Document_and_Entity_Informatio
Document and Entity Information | 9 Months Ended | |
Oct. 31, 2014 | Dec. 18, 2014 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Oct-14 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | NEUTRA CORP. | |
Entity Central Index Key | 1512886 | |
Current Fiscal Year End Date | -30 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 38,637,461 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Oct. 31, 2014 | Jan. 31, 2014 |
CURRENT ASSETS | ||
Cash and cash equivalents | $9,146 | $46,551 |
Total current assets | 9,146 | 46,551 |
TOTAL ASSETS | 9,146 | 46,551 |
CURRENT LIABILITIES | ||
Accounts payable and accrued expenses | 301,720 | 244,635 |
Advances payable | 99,637 | |
Current portion of convertible notes payable, net of discount of $66,273 and $0, respectively | 94,737 | |
Current portion of accrued interest payable | 151 | |
Total current liabilities | 396,608 | 344,272 |
Convertible notes payable, net of discount of $519,576 and $704,046, respectively | 99,592 | 177,886 |
Accrued interest payable | 20,328 | 29,149 |
TOTAL LIABILITIES | 516,528 | 551,307 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS' DEFICIT | ||
Common Stock, $0.0001 par value; 100,000,000 shares authorized; 35,137,461 shares and 14,904,515 issued and outstanding at October 31, 2014 and January 31, 2014, respectively | 3,514 | 1,490 |
Additional paid-in capital | 2,557,081 | 1,201,608 |
Stock payable | 60,000 | |
Accumulated deficit | -3,127,977 | -1,707,854 |
Total stockholders' deficit | -507,382 | -504,756 |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $9,146 | $46,551 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Oct. 31, 2014 | Jan. 31, 2014 |
Debt Instrument [Line Items] | ||
Common stock, par value per share | $0.00 | $0.00 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 35,137,461 | 14,904,515 |
Common stock, shares outstanding | 35,137,461 | 14,904,515 |
Current Convertible Debt [Member] | ||
Debt Instrument [Line Items] | ||
Discount on convertible note payable | $66,273 | $0 |
Convertible note payable, net of current portion [Member] | ||
Debt Instrument [Line Items] | ||
Discount on convertible note payable | $519,576 | $704,046 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 | |
OPERATING EXPENSES | ||||
General and administrative expenses | $164,003 | $273,511 | $514,021 | $705,532 |
LOSS FROM OPERATIONS | -164,003 | -273,511 | -514,021 | -705,532 |
OTHER INCOME (EXPENSE) | ||||
Interest expense | -357,835 | -76,257 | -806,102 | -140,124 |
Loss on acquisition of Diamond Anvil | -10,000 | -100,000 | ||
Total other income (expense) | -367,835 | -76,257 | -906,102 | -140,124 |
NET LOSS | ($531,838) | ($349,768) | ($1,420,123) | ($845,656) |
NET LOSS PER COMMON SHARE - Basic and diluted | ($0.02) | ($0.03) | ($0.06) | ($0.10) |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - Basic and diluted | 31,102,678 | 10,841,472 | 24,108,181 | 8,532,354 |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) (USD $) | Total | Common Stock [Member] | Additional Paid In Capital [Member] | Stock Payable [Member] | Accumulated Deficit [Member] |
Balance at Jan. 31, 2014 | ($504,756) | $1,490 | $1,201,608 | ($1,707,854) | |
Balance, shares at Jan. 31, 2014 | 14,904,515 | 14,904,515 | |||
Shares issued for conversion of convertible notes payable | 738,329 | 2,024 | 736,305 | ||
Shares issued for conversion of convertible notes payable, shares | 20,232,946 | ||||
Discount on issuance of convertible note payable | 619,168 | 619,168 | |||
Stock payable for conversion of convertible note payable | 60,000 | 60,000 | |||
Net loss | -1,420,123 | -1,420,123 | |||
Balance at Oct. 31, 2014 | ($507,382) | $3,514 | $2,557,081 | $60,000 | ($3,127,977) |
Balance, shares at Oct. 31, 2014 | 35,137,461 | 35,137,461 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 9 Months Ended | |
Oct. 31, 2014 | Oct. 31, 2013 | |
CASH FLOW FROM OPERATING ACTIVITIES: | ||
Net loss | ($1,420,123) | ($845,656) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Amortization of discount on convertible note payable | 737,365 | 119,957 |
Loss on acquisition of Diamond Anvil Designs | 100,000 | |
Changes in operating assets and liabilities: | ||
Accounts payable and accrued liabilities | 57,085 | 49,651 |
Accrued interest payable | 68,737 | 20,167 |
NET CASH USED IN OPERATING ACTIVITIES | -456,936 | -655,881 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Cash paid to acquire Diamond Anvil Designs | -100,000 | |
NET CASH USED IN INVESTING ACTIVITIES | -100,000 | |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from advances | 519,531 | 739,868 |
NET CASH PROVIDED BY FINANCING ACTIVITIES | 519,531 | 739,868 |
NET INCREASE (DECREASE) IN CASH | -37,405 | 83,987 |
CASH, at the beginning of the period | 46,551 | 7,100 |
CASH, at the end of the period | 9,146 | 91,087 |
Supplemental Disclosures of Cash Flow Information: | ||
Cash paid during the period for interest | ||
Cash paid during the period for taxes | ||
Noncash investing and financing transaction: | ||
Refinancing of advances into convertible notes payable | 619,168 | 919,353 |
Beneficial conversion on convertible note payable | 619,168 | 919,353 |
Conversion of convertible notes payable | 738,329 | 69,550 |
Stock payable for conversion of convertible notes payable | $60,000 |
General_Organization_and_Busin
General Organization and Business | 9 Months Ended |
Oct. 31, 2014 | |
General Organization and Business [Abstract] | |
General Organization and Business | Note 1. General Organization and Business |
Neutra Corp. was incorporated in Florida on January 11, 2011 to market and participate in the Nutraceutical space by bringing products derived from all natural and organic origins. Along with participating in the actual nutraceutical products, we plan to research and bring new technology to the Nutraceutical space. Nutraceutical natural medicine is an alternative system that focuses on natural remedies and the body's vital ability to heal and maintain itself. One of the nutraceutical sub-markets is the new thriving medical cannabis market, in which we will be doing our due diligence and participating. We intend to entrust the manufacturing to a nutraceutical contractor to private label all of our products and to sell them under our unique brand. We have established a fiscal year end of January 31. | |
We have narrowed our product focus to research and development in the following areas: weight-loss, detox, men's health, acid-alkali pH balance, anti-aging, sleep disorders, autism, pain management with the use of the new thriving medical cannabis products, and air space sanitation derived by nutraceutical technology. We are continuously testing different ingredients and suppliers for purity and quality of transportation and storage of ingredients to preserve their potency. This will ensure that we are always at the top of the technology and purity of our products. In addition, we have contracted with a company that has the ability to infuse our formulations with a bio-energy infusion that enhances the efficacy of the ingredients on a sub-molecular level. For the time being, we are in negotiations with veterans in the medical cannabis space in California for further involvement. We see many barriers to enter this market, which are technology of delivery, which include oral – baked, oral – capsule, topical, injections or microinjections, and inhalation. | |
The Company will be a way of providing start up and operating expenses such as to facilitate the completion of the undertaking of the business. | |
We have not generated any revenues to date and our activities have been limited to developing our business plan, developing and launching our website, research and development of products and trial testing of our initial formulations. We will not have the necessary capital to fully develop or execute our business plan until we are able to secure additional financing. There can be no assurance that such financing will be available on suitable terms. We need to raise an additional $400,000 to implement our business plan over the next twelve months. Our current cash on hand is insufficient to commercialize our products or fully develop our business strategy. If we are unable to raise adequate additional funds or if those funds are not available on terms that are acceptable to us, we will not be able to execute our business plan and we may cease operations. | |
On February 11, 2014, the Company acquired Diamond Anvil Designs, a developer of smoke-free nutraceutical delivery systems. Diamond Anvil Designs is a startup vapor pen company that is designing an all-purpose vapor pen. Currently most vapor pens are manufactured only to be used for tobacco, so we feel this an underdeveloped area of the market. | |
On August 15, 2014, Sydney Jim resigned from his position as chief executive officer (“CEO”) and sole director of Neutra Corp. (the “Company”). There was no disagreement between the Company and Mr. Jim at the time of his resignation from the Company. | |
On the same date, Christopher Brown was appointed as the Company's new president, CEO and sole member of the Board of Directors. Under the terms of his employment agreement, Mr. Brown receives a salary of $60,000 per year. He does not own any common stock. | |
We have no revenues, have incurred losses since inception, have been issued a going concern opinion from our auditors, and rely upon the sale of our securities and borrowing to fund operations. |
Going_Concern
Going Concern | 9 Months Ended |
Oct. 31, 2014 | |
Going Concern [Abstract] | |
Going Concern | Note 2. Going Concern |
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. For the nine months ended October 31, 2014, the Company had a net loss of $1,420,123 and negative cash flow from operating activities of $456,936. As of October 31, 2014, the Company had negative working capital of $387,462. Management does not anticipate having positive cash flow from operations in the near future. | |
These factors raise a substantial doubt about the Company's ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from the possible inability of the Company to continue as a going concern. | |
The Company does not have the resources at this time to repay its credit and debt obligations, make any payments in the form of dividends to its shareholders or fully implement its business plan. Without additional capital, the Company will not be able to remain in business. | |
Management has plans to address the Company's financial situation as follows: | |
In the near term, management plans to continue to focus on raising the funds necessary to fully implement the Company's business plan. Management will continue to seek out debt financing to obtain the capital required to meet the Company's financial obligations. There is no assurance, however, that lenders will continue to advance capital to the Company or that the new business operations will be profitable. The possibility of failure in obtaining additional funding and the potential inability to achieve profitability raise doubts about the Company's ability to continue as a going concern. | |
In the long term, management believes that the Company's projects and initiatives will be successful and will provide cash flow to the Company, which will be used to finance the Company's future growth. However, there can be no assurances that the Company's planned activities will be successful, or that the Company will ultimately attain profitability. The Company's long-term viability depends on its ability to obtain adequate sources of debt or equity funding to meet current commitments and fund the continuation of its business operations, and the ability of the Company to ultimately achieve adequate profitability and cash flows from operations to sustain its operations. |
Summary_of_Significant_Account
Summary of Significant Accounting Policies | 9 Months Ended | ||
Oct. 31, 2014 | |||
Summary of Significant Accounting Policies [Abstract] | |||
Summary of Significant Accounting Policies | Note 3. Summary of Significant Accounting Policies | ||
Interim Financial Statements | |||
The accompanying these unaudited financial statements have been prepared in accordance with generally accepted accounting (“GAAP”) principles in the United States of America for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, the Consolidated financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included and such adjustments are of a normal recurring nature. These Consolidated financial statements should be read in conjunction with the Consolidated financial statements for the fiscal year ended January 31, 2014 and notes thereto and other pertinent information contained in our Form 10-K the Company has filed with the Securities and Exchange Commission (the “SEC”). | |||
The results of operations for the nine month period ended October 31, 2014 are not necessarily indicative of the results to be expected for the full fiscal year ending January 31, 2015. | |||
Consolidated Financial Statements | |||
The consolidated financial statements of the Company include the accounts of the Company and its wholly owned subsidiaries from the date of their formations. Significant intercompany transactions have been eliminated in consolidation. | |||
Development Stage Company | |||
The Company was a development stage enterprise reporting under the provisions of Accounting Standards Codification (“ASC”) 915 “Development Stage Entities”. | |||
Use of Estimates | |||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | |||
Cash and Cash Equivalents | |||
For the purpose of the financial statements, cash equivalents include all highly liquid investments with maturity of three months or less. Cash and cash equivalents were $9,146 and $46,551 at October 31, 2014 and January 31, 2014, respectively. | |||
Income Taxes | |||
The Company accounts for income taxes under ASC 740 Income Taxes. Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized as of October 31,2014 or January 31, 2014. | |||
Earnings (Loss) per Common Share | |||
The Company computes basic and diluted earnings per common share amounts in accordance with ASC Topic 260, Earnings per Share. The basic earnings (loss) per common share are calculated by dividing the Company's net income available to common shareholders by the weighted average number of common shares outstanding during the year. The diluted earnings (loss) per common share are calculated by dividing the Company's net income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted as of the first of the year for any potentially dilutive debt or equity. There are no dilutive shares outstanding for any periods reported. | |||
Financial Instruments | |||
The Company's balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period between the origination of these instruments and their expected realization. | |||
FASB Accounting Standards Codification (ASC) 820 Fair Value Measurements and Disclosures (ASC 820) defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: | |||
Level 1 - | Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. | ||
Level 2 - | Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. | ||
Level 3 - | Inputs that are both significant to the fair value measurement and unobservable. | ||
Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of October 31, 2014. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accounts receivable, other current assets, accounts payable, and accrued expenses. The fair value of the Company's notes payable is estimated based on current rates that would be available for debt of similar terms that is not significantly different from its stated value. | |||
Recently Issued Accounting Pronouncements | |||
We have reviewed the FASB issued Accounting Standards Update (“ASU”) accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the corporation's reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of our financial management and certain standards are under consideration. | |||
In June 2014, the FASB issued ASU 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. ASU 2014-10 eliminates the distinction of a development stage entity and certain related disclosure requirements, including the elimination of inception-to-date information on the statements of operations, cash flows and stockholders' equity. The amendments in ASU 2014-10 will be effective prospectively for annual reporting periods beginning after December 15, 2014, and interim periods within those annual periods, however early adoption is permitted. The Company evaluated and adopted ASU 2014-10 for the year ended January 31, 2015. |
Acquisition_of_Diamond_Anvil_D
Acquisition of Diamond Anvil Designs | 9 Months Ended |
Oct. 31, 2014 | |
Acquisition of Diamond Anvil Designs [Abstract] | |
Acquisition of Diamond Anvil Designs | Note 4. Acquisition of Diamond Anvil Designs |
On February 7, 2014, the Company acquired all of the shares of Diamond Anvil Designs, LLC (“Diamond Anvil”) for $150,000. The agreement called for a $25,000 payment on the agreement date, and $125,000 in additional payments over the following five months. Through October 31, 2014, we have made cash payments of $100,000. Diamond Anvil owns intellectual property for a vapor pen; they have no tangible assets. |
Advances
Advances | 9 Months Ended |
Oct. 31, 2014 | |
Advances [Abstract] | |
Advances | Note 5. Advances |
During the nine months ended October 31, 2014, the Company received net, non-interest bearing advances from certain third parties totaling $519,531. The total amount due under these advances as of October 31, 2014 was $0. These advances are not collateralized, non-interest bearing and are due on demand. |
Convertible_Notes_Payable
Convertible Notes Payable | 9 Months Ended | ||||||||||||||
Oct. 31, 2014 | |||||||||||||||
Convertible Notes Payable [Abstract] | |||||||||||||||
Convertible Notes Payable | Note 6. Convertible Notes Payable | ||||||||||||||
Convertible Notes Payable consists of the following as of October 31, 2014 and January 31, 2014: | |||||||||||||||
31-Oct-14 | 31-Jan-14 | ||||||||||||||
Convertible note payable, dated February 28, 2013, bearing interest at 10% per annum, matures on February 28, 2015 and convertible into shares of common stock at $0.01 per share | $ | — | $ | 67,229 | |||||||||||
Convertible note payable, dated July 31, 2013, bearing interest at 10% per annum, matures on July 31, 2015 and convertible into shares of common stock at $0.05 per share | 6,317 | 338,815 | |||||||||||||
Convertible note payable, dated October 31, 2013, bearing interest at 10% per annum, matures on October 31, 2015 and convertible into shares of common stock at $0.05 per share | 154,693 | 475,888 | |||||||||||||
Convertible note payable, dated April 30, 2014, bearing interest at 10% per annum, matures on April 30, 2016 and convertible into shares of common stock at $0.05 per share | 395,662 | — | |||||||||||||
Convertible note payable, dated October 31, 2014, bearing interest at 10% per annum, matures on October 31, 2016 and convertible into shares of common stock at $0.05 per share | 223,506 | — | |||||||||||||
Total convertible notes payable | $ | 780,178 | $ | $881,932 | |||||||||||
Less: current portion of convertible notes payable | (161,010 | ) | — | ||||||||||||
Less: discount on noncurrent convertible notes payable | (519,576 | ) | (704,046 | ) | |||||||||||
Convertible notes payable, net of discount | $ | 99,592 | $ | 177,886 | |||||||||||
Advances Refinanced into Convertible Promissory Notes | |||||||||||||||
During the nine months ended October 31, 2014, the Company has signed Convertible Promissory Notes that refinance non-interest bearing advances into convertible notes payable. The Convertible Promissory Notes bear interest at 10% per annum and are payable along with accrued interest. The Convertible Promissory Note and unpaid accrued interest are convertible into common stock at the option of the holder. | |||||||||||||||
Date Issued | Maturity Date | Interest | Conversion | Amount | Beneficial Conversion Feature | ||||||||||
Rate | Rate | of Note | |||||||||||||
30-Apr-14 | 30-Apr-16 | 10 | % | $ | 0.05 | $ | 395,662 | $ | 395,662 | ||||||
31-Oct-14 | 31-Oct-16 | 10 | % | 0.04 | 203,506 | 203,506 | |||||||||
The Company evaluated the application of ASC 470-50-40/55, Debtor's Accounting for a Modification or Exchange of Debt Instrument as it applies to the note listed above and concluded that the revised terms constituted a debt modification rather than a debt extinguishment because the present value of the cash flow under the terms of the new instrument was less than 10% from the present value of the remaining cash flows under the terms of the original note. No gain or loss on the modifications was required to be recognized. | |||||||||||||||
The Company evaluated the terms of the new note in accordance with ASC Topic No. 815 - 40, Derivatives and Hedging - Contracts in Entity's Own Stock and determined that the underlying common stock is indexed to the Company's common stock. The Company determined that the conversion features did not meet the definition of a liability and therefore did not bifurcate the conversion feature and account for it as a separate derivative liability. The Company evaluated the conversion feature for a beneficial conversion feature. The effective conversion price was compared to the market price on the date of the note and was deemed to be less than the market value of underlying common stock at the inception of the note. Therefore, the Company recognized beneficial conversion features as show in the table above. The beneficial conversion features were recorded as an increase in additional paid-in capital and a discount to the Convertible Notes Payable. Discounts to the Convertible Notes Payable are amortized to interest expense over the life of the note. | |||||||||||||||
Conversions to Common Stock | |||||||||||||||
During nine months ended October 31, 2014, the holders of the Convertible Note Payable dated February 28, 2013 elected to convert principal and accrued interest in the amounts show below into share of common stock at a rate of $0.01 per share. On the conversion date, the unamortized discount related to the principal amount converted was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement that provided for conversion. | |||||||||||||||
Date | Amount Converted | Number of Shares Issued | Unamortized Discount | ||||||||||||
7-Feb-14 | $ | 6,000 | 600,000 | $ | 3,061 | ||||||||||
11-Feb-14 | 7,000 | 700,000 | 3,533 | ||||||||||||
3-Mar-14 | 9,000 | 900,000 | 4,069 | ||||||||||||
18-Mar-14 | 8,000 | 800,000 | 3,796 | ||||||||||||
25-Mar-14 | 8,000 | 800,000 | 3,380 | ||||||||||||
15-Apr-14 | 8,000 | 800,000 | 3,208 | ||||||||||||
15-Apr-14 | 8,000 | 800,000 | 2,341 | ||||||||||||
7-May-14 | 8,000 | 800,000 | 1,964 | ||||||||||||
14-May-14 | 6,329 | 632,946 | — | ||||||||||||
Total | $ | 68,329 | 6,832,946 | $ | 25,352 | ||||||||||
During nine months ended October 31, 2014, the holders of the Convertible Note Payable dated July 31, 2013 elected to convert principal and accrued interest in the amounts show below into share of common stock at a rate of $0.05 per share. On the conversion date, the unamortized discount related to the principal amount converted was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement that provided for conversion. | |||||||||||||||
Date | Amount Converted | Number of Shares Issued | Unamortized Discount | ||||||||||||
7-May-14 | $ | 5,000 | 100,000 | $ | — | ||||||||||
21-May-14 | 20,000 | 400,000 | — | ||||||||||||
12-Jun-14 | 50,000 | 1,000,000 | 25,899 | ||||||||||||
17-Jun-14 | 20,000 | 400,000 | 10,960 | ||||||||||||
7-Jul-14 | 50,000 | 1,000,000 | 25,476 | ||||||||||||
11-Jul-14 | 50,000 | 1,000,000 | 25,724 | ||||||||||||
24-Jul-14 | 50,000 | 1,000,000 | 23,828 | ||||||||||||
4-Aug-14 | 60,000 | 1,200,000 | 26,356 | ||||||||||||
5-Aug-14 | 60,000 | 1,200,000 | 26,096 | ||||||||||||
Total | $ | 365,000 | 7,300,000 | $ | 164,339 | ||||||||||
The 1,200,000 shares to be issued for the conversion on August 5, 2014 have not been issued as of the date of this filing. As a result, the amount of this conversion is included in stock payable on the balance sheet as of October 31, 2014. | |||||||||||||||
During nine months ended October 31, 2014, the holders of the Convertible Note Payable dated October 31, 2013 elected to convert principal and accrued interest in the amounts show below into share of common stock at a rate of $0.05 per share. On the conversion date, the unamortized discount related to the principal amount converted was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement that provided for conversion. | |||||||||||||||
Date | Amount Converted | Number of Shares Issued | Unamortized Discount | ||||||||||||
8-Aug-14 | $ | 65,000 | 1,300,000 | $ | 17,445 | ||||||||||
22-Aug-14 | 65,000 | 1,300,000 | 37,633 | ||||||||||||
24-Sep-14 | 70,000 | 1,400,000 | 35,837 | ||||||||||||
2-Oct-14 | 70,000 | 1,400,000 | 36,195 | ||||||||||||
10-Oct-14 | 25,000 | 500,000 | 12,259 | ||||||||||||
22-Oct-14 | 70,000 | 1,400,000 | 32,301 | ||||||||||||
Total | $ | 365,000 | 7,300,000 | $ | 171,670 |
Stockholders_Equity
Stockholders' Equity | 9 Months Ended | |||||
Oct. 31, 2014 | ||||||
Stockholders' Equity [Abstract] | ||||||
Stockholders' Equity | Note 7. Stockholders' Equity | |||||
Conversion of shares | ||||||
During nine months ended October 31, 2014, the holders of our convertible notes elected to convert principal and interest into shares of common stock as detailed below: | ||||||
Date | Amount Converted | Number of Shares Issued | ||||
7-Feb-14 | $ | 6,000 | 600,000 | |||
11-Feb-14 | 7,000 | 700,000 | ||||
3-Mar-14 | 9,000 | 900,000 | ||||
18-Mar-14 | 8,000 | 800,000 | ||||
25-Mar-14 | 8,000 | 800,000 | ||||
15-Apr-14 | 8,000 | 800,000 | ||||
15-Apr-14 | 8,000 | 800,000 | ||||
7-May-14 | 8,000 | 800,000 | ||||
7-May-14 | 5,000 | 100,000 | ||||
14-May-14 | 6,329 | 632,946 | ||||
21-May-14 | 20,000 | 400,000 | ||||
12-Jun-14 | 50,000 | 1,000,000 | ||||
17-Jun-14 | 20,000 | 400,000 | ||||
7-Jul-14 | 50,000 | 1,000,000 | ||||
11-Jul-14 | 50,000 | 1,000,000 | ||||
24-Jul-14 | 50,000 | 1,000,000 | ||||
4-Aug-14 | 60,000 | 1,200,000 | ||||
5-Aug-14 | 60,000 | 1,200,000 | ||||
8-Aug-14 | 65,000 | 1,300,000 | ||||
22-Aug-14 | 65,000 | 1,300,000 | ||||
24-Sep-14 | 70,000 | 1,400,000 | ||||
2-Oct-14 | 70,000 | 1,400,000 | ||||
10-Oct-14 | 25,000 | 500,000 | ||||
22-Oct-14 | 70,000 | 1,400,000 | ||||
Total | $ | 798,329 | 21,432,946 | |||
Subsequent_Events
Subsequent Events | 9 Months Ended |
Oct. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 8. Subsequent Events |
On November 6, 2014, the holders of the Convertible Note Payable dated October 31, 2013, elected to convert principal and accrued interest in the amount of $85,000 into 1,700,000 shares of common stock at a rate of $0.05 per share. On the conversion date, the unamortized discount related to the principal amount converted was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement. | |
On November 26, 2014, the holders of the Convertible Note Payable dated October 31, 2013, elected to convert principal and accrued interest in the amount of $90,000 into 1,800,000 shares of common stock at a rate of $0.05 per share. On the conversion date, the unamortized discount related to the principal amount converted was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement. |
Summary_of_Significant_Account1
Summary of Significant Accounting Policies (Policies) | 9 Months Ended | ||
Oct. 31, 2014 | |||
Summary of Significant Accounting Policies [Abstract] | |||
Interim Financial Statements | Interim Financial Statements | ||
The accompanying these unaudited financial statements have been prepared in accordance with generally accepted accounting (“GAAP”) principles in the United States of America for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, the Consolidated financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered necessary for a fair presentation have been included and such adjustments are of a normal recurring nature. These Consolidated financial statements should be read in conjunction with the Consolidated financial statements for the fiscal year ended January 31, 2014 and notes thereto and other pertinent information contained in our Form 10-K the Company has filed with the Securities and Exchange Commission (the “SEC”). | |||
The results of operations for the nine month period ended October 31, 2014 are not necessarily indicative of the results to be expected for the full fiscal year ending January 31, 2015. | |||
Consolidated Financial Statements | Consolidated Financial Statements | ||
The consolidated financial statements of the Company include the accounts of the Company and its wholly owned subsidiaries from the date of their formations. Significant intercompany transactions have been eliminated in consolidation. | |||
Development Stage Company | Development Stage Company | ||
The Company was a development stage enterprise reporting under the provisions of Accounting Standards Codification (“ASC”) 915 “Development Stage Entities”. | |||
Use of Estimates | Use of Estimates | ||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. | |||
Cash and Cash Equivalents | Cash and Cash Equivalents | ||
For the purpose of the financial statements, cash equivalents include all highly liquid investments with maturity of three months or less. Cash and cash equivalents were $9,146 and $46,551 at October 31, 2014 and January 31, 2014, respectively. | |||
Income Taxes | Income Taxes | ||
The Company accounts for income taxes under ASC 740 Income Taxes. Under the asset and liability method of ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period the enactment occurs. A valuation allowance is provided for certain deferred tax assets if it is more likely than not that the Company will not realize tax assets through future operations. No deferred tax assets or liabilities were recognized as of October 31,2014 or January 31, 2014. | |||
Earnings (Loss) per Common Share | Earnings (Loss) per Common Share | ||
The Company computes basic and diluted earnings per common share amounts in accordance with ASC Topic 260, Earnings per Share. The basic earnings (loss) per common share are calculated by dividing the Company's net income available to common shareholders by the weighted average number of common shares outstanding during the year. The diluted earnings (loss) per common share are calculated by dividing the Company's net income (loss) available to common shareholders by the diluted weighted average number of shares outstanding during the year. The diluted weighted average number of shares outstanding is the basic weighted number of shares adjusted as of the first of the year for any potentially dilutive debt or equity. There are no dilutive shares outstanding for any periods reported. | |||
Financial Instruments | Financial Instruments | ||
The Company's balance sheet includes certain financial instruments. The carrying amounts of current assets and current liabilities approximate their fair value because of the relatively short period between the origination of these instruments and their expected realization. | |||
FASB Accounting Standards Codification (ASC) 820 Fair Value Measurements and Disclosures (ASC 820) defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: | |||
Level 1 - | Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. | ||
Level 2 - | Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates); and inputs that are derived principally from or corroborated by observable market data by correlation or other means. | ||
Level 3 - | Inputs that are both significant to the fair value measurement and unobservable. | ||
Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of October 31, 2014. The respective carrying value of certain on-balance-sheet financial instruments approximated their fair values due to the short-term nature of these instruments. These financial instruments include accounts receivable, other current assets, accounts payable, and accrued expenses. The fair value of the Company's notes payable is estimated based on current rates that would be available for debt of similar terms that is not significantly different from its stated value. | |||
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements | ||
We have reviewed the FASB issued Accounting Standards Update (“ASU”) accounting pronouncements and interpretations thereof that have effectiveness dates during the periods reported and in future periods. The Company has carefully considered the new pronouncements that alter previous generally accepted accounting principles and does not believe that any new or modified principles will have a material impact on the corporation's reported financial position or operations in the near term. The applicability of any standard is subject to the formal review of our financial management and certain standards are under consideration. | |||
In June 2014, the FASB issued ASU 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. ASU 2014-10 eliminates the distinction of a development stage entity and certain related disclosure requirements, including the elimination of inception-to-date information on the statements of operations, cash flows and stockholders' equity. The amendments in ASU 2014-10 will be effective prospectively for annual reporting periods beginning after December 15, 2014, and interim periods within those annual periods, however early adoption is permitted. The Company evaluated and adopted ASU 2014-10 for the year ended January 31, 2015. |
Convertible_Notes_Payable_Tabl
Convertible Notes Payable (Tables) | 9 Months Ended | ||||||||||||||
Oct. 31, 2014 | |||||||||||||||
Convertible Notes Payable [Abstract] | |||||||||||||||
Schedule of Convertible Promissory Note | Convertible Notes Payable consists of the following as of October 31, 2014 and January 31, 2014: | ||||||||||||||
31-Oct-14 | 31-Jan-14 | ||||||||||||||
Convertible note payable, dated February 28, 2013, bearing interest at 10% per annum, matures on February 28, 2015 and convertible into shares of common stock at $0.01 per share | $ | — | $ | 67,229 | |||||||||||
Convertible note payable, dated July 31, 2013, bearing interest at 10% per annum, matures on July 31, 2015 and convertible into shares of common stock at $0.05 per share | 6,317 | 338,815 | |||||||||||||
Convertible note payable, dated October 31, 2013, bearing interest at 10% per annum, matures on October 31, 2015 and convertible into shares of common stock at $0.05 per share | 154,693 | 475,888 | |||||||||||||
Convertible note payable, dated April 30, 2014, bearing interest at 10% per annum, matures on April 30, 2016 and convertible into shares of common stock at $0.05 per share | 395,662 | — | |||||||||||||
Convertible note payable, dated October 31, 2014, bearing interest at 10% per annum, matures on October 31, 2016 and convertible into shares of common stock at $0.05 per share | 223,506 | — | |||||||||||||
Total convertible notes payable | $ | 780,178 | $ | $881,932 | |||||||||||
Less: current portion of convertible notes payable | (161,010 | ) | — | ||||||||||||
Less: discount on noncurrent convertible notes payable | (519,576 | ) | (704,046 | ) | |||||||||||
Convertible notes payable, net of discount | $ | 99,592 | $ | 177,886 | |||||||||||
Advances Refinanced into Convertible Promissory Notes | |||||||||||||||
During the nine months ended October 31, 2014, the Company has signed Convertible Promissory Notes that refinance non-interest bearing advances into convertible notes payable. The Convertible Promissory Notes bear interest at 10% per annum and are payable along with accrued interest. The Convertible Promissory Note and unpaid accrued interest are convertible into common stock at the option of the holder. | |||||||||||||||
Date Issued | Maturity Date | Interest | Conversion | Amount | Beneficial Conversion Feature | ||||||||||
Rate | Rate | of Note | |||||||||||||
30-Apr-14 | 30-Apr-16 | 10 | % | $ | 0.05 | $ | 395,662 | $ | 395,662 | ||||||
31-Oct-14 | 31-Oct-16 | 10 | % | 0.04 | 203,506 | 203,506 | |||||||||
Schedule of Conversion of Convertible Note Payable | During nine months ended October 31, 2014, the holders of the Convertible Note Payable dated February 28, 2013 elected to convert principal and accrued interest in the amounts show below into share of common stock at a rate of $0.01 per share. On the conversion date, the unamortized discount related to the principal amount converted was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement that provided for conversion. | ||||||||||||||
Date | Amount Converted | Number of Shares Issued | Unamortized Discount | ||||||||||||
7-Feb-14 | $ | 6,000 | 600,000 | $ | 3,061 | ||||||||||
11-Feb-14 | 7,000 | 700,000 | 3,533 | ||||||||||||
3-Mar-14 | 9,000 | 900,000 | 4,069 | ||||||||||||
18-Mar-14 | 8,000 | 800,000 | 3,796 | ||||||||||||
25-Mar-14 | 8,000 | 800,000 | 3,380 | ||||||||||||
15-Apr-14 | 8,000 | 800,000 | 3,208 | ||||||||||||
15-Apr-14 | 8,000 | 800,000 | 2,341 | ||||||||||||
7-May-14 | 8,000 | 800,000 | 1,964 | ||||||||||||
14-May-14 | 6,329 | 632,946 | — | ||||||||||||
Total | $ | 68,329 | 6,832,946 | $ | 25,352 | ||||||||||
During nine months ended October 31, 2014, the holders of the Convertible Note Payable dated July 31, 2013 elected to convert principal and accrued interest in the amounts show below into share of common stock at a rate of $0.05 per share. On the conversion date, the unamortized discount related to the principal amount converted was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement that provided for conversion. | |||||||||||||||
Date | Amount Converted | Number of Shares Issued | Unamortized Discount | ||||||||||||
7-May-14 | $ | 5,000 | 100,000 | $ | — | ||||||||||
21-May-14 | 20,000 | 400,000 | — | ||||||||||||
12-Jun-14 | 50,000 | 1,000,000 | 25,899 | ||||||||||||
17-Jun-14 | 20,000 | 400,000 | 10,960 | ||||||||||||
7-Jul-14 | 50,000 | 1,000,000 | 25,476 | ||||||||||||
11-Jul-14 | 50,000 | 1,000,000 | 25,724 | ||||||||||||
24-Jul-14 | 50,000 | 1,000,000 | 23,828 | ||||||||||||
4-Aug-14 | 60,000 | 1,200,000 | 26,356 | ||||||||||||
5-Aug-14 | 60,000 | 1,200,000 | 26,096 | ||||||||||||
Total | $ | 365,000 | 7,300,000 | $ | 164,339 | ||||||||||
The 1,200,000 shares to be issued for the conversion on August 5, 2014 have not been issued as of the date of this filing. As a result, the amount of this conversion is included in stock payable on the balance sheet as of October 31, 2014. | |||||||||||||||
During nine months ended October 31, 2014, the holders of the Convertible Note Payable dated October 31, 2013 elected to convert principal and accrued interest in the amounts show below into share of common stock at a rate of $0.05 per share. On the conversion date, the unamortized discount related to the principal amount converted was immediately amortized to interest expense. No gain or loss was recognized on the conversions as they occurred within the terms of the agreement that provided for conversion. | |||||||||||||||
Date | Amount Converted | Number of Shares Issued | Unamortized Discount | ||||||||||||
8-Aug-14 | $ | 65,000 | 1,300,000 | $ | 17,445 | ||||||||||
22-Aug-14 | 65,000 | 1,300,000 | 37,633 | ||||||||||||
24-Sep-14 | 70,000 | 1,400,000 | 35,837 | ||||||||||||
2-Oct-14 | 70,000 | 1,400,000 | 36,195 | ||||||||||||
10-Oct-14 | 25,000 | 500,000 | 12,259 | ||||||||||||
22-Oct-14 | 70,000 | 1,400,000 | 32,301 | ||||||||||||
Total | $ | 365,000 | 7,300,000 | $ | 171,670 |
Stockholders_Equity_Tables
Stockholders' Equity (Tables) | 9 Months Ended | |||||
Oct. 31, 2014 | ||||||
Stockholders' Equity [Abstract] | ||||||
Schedule of Stock Issued for Conversion of Notes Payable | ||||||
Date | Amount Converted | Number of Shares Issued | ||||
7-Feb-14 | $ | 6,000 | 600,000 | |||
11-Feb-14 | 7,000 | 700,000 | ||||
3-Mar-14 | 9,000 | 900,000 | ||||
18-Mar-14 | 8,000 | 800,000 | ||||
25-Mar-14 | 8,000 | 800,000 | ||||
15-Apr-14 | 8,000 | 800,000 | ||||
15-Apr-14 | 8,000 | 800,000 | ||||
7-May-14 | 8,000 | 800,000 | ||||
7-May-14 | 5,000 | 100,000 | ||||
14-May-14 | 6,329 | 632,946 | ||||
21-May-14 | 20,000 | 400,000 | ||||
12-Jun-14 | 50,000 | 1,000,000 | ||||
17-Jun-14 | 20,000 | 400,000 | ||||
7-Jul-14 | 50,000 | 1,000,000 | ||||
11-Jul-14 | 50,000 | 1,000,000 | ||||
24-Jul-14 | 50,000 | 1,000,000 | ||||
4-Aug-14 | 60,000 | 1,200,000 | ||||
5-Aug-14 | 60,000 | 1,200,000 | ||||
8-Aug-14 | 65,000 | 1,300,000 | ||||
22-Aug-14 | 65,000 | 1,300,000 | ||||
24-Sep-14 | 70,000 | 1,400,000 | ||||
2-Oct-14 | 70,000 | 1,400,000 | ||||
10-Oct-14 | 25,000 | 500,000 | ||||
22-Oct-14 | 70,000 | 1,400,000 | ||||
Total | $ | 798,329 | 21,432,946 |
General_Organization_and_Busin1
General Organization and Business (Details) (USD $) | 9 Months Ended |
Oct. 31, 2014 | |
General Organization and Business [Abstract] | |
Amount of additional capital needed in next twelve months to implement business plan | $400,000 |
CEO salary | $60,000 |
Going_Concern_Details
Going Concern (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2014 | Oct. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2013 | |
Going Concern [Abstract] | ||||
Net loss | $531,838 | $349,768 | $1,420,123 | $845,656 |
Negative cash flow from operations | 456,936 | 655,881 | ||
Negative working capital | $387,462 | $387,462 |
Summary_of_Significant_Account2
Summary of Significant Accounting Policies (Details) (USD $) | Oct. 31, 2014 | Jan. 31, 2014 | Oct. 31, 2013 | Jan. 31, 2013 |
Summary of Significant Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $9,146 | $46,551 | $91,087 | $7,100 |
Acquisition_of_Diamond_Anvil_D1
Acquisition of Diamond Anvil Designs (Details) (USD $) | 0 Months Ended | 9 Months Ended | |
Feb. 07, 2014 | Oct. 31, 2014 | Oct. 31, 2013 | |
Acquisition of Diamond Anvil Designs [Abstract] | |||
Business purchase price | $150,000 | ||
Cash paid for acquisition of Diamond Anvil | 25,000 | 100,000 | |
Additional payments | $125,000 |
Advances_Details
Advances (Details) (USD $) | 9 Months Ended | ||
Oct. 31, 2014 | Oct. 31, 2013 | Jan. 31, 2014 | |
Advances [Abstract] | |||
Proceeds from advances | $519,531 | $739,868 | |
Advances payable | $99,637 |
Convertible_Notes_Payable_Sche
Convertible Notes Payable (Schedule of Convertible Notes Payable) (Details) (Convertible Debt [Member], USD $) | 9 Months Ended | |
Oct. 31, 2014 | Jan. 31, 2014 | |
Debt Instrument [Line Items] | ||
Total convertible notes payable | $780,178 | $881,932 |
Less: current portion of convertible notes payable | -161,010 | |
Less: discount on noncurrent convertible notes payable | -519,576 | -704,046 |
Convertible notes payable, net of discount | 99,592 | 177,886 |
Convertible note payable, dated February 28, 2013 [Member] | ||
Debt Instrument [Line Items] | ||
Total convertible notes payable | 67,229 | |
Interest Rate | 10.00% | |
Maturity Date | 28-Feb-15 | |
Conversion Rate Per Share | $0.01 | |
Convertible note payable, dated July 31, 2013 [Member] | ||
Debt Instrument [Line Items] | ||
Total convertible notes payable | 6,317 | 338,815 |
Interest Rate | 10.00% | |
Maturity Date | 31-Jul-15 | |
Conversion Rate Per Share | $0.05 | |
Convertible note payable, dated October 31, 2013 [Member] | ||
Debt Instrument [Line Items] | ||
Total convertible notes payable | 154,693 | 475,888 |
Interest Rate | 10.00% | |
Maturity Date | 31-Oct-15 | |
Conversion Rate Per Share | $0.05 | |
Convertible note payable, dated April 30, 2014 [Member] | ||
Debt Instrument [Line Items] | ||
Total convertible notes payable | 395,662 | |
Interest Rate | 10.00% | |
Maturity Date | 30-Apr-16 | |
Conversion Rate Per Share | $0.05 | |
Amount of Note | 395,662 | |
Beneficial Conversion Feature | 395,662 | |
Convertible note payable, dated October 31, 2014 [Member] | ||
Debt Instrument [Line Items] | ||
Total convertible notes payable | 223,506 | |
Interest Rate | 10.00% | |
Maturity Date | 31-Oct-16 | |
Conversion Rate Per Share | $0.05 | |
Amount of Note | 203,506 | |
Beneficial Conversion Feature | $203,506 |
Convertible_Notes_Payable_Sche1
Convertible Notes Payable (Schedule of Conversion of Convertible Note Payable) (Details) (USD $) | 9 Months Ended | 0 Months Ended | |||||||||||||||||||||||
Oct. 31, 2014 | Oct. 31, 2013 | 14-May-14 | 7-May-14 | Apr. 15, 2014 | Apr. 15, 2014 | Mar. 25, 2014 | Mar. 18, 2014 | Mar. 03, 2014 | Feb. 11, 2014 | Feb. 07, 2014 | Aug. 04, 2014 | Aug. 05, 2014 | Jul. 24, 2014 | Jul. 11, 2014 | Jul. 07, 2014 | Jun. 17, 2014 | Jun. 12, 2014 | 21-May-14 | Oct. 22, 2014 | Oct. 10, 2014 | Oct. 02, 2014 | Sep. 24, 2014 | Aug. 22, 2014 | Aug. 08, 2014 | |
Debt Conversion [Line Items] | |||||||||||||||||||||||||
Amount Converted | $798,329 | ||||||||||||||||||||||||
Number of Shares Issued | 21,432,946 | ||||||||||||||||||||||||
Unamortized Discount | 737,365 | 119,957 | |||||||||||||||||||||||
Convertible Debt [Member] | Convertible note payable, dated February 28, 2013 [Member] | |||||||||||||||||||||||||
Debt Conversion [Line Items] | |||||||||||||||||||||||||
Amount Converted | 68,329 | 6,329 | 8,000 | 8,000 | 8,000 | 8,000 | 8,000 | 9,000 | 7,000 | 6,000 | |||||||||||||||
Number of Shares Issued | 6,832,946 | 632,946 | 800,000 | 800,000 | 800,000 | 800,000 | 800,000 | 900,000 | 700,000 | 600,000 | |||||||||||||||
Unamortized Discount | 25,352 | 1,964 | 3,208 | 2,341 | 3,380 | 3,796 | 4,069 | 3,533 | 3,061 | ||||||||||||||||
Convertible Debt [Member] | Convertible note payable, dated July 31, 2013 [Member] | |||||||||||||||||||||||||
Debt Conversion [Line Items] | |||||||||||||||||||||||||
Amount Converted | 365,000 | 5,000 | 60,000 | 60,000 | 50,000 | 50,000 | 50,000 | 20,000 | 50,000 | 20,000 | |||||||||||||||
Number of Shares Issued | 7,300,000 | 100,000 | 1,200,000 | 1,200,000 | 1,000,000 | 1,000,000 | 1,000,000 | 400,000 | 1,000,000 | 400,000 | |||||||||||||||
Unamortized Discount | 164,339 | 26,356 | 26,096 | 23,828 | 25,724 | 25,476 | 10,960 | 25,899 | |||||||||||||||||
Convertible Debt [Member] | Convertible note payable, dated October 31, 2013 [Member] | |||||||||||||||||||||||||
Debt Conversion [Line Items] | |||||||||||||||||||||||||
Amount Converted | 365,000 | 70,000 | 25,000 | 70,000 | 70,000 | 65,000 | 65,000 | ||||||||||||||||||
Number of Shares Issued | 7,300,000 | 1,400,000 | 500,000 | 1,400,000 | 1,400,000 | 1,300,000 | 1,300,000 | ||||||||||||||||||
Unamortized Discount | $171,670 | $32,301 | $12,259 | $36,195 | $35,837 | $37,633 | $17,445 |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 9 Months Ended | 0 Months Ended | ||||||||||||||||||||||
Oct. 31, 2014 | 14-May-14 | 7-May-14 | Apr. 15, 2014 | Apr. 15, 2014 | Mar. 25, 2014 | Mar. 18, 2014 | Mar. 03, 2014 | Feb. 11, 2014 | Feb. 07, 2014 | Aug. 04, 2014 | Aug. 05, 2014 | Jul. 24, 2014 | Jul. 11, 2014 | Jul. 07, 2014 | Jun. 17, 2014 | Jun. 12, 2014 | 21-May-14 | Oct. 22, 2014 | Oct. 10, 2014 | Oct. 02, 2014 | Sep. 24, 2014 | Aug. 22, 2014 | Aug. 08, 2014 | |
Debt Conversion [Line Items] | ||||||||||||||||||||||||
Amount Converted | $798,329 | |||||||||||||||||||||||
Number of Shares Issued | 21,432,946 | |||||||||||||||||||||||
Convertible Debt [Member] | Convertible note payable, dated February 28, 2013 [Member] | ||||||||||||||||||||||||
Debt Conversion [Line Items] | ||||||||||||||||||||||||
Amount Converted | 68,329 | 6,329 | 8,000 | 8,000 | 8,000 | 8,000 | 8,000 | 9,000 | 7,000 | 6,000 | ||||||||||||||
Number of Shares Issued | 6,832,946 | 632,946 | 800,000 | 800,000 | 800,000 | 800,000 | 800,000 | 900,000 | 700,000 | 600,000 | ||||||||||||||
Convertible Debt [Member] | Convertible note payable, dated July 31, 2013 [Member] | ||||||||||||||||||||||||
Debt Conversion [Line Items] | ||||||||||||||||||||||||
Amount Converted | 365,000 | 5,000 | 60,000 | 60,000 | 50,000 | 50,000 | 50,000 | 20,000 | 50,000 | 20,000 | ||||||||||||||
Number of Shares Issued | 7,300,000 | 100,000 | 1,200,000 | 1,200,000 | 1,000,000 | 1,000,000 | 1,000,000 | 400,000 | 1,000,000 | 400,000 | ||||||||||||||
Convertible Debt [Member] | Convertible note payable, dated October 31, 2013 [Member] | ||||||||||||||||||||||||
Debt Conversion [Line Items] | ||||||||||||||||||||||||
Amount Converted | $365,000 | $70,000 | $25,000 | $70,000 | $70,000 | $65,000 | $65,000 | |||||||||||||||||
Number of Shares Issued | 7,300,000 | 1,400,000 | 500,000 | 1,400,000 | 1,400,000 | 1,300,000 | 1,300,000 |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | 9 Months Ended | 0 Months Ended | |
Oct. 31, 2014 | Nov. 26, 2014 | Nov. 06, 2014 | |
Subsequent Event [Line Items] | |||
Shares issued for conversion of convertible notes payable | $738,329 | ||
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Shares issued for conversion of convertible notes payable | $90,000 | $85,000 | |
Shares issued for conversion of convertible notes payable, shares | 1,800,000 | 1,700,000 | |
Conversion Rate Per Share | $0.05 | $0.05 |