Nouveau Ventures (SAAX) 10-Q 1 Sep 15 2015 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2015	Aug. 27, 2015
Document And Entity Information
Entity Registrant Name	NOUVEAU VENTURES INC.
Entity Central Index Key	1,515,353
Document Type	10-Q
Document Period End Date	Mar. 31, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		50,018,888
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,015

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Mar. 31, 2015	Dec. 31, 2014
Current assets:
Cash		$ 551
Total current assets		551
Patent technology	$ 57,877	58,787
Total assets	57,877	59,338
Current liabilities:
Accounts payable and accrued expenses	115,943	99,810
Loan payable - related party	40,198	37,695
Total current liabilities	156,141	137,505
Total liabilities	$ 156,141	$ 137,505
Stockholders' deficit
Preferred stock, $0.001 par value; 20,000,000 shares authorized, no shares issued and outstanding as of March 31, 2015 (unaudited) and December 31, 2014, respectively.
Common stock, $0.001 par value; 1,200,000,000 share authorized, 50,018,888 shares issued and outstanding as of March 31, 2015 (unaudited) and December 31, 2014, respectively	$ 50,019	$ 50,019
Additional paid-in capital	1,411,148	1,264,335
Accumulated deficit	(1,559,431)	(1,392,521)
Total stockholders' deficit	(98,264)	(78,167)
Total liabilities and stockholders' deficit	$ 57,877	$ 59,338

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2015	Dec. 31, 2014
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, authorized	20,000,000	20,000,000
Preferred stock, issued	0	0
Preferred stock, outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, authorized	1,200,000,000	1,200,000,000
Common stock, issued	50,018,888	50,018,888

Condensed Consolidated Statemen

Condensed Consolidated Statements Of Operations - USD ($)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Income Statement [Abstract]
Revenues
Operating expenses
Professional fees	$ 12,780	$ 19,312
Stock based compensation	146,813	9,375
General and administrative	7,317	2,845
Total operating expenses	166,910	31,532
Net operating loss from continuing operations	$ (166,910)	(31,532)
Other income
Gain on cancellation of Earn-Out Shares		18,750
Total other income		18,750
Net loss from continuing operations		(12,782)
Discontinued operations
Loss from discontinued operations		(2,421)
Net loss	$ (166,910)	$ (15,203)
Weighted average number of common shares outstanding - basic and fully diluted	50,018,888	56,318,888
Net loss per share - basic and fully diluted
From continuing opeations	$ 0	$ 0
From discontinued operations		0
Net loss per share - basic and fully diluted	$ 0	$ 0

Condensed Consolidated Stateme5

Condensed Consolidated Statements Of Cash Flows - USD ($)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Cash flows from operating activities
Net loss	$ (166,910)	$ (15,203)
Loss from discontinued operations		2,421
Adjustments to reconcile net loss to net cash used in operating activities
Stock based compensation	$ 146,813	9,375
Gain on cancellation of Earn-Out Shares		$ (18,750)
Depreciation and amortization	$ 910
Changes in operating assets and liabilities
Accounts payable and accrued expenses	16,133	$ 13,163
Net cash used in operating activities - continuing operations	$ (3,054)	$ (8,994)
Net cash used in operating activities - discontinued operations
Net cash used in operating activities	$ (3,054)	$ (8,994)
Cash flows from investing activities
Net cash used in investing activities - continuing operations
Net cash used in investing activities - discontinued operations
Net cash used in investing activities
Cash flows from financing activities
Proceeds from loan payable - related party	$ 2,503	$ 7,500
Net cash provided by financing activities - continuing operations	$ 2,503	$ 7,500
Net cash provided by financing activities - discontinued operations
Net cash provided by financing activities	$ 2,503	$ 7,500
Net increase (decrease) in cash	(551)	(1,494)
Cash, beginning of period	$ 551	4,670
Cash, end of period		$ 3,176
Supplemental disclosure of cash flow information:
Income taxes paid
Interest paid
Supplemental disclosure of noncash financing activities
Cancellation of shares of common stock		$ 9,000

Nature Of Business And Signific

Nature Of Business And Significant Accounting Policies	3 Months Ended
	Mar. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature Of Business And Significant Accounting Policies	NOTE 1 – NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES Nouveau Ventures Inc. (“Nouveau”, the “Company”, “we”, “us” or “our”) was incorporated on January 19, 2011 (“Inception”) in the State of Nevada under the name SaaSMAX, Inc (“SaaSMAX”). Effective September 8, 2014, SaaSMAX changed its name to Nouveau Ventures Inc. From Inception through the end of June 2013, the Company developed and launched an online global business-to-business marketplace for software-as-a-service (“SAAS”) providers, resellers and users. On July 1, 2013, the Company transferred all of its assets and business operations to SaaSMAX Corp. (“Corp”), the Company’s then wholly-owned subsidiary, in exchange for Corp assuming all of the Company’s indebtedness at that date, other than Convertible Notes totaling $225,000. On July 10, 2013, the Company entered into a Share Exchange Agreement (the “Share Exchange Agreement”) with Dina Moskowitz, the Company’s sole Executive Officer and Director whereby Ms. Moskowitz cancelled 25,880,448 of her common shares of the Company, in consideration for her acquisition of all of the issued and outstanding common shares of Corp. See further discussion in Note 2 – Discontinued Operations Effective July, 9, 2013, we decided to shift our business operations to the marketing, selling and distribution of a propane diesel dual fuel retrofit system (“DFRS Products”) owned by California Clean Air Technologies, LLC, a Nevada limited liability company (“CCAT”). In August, 2014, we acquired a patented technology for optimizing airflow to internal combustion engines to create more power (the “Quantumcharger Technology”) and inventions utilizing the Quantumcharger Technology that are the subject of United States Patent No. US 7,849,840 (the “Patent”). During the period ended March 31, 2015, the Company elected not to proceed with the distribution of DFRS products and elected to allow their exclusive distributor agreement with CCAT to remain in default for lack of payment of royalties. We provided in full against the cost of our CCAT distributor agreement as of December 31, 2014 as further described in in Note 2 – Discontinued Operations. Consequently, the Company has now shifted its focus to its developing its Quantumcharger Technology. Going concern As of March 31, 2015, we had current assets of $0 and current liabilities of $156,141, resulting in a working capital deficit of $156,141. We had neither the funds nor an established profitable business to finance payment of our liabilities in the normal course of business or of our ongoing business plan. No assurance can be given that the Quantumcharger Technology acquired (see Note 5) will be successful and result in profits for the Company. Our business plan requires that we raise additional capital to fund our operations throughout 2015 and there can be no assurance that we will be able to raise any or all of the capital required. We have generated no revenue from our operations either from our Quantumcharger Technology or as a distributor of DRFS Products and have accumulated a net loss of $1,599,431 up to March 31, 2015. We will have to obtain additional funding from the sale of our securities, the sale of debt instruments or from strategic transactions in order to fund our current level of operations and there can be no assurance that we will be able to raise any or all of the capital required. If the Company is unable to generate sufficient cash flow from operations and, or, continue to obtain financing to meet its working capital requirements, it may have to curtail its business sharply or cease business altogether. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern that contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. However, the ability of the Company to continue as a going concern on a longer-term basis will be dependent upon the ability to generate sufficient cash flow from operations to meet its obligations on a timely basis, the ability to successfully raise additional financing, and the ability to ultimately attain profitability. Basis of presentation The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars. The Company’s year-end is December 31. Unaudited Interim Financial Statements The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information in accordance with Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In our opinion, all adjustments (consisting of normal recurring accruals) considered necessary for fair presentation have been included. While we believe that the disclosures presented herein are adequate and not misleading, these interim condensed consolidated financial statements should be read in conjunction with the audited consolidated filed with the SEC in our Form 10K on August 3, 2015. Operating results for the interim periods presented are not necessarily indicative of the results for the full year. Development Stage Company In June 2014, the Financial Accounting Standards Board ("FASB") issued update ASU 2014-10, “Development Stage Entities (Topic 915)”. Amongst other things, the amendments in this update removed the definition of development stage entity from Topic 915, thereby removing the distinction between development stage entities and other reporting entities from US GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information on the statements of income, cash flows and shareholders’ equity, (2) label the financial statements as those of a development stage entity; (3) disclose a description of the development stage activities in which the entity is engaged and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The amendments are effective for annual reporting periods beginning after December 31, 2014 and interim reporting periods beginning after December 15, 2015, however entities are permitted to early adopt for any annual or interim reporting period for which the financial statements have yet to be issued. Accordingly the Company has no longer labeled the financial statements as those of a development stage entity and have not presented inception-to-date information on the accompanying financial statements. Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Cash For purposes of the balance sheet and statement of cash flows, the Company considers all highly liquid debt instruments purchased with an original maturity of three months or less to be cash equivalents. Financial Instruments Pursuant to the Accounting Standards Codification (“ASC”) No. 820, “ Disclosures about Fair Value of Financial Instruments Level 1—Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date. Level 2—Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the asset/liability’s anticipated life. Level 3—Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. The fair value of a financial instrument is the amount for which the instrument could be exchanged in a current transaction between willing parties. Cash, accounts payable, accrued expenses and loan payable related party approximate fair value because of the short maturity of these instruments. The Company currently has no other financial assets or liabilities that are measured at fair value. The Company’s non-financial assets, which consist of Patent Technology (see Note 5), are not required to be measured at fair value on a recurring basis. However, if certain triggering events occur, or if an annual impairment test is required and the Company is required to evaluate the non-financial asset for impairment, a resulting asset impairment would require that the non-financial asset be recorded at the fair value. Intangible Assets Purchased intangible assets are recorded at cost, where cost is the amount of cash or cash equivalents paid or the fair value of other consideration given to acquire an asset at the time of its acquisition. The cost of such an intangible asset is measured at fair value unless the exchange transaction lacks commercial substance or the fair value of neither the asset received nor the asset given up is reliably measurable. If the fair value of either the asset received or the asset given up can be measured reliably, then the fair value of the asset given up is used to measure cost unless the fair value of the asset received is more clearly evident. Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated amortization and accumulated impairment losses. Amortization is recognized on a straight-line basis over their estimated useful lives. The estimated useful life and amortization method are reviewed at the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis. Intangible assets which have indefinite lives are not amortized, and are stated at cost less accumulated impairment losses. Income Taxes The Company accounts for income taxes in accordance with FASB ASC 740 "Income Taxes". Under FASB ASC 740, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial statement reported amounts at each period end, based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amounts expected to be realized. The provision for income taxes represents the tax expense for the period, if any, and the change during the period in deferred tax assets and liabilities. FASB ASC 740 also provides criteria for the recognition, measurement, presentation and disclosure of uncertain tax positions. Under FASB ASC 740, the impact of an uncertain tax position on the income tax return may only be recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant taxing authority. As of March 31, 2015 and December 31, 2014, a full deferred tax asset valuation allowance has been provided and no deferred tax asset has been recorded. Revenue recognition The Company applies paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer; (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured. Deferred revenues shall be recorded when cash has been collected, however the related service has not yet been provided Advertising Expense Advertising is expensed as incurred. We did not incur advertising expense during the three ended March 31, 2015 and 2014. Stock-based compensation Stock based compensation expense is recorded for stock and stock options awarded in return for services rendered. The expense is measured at the grant-date fair value of the award and recognized as compensation expense on a straight-line basis over the service period, which is the vesting period. The Company estimates forfeitures that it expects will occur and records expense based upon the number of awards expected to vest. Net loss per common share Net loss per common share is computed pursuant to ASC No. 260 “Earnings per Share”. Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. No potentially dilutive debt or equity instruments were issued or outstanding during the three months ended March 31, 2015 or 2014. Recently issued accounting pronouncements The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on our financial statements.

Discontinued Operations

Discontinued Operations	3 Months Ended
	Mar. 31, 2015
Discontinued Operations and Disposal Groups [Abstract]
Discontinued Operations	NOTE 2 – DISCONTINUED OPERATIONS A) CCAT Exclusive Distributorship During the period ended March 31, 2015, the Company elected not to proceed with the Exclusive Distributor Agreement (see Note 4) and to allow their exclusive distributor agreement with CCAT to remain in default for lack of payment of royalties. Accordingly, we provided in full against the remaining cost of our CCAT distributor agreement as of December 31, 2014 and consequently during the year ended December 31, 2014, the Company recorded a loss on the discontinuance of the CCAT distribution business of $56,250 (2013- $21,263). No expense was incurred in the three month period ended March 31, 2015 (2014 - $2,421). A) CCAT Exclusive Distributorship Continued Three months ended March 31, 2015 March 31,2014 Amortization $ - 2,421 Loss from discontinued operations $ - $ 2,421

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2015
Related Party Transactions [Abstract]
Related Party Transactions	NOTE 3 – RELATED PARTY TRANSACTIONS As of March 31, 2015, a shareholder of the Company has loaned us $40,198 (December 31, 2014 - $37,695) for working capital needs. The loans accrue interest at 10% per annum, compound annually and are due on demand. On July 22, 2013, the Company entered into consulting agreements with Mr. Rainer, to act as Director, Chief Financial Officer, Secretary and Treasurer of the Company and Mr. Moll, to act as Director, Chief Executive Officer and President of the Company (the “Consultant(s)”). The consulting agreements were to continue until July 21, 2023, subject to earlier termination as provided in the consulting agreements. During the term of the consulting agreements, and subject to the Company completing equity financing totaling not less than $1,000,000, the Company shall pay each of the Consultants a base consulting fee of $5,000 per month in consideration of their services. Effective February 4, 2014, Harold C. Moll resigned as our Chief Executive Officer, President and as a Director. The resignation of Mr. Moll was not due to or caused by any disagreement with us, related to our operations, policies, practices or otherwise. Rob Rainer, our Chief Financial Officer, Secretary and Treasurer and a Director, was appointed our Chief Executive Officer and President to fill the vacancies resulting from Mr. Moll’s resignation. In connection with Mr. Moll’s resignation, Mr. Moll agreed to terminate his Management Consulting Agreement dated July 22, 2013 and surrender to us for cancellation the 9,000,000 Earn-Out Shares issued to him under his management consulting agreement. In addition, Mr. Moll agreed to transfer 7,262,304 shares of our common stock held by him to Rob Rainer. See also Note 6 Stockholders’ Equity (Deficit) On the closing of the Patent Technology agreement (Note 5) effective August 23, 2014, under the terms of the Patent Technology agreement, Mr. David St James became a director of the Company, the Company agreed to issue Mr. St James with 200,000 shares of the Company’s common stock at a fair market value of $60,000 and to expend $100,000 per year to develop the technology. In addition, Mr. St James retained a royalty of 5% of gross revenues from exploitation of the technology subject to a minimum royalty payment of $1,500 per calendar month. As of December 31, 2014, the Company had paid Mr. St James royalties of $4,500 and a further $3,000 had been accrued to be paid to Mr. St. James in respect of the minimum royalty payment due for the period ended December 31, 2014. This amount is included in accounts payable as of December 31, 2014. During the period ended March 31, 2015, the Company accrued a further $4,500 in respect of the minimum royalty payment due for the quarter and the paid Mr. St James royalties of $1,500. As of March 31, 2015, $6,000 had been accrued to be paid to Mr. St. James in respect of the minimum royalty payments and this amount was included in accounts payable as of that date. Of this balance payable, $3,000 was paid in April 2015 and the balance in June 2015.

Exclusive Distributor Agreement

Exclusive Distributor Agreement	3 Months Ended
	Mar. 31, 2015
Exclusive Distributor Agreement
Exclusive Distributor Agreement	NOTE 4 – EXCLUSIVE DISTRIBUTOR AGREEMENT The Company entered into an agreement dated July 9, 2013 (the “Exclusive Distributor Agreement”) with California Clean Air Technologies, LLC, a Nevada limited liability company (“CCAT”) whereby the Company obtained the exclusive distribution rights in Canada (non-exclusive for British Columbia, Alberta and Saskatchewan) to market, sell and distribute a propane diesel duel fuel retrofit system (“DFRS Products”) owned by CCAT. CCAT is a Southern California-based developer, marketer and distributor of diesel engine retrofit products, including a patent-pending Propane Diesel Dual-Fuel Retrofit System TM The Exclusive Distributor Agreement is for a term of five (5) years unless sooner terminated in accordance with the provisions of the Exclusive Distributor Agreement. The Company has the right to extend the Agreement for an additional five (5) year term, if it is in compliance with the Minimum Royalty requirements described below. Under the terms of the Exclusive Distributor Agreement, as consideration for the exclusive distribution rights, the Company (i) issued 300,000 shares of its common stock to CCAT, and (ii) issued a promissory note in the principal amount of $50,000 payable without interest on July 30, 2013. The promissory note was paid in full as of December 31, 2013. As additional consideration for the Exclusive Distributor Agreement, the Company agreed to pay to CCAT a royalty of $750 per sale of DFRS Products. CCAT was to have the exclusive rights to install the DFRS Products at a fixed price between $2,500 and $5,000, depending on the size of the engine. CCAT could, on 30 days written notice, terminate the Exclusive Distributor Agreement if the Company failed to achieve sufficient sales to generate Minimum Royalties of $22,500 (Year 1), $37,500 (Year 2), $60,000 (Year 3), $82,500 (Year 4), and $105,000 (Year 5). The Exclusive Distributor Agreement was valued by the Company at $62,500 and was being amortized over the 5 year term. During the period ended March 31, 2015, the Company decided its primary focus would be the development of the Patent Technology acquired in the current year (see Note 5) and the Company decided to allow their exclusive distributor agreement with CCAT to remain in default for lack of payment of royalties. Accordingly, we provided in full against the remaining $43,820 carrying cost of our CCAT distributor agreement as of December 31, 2014 and consequently during the year ended December 31, 2014 the Company recorded a loss on the discontinuance of the CCAT distribution business of $56,250 (2013- $6,250). No additional cost was incurred in respect of the CCAT distribution business during the three months ended March 31, 2015 (2014 - $2,421)

Patent Technology

Patent Technology	3 Months Ended
	Mar. 31, 2015
Property, Plant and Equipment [Abstract]
Patent Technology	NOTE 5 – PATENT TECHNOLOGY On August 19, 2014, we entered into a Technology Acquisition Agreement (the “Technology Acquisition Agreement”) with David St. James (the “Inventor”). Closing of the Technology Acquisition Agreement occurred on August 23, 2014 (“Closing”). Under the terms of the Technology Acquisition Agreement, the Inventor assigned his right, title and interest in a patented technology for optimizing airflow to internal combustion engines to create more power (the “Technology”) and inventions utilizing the Technology that are the subject of United States Patent No. US 7,849,840 (the “Patent”) in consideration of the following: 1. Issuance to the Inventor of 200,000 shares of our common stock (the “Shares”) valued at $0.30 per share, representing the most recent price for which our common stock had sold in the market place. The Shares have been issued and are held in the custody of our legal counsel and are being released to the Inventor on the following schedule: (a) 50,000 Shares released on Closing ; Notwithstanding that the certain of the Shares were held in custody and were not released to the Inventor, all voting and dividend rights in respect of the Shares accrue to the Inventor and he is entitled to exercise such rights and receive such benefits in respect of the Shares. The 50,000 Shares due to Mr. St James at Closing were released to him on August 23, 2014, the 50,000 Shares due to Mr. St James four months after Closing were released to him on December 23, 2014 and the 50,000 Shares due to Mr. St James eight months after Closing were released to him on April 23, 2014. The Technology Acquisition Agreement was valued at the total fair market value of the Shares issued of $60,000 in the accompanying balance sheet and is being amortized over the remaining 16 year life of the Patent. In the three month period ended March 31, 2015 the Company incurred an amortization expense of $910 (2014 - $0) in respect of the cost of the Technology Acquisition Agreement. 2. The Inventor also retained a royalty of 5% of gross revenues from the exploitation of the Technology, subject to minimum royalty payments of $1,500 per calendar month. As of December 31, 2014, the Company had paid Mr. St James royalties of $4,500 and a further $3,000 had been accrued to be paid to Mr. St. James in respect of the minimum royalty payment due for the period ended December 31, 2014. This amount is included in accounts payable as of December 31, 2014. During the period ended March 31, 2015, the Company accrued a further $4,500 in respect of the minimum royalty payment due for the quarter and the paid Mr. St James royalties of $1,500. As of March 31, 2015, $6,000 had been accrued to be paid to Mr. St. James in respect of the minimum royalty payments and this amount was included in accounts payable as of that date. Of this balance payable, $3,000 was paid in April 2015 and the balance in June 2015. 3. As further consideration for the sale, assignment and transfer of the Technology, we agreed to make expenditures of $100,000 to develop and commercialize the Technology within twelve (12) months from Closing. As of March 31, 2015, and as of the date of the issuance of these financial statements, the Company has not had the necessary funding to make the required $100,000 expenditure to develop and commercialize the Technology and there can be no assurance that the Company will be able to raise the necessary funding to do so. We have the right to sub-license our interest in the Technology, subject to the Inventor being paid 30% of all revenues obtained through sub-licensing. In the event the Company is unable to fulfill its obligations under items (2) or (3) above, and such default not being cured within 15 days written notice, the Technology Acquisition Agreement may be terminated and Nouveau shall re-assign the Patent and transfer the intellectual property to the Inventor. Any Shares not released, or scheduled to be released in the next 30 days from the date of termination shall be returned to the Company for cancellation and the Inventor shall have no further rights in respect of such Shares. In the event of termination, the value of the Patent, net of accumulated amortization will be written down to $0.

Stockholders' Deficit

Stockholders' Deficit	3 Months Ended
	Mar. 31, 2015
Equity [Abstract]
Stockholders' Equity	NOTE 6 – STOCKHOLDERS’ EQUITY (DEFICIT) Effective April 16, 2014 the Company completed a 12:1 forward stock split and all numbers for shares of common stock disclosed in these financial statements have been retrospectively restated for this forward stock split. No shares of common stock were issued during the three months ended March 31, 2015 or 2014. Cancellation of earn out shares Effective February 4, 2014, Harold C. Moll resigned as our Chief Executive Officer, President and as a Director. In connection with Mr. Moll’s resignation, Mr. Moll agreed to terminate his Management Consulting Agreement dated July 22, 2013 and surrender to us for cancellation the 9,000,000 Earn-Out Shares issued to him under his management consulting agreement. Gain on cancellation of earn out shares As a result of Mr. Moll’s resignation and the cancellation of his earn out shares, we recognized a gain in the amount of $18,750 which is included in other income in the accompanying condensed statements of operations for the period ended March 31, 2014. Stock based compensation On July 22, 2013, we issued a total of 18,000,000 shares of our common stock (the “Earn-Out Shares”) to both Mr. Moll and Mr. Rainer under the terms of their consulting agreements. The Earn-Out Shares are held in the custody of the Company and will be released on the basis of 10% of the original number of Earn-Out Shares on each anniversary of the consulting agreements. The Earn-Out Shares are not beneficially owned by Mr. Moll or Mr. Rainer until they are released to them on the respective anniversary dates. The Earn-Out Shares may not be sold, transferred or pledged, and are subject to forfeiture under the termination provisions of the management consulting agreements. The Earn-Out Shares were valued at $750,000 based on the grant date fair value and are included in additional paid in capital as deferred compensation. During the period ended March 31, 2015 and 2014, we recognized $146,813 and $9,375 of stock based compensation related to the earn-out shares in the accompanying audited statements of operations. A total of 900,000 earn out shares are released per year (or 225,000 shares per quarter).Stock based compensation is calculated each quarter using the average fair market value of the stock for that quarter and multiplying it by 225,000.

Stock Incentive Plan

Stock Incentive Plan	3 Months Ended
	Mar. 31, 2015
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock Incentive Plan	NOTE 7 –STOCK INCENTIVE PLAN In accordance with the Company’s 2011 Stock Incentive Plan, (the “Plan”), we are authorized to grant up to 12,000,000 shares of common stock, stock options intended to qualify as Incentive Stock Options, “ISO”, under Section 422 of the Internal Revenue Code of 1986, as amended, non-qualified options and stock appreciation rights to our employees, officers, directors and consultants. As a result of the Share Exchange Agreement, on May 17, 2013 we notified all of our option holders, holding a total of 5,301,660 stock options, that their options were being cancelled as they relate to discontinued operations. No shares were issued or outstanding under this stock incentive plan as at March 31, 2015 or 2014.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2015
Subsequent Events [Abstract]
Subsequent Events	NOTE 8 – SUBSEQUENT EVENTS Effective April 23, 1014, we released the 50,000 Shares due to Mr. St James under the terms of the Technology Acquisition Agreement eight months after Closing. On August 13, 2015 the Company issued a promissory note for $15,000 which is payable on demand and bears interest at 10% per annum. On August 18, 2015 the Company and David St James mutually agreed to amend the Technology Acquisition Agreement and extend the expenditure requirement to develop and commercialize the Technology from twelve (12) to eighteen (18) months from the date on Closing which was August 23, 2014. The Company has evaluated subsequent events from the balance sheet date through the date the financial statements were issued and determined that, other than as disclosed above, there are no items to be disclosed.

Nature Of Business And Signif14

Nature Of Business And Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2015
Accounting Policies [Abstract]
Going Concern	Going concern As of March 31, 2015, we had current assets of $0 and current liabilities of $156,141, resulting in a working capital deficit of $156,141. We had neither the funds nor an established profitable business to finance payment of our liabilities in the normal course of business or of our ongoing business plan. No assurance can be given that the Quantumcharger Technology acquired (see Note 5) will be successful and result in profits for the Company. Our business plan requires that we raise additional capital to fund our operations throughout 2015 and there can be no assurance that we will be able to raise any or all of the capital required. We have generated no revenue from our operations either from our Quantumcharger Technology or as a distributor of DRFS Products and have accumulated a net loss of $1,599,431 up to March 31, 2015. We will have to obtain additional funding from the sale of our securities, the sale of debt instruments or from strategic transactions in order to fund our current level of operations and there can be no assurance that we will be able to raise any or all of the capital required. If the Company is unable to generate sufficient cash flow from operations and, or, continue to obtain financing to meet its working capital requirements, it may have to curtail its business sharply or cease business altogether. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern that contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. However, the ability of the Company to continue as a going concern on a longer-term basis will be dependent upon the ability to generate sufficient cash flow from operations to meet its obligations on a timely basis, the ability to successfully raise additional financing, and the ability to ultimately attain profitability.
Basis Of Presentation	Basis of presentation The financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States of America and are presented in US dollars. The Company’s year-end is December 31.
Unaudited Interim Financial Statements	Unaudited Interim Financial Statements The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with GAAP for interim financial information in accordance with Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In our opinion, all adjustments (consisting of normal recurring accruals) considered necessary for fair presentation have been included. While we believe that the disclosures presented herein are adequate and not misleading, these interim condensed consolidated financial statements should be read in conjunction with the audited consolidated filed with the SEC in our Form 10K on August 3, 2015. Operating results for the interim periods presented are not necessarily indicative of the results for the full year.
Development Stage Company	Development Stage Company In June 2014, the Financial Accounting Standards Board ("FASB") issued update ASU 2014-10, “Development Stage Entities (Topic 915)”. Amongst other things, the amendments in this update removed the definition of development stage entity from Topic 915, thereby removing the distinction between development stage entities and other reporting entities from US GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information on the statements of income, cash flows and shareholders’ equity, (2) label the financial statements as those of a development stage entity; (3) disclose a description of the development stage activities in which the entity is engaged and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. The amendments are effective for annual reporting periods beginning after December 31, 2014 and interim reporting periods beginning after December 15, 2015, however entities are permitted to early adopt for any annual or interim reporting period for which the financial statements have yet to be issued. Accordingly the Company has no longer labeled the financial statements as those of a development stage entity and have not presented inception-to-date information on the accompanying financial statements.
Use Of Estimates	Use of estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Cash	Cash For purposes of the balance sheet and statement of cash flows, the Company considers all highly liquid debt instruments purchased with an original maturity of three months or less to be cash equivalents.
Financial Instruments	Financial Instruments Pursuant to the Accounting Standards Codification (“ASC”) No. 820, “ Disclosures about Fair Value of Financial Instruments Level 1—Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date. Level 2—Inputs (other than quoted prices included in Level 1) are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the asset/liability’s anticipated life. Level 3—Inputs reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. Consideration is given to the risk inherent in the valuation technique and the risk inherent in the inputs to the model. The fair value of a financial instrument is the amount for which the instrument could be exchanged in a current transaction between willing parties. Cash, accounts payable, accrued expenses and loan payable related party approximate fair value because of the short maturity of these instruments. The Company currently has no other financial assets or liabilities that are measured at fair value. The Company’s non-financial assets, which consist of Patent Technology (see Note 5), are not required to be measured at fair value on a recurring basis. However, if certain triggering events occur, or if an annual impairment test is required and the Company is required to evaluate the non-financial asset for impairment, a resulting asset impairment would require that the non-financial asset be recorded at the fair value.
Intangible Assets	Intangible Assets Purchased intangible assets are recorded at cost, where cost is the amount of cash or cash equivalents paid or the fair value of other consideration given to acquire an asset at the time of its acquisition. The cost of such an intangible asset is measured at fair value unless the exchange transaction lacks commercial substance or the fair value of neither the asset received nor the asset given up is reliably measurable. If the fair value of either the asset received or the asset given up can be measured reliably, then the fair value of the asset given up is used to measure cost unless the fair value of the asset received is more clearly evident. Intangible assets with finite useful lives that are acquired separately are carried at cost less accumulated amortization and accumulated impairment losses. Amortization is recognized on a straight-line basis over their estimated useful lives. The estimated useful life and amortization method are reviewed at the end of each reporting period, with the effect of any changes in estimate being accounted for on a prospective basis. Intangible assets which have indefinite lives are not amortized, and are stated at cost less accumulated impairment losses.
Income Taxes	Income Taxes The Company accounts for income taxes in accordance with FASB ASC 740 "Income Taxes". Under FASB ASC 740, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial statement reported amounts at each period end, based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amounts expected to be realized. The provision for income taxes represents the tax expense for the period, if any, and the change during the period in deferred tax assets and liabilities. FASB ASC 740 also provides criteria for the recognition, measurement, presentation and disclosure of uncertain tax positions. Under FASB ASC 740, the impact of an uncertain tax position on the income tax return may only be recognized at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant taxing authority. As of March 31, 2015 and December 31, 2014, a full deferred tax asset valuation allowance has been provided and no deferred tax asset has been recorded.
Revenue recognition	Revenue recognition The Company applies paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer; (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured. Deferred revenues shall be recorded when cash has been collected, however the related service has not yet been provided
Advertising Expense	Advertising Expense Advertising is expensed as incurred. We did not incur advertising expense during the three ended March 31, 2015 and 2014.
Stock-based compensation	Stock-based compensation Stock based compensation expense is recorded for stock and stock options awarded in return for services rendered. The expense is measured at the grant-date fair value of the award and recognized as compensation expense on a straight-line basis over the service period, which is the vesting period. The Company estimates forfeitures that it expects will occur and records expense based upon the number of awards expected to vest.
Net Loss Per Common Share	Net loss per common share Net loss per common share is computed pursuant to ASC No. 260 “Earnings per Share”. Basic net loss per share is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted average number of shares of common stock and potentially outstanding shares of common stock during each period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. No potentially dilutive debt or equity instruments were issued or outstanding during the three months ended March 31, 2015 or 2014.
Recently Issued Accounting Pronouncements	Recently issued accounting pronouncements The Company has reviewed all recently issued, but not yet effective, accounting pronouncements and does not believe the future adoption of any such pronouncements may be expected to cause a material impact on our financial statements.

Discontinued Operations (Tables

Discontinued Operations (Tables)	3 Months Ended
	Mar. 31, 2015
Discontinued Operations and Disposal Groups [Abstract]
Schedule of Discountinued Operations	March 31, 2015 March 31,2014 Amortization $ - 2,421 Loss from discontinued operations $ - $ 2,421

Discontinued Operations (Detail

Discontinued Operations (Detail) - Schedule of Discountinued Operations - USD ($)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Discontinued Operations and Disposal Groups [Abstract]
Amortization		$ 2,421
Loss from discontinued operations		$ 2,421

Nature Of Business And Signif17

Nature Of Business And Significant Accounting Policies (Details Narrative) - USD ($)	Jul. 10, 2013	Mar. 31, 2015	Dec. 31, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Date of Incorporation		Jan. 19, 2011
Incorporation State		Nevada
Convertible Notes	$ 225,000
Cancellation of Shares	25,880,448
Current Assets			$ 551
Current Liabilities		$ 156,141	137,505
Working Capital Deficit		156,141
Accumulated deficit		$ (1,559,431)	$ (1,392,521)

Discontinued Operations (Deta18

Discontinued Operations (Details Narrative) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014	Dec. 31, 2013
Discontinued Operations and Disposal Groups [Abstract]
Discontinued Operations Loss			$ 56,250	$ 21,263
Amortization		$ 2,421

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2015	Dec. 31, 2014
Loan Payable - Related Party	$ 40,198	$ 37,695
Interest on Loan Payable	10.00%	10.00%
Minimum equity raise to receive monthly consulting fee	$ 1,000,000
Monthly base consulting fee	5,000
Patent Technology agreement
Royalty Payment	1,500	$ 4,500
Accrued Royalties	$ 6,000	$ 3,000
Chief Executive Officer [Member]
Cancellation of Earn-Out Shares	9,000,000
Transfer of Shares to Rob Rainer	7,262,304
Director [Member]
Patent Technology agreement
Terms	On closing of the Patent Technology agreement (Note 5) effective August 23, 2014, under the terms of the Patent Technology agreement, Mr. David St James became a director of the Company, the Company agreed to issue Mr. St James 200,000 shares of the Company's common stock at a fair market value of $60,000 and to expend $100,000 per year to develop the technology. In addition, Mr. St James retained a royalty of 5% of gross revenues from exploitation of the technology subject to a minimum royalty payment of $1,500 per calendar month.
Shares Issued	200,000
Share Value	$ 60,000

Exclusive Distributor Agreeme20

Exclusive Distributor Agreement (Details Narrative)	Jul. 09, 2013USD ($)shares	Mar. 31, 2015USD ($)	Mar. 31, 2014USD ($)	Dec. 31, 2014USD ($)	Dec. 31, 2013USD ($)
Exclusive Distributor Agreement
Term of agreement (years)	5
Available agreement extension (years)	5
Shares Issued For Exclusive Distributor Agreement | shares	300,000
Promissory note	$ 50,000
Description of Exclusive Distributor Agreement	As additional consideration for the Exclusive Distributor Agreement, the Company agreed to pay to CCAT a royalty of $750 per sale of DFRS Products. CCAT was to have the exclusive rights to install the DFRS Products at a fixed price between $2,500 and $5,000, depending on the size of the engine. CCAT could, on 30 days written notice, terminate the Exclusive Distributor Agreement if the Company failed to achieve sufficient sales to generate Minimum Royalties of $22,500 (Year 1), $37,500 (Year 2), $60,000 (Year 3), $82,500 (Year 4), and $105,000 (Year 5).
Original value of agreement	$ 62,500
Amortization period of agreement				5 years
Loss On The Discontinuance			$ 2,421	$ 56,250	$ 6,250

Patent Technology (Details Narr

Patent Technology (Details Narrative) - USD ($)	Aug. 23, 2014	Apr. 23, 2015	Dec. 23, 2014	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014
Shares Issued
Royalties Paid				$ 1,500		$ 4,500
Accrued Royalties				6,000		$ 3,000
Technology Acquisition Agreement [Member]
Shares Issued	200,000
Share Issued Price	$ 0.30
Schedule of Share Release	(a) 50,000 Shares released on Closing; (b) 50,000 Shares released four (4) months after Closing; (c) 50,000 Shares released eight (8) months after Closing; and (d) 50,000 Shares released twelve (12) months after Closing.
Share Value	$ 60,000
Amortization				$ 910
Royalty Payable				5.00%
Royalty Payments Minimum, monthly				$ 1,500
Royalties Paid				1,500		$ 4,500
Accrued Royalties				$ 6,000		$ 3,000
Technology Investment Agreement				As further consideration for the sale, assignment and transfer of the Technology, we agreed to make expenditures of $100,000 to develop and commercialize the Technology within twelve (12) months from Closing (see Note 8).
Technology Acquisition Agreement [Member] | Mr. St James [Member]
Shares Issued	50,000	50,000	50,000

Stockholders' Deficit (Details

Stockholders' Deficit (Details Narrative) - USD ($)	Aug. 23, 2014	Jul. 10, 2013	Jul. 22, 2013	Mar. 31, 2015	Mar. 31, 2014
Cancellation of Shares		25,880,448
Stock based compensation
Shares Issued, share based compensation			18,000,000
Shares Issued, descripiton			On July 22, 2013, we issued a total of 18,000,000 shares of our common stock (the "Earn-Out Shares") to both Mr. Moll and Mr. Rainer under the terms of their consulting agreements. The Earn-Out Shares are held in the custody of the Company and will be released on the basis of 10% of the original number of Earn-Out Shares on each anniversary of the consulting agreements. The Earn-Out Shares are not beneficially owned by Mr. Moll or Mr. Rainer until they are released to them on the respective anniversary dates. The Earn-Out Shares may not be sold, transferred or pledged, and are subject to forfeiture under the termination provisions of the management consulting agreements. The Earn-Out Shares were valued at $750,000 based on the grant date fair value and are included in additional paid in capital as deferred compensation.
Stock based compensation				$ 146,813	$ 9,375
Gain on cancellation of Earn-Out Shares					$ 18,750
Shares Issued
Technology Acquisition Agreement [Member]
Stock based compensation
Shares Issued	200,000
Share Issued Price	$ 0.30
Chief Executive Officer [Member]
Cancellation of Shares				9,000,000

Stock Incentive Plan (Details N

Stock Incentive Plan (Details Narrative) - shares	1 Months Ended
	May. 17, 2013	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2011
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Authorized options				12,000,000
Stock options cancelled	5,301,660

Subsequent Events (Details Narr

Subsequent Events (Details Narrative)	Aug. 13, 2015	Aug. 18, 2015	Apr. 15, 2015
Subsequent Events [Abstract]
Event Date	Aug. 13, 2015	Aug. 18, 2015	Apr. 15, 2015
Event Description	On August 13, 2015 the Company issued a promissory note for $15,000 which is payable on demand and bears interest at 10% per annum.	On August 18, 2015 the Company and David St James mutually agreed to amend the Technology Acquisition Agreement and extend the expenditure requirement to develop and commercialize the Technology from twelve (12) to eighteen (18) months from the date on Closing which was August 23, 2014.	Effective April 23, 1014, we released the 50,000 Shares due to Mr. St James under the terms of the Technology Acquisition Agreement eight months after Closing.