Document and Entity Information
Document and Entity Information | 12 Months Ended |
Sep. 30, 2017USD ($)shares | |
Document And Entity Information | |
Entity Registrant Name | SOLAR QUARTZ TECHNOLOGIES CORPORATION |
Entity Central Index Key | 1,497,649 |
Document Type | 10-K |
Document Period End Date | Sep. 30, 2017 |
Amendment Flag | false |
Current Fiscal Year End Date | --09-30 |
Is Entity a Well-known Seasoned Issuer | No |
Is Entity a Voluntary Filer | No |
Is Entity's Reporting Status Current | No |
Entity Filer Category | Smaller Reporting Company |
Entity Common Stock, Shares Outstanding | shares | 224,426,229 |
Entity Public Float | $ | $ 11,574,647 |
Document Fiscal Period Focus | FY |
Document Fiscal Year Focus | 2,017 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Sep. 30, 2017 | Sep. 30, 2016 |
Current Assets: | ||
Cash and cash equivalents | $ 10,738 | $ 35 |
Due from Affiliate | 26,890 | |
Other receivables | 966 | |
Total Current Assets | 37,628 | 1,001 |
Other Assets: | ||
Furniture & Equipment | 92,653 | |
Quartz Deposits | 30,000 | |
Total assets | 160,280 | 1,001 |
Current Liabilities: | ||
Accounts payable | 364,009 | 48,212 |
Accrued interest payable | 45,060 | 36,044 |
Accrued liabilities | 26,011 | 17,511 |
Short term notes payable | 85,000 | 85,000 |
Other liabilities | 92 | 92 |
Due to Affiliated Parties | 418,755 | 3,000 |
Current portion of notes payable, net of discount $- and $71,754 | 70,747 | 70,747 |
Total Current Liabilities | 1,009,674 | 260,606 |
Stockholders' Deficit | ||
Preferred stock, $0.00001 par value; 50,000,000 shares authorized; none issued or outstanding | ||
Common stock, $0.00001 par value; 500,000,000 and 50,000,000 shares authorized; 224,426,229 and 979,109 shares issued and outstanding | 2,245 | 11 |
Additional paid-in capital | 5,888,210 | 6,319,911 |
Accumulated deficit | (6,739,849) | (6,579,527) |
Total Stockholders' Deficit | (849,394) | (259,605) |
Total Liabilities and Stockholders' Deficit | $ 160,280 | $ 1,001 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Sep. 30, 2017 | Sep. 30, 2016 |
Current liabilities | ||
Current portion of notes payable, net of discount | $ 71,754 | |
Stockholders' Deficit | ||
Preferred stock, par value | $ 0.00001 | $ 0.00001 |
Preferred stock, authorized shares | 50,000,000 | 50,000,000 |
Preferred stock, issued shares | 0 | 0 |
Preferred stock, outstanding shares | 0 | 0 |
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, authorized shares | 500,000,000 | 50,000,000 |
Common stock, issued shares | 224,426,229 | 979,109 |
Common stock, outstanding shares | 224,426,229 | 979,109 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Income Statement [Abstract] | ||
Revenues | ||
Operating Expenses: | ||
Professional Services | 95,905 | |
General and administrative | 46,929 | 64,790 |
Total Operating Expenses | 142,834 | 64,790 |
Loss from Operations | (142,834) | (64,790) |
Other Income (Expenses) | ||
Other income | 27 | |
Interest income | 1 | |
Interest expense | (9,016) | (12,408) |
Other interest costs | (8,500) | (7,074) |
Gain on debt extinguishment | 91,101 | |
Total Other Income (Expenses) | (17,488) | 71,620 |
Net Income (Loss) before Income Taxes | (160,322) | 6,830 |
Provision for income taxes | ||
Net Income (Loss) | $ (160,322) | $ 6,830 |
Income (Loss) per share: | ||
Basic and diluted | $ .00 | $ 0.01 |
Weighted average shares outstanding | 36,569,260 | 1,002,134 |
CONSOLIDATED STATEMENTS OF CHAN
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT - USD ($) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning Balance, Shares at Sep. 30, 2015 | 979,109 | |||
Beginning Balance, Amount at Sep. 30, 2015 | $ 10 | $ 6,319,889 | $ (6,586,357) | $ (266,458) |
Issuance of shares for debt settlement, Shares | 23,025 | |||
Issuance of shares for debt settlement, Amount | $ 1 | 22 | 23 | |
Net Income | 6,830 | 6,830 | ||
Ending Balance, Shares at Sep. 30, 2016 | 1,002,134 | |||
Ending Balance, Amount at Sep. 30, 2016 | $ 11 | 6,319,911 | (6,579,527) | (259,605) |
Issuance of shares for debt settlement, Shares | 223,424,095 | |||
Issuance of shares for debt settlement, Amount | $ 2,234 | 431,701 | 23 | |
Issuance of shares for asset acquisition, Shares | 223,424,095 | |||
Issuance of shares for asset acquisition, Amount | $ 2,234 | (431,601) | (429,467) | |
Net Income | (160,322) | (160,322) | ||
Ending Balance, Shares at Sep. 30, 2017 | 224,426,229 | |||
Ending Balance, Amount at Sep. 30, 2017 | $ 2,245 | $ 5,888,210 | $ (6,739,849) | $ (849,394) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOW - USD ($) | 12 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities | ||
Net Income (loss) | $ (160,322) | $ 6,830 |
Adjustments to reconcile net income/(loss) to net cash from operating activities: | ||
Interest expense | 19,455 | |
Gain on debt extinguishment | (91,101) | |
Change in operating assets and liabilities: | ||
Other assets | 966 | (966) |
Accounts payable | 35,455 | 27,995 |
Accrued interest payable | 9,016 | |
Accrued liabilities | 8,500 | |
Due to/from Affiliate | (14,436) | 3,000 |
Other liabilities | (183) | |
Net cash from operating activities | (120,821) | (34,970) |
Cash flows from investing activities | ||
Purchases of Furniture & Equipment | (4,103) | |
Net cash from investing activities | (4,103) | |
Cash flows from financing activities | ||
Issuance of common stock | 148 | 23 |
Due to Affiliates | 73,155 | |
Issuance of short term note payable | 35,000 | |
Net cash from financing activities | 73,303 | 35,023 |
Net change in cash and cash equivalents | (51,621) | 30 |
Cash and cash equivalents | ||
Beginning of period | 35 | 5 |
End of period | 10,738 | 35 |
Supplemental cash flow information Noncash investing and financing activities: | ||
Issuance of shares for investment in subsidiary | 2,234 | |
Issuance of shares for settlement of debt |
ORGANIZATION
ORGANIZATION | 12 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
NOTE 1 - ORGANIZATION | We were incorporated in Colorado on June 21, 2010 as Vanguard Energy Corporation (Vanguard) and until June 2014 were involved in the exploration and development of oil and gas properties in southeast Texas. We were never able to earn a profit and in January of 2013 we began investigating the possibility of selling our oil and gas properties. The sale of our oil and gas properties represented the sale of substantially all our assets in June of 2014. The following history of events describes how the current entity Solar Quartz Technology Corporation acquired its subsidiary Solar Quartz Technologies Limited and all entities described below other than Vanguard were entities under common control. On June 20, 2016, SQTNZ agreed to acquire Solar Quartz Technologies Pte. Ltd., A Singapore Corporation, (SQTSG) in a transfer of shares or a swap for 122 shares (100%). SQTSG (formerly known as Auzsolar Pte. Ltd.) held ownership of quartz mineral rights. On October 1, 2016, Australian Oil and Gas Holdings, Inc., our parent company, (AOGH), (formerly known as Anasazi Energy Corporation (ANSZ) and subsequently known as Solar Quartz Technologies, Inc. (SQTI)), entered into a Reorganization and Stock Purchase Agreement and acquired Solar Quartz Technologies Limited., a New Zealand Corporation, (SQTNZ). AOGH issued 201,182,000 shares (95%) in exchange for 100% of SQTNZ shares outstanding. On July 1, 2017, Vanguard acquired SQTNZ from SQTI in a share exchange wherein Vanguard issued 213,402,755 new shares of common stock to SQTI in exchange for 122 (100%) of the common shares of SQTNZ. The assets acquired in this exchange were reflected in our financial statements at SQTIs historical cost basis of $30,000 as it was considered an acquisition of assets from entities under common control. The issuance of these shares was equivalent to 95% of the Companys shares issued, as we committed to issue an additional 10,021,224 shares to those holders of our common stock immediately prior to the acquisition. These actions resulted in a total of 224,426,229 shares outstanding. SQTNZ is a corporation that has no prior business activity other than being the title owner of the exclusive mining and development rights for two High Purity Quartz (HPQ) deposits known as Quartz Hill (represented by leases ML 30235, ML 30236 and ML 30237) and White Springs (represented by leases ML 30238 and ML 30239) located in North Queensland, Australia. HPQS is an essential primary material for the manufacture of: Photo-Voltaic (PV) solar panels; Semiconductors; all High-end Electronic products; Fiber Optical cables; Halogen Lamps; HD and LCD television screens; and Epoxy Mounding Compounds (EMC). |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION | 12 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION | Principles of Consolidation and Basis of Presentation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) and pursuant to the accounting and disclosure rules and regulations of the U.S. Securities and Exchange Commission (SEC). A summary of the significant accounting policies applied in the preparation of the accompanying financial statements follows. Cash and Cash Equivalents Debt Issuance Costs Conversion Feature Liability and Warrant Liabilities Stock-Based Compensation Income Taxes Uncertain tax positions are recognized in the financial statements only if that position is more likely than not of being sustained upon examination by taxing authorities, based on the technical merits of the position. The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. The Company is required to file federal income tax returns in the United States and in various state and local jurisdictions. The Companys tax returns filed since inception are subject to examination by taxing authorities in the jurisdictions in which it operates in accordance with the normal statutes of limitations in the applicable jurisdiction. Earnings Per Share Business Combinations Reclassifications Recently Issued Accounting Pronouncements Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or price paid to transfer a liability in an orderly transaction between market participants at the measurement date. Inputs used in determining fair value are classified for disclosure purposes according to a hierarchy that prioritizes those inputs based upon the degree to which they are observable. The three levels of the fair-value-measurement hierarchy are as follows: · Level 1Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. · Level 2Inputs that reflect quoted prices for identical assets or liabilities in markets that are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the asset or the liability; or inputs that are derived principally from or corroborated by observable market data by correlation or other means. · Level 3Unobservable inputs reflecting the Companys own assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available. In determining fair value, the Company utilizes observable market data when available, or models that incorporate observable market data. In addition to market information, the Company incorporates transaction-specific details that, in managements judgment, market participants would take into account in measuring fair value. The Company utilizes the most observable inputs available for the valuation technique employed. If a fair value measurement reflects inputs at multiple levels within the hierarchy, the fair-value measurement of both financial and nonfinancial assets and liabilities are characterized based upon the lowest level of input that is significant to the fair value measurement. |
GOING CONCERN
GOING CONCERN | 12 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
NOTE 3 - GOING CONCERN | The sale of the Companys oil and gas properties, raised substantial doubt of the Company to continue as a going concern. The Company also has an accumulated deficit at this point and has experienced net losses for the most part throughout its history. The Company will need additional financing to continue its operations over the next twelve months, and while management believes it will secure such financing, there can be no guarantee that it will occur. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. These financial statements do not reflect adjustments that would be necessary if the going concern assumption was not appropriate. |
REORGANIZATION
REORGANIZATION | 12 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
NOTE 4 - REORGANIZATION | On July 1, 2017, the Company acquired all of the shares of Solar Quartz Technologies Limited, a company incorporated in New Zealand (SQTNZ) and has recorded it as reorganization of entities under common control . SQTNZ is a corporation that has no prior business activity other than being the title owner of the exclusive mining and development rights for two High Purity Quartz (HPQ) deposits known as Quartz Hill (represented by leases ML 30235, ML 30236 and ML 30237) and White Springs (represented by leases ML 30238 and ML 30239) located in North Queensland, Australia. HPQS is an essential primary material for the manufacture of: Photo-Voltaic (PV) solar panels; Semiconductors; all High-end Electronic products; Fiber Optical cables; Halogen Lamps; HD and LCD television screens; and Epoxy Mounding Compounds (EMC). |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
NOTE 5 - INCOME TAXES | The Company operates in the United States; accordingly, federal and state income taxes have been provided based upon the tax laws and rates of the U.S. The Company has incurred losses since inception and, accordingly has a net operating loss carry forward as of September 30, 2017, of approximately $5,916,688. Since the Company has, on a cumulative basis, experienced net losses for tax purposes, the provisions for income taxes consists of the following: Description 2017 2016 Tax provision at expected tax rate (35%) $ (56,113 ) $ 2,391 Increase (decrease) to valuation allowance 56,113 (2,391 ) Income tax provision $ - $ - |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
NOTE 6 - STOCKHOLDERS' EQUITY | Preferred Stock Common Stock Treasury Stock Common shares of 23,025 were issued in conjunction with the settlement of debt during the year ended September 30, 2016, resulting in increases to common stock of $1, and additional paid-in capital of $22. Common shares of 223,424,095 were issued for the purchase of Solar Quartz Technologies Limited (New Zealand) during the year ended September 30, 2017, resulting in increases to common stock of $2,234, and paid-in capital of ($431,701). |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 12 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
NOTE 7 - STOCK-BASED COMPENSATION | On January 10, 2011, the Board of Directors approved a Non-Qualified Stock Option Plan (the Plan) which authorizes the issuance of up to 1,500,000 shares of Company common stock to persons that exercise options granted pursuant to the Plan. The Companys employees, directors, officers, consultants and advisors are eligible to be granted options pursuant to the Plan, provided however, that bona fide services must be rendered by such consultants or advisors, and such services must not be in connection with the offer or sale of securities in a capital-raising transaction. As of September 30, 2017, no options were outstanding. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
NOTE 8 - COMMITMENTS AND CONTINGENCIES | fice Lease |
CONVERTIBLE NOTES PAYABLE
CONVERTIBLE NOTES PAYABLE | 12 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
NOTE 9 - CONVERTIBLE NOTES PAYABLE | The Companys material future contractual obligations by fiscal year as of September 30, 2017 were as follows: Total 2017 Thereafter Convertible notes $ 70,747 $ 70,747 - Notes Payable $ 85,000 $ 85,000 - The notes payable bear interest at 10% and are due on demand. The convertible notes bear interest at 15% and are also due on demand. The principal and accrued interest of these notes can be converted at the discretion of the holders into common shares at $3.31/share. The Company has contractual capital commitments outstanding in the principal balance of $70,474 at September 30, 2017. Accrued interest of $45,060 is due in addition to the principal balance of the Convertible notes. |
RELATED PARTY
RELATED PARTY | 12 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
NOTE 10 - RELATED PARTY | As of September 30, 2017, the amount due from affiliates was $26,890 and due to affiliates was $418,755. The entire amount was taken over from SQTNZ which essentially came from shareholders of Australian Oil and Gas Holdings Inc. |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 12 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
NOTE 11 - FAIR VALUE OF FINANCIAL INSTRUMENTS | The following table summarizes the financial liabilities measured at fair value on a recurring basis as of September 30, 2017 and 2016: Description Level September 30, 2017 September 30, 2016 Convertible Notes 1 $ 70,474 $ 70,474 |
SUMMARY OF SIGNIFICANT ACCOUN18
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Sep. 30, 2017 | |
Summary Of Significant Accounting Policies Policies | |
Principles of Consolidation and Basis of Presentation | The consolidated financial statements include the accounts of Solar Quartz Technologies Corporation and its subsidiary. All significant intercompany accounts and transactions have been eliminated in consolidation. The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) and pursuant to the accounting and disclosure rules and regulations of the U.S. Securities and Exchange Commission (SEC). A summary of the significant accounting policies applied in the preparation of the accompanying financial statements follows. |
Cash and Cash Equivalents | The Company considers all highly liquid instruments purchased with a maturity date of three months or less to be cash equivalents. |
Debt Issuance Costs | Costs incurred in connection with the issuance of long-term debt are capitalized and amortized over the term of the related debt. |
Conversion Feature Liability and Warrant Liabilities | The conversion feature liability and warrant liabilities are recorded at fair value based upon valuation models utilizing relevant factors such as expected life, estimated volatility, risk-free interest and expected dividend rate. Changes in the fair value of these liabilities are reported in the statements of operations. |
Stock-Based Compensation | The Company accounts for employee stock-based compensation using the fair value method. The fair value attributable to stock options is calculated based on the Black-Scholes option pricing model and is amortized to expense over the service period which is equivalent to the time required to vest the stock options. |
Income Taxes | Income taxes are provided based on the liability method for financial reporting purposes. Under this method deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to reverse. Valuation allowances are established when necessary to reduce deferred income tax assets to the amount expected to be realized. Uncertain tax positions are recognized in the financial statements only if that position is more likely than not of being sustained upon examination by taxing authorities, based on the technical merits of the position. The Company recognizes interest and penalties related to uncertain tax positions in income tax expense. The Company is required to file federal income tax returns in the United States and in various state and local jurisdictions. The Companys tax returns filed since inception are subject to examination by taxing authorities in the jurisdictions in which it operates in accordance with the normal statutes of limitations in the applicable jurisdiction. |
Earnings Per Share | Basic earnings per share have been calculated based upon the weighted-average number of common shares outstanding. Diluted earnings per share have been calculated based upon the weighted-average number of common and potential shares. |
Business Combinations | The Company follows the provisions of ASC 805 in accounting for business combinations. Acquisitions under common control are accounted for using the carryover basis of any assets from the acquired company. |
Reclassifications | Certain amounts previously presented for prior periods have been reclassified to conform to the current presentation. The reclassifications had no effect on net loss, working capital or equity previously reported. |
Recently Issued Accounting Pronouncements | Various accounting standards updates have been recently issued, most of which represented technical corrections to the accounting literature or were applicable to specific industries. Recently accounting pronouncements have been issued that are likely to have a material impact to the Companys consolidated financial statements. These include accounting standards as they apply to leases. The Company will treat its development of mineral rights under standards for operating leases commonly applied in mineral extraction industries. |
Fair Value Measurements | The carrying value of cash and cash equivalents, accounts receivable, and accounts payable, as reflected in the balance sheets, approximate fair value because of the short-term maturity of these instruments. The estimated fair value of long-term debt was determined by discounting future cash flows using rates currently available to the Company for debt with similar terms and remaining maturities. The Company calculated that the estimated fair value of the long-term debt is not significantly different than the carrying value of the debt. Fair value is defined as the price that would be received to sell an asset or price paid to transfer a liability in an orderly transaction between market participants at the measurement date. Inputs used in determining fair value are classified for disclosure purposes according to a hierarchy that prioritizes those inputs based upon the degree to which they are observable. The three levels of the fair-value-measurement hierarchy are as follows: · Level 1Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. · Level 2Inputs that reflect quoted prices for identical assets or liabilities in markets that are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the asset or the liability; or inputs that are derived principally from or corroborated by observable market data by correlation or other means. · Level 3Unobservable inputs reflecting the Companys own assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available. In determining fair value, the Company utilizes observable market data when available, or models that incorporate observable market data. In addition to market information, the Company incorporates transaction-specific details that, in managements judgment, market participants would take into account in measuring fair value. The Company utilizes the most observable inputs available for the valuation technique employed. If a fair value measurement reflects inputs at multiple levels within the hierarchy, the fair-value measurement of both financial and nonfinancial assets and liabilities are characterized based upon the lowest level of input that is significant to the fair value measurement. |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
Income Taxes Tables | |
Schedule for the provision for income taxes | Description 2017 2016 Tax provision at expected tax rate (35%) $ (56,113 ) $ 2,391 Increase (decrease) to valuation allowance 56,113 (2,391 ) Income tax provision $ - $ - |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
Commitments And Contingencies Tables | |
Schedule of Contractual Obligation | The Companys material future contractual obligations by fiscal year as of September 30, 2017 were as follows: Total 2017 Thereafter Convertible notes $ 70,747 $ 70,747 - Notes Payable $ 85,000 $ 85,000 - |
FAIR VALUE OF FINANCIAL INSTR21
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Sep. 30, 2017 | |
Fair Value Of Financial Instruments Tables | |
Schedule of financial liabilities measured at fair value | The following table summarizes the financial liabilities measured at fair value on a recurring basis as of September 30, 2017 and 2016: Description Level September 30, 2017 September 30, 2016 Convertible Notes 1 $ 70,474 $ 70,474 |
ORGANIZATION (Details Narrative
ORGANIZATION (Details Narrative) - USD ($) | 12 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
State of Incorporation | Colorado | |
Date of incorporation | Jun. 21, 2010 | |
Shares issued | 224,426,229 | 979,109 |
Common stock, outstanding shares | 224,426,229 | 979,109 |
SQTSG [Member] | On June 20, 2016 [Member] | ||
Business acquisition, shares acquired by SQTNZ | 122 | |
Ownership interest acquired by SQTNZ | 100.00% | |
SQTNZ [Member] | On July 1, 2017 [Member] | ||
Business acquisition consideration transferred, shares issued by Vanguard | 213,402,755 | |
Ownership interest acquired by Vanguard | 100.00% | |
Business acquisition, shares acquired from SQTI by Vanguard | 122 | |
Business acquisition shares issued or issuable, percentage from SQTI by Vanguard | 95.00% | |
Additional common stock shares reserved for future issuance | 10,021,224 | |
Acquisition of assets | $ 30,000 | |
Common stock, outstanding shares | 224,426,229 | |
SQTNZ [Member] | On October 1, 2016 [Member] | ||
Business acquisition consideration transferred, shares issued by AOGH | 201,182,000 | |
Business acquisition shares issued, percentage of outstanding shares by AOGH | 95.00% | |
Ownership interest acquired by AOGH | 100.00% |
REORGANIZATION (Details Narrati
REORGANIZATION (Details Narrative) - USD ($) | 12 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Common stock, outstanding shares | 224,426,229 | 979,109 |
SQTNZ [Member] | On July 1, 2017 [Member] | ||
Business acquisition consideration transferred, shares issued | 213,402,755 | |
Ownership interest acquired | 100.00% | |
Business acquisition, shares acquired from SQTI | 122 | |
Business acquisition shares issued or issuable, percentage from SQTI | 95.00% | |
Additional common stock shares reserved for future issuance | 10,021,224 | |
Acquisition of assets | $ 30,000 | |
Common stock, outstanding shares | 224,426,229 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 12 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Income Taxes Details | ||
Tax provision at expected tax rate (35%) | $ (56,113) | $ 2,391 |
Increase (decrease) to valuation allowance | 56,113 | (2,391) |
Income tax provision |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) | Sep. 30, 2017USD ($) |
Income Taxes Details Narrative | |
Operating loss carry forward, net | $ 5,916,688 |
STOCKHOLDERS EQUITY (Details Na
STOCKHOLDERS EQUITY (Details Narrative) - USD ($) | 12 Months Ended | ||||
Sep. 30, 2017 | Sep. 30, 2016 | Jul. 31, 2017 | Jun. 30, 2017 | Sep. 30, 2015 | |
Preferred stock, authorized shares | 50,000,000 | 50,000,000 | 10,000,000 | 5,000,000 | |
Common stock, authorized shares | 500,000,000 | 50,000,000 | 500,000,000 | 100,000,000 | |
Common stock, par value | $ 0.00001 | $ 0.00001 | $ 0.00001 | ||
Treasury Stock | 14,355 | ||||
Issuance of shares for debt settlement, Amount | $ 23 | $ 23 | |||
Common Stock | |||||
Issuance of shares for debt settlement, Shares | 223,424,095 | 23,025 | |||
Issuance of shares for debt settlement, Amount | $ 2,234 | $ 1 | |||
Additional Paid-In Capital | |||||
Issuance of shares for debt settlement, Amount | $ 431,701 | $ 22 |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details Narrative) | Jan. 10, 2011shares |
Non-Qualified Stock Option Plan [Member] | Maximum [Member] | |
Common stock shares issuable upon exercise of options | 1,500,000 |
COMMITMENTS AND CONTINGENCIES28
COMMITMENTS AND CONTINGENCIES (Details Narrative) - Woodlands, Texas [Member] | 12 Months Ended |
Sep. 30, 2017USD ($) | |
Office Lease periodic payments | $ 197 |
Frequency of periodic payments | Monthly |
Lease description | The Company leases a virtual office lease in The Woodlands, Texas until June 30, 2019 at $197 per month. |
CONVERTIBLE NOTES PAYABLE (Deta
CONVERTIBLE NOTES PAYABLE (Details) | Sep. 30, 2017USD ($) |
Convertible notes [Member] | |
2,017 | $ 70,747 |
Thereafter | |
Total | 70,747 |
Notes Payable [Member] | |
2,017 | 85,000 |
Thereafter | |
Total | $ 85,000 |
CONVERTIBLE NOTES PAYABLE (De30
CONVERTIBLE NOTES PAYABLE (Details Narrative) - USD ($) | 12 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Contractual capital | $ 70,474 | |
Accrued interest payable | $ 45,060 | $ 36,044 |
Conversion description | The principal and accrued interest of these notes can be converted at the discretion of the holders into common shares at $3.31/share. | |
Convertible notes [Member] | ||
Interest rate | 15.00% | |
Notes Payable [Member] | ||
Interest rate | 10.00% |
RELATED PARTY (Details Narrativ
RELATED PARTY (Details Narrative) | Sep. 30, 2017USD ($) |
Related Party Details Narrative | |
Due from Affiliates | $ 26,890 |
Due to Affiliates | $ 418,755 |
FAIR VALUE OF FINANCIAL INSTR32
FAIR VALUE OF FINANCIAL INSTRUMENTS (Details) - USD ($) | Sep. 30, 2017 | Sep. 30, 2016 |
Level 1 [Member] | ||
Convertible Notes | $ 70,474 | $ 70,474 |