulting fees of $ 90,000 60,000 99,000 40,000 In August 2020, Frances Tonneguzzo, the Company’s then-Chief Executive Officer (the “former CEO”), tendered her resignation as CEO. For the years ended December 31, 2022, and 2021, the Company did not incur any payroll related expenses to the former CEO as an employee. As of December 31, 2022 and 2021, $ 115,312 5,000 40,000 Sale of Equity Method Investment In January 2021, the Company sold its equity investment in AEI back to AEI for $ 100,000 MGH License Agreement On May 8, 2013, VI and MGH, a principal stockholder (see Note 6), entered into 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 amended by the Eighth Amendment to the License Agreement on March 14, 2022 (“Effective Date”), which replaces the prior pre-sales due diligence requirements in their entirety, the License Agreement requires that the Company satisfy the following requirements prior to the first sale of Products (“MGH License Milestones”), by certain dates. Pre-Sales Diligence Requirement: (x) The Company shall provide a detailed business plan and development plan by June 1 st (xi) The Company shall raise $ 2 st 2 (xii) The Company shall raise an additional $ 8 st (xiii) The Company shall initiate research regarding the role of CXCL12 in beta cell function and differentiation by January 1 st (xiv) The Company shall initiate diabetic non-human primate studies using cadaveric islets encapsulated in the CXCL12 technology by March 1 st (xv) The Company shall initiate research regarding other applications of the CXCL12 platform by June 1 st (xvi) The Company shall initiate a Phase I clinical trial of a Product or Process by March 1 st (xvii) The Company shall initiate a Phase II clinical trial of a Product or Process within thirteen (13) years from Effective Date. (xviii) The Company shall initiate Phase III clinical trial of a Product or Process within sixteen (16) years from Effective Date. Additionally, as amended by the Eighth Amendment to the License Agreement on March 14, 2022, which replaces the prior post-sales due diligence requirements in their entirety, the License Agreement requires that the Company satisfy the following requirements post-sales of Products (“MGH License Milestones”), by certain dates. Post-Sales Diligence Requirements: (i) The Company shall itself or through an Affiliate or Sublicensee make a First Commercial Sale within the following countries and regions in the License Territory within eighteen (18) years after the Effective Date of this Agreement: US and Europe and China or Japan. (ii) Following the First Commercial Sale in any country in the License Territory, Company shall itself or through its Affiliates and/or Sublicensees use commercially reasonable efforts to continue to make Sales in such country without any elapsed time period of one (1) year or more in which such Sales do not occur due to lack such efforts by Company. In consideration of the update to the diligence milestones, the Company shall pay the following Annual Minimum Royalty payments: (i) Prior to the First Commercial Sale, the Company shall pay to MGH a non-refundable annual license fee of ten thousand dollars ($ 10,000 (ii) Following the First Commercial Sale, the Company shall pay MGH a non-refundable annual minimum royalty in the amount of one hundred thousand dollars United States Dollars ($ 100,000 The License Agreement also requires VI to pay to MGH a 1 The License Agreement additionally requires VI 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 to or to exceed $100,000,000 in any calendar year and $4,000,000 within 60 days after the first achievement of total net sales of Product or Process equal or exceed $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 (November 2033) or have been abandoned, and (ii) one 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 VI 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 VI if VI: (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 60 days of filing. As of the date of this filing, this License Agreement remains active and the Company has not received any termination notice from MGH. VI may terminate the License Agreement prior to its expiration by giving 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 costs to MGH of $ 13,097 17,698 3,097 3,860 During the years ended December 31, 2022, and 2021, there have not been any sales of Product or Process under this License Agreement.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	12 Months Ended
	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	NOTE 6– COMMITMENTS AND CONTINGENCIES 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. MGH License Agreement As discussed in Note 5, the Company executed a License Agreement with MGH. Prior to the first commercial sale, the License Agreement requires the Company to pay MGH a non-refundable annual license fee of $ 10,000 100,000 The License Agreement also requires VI to pay to MGH a 1 The License Agreement additionally requires VI to pay to MGH a $ 1.0 Consulting Agreements On January 1, 2022, the Company entered into a consulting agreement (the “Toneguzzo Agreement”) with Frances Toneguzzo, Ph.D., the Company’s former CEO. Pursuant to the one-year term of the Toneguzzo Agreement in exchange for services in leading the research and development teams and laboratory work, the consultant will receive $ 5,000 60,000 40,000 On January 12, 2022, the Company entered into a Consulting Agreement (the “Donohoe Agreement”) with Donohoe Advisory Associates, LLC. (the “Consultant”). The Company engaged the Consultant to provide assistance and advice to the Company in support of the Company’s efforts to obtain a listing on a national securities exchange. The Company agreed to pay the Consultant a retainer fee of $ 17,500 10,680 6,820 No 10,000 10,000 On March 7, 2022, the Company entered into a Consulting Agreement (the “Alpha Agreement”) with Alpha IR Group, LLC. (the “Consultant”). The Company engaged the Consultant to provide consulting, investor relations, and corporate and transaction communication related services. The initial term of the Consulting Agreement was for three months (the “Initial Term”) beginning March 1, 2022, and the Company agreed to pay compensation equal to the sum of $ 50,000 50,000 No 50,000

STOCKHOLDERS_ EQUITY (DEFICIT)

STOCKHOLDERS’ EQUITY (DEFICIT)	12 Months Ended
	Dec. 31, 2022
Equity [Abstract]
STOCKHOLDERS’ EQUITY (DEFICIT)	NOTE 7 – STOCKHOLDERS’ EQUITY (DEFICIT) Preferred Stock The Company has 20,000,000 0.001 Series A Preferred Stock On December 19, 2017, the Company amended its 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 3,000,000 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. 1.67 Each share of Series A Preferred Stock is convertible into shares of common stock at a conversion Rate of 2:1 (the “Series A Conversion Rate”). The Series A Conversion Rate shall be adjusted for stock splits, stock combinations, stock dividends or similar recapitalizations. Pursuant to the Articles of Incorporation, the shares of Series A Preferred Stock automatically converted into 6,000,000 As of December 31, 2022, and 2021, there were - 0 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 4,440,000 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. 0.83 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 “Series B Conversion Rate”). The Series B Conversion Rate shall be adjusted for stock splits, stock combinations, stock dividends or similar recapitalizations. Pursuant to the Articles of Incorporation, the shares of Series B Preferred Stock automatically converted into 4,440,000 As of December 31, 2022, and 2021, there were - 0 Common Stock The Company has 300,000,000 0.001 . 31,188,461 19,747,283 Common Stock Issuances On February 11, 2021, the Company issued 24,000 During the year ended December 31, 2021, the Company sold 2,240,000 0.25 560,000 On February 12, 2021, the Company issued 6,000,000 On February 12, 2021, the Company issued 4,440,000 During the year ended December 31, 2022, the Company determined that the former Series B Preferred Stockholders, subsequent to all Series B Preferred Stock having previously been converted to shares of common stock in 2021, were owed additional shares of common stock due to an adjustment to the conversion price that occurred as a result of a down round trigger event that occurred in 2019 when the Company sold shares of common stock in a private placement at a price of $ 0.25 Management determined the total additional shares owed to the Preferred B Stockholders to be 1,001,177 In July 2022, the Company received proceeds totaling $ 50,000 100,000 0.50 Common Stock to be Issued As of December 31, 2022, and 2021, there were 727,281 11,067,281 597,281 30,000 100,000 6,000,000 4,440,000 597,281 1.85 30,000 Stock Option-Based Compensation Plan On August 10, 2022, the Board of Directors of the Company approved and adopted the Vicapsys Life Sciences, Inc., 2022 Omnibus Equity Incentive Plan (the “Plan”). The material terms of the 2022 Plan are set forth below: ● The Board or a committee established by the Board will administer the 2022 Plan. ● The total number of shares of common stock authorized for issuance under the 2022 Plan is 3,200,000 3,200,000 10.1 ● Eligible recipients of awards include employees, directors or independent contractors of the Company who has been selected as an eligible participant by the Administrator, subject to certain limitations relating to Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”). ● No non-employee director may be granted awards under the 2022 plan during any calendar year if such awards and cash fees paid for serving as a non-employee director would exceed $ 150,000 195,000 ● In no event shall the exercise price of an option issued pursuant to the 2022 Plan be less than one hundred percent ( 100 The purposes of the Plan are to (i) provide an additional incentive to selected employees, directors, and independent contractors of the Company or its Affiliates whose contributions are essential to the growth and success of the Company, (ii) strengthen the commitment of such individuals to the Company and its Affiliates, (iii) motivate those individuals to faithfully and diligently perform their responsibilities and (iv) attract and retain competent and dedicated individuals whose efforts will result in the long-term growth and profitability of the Company. To accomplish these purposes, the Plan provides that the Company may grant options, stock appreciation rights, restricted stock, restricted stock units, other stock-based awards or any combination of the foregoing. Stock Options On August 10, 2022, the Board of Directors authorized the Company to issue options to purchase an aggregate of 770,000 0.50 0.16 We utilized the Black-Scholes valuation method to determine the estimated future value of the option on the date of grant. The Company utilized the following assumptions when applying the model. The simplified method provided for in Securities and Exchange Commission release, Staff Accounting Bulletin No. 110, averages an award’s weighted average vesting period and contractual term for “plain vanilla” share options. The expected volatility was estimated by analyzing the historic volatility of similar public biotech companies in an early stage of development. No dividend payouts were assumed as we have not historically paid, and do not anticipate paying, dividends in the foreseeable future. The risk-free rate of return reflects the average interest rate offered for US treasury rates over the expected term of the options. The option price was set at the estimated fair value of the common stock on the date of grant using an actual transactions approach. The actual transactions method considers actual sales of the Company’s common stock prior to the valuation date. The Company determined the price per share of the most recent private sale of equity to be a more reliable indicator of the Company’s fair value rather than the quoted OTC prices, which reflected very low trading volume that subjected the quote priced to unusual fluctuations in the stock prices. The significant assumptions used to estimate the fair value of the equity awards granted were; SCHEDULE OF STOCK OPTIONS VALUATION ASSUMPTIONS Grant date August 10, 2022 Underlying common stock $ 0.25 Expected term (years) 5.25 Risk-free interest rate 2.93 % Volatility 95 % Dividend yield None The following table summarizes activities related to stock options of the Company for the years ended December 31, 2022, and 2021: SCHEDULE OF STOCK OPTIONS ACTIVITY Number of Options Weighted- Weighted- Aggregate Intrinsic Outstanding at January 1, 2021 1,900,000 $ 0.66 6.83 $ - Outstanding at December 31, 2021 1,900,000 $ 0.66 5.83 $ - Granted 770,000 0.50 - Outstanding at December 31, 2022 2,670,000 $ 0.62 6.21 $ - Exercisable at December 31, 2022 1,900,000 $ 0.66 4.83 $ - The Company recorded stock compensation expense of $ 105,650 4,326 770,000 20,697 0.25 Warrants On July 14, 2022, the Board authorized and approved to extend the end date of certain warrants issued with common stock purchases at various dates in 2019, by and among the Company and certain investors, pursuant to which the investors had the right to exercise the warrants until July 31, 2022. Accounting Standards Codification (“ASC”) ASC 718-20 Compensation-Stock compensation, which provides for the guidance on the accounting for a modification of the terms or conditions of an equity award, and requires a modification to be treated as an exchange of the original issuance for a new issuance, and any incremental value between the original award and the modified award be recorded. We utilized a Black-Scholes valuation method to determine any incremental value due to the modification. The inputs used to value the warrant as of the modification date are as follows : SCHEDULE OF STOCK WARRANT VALUATION ASSUMPTIONS ● Underlying common stock value: $ 0.25 ● Exercise price of the warrant: $ 0.50 ● Life of the warrant: 0.15 ● Risk free return rate: 1.99 ● Annualized volatility rate of four comparative companies: 94 The Company recognized $ 3,548 The following table summarizes activities related to warrants of the Company for the years ended December 31, 2022, and 2021: SCHEDULE OF WARRANTS ACTIVITY Number of Warrants Weighted Average Exercise Price Per Share Weighted Average Remining Life (Years) Outstanding and exercisable at January 1, 2021 4,060,000 $ 0.53 2.50 Outstanding an exercisable at December 31, 2021 4,060,000 $ 0.53 1.50 Expired (3,960,000 ) $ 0.51 — Exercised (100,000 ) $ 0.50 — Outstanding and exercisable at December 31, 2022 — $ — — The Company did not issue any warrants during the years ended December 31, 2022 and 2021.

INCOME TAXES

INCOME TAXES	12 Months Ended
	Dec. 31, 2022
Income Tax Disclosure [Abstract]
INCOME TAXES	NOTE 8 – 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, 2022, the Company had a net operating loss (“NOL”) carryforward of approximately $ 13,055,594 2033 to 2039 2,741,675 A reconciliation of the Company’s effective tax rate to statutory rates for the years ended December 31, 2022, and 2021, is as follows: SCHEDULE OF VALUATION ALLOWANCE 2022 2021 Year Ended December 31, 2022 2021 Pre- tax loss $ (984,790 ) $ (236,871 ) U.S. federal corporate income tax rate 21 % 21 % Expected U.S. income tax credit (206,806 ) (49,743 ) Permanent changes 22,187 908 Change in valuation 184,620 48,834 Tax expense $ - $ - The Company had deferred tax assets as follows: SCHEDULE OF DEFERRED TAX ASSETS 2021 2020 Year Ended December 31, 2022 2021 Tax loss carryforward $ 2,741,675 ) $ 2,557,055 Valuation allowance (2,741,675 ) (2,557,055 ) 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, 2022
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	NOTE 9 – SUBSEQUENT EVENTS In April 2023, 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 $ 300,000 0.25 100,000

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES (Policies)	12 Months Ended
	Dec. 31, 2022
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 (“U.S. GAAP”). The consolidated financial statements of the Company include the consolidated accounts of VLS and VI, its wholly owned subsidiary. All intercompany accounts and transactions have been eliminated in consolidation.
Emerging Growth Company	Emerging Growth Company The Company qualifies as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012, as amended, (the “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 of 1933, as amended, 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 U.S. GAAP 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, 2022, and 2021, include impairment of 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
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. As of December 31, 2022, d ue to the combination of not having met certain due diligence requirements per the License Agreement, and the Company not raising sufficient capital necessary to maintain regular research and development activities in 2022 , t
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, 2022, and 2021, and concluded an impairment of the License Agreement held with MGH disclosed above existed as of December 31, 2022 (See Note 4).
Equity Method Investment	Equity Method Investment The Company accounts for investments in which the Company owns more than 20 Investments—Equity Method and Joint Ventures The amount of the adjustment is included in the determination of net income by the investor, and such amount reflects adjustments similar to those made in preparing consolidated statements including adjustments to eliminate intercompany gains and losses, and to amortize, if appropriate, any difference between investor cost and underlying equity in net assets of the investee at the date of investment. The investment of an investor is also adjusted to reflect the investor’s share of changes in the investee’s capital. Dividends received from an investee reduce the carrying amount of the investment. A series of operating losses of an investee or other factors may indicate that a decrease in value of the investment has occurred which is other than temporary, and which should be recognized even though the decrease in value is in excess of what would otherwise be recognized by application of the equity method. 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 consisted of equity owned in Athens Encapsulation Inc. (“AEI”), a Company controlled by former directors of the Company which was given to the Company as part of an investment and restructuring agreement entered into in May 2019. In January 2021, the Company sold its equity investment in AEI, back to AEI for $ 100,000
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 U.S. GAAP, 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, 2022 and 2021. The carrying amounts of the Company’s financial assets and liabilities, such as cash, prepaid expenses, deferred offering costs, 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. Accordingly, revenue for each sale is recognized when the Company has completed its performance obligations. Any costs incurred before this point in time, are recorded as assets to be expensed during the period the related revenue is recognized. During the years ended December 31, 2022, and 2021, the Company did not have any revenue.
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, 2022, and 2021, the Company recorded $ 13,097 17,698
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, 2022, and 2021, the Company’s dilutive securities are convertible into 3,397,281 17,027,281 SCHEDULE OF ANTIDILUTIVE SECURITIES OF EARNINGS PER SHARE December 31, 2022 December 31, 2021 Common stock to be issued 727,281 11,067,281 Stock options 2,670,000 1,900,000 Warrants to purchase common stock — 4,060,000 Anti-dilutive securities 3,397,281 17,027,281
Recent Accounting Pronouncements	Recent Accounting Pronouncements Management does not believe that any recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying consolidated financial statements for the years ended December 31, 2022, and 2021.

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES (Tables)	12 Months Ended
	Dec. 31, 2022
Accounting Policies [Abstract]
SCHEDULE OF ANTIDILUTIVE SECURITIES OF EARNINGS PER SHARE	SCHEDULE OF ANTIDILUTIVE SECURITIES OF EARNINGS PER SHARE December 31, 2022 December 31, 2021 Common stock to be issued 727,281 11,067,281 Stock options 2,670,000 1,900,000 Warrants to purchase common stock — 4,060,000 Anti-dilutive securities 3,397,281 17,027,281

INTANGIBLE ASSET (Tables)

INTANGIBLE ASSET (Tables)	12 Months Ended
	Dec. 31, 2022
Goodwill and Intangible Assets Disclosure [Abstract]
SCHEDULE OF INTANGIBLE ASSETS	The Company’s intangible assets consisted of the following at December 31, 2022, and 2021: SCHEDULE OF INTANGIBLE ASSETS December 31, 2022 December 31, 2021 Licensed patents $ — $ 492,514 Accumulated Amortization — (120,994 ) Balance $ — $ 371,520

STOCKHOLDERS_ EQUITY (DEFICIT)

STOCKHOLDERS’ EQUITY (DEFICIT) (Tables)	12 Months Ended
	Dec. 31, 2022
Equity [Abstract]
SCHEDULE OF STOCK OPTIONS VALUATION ASSUMPTIONS	The significant assumptions used to estimate the fair value of the equity awards granted were; SCHEDULE OF STOCK OPTIONS VALUATION ASSUMPTIONS Grant date August 10, 2022 Underlying common stock $ 0.25 Expected term (years) 5.25 Risk-free interest rate 2.93 % Volatility 95 % Dividend yield None
SCHEDULE OF STOCK OPTIONS ACTIVITY	The following table summarizes activities related to stock options of the Company for the years ended December 31, 2022, and 2021: SCHEDULE OF STOCK OPTIONS ACTIVITY Number of Options Weighted- Weighted- Aggregate Intrinsic Outstanding at January 1, 2021 1,900,000 $ 0.66 6.83 $ - Outstanding at December 31, 2021 1,900,000 $ 0.66 5.83 $ - Granted 770,000 0.50 - Outstanding at December 31, 2022 2,670,000 $ 0.62 6.21 $ - Exercisable at December 31, 2022 1,900,000 $ 0.66 4.83 $ -
SCHEDULE OF STOCK WARRANT VALUATION ASSUMPTIONS	SCHEDULE OF STOCK WARRANT VALUATION ASSUMPTIONS ● Underlying common stock value: $ 0.25 ● Exercise price of the warrant: $ 0.50 ● Life of the warrant: 0.15 ● Risk free return rate: 1.99 ● Annualized volatility rate of four comparative companies: 94
SCHEDULE OF WARRANTS ACTIVITY	The following table summarizes activities related to warrants of the Company for the years ended December 31, 2022, and 2021: SCHEDULE OF WARRANTS ACTIVITY Number of Warrants Weighted Average Exercise Price Per Share Weighted Average Remining Life (Years) Outstanding and exercisable at January 1, 2021 4,060,000 $ 0.53 2.50 Outstanding an exercisable at December 31, 2021 4,060,000 $ 0.53 1.50 Expired (3,960,000 ) $ 0.51 — Exercised (100,000 ) $ 0.50 — Outstanding and exercisable at December 31, 2022 — $ — —

INCOME TAXES (Tables)

INCOME TAXES (Tables)	12 Months Ended
	Dec. 31, 2022
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, 2022, and 2021, is as follows: SCHEDULE OF VALUATION ALLOWANCE 2022 2021 Year Ended December 31, 2022 2021 Pre- tax loss $ (984,790 ) $ (236,871 ) U.S. federal corporate income tax rate 21 % 21 % Expected U.S. income tax credit (206,806 ) (49,743 ) Permanent changes 22,187 908 Change in valuation 184,620 48,834 Tax expense $ - $ -
SCHEDULE OF DEFERRED TAX ASSETS	The Company had deferred tax assets as follows: SCHEDULE OF DEFERRED TAX ASSETS 2021 2020 Year Ended December 31, 2022 2021 Tax loss carryforward $ 2,741,675 ) $ 2,557,055 Valuation allowance (2,741,675 ) (2,557,055 ) Net deferred tax assets $ - $ -

ORGANIZATION (Details Narrative

ORGANIZATION (Details Narrative) - $ / shares	Sep. 13, 2017	Dec. 31, 2022	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Reverse stock split	effected a 1-for-100 reverse stock split of its outstanding common stock
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 ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net loss	$ 984,790	$ 236,871
Working capital deficit	950,791
Accumulated deficit	15,117,963	14,129,625
Proceeds from exercise of warrants	50,000
Proceeds from sale of common stock		$ 560,000

SCHEDULE OF ANTIDILUTIVE SECURI

SCHEDULE OF ANTIDILUTIVE SECURITIES OF EARNINGS PER SHARE (Details) - shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities	3,397,281	17,027,281
Common Stock To Be Issued [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities	727,281	11,067,281
Share-Based Payment Arrangement, Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities	2,670,000	1,900,000
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities		4,060,000

SUMMARY OF SIGNIFICANT ACCOUN_4

SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Cash equivalents	$ 0	$ 0
Proceeds from sale of equity method investments		100,000
Research and development expenses, related party	$ 13,097	$ 17,698
Dilutive securities	3,397,281	17,027,281
Athens Encapsulation Inc [Member]
Property, Plant and Equipment [Line Items]
Proceeds from sale of equity method investments		$ 100,000
Equity Method Investment [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Equity method investment, ownership percentage	20%

SCHEDULE OF INTANGIBLE ASSETS (

SCHEDULE OF INTANGIBLE ASSETS (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Licensed patents		$ 492,514
Accumulated Amortization	0	(120,994)
Balance		$ 371,520

INTANGIBLE ASSET (Details Narra

INTANGIBLE ASSET (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Amortization of intangible assets	$ 31,289	$ 31,329
Impairment loss	$ 340,231
License Agreement [Member] | Massachusetts General Hospital [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Intangible assets remaining amortized period	16 years
Impairment on carrying value of intangible asset	$ 348,000

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)				12 Months Ended
	Mar. 14, 2022	Jan. 01, 2022	Nov. 05, 2021	Dec. 31, 2022	Dec. 31, 2021	Jun. 30, 2022
Related Party Transaction [Line Items]
Accounts payable				$ 272,317	$ 112,860
Fees				448,806	191,881
Accrued salaries, current				115,312	115,312
Proceeds from sale of equity method investment					100,000
Annual license fee						$ 10,000
Royalty expense	$ 100,000
Research and development expenses				13,097	17,698
Massachusetts General Hospital [Member]
Related Party Transaction [Line Items]
Accounts payable				3,097	3,860
Research and development expenses				13,097	17,698
Federico Pier [Member]
Related Party Transaction [Line Items]
Accounts payable				144,000	60,000
Fees				120,000	90,000
Jeff Wright [Member]
Related Party Transaction [Line Items]
Accounts payable				99,000	40,000
Fees				90,000	60,000
CEO [Member]
Related Party Transaction [Line Items]
Accrued salaries, current				115,312	115,312
Consulting Agreement [Member]
Related Party Transaction [Line Items]
Related party expenses				24,000	4,000
Accounts payable				26,000	$ 9,000
Consulting Agreement [Member] | CEO [Member]
Related Party Transaction [Line Items]
Accounts payable				$ 40,000
Monthly fee		$ 5,000
License Agreement [Member]
Related Party Transaction [Line Items]
Financing amount	2,000,000
Additional financing amount	$ 8,000,000
Royalty rate on sales	1%
Related parties, description				The License Agreement additionally requires VI 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 to or to exceed $100,000,000 in any calendar year and $4,000,000 within 60 days after the first achievement of total net sales of Product or Process equal or exceed $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
Initial Term [Member] | Consultant [Member] | Consulting Agreement [Member]
Related Party Transaction [Line Items]
Payment to related party			$ 2,000

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)				12 Months Ended
	Mar. 07, 2022	Jan. 12, 2022	Jan. 02, 2022	Dec. 31, 2022	Dec. 31, 2021	Jun. 30, 2022
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Annual license fee						$ 10,000
Annual royalty				$ 100,000
Accounts Payable, Related Parties, Current				272,317	$ 112,860
Professional fees				448,806	191,881
Prepaid expense				7,483	5,498
Accounts payable				635,183	487,792
Massachusetts General Hospital [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Accounts Payable, Related Parties, Current				$ 3,097	3,860
License Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
License agreement, description				the Company executed a License Agreement with MGH. Prior to the first commercial sale, the License Agreement requires the Company to pay MGH a non-refundable annual license fee of $10,000 by June 30, 2022, and on each subsequent anniversary of the Effective Date thereafter. The first non-refundable annual license fee was paid on July 1, 2022. Additionally, following the first commercial sale, the License agreement requires the Company to pay MGH a non-refundable annual minimum royalty in the amount of $100,000 per year within sixty days after each annual anniversary of the Effective Date.
License Agreement [Member] | Massachusetts General Hospital [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
License agreement, description				The License Agreement additionally requires VI 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 exceeding $100,000,000 in any calendar year and $4,000,000 within 60 days after the first achievement of total net sales of Product or Process equal to or exceeding $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.
Percentage for royalty				1%
Payment for related party				$ 1,000,000
Consulting Agreement [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Related party expenses				24,000	4,000
Accounts Payable, Related Parties, Current				26,000	9,000
Consulting Agreement [Member] | Toneguzzo Ph.D [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Payment for related party			$ 5,000
Related party expenses				60,000
Accounts Payable, Related Parties, Current				40,000
Consulting Agreement [Member] | Donohoe Advisory Associates, LLC [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Professional fees				10,680	0
Prepaid expense				6,820
Dividends, common stock				10,000
Consulting Agreement [Member] | Donohoe Advisory Associates, LLC [Member] | Consultant [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Retainer fees		$ 17,500
Professional fees				10,000
Consulting Agreement [Member] | Alpha IR Group, LLC [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Professional fees				50,000	$ 0
Agreed to payment of compensation	$ 50,000
Accounts payable				$ 50,000

SCHEDULE OF STOCK OPTIONS VALUA

SCHEDULE OF STOCK OPTIONS VALUATION ASSUMPTIONS (Details)	Aug. 10, 2022 USD ($) $ / shares
Equity [Abstract]
Underlying common stock | $ / shares	$ 0.25
Expected term (years)	5 years 3 months
Risk-free interest rate	2.93%
Volatility	95%
Dividend yield | $	$ 0

SCHEDULE OF STOCK OPTIONS ACTIV

SCHEDULE OF STOCK OPTIONS ACTIVITY (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Equity [Abstract]
Number of options, outstanding, balance	1,900,000	1,900,000
Weighted average exercise price per share, outstanding, beginning	$ 0.66	$ 0.66
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	6 years 2 months 15 days	5 years 9 months 29 days	6 years 9 months 29 days
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Intrinsic Value
Number of options, granted	770,000
Weighted average exercise price per share, granted	$ 0.50
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Granted, Weighted Average Remaining Contractual Term
Number of options, outstanding, balance	2,670,000	1,900,000	1,900,000
Weighted average exercise price per share, outstanding, Ending	$ 0.62	$ 0.66	$ 0.66
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Intrinsic Value
Number of options, outstanding, balance	1,900,000
Weighted-Average Exercise Price per Share, Exercisable	$ 0.66
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term	4 years 9 months 29 days

SCHEDULE OF STOCK WARRANT VALUA

SCHEDULE OF STOCK WARRANT VALUATION ASSUMPTIONS (Details) - $ / shares		12 Months Ended
	Aug. 10, 2022	Dec. 31, 2022
Accumulated Other Comprehensive Income (Loss) [Line Items]
Price of common stock of the Company last capital raise	$ 0.25
Expected term	5 years 3 months
Risk-free interest rate	2.93%
volatility rate	95%
Warrant [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Price of common stock of the Company last capital raise		$ 0.25
Exercise price		$ 0.50
Expected term		1 month 24 days
Risk-free interest rate		1.99%
volatility rate		94%

SCHEDULE OF WARRANTS ACTIVITY (

SCHEDULE OF WARRANTS ACTIVITY (Details) - $ / shares	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Equity [Abstract]
Number of options, outstanding and exercisable, beginning	4,060,000	4,060,000
Weighted average exercise price per share, outstanding and exercisable, beginning	$ 0.53	$ 0.53
Weighted-Average Remaining Life (Years), Outstanding	1 year 6 months	2 years 6 months
Number of options, expired	(3,960,000)
Weighted average exercise price per share, expired	$ 0.51
Number of options, exercised	(100,000)
Weighted average exercise price per share, exercised	$ 0.50
Number of options, outstanding and exercisable, ending		4,060,000
Weighted average exercise price per share, outstanding and exercisable, ending		$ 0.53
Weighted-Average Remaining Life (Years), Outstanding

STOCKHOLDERS_ EQUITY (DEFICIT_2

STOCKHOLDERS’ EQUITY (DEFICIT) (Details Narrative) - USD ($)						1 Months Ended	12 Months Ended
	Aug. 10, 2022	Aug. 10, 2022	Feb. 12, 2021	Feb. 11, 2021	Dec. 19, 2017	Jul. 31, 2022	Dec. 31, 2022	Dec. 31, 2021	Aug. 16, 2022	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
Shares of common stock						100,000
Common stock, shares authorized							300,000,000	300,000,000		300,000,000
Common stock par value							$ 0.001	$ 0.001		$ 0.001
Common stock, shares outstanding							31,188,461	19,747,283
Proceeds of common stock						$ 50,000		$ 560,000
Class of warrant or right, exercise price of warrants or rights						$ 0.50
Number of common stock to be issued							727,281	11,067,281
Stock option exercise price percentage		100%
Stock option exercisable price per share							$ 0.66
Non-vested stock options							770,000
Unrecognized stock options non-vested							$ 20,697
Unrecognized stock options weighted average period							3 months
Incremental value for the fair market value							$ 3,548
Equity Option [Member]
Class of Stock [Line Items]
Stock compensation expense							$ 105,650	$ 4,326
Share-Based Payment Arrangement, Option [Member]
Class of Stock [Line Items]
Shares of common stock		770,000
Stock option exercisable price per share	$ 0.50	$ 0.50
Options granted price per share	$ 0.16
2022 Plan [Member]
Class of Stock [Line Items]
Number of shares authorized under plan	3,200,000	3,200,000
NUmber of shares outstanding									3,200,000
2020 [Member]
Class of Stock [Line Items]
Number of shares outstanding under plan percentage		10.10%
Stock Issuance And Release Agreement [Member]
Class of Stock [Line Items]
Shares of common stock						100,000
Shares issued for conversion							597,281	597,281
Shares issued price per share								$ 1.85
Private Placement [Member]
Class of Stock [Line Items]
Sale of stock								2,240,000
Stock price per share								$ 0.25
Consideration received on sale of stock								$ 560,000
Investor [Member]
Class of Stock [Line Items]
Shares of common stock				24,000
Two Initial Shareholders [Member] | Stock Issuance And Release Agreement [Member]
Class of Stock [Line Items]
Number of common stock to be issued							30,000	30,000
Non Employee Director [Member] | 2022 Plan [Member] | Minimum [Member]
Class of Stock [Line Items]
Issuance of Stock and Warrants for Services or Claims		$ 150,000
Non Employee Director [Member] | 2020 [Member]
Class of Stock [Line Items]
Issuance of Stock and Warrants for Services or Claims		$ 195,000
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 conversion price per share					$ 1.67
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 “Series A Conversion Rate”). The Series A Conversion Rate shall be adjusted for stock splits, stock combinations, stock dividends or similar recapitalizations.
Shares of common stock			6,000,000
Preferred stock, shares issued							0	0
Preferred stock, shares outstanding							0	0
Shares issued for conversion								6,000,000
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 conversion price per share					$ 0.83
Preferred stock conversion, description					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 “Series B Conversion Rate”). The Series B Conversion Rate shall be adjusted for stock splits, stock combinations, stock dividends or similar recapitalizations.
Shares of common stock			4,440,000
Preferred stock, shares issued							0	0
Preferred stock, shares outstanding							0	0
Number of common stock to be issued								4,440,000
Series B Preferred Stock [Member] | Private Placement [Member]
Class of Stock [Line Items]
Sale of stock							1,001,177
Stock price per share							$ 0.25

SCHEDULE OF VALUATION ALLOWANCE

SCHEDULE OF VALUATION ALLOWANCE (Details) - USD ($)	12 Months Ended
	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Pre- tax loss	$ (984,790)	$ (236,871)
U.S. federal corporate income tax rate	21%	21%
Expected U.S. income tax credit	$ (206,806)	$ (49,743)
Permanent changes	22,187	908
Change in valuation	184,620	48,834
Tax expense

SCHEDULE OF DEFERRED TAX ASSETS

SCHEDULE OF DEFERRED TAX ASSETS (Details) - USD ($)	Dec. 31, 2022	Dec. 31, 2021
Income Tax Disclosure [Abstract]
Tax loss carryforward	$ 2,741,675	$ 2,557,055
Valuation allowance	(2,741,675)	(2,557,055)
Net deferred tax assets

INCOME TAXES (Details Narrative

INCOME TAXES (Details Narrative)	12 Months Ended
	Dec. 31, 2022 USD ($)
Income Tax Disclosure [Abstract]
Net operating loss carryforward	$ 13,055,594
Net operating loss carryforward expiration period	2033 to 2039
Valuation allowance	$ 2,741,675

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative) - USD ($)		12 Months Ended
	Apr. 30, 2023	Dec. 31, 2022	Dec. 31, 2021
Subsequent Event [Line Items]
Proceeds from sale of common stock			$ 560,000
Subsequent Event [Member] | Security Purchase Agreement [Member]
Subsequent Event [Line Items]
Numbe of common stock sold	300,000
Sale of stock price per share	$ 0.25
Proceeds from sale of common stock	$ 100,000