Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Sep. 30, 2013 | Jan. 10, 2014 | Mar. 31, 2013 | |
Document and Entity Information [Abstract] | ' | ' | ' |
Entity Registrant Name | 'NuZee, Inc. | ' | ' |
Document Type | '10-K | ' | ' |
Current Fiscal Year End Date | '--09-30 | ' | ' |
Entity Common Stock, Shares Outstanding | ' | 37,957,790 | ' |
Entity Public Float | ' | ' | $0 |
Amendment Flag | 'false | ' | ' |
Entity Central Index Key | '0001527613 | ' | ' |
Entity Current Reporting Status | 'Yes | ' | ' |
Entity Voluntary Filers | 'No | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Document Period End Date | 30-Sep-13 | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
NuZee_Inc_Consolidated_Balance
NuZee, Inc. - Consolidated Balance Sheet (USD $) | Sep. 30, 2013 | Sep. 30, 2012 |
Current Assets | ' | ' |
Cash | $1,110,661 | $165,484 |
Accounts Receivable | 13,195 | ' |
Related Party Receivable | 139,661 | ' |
Inventories | ' | 73,241 |
Prepaid expenses and deposits | 16,896 | 14,938 |
Total current assets | 1,280,413 | 253,663 |
Equipment, net | 8,663 | 2,475 |
Intellectual property | ' | 42,818 |
Total Assets | 1,289,076 | 298,956 |
Current Liabilities | ' | ' |
Accounts payable | 55,822 | 79,886 |
Advances from Stockholders' | 50,000 | 149,710 |
Other Current Liabilities | 9,563 | 7,011 |
Total Current Liabilities | 115,385 | 236,607 |
Stockholders' Equity | ' | ' |
Preferred stock; 100,000,000 shares authorized, $0.00001 par value; 0 shares issued and outstanding | 0 | 0 |
Common stock; 100,000,000 shares authorized, $0.00001 par value; 37,957,790 and 30,400,000 shares issued and outstanding | 380 | 304 |
Additional paid in capital | 2,556,349 | 347,103 |
Accumulated deficit | -1,383,038 | -285,058 |
Total Stockholders' Equity | 1,173,691 | 62,349 |
Total Liabilities and Stockholders' Equity | $1,289,076 | $298,956 |
NuZee_Inc_Consolidated_Balance1
NuZee, Inc. - Consolidated Balance Sheet (Parentheticals) (USD $) | Sep. 30, 2013 | Sep. 30, 2012 |
Preferred stock par value (in Dollars per share) | $0.00 | $0.00 |
Preferred stock, shares authorized (in Shares) | 100,000,000 | 100,000,000 |
Preferred stock, shares issued (in Shares) | 0 | 0 |
Preferred stock, shares outstanding (in Shares) | 0 | 0 |
Common stock par value (in Dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized (in Shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in Shares) | 37,957,790 | 30,400,000 |
Common stock, shares outstanding (in Shares) | 37,957,790 | 30,400,000 |
NeZee_Inc_Consolidated_Stateme
NeZee, Inc. - Consolidated Statements of Operations (USD $) | 12 Months Ended | 23 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | |
Revenues | $122,232 | ' | $122,232 |
Cost of revenues | 155,254 | 89,552 | 244,806 |
Gross profit (loss) | -33,022 | -89,552 | -122,574 |
Operating expenses | 1,065,728 | 195,506 | 1,261,234 |
Loss from operations | -1,098,750 | -285,058 | -1,383,808 |
Other Income | 770 | 0 | 770 |
Net loss | ($1,097,980) | ($285,058) | ($1,383,038) |
Basic and diluted loss per common share (in Dollars per share) | ($0.03) | ($0.01) | ' |
Basic and diluted weighted average number of common shares outstanding (in Shares) | 34,915,497 | 30,400,000 | ' |
NuZee_Inc_Statements_of_Change
NuZee, Inc. - Statements of Changes In Stockholders' Equity (USD $) | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Total |
Balance, at Nov. 06, 2011 | ' | ' | ' | ' |
Balance, (in Shares) | 30,400,000 | ' | ' | ' |
Common Stock issued for cash | $274 | $304,315 | ' | $304,589 |
Common Stock issued for cash (in Shares) | 27,360,000 | ' | ' | ' |
Common Stock issued for intellectual property | 30 | 42,788 | ' | 42,818 |
Common Stock issued for intellectual property (in Shares) | 3,040,000 | ' | ' | ' |
Net Loss | ' | ' | -285,058 | -285,058 |
Balance, at Sep. 30, 2012 | 304 | 347,103 | -285,058 | 62,349 |
Balance, (in Shares) | 37,957,790 | ' | ' | ' |
Common Stock issued debt | 12 | 149,698 | ' | 149,710 |
Common Stock issued debt (in Shares) | 1,247,583 | ' | ' | 1,247,583 |
Common Stock issued for cash | 72 | 2,102,358 | ' | 2,102,430 |
Common Stock issued for cash (in Shares) | 7,150,207 | ' | ' | 7,150,207 |
Reverse merger adjustment | 22 | -22 | ' | ' |
Reverse merger adjustment (in Shares) | 2,200,000 | ' | ' | ' |
Common stock cancellation | -30 | -42,788 | ' | -42,818 |
Common stock cancellation (in Shares) | -3,040,000 | ' | ' | ' |
Net Loss | ' | ' | -1,097,980 | -1,097,980 |
Balance, at Sep. 30, 2013 | $380 | $2,556,349 | ($1,383,038) | $1,173,691 |
NuZee_Inc_Consolidated_Stateme
NuZee, Inc. - Consolidated Statements of Cash Flows (USD $) | 12 Months Ended | 23 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | Sep. 30, 2013 | |
Operating Activities: | ' | ' | ' |
Net loss | ($1,097,980) | ($285,058) | ($1,383,038) |
used by operating activities: | ' | ' | ' |
Depreciation | 587 | 124 | 711 |
Provision for obsolete inventory | 61,481 | 80,422 | 141,903 |
Changes in operating assets and liabilities: | ' | ' | ' |
Accounts Receivable | -13,195 | ' | -13,195 |
Related Party Receivables | -139,661 | ' | -139,661 |
Inventories | 11,761 | -153,664 | -141,903 |
Prepaid expenses and deposits | -1,959 | -14,937 | -16,896 |
Accounts payable | -24,064 | 79,886 | 55,822 |
Other Current Liabilities | 2,552 | 7,011 | 9,563 |
Net cash used by operating activities | -1,200,478 | -286,216 | -1,486,694 |
Investing Activities: | ' | ' | ' |
Purchase of equipment | -6,775 | -2,599 | -9,374 |
Net cash used by investing activities | -6,775 | -2,599 | -9,374 |
Financing Activities: | ' | ' | ' |
Advances from Stockholders | 50,000 | 149,710 | 199,710 |
Proceeds from issuance of common stock | 2,102,430 | 304,589 | 2,407,019 |
Net cash provided by financing activities | 2,152,430 | 454,299 | 2,606,729 |
Net change in cash | 945,177 | 165,484 | 1,110,661 |
Cash, beginning of period | 165,484 | ' | ' |
Cash, end of period | 1,110,661 | 165,484 | 1,110,661 |
Supplemental disclosure of cash flow information: | ' | ' | ' |
Cash paid for interest | 0 | 0 | 0 |
Cash paid for taxes | 0 | 0 | 0 |
Non Cash Investing and Financing Activities: | ' | ' | ' |
Common Stock issued for conversions of advance from stockholder | 149,710 | ' | ' |
Common Stock issued in exchange for acquisition of intellectual property | ' | 42,818 | ' |
Cancellation of common stocks | ($42,818) | ' | ' |
1_ORGANIZATION
1. ORGANIZATION | 12 Months Ended |
Sep. 30, 2013 | |
Disclosure Text Block [Abstract] | ' |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | ' |
1. ORGANIZATION | |
Nuzee, Inc. (the “Company”) was incorporated on November 9, 2011 in Nevada. The Company is a start-up organization which markets and distributes consumer products primarily in the beverage segment. Additionally, while the Company primarily intends to purchase its proprietary products and resell, the Company may also engage in contract manufacturing where the Company purchases raw materials and retains a contract converter to process the raw materials into finished products for resale. The Company is affiliated with international businesses that distribute the same products in Asia. |
2_BASIS_OF_PRESENTATION_AND_SU
2. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' |
Significant Accounting Policies [Text Block] | ' |
2. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
The accompanying audited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), and include all the notes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered necessary for fair presentation of the financial statements have been included. | |
The summary of significant accounting policies presented below is designed to assist in understanding the Company’s financial statements. Such financial statements and accompanying notes are the representations of the Company’s management, who are responsible for their integrity and objectivity. These accounting policies conform to accounting principles generally accepted in the United States of America (“GAAP”) in all material respects, and have been consistently applied in preparing the accompanying financial statements. The Company is classified as a development stage enterprise under GAAP and has generated limited revenues from its principal operations from inception through September 30, 2013. | |
Development Stage and Capital Resources | |
Since its inception, the Company has devoted substantially all of its efforts to business planning, research and development, recruiting management and technical staff, acquiring operating assets and raising capital. Accordingly, the Company is considered to be in the development stage as defined in GAAP. The Company has generated limited revenues from its principal operations, and there is no assurance of future revenues. As of September 30, 2013, the Company had decided to discontinue the sale of skin care products. | |
Use of Estimates | |
In preparing these financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amount of revenues and expenses during the reporting periods. Actual results could differ from those estimates. | |
Fair Value of Financial Instruments | |
The Company’s financial instruments include cash, accounts payable, and accrued liabilities. The estimated fair value of these instruments approximates its carrying amount due to the short maturity of these instruments. | |
Cash and Cash Equivalents | |
The Company considers all highly-liquid investments with maturities of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of September 30, 2013. | |
Accounts Receivable | |
Trade accounts receivable are periodically evaluated for collectability based on past credit history with customers and their current financial condition. Bad debts expense or write offs of receivables are determined on the basis of loss experience, known and inherent risks in the receivable portfolio and current economic conditions. There have been no write-offs during the various periods being reported on. | |
Revenue Recognition | |
The Company will recognize revenue only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the products are delivered and collectability of the resulting receivable is reasonably assured. | |
Inventory | |
Inventory, consisting principally of products held for resale, is stated at the lower of cost or market, using the weighted average cost method or net realizable value. The Company review inventory levels at least annual and records a valuation allowance when appropriate. At September 30, 2013 and 2012 the Company concluded there was an impairment to the carrying value of the inventory of $61,481and $80,422, respectively, the amount reflected on the balance sheet is net of this adjustment. | |
Equipment, net | |
Equipment is stated at cost. The Company depreciates equipment on a straight line basis. Office equipment is depreciated over a 3 year life, vehicles over a 5 year life, and other assets over a 10 year life. Depreciation expense for the years ended September 30, 2013 and 2012 was $587 and $124, respectively. Repair and maintenance costs are expensed as incurred. | |
Samples | |
The Company distributes samples of its products as a component of its marketing program. Costs for samples are expensed at the time the samples are shipped. | |
Long-Lived Assets | |
In accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 360, Property, Plant and Equipment, the Company tests long-lived assets or asset groups for recoverability when events or changes in circumstances indicated that their carrying amount may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant decreases in the market price of the asset; significant adverse changes in the business climate or legal factors; accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset; and a current expectation that the asset will more likely than not be sold or disposed significantly before the end of its estimated useful life. | |
Recoverability is assessed based on the carrying amount of the asset and its fair value which is generally determined based on the sum of the undiscounted cash flows expected to result from the use and the eventual disposal of the asset, as well as specific appraisal in certain instances. An impairment loss is recognized when the carrying amount is not recoverable and exceeds fair value. No impairment losses were recognized for the years ended September 30, 2013 and 2012. | |
Income Taxes | |
In accordance with ASC 740 - Income Taxes, the provision for income taxes is computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. | |
The Company also follows the guidance related to accounting for income tax uncertainties. In accounting for uncertainty in income taxes, the Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more likely than not threshold, the amount recognized in the consolidated financial statements is the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the relevant tax authority. No liability for unrecognized tax benefits was recorded as of September 30, 2013 and 2012. | |
Concentration of Credit Risk | |
Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents. The Company places its cash with high quality banking institutions. From time to time, the Company may maintain cash balances at certain institutions in excess of the Federal Deposit Insurance Corporation limit. | |
Related parties | |
A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party. | |
Recent Accounting Pronouncements | |
The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
3_RELATED_PARTY_TRANSACTIONS
3. RELATED PARTY TRANSACTIONS | 12 Months Ended |
Sep. 30, 2013 | |
Related Party Transactions [Abstract] | ' |
Related Party Transactions Disclosure [Text Block] | ' |
3. RELATED PARTY TRANSACTIONS | |
The Company purchased $10,454 of skin care products, for resale, from an entity controlled by the Company’s majority shareholder. Those items are included in inventory at September 30, 2012. During 2012, the Company has received advances, from its majority shareholder totaling, $150,014, due on demand, which are included with other liabilities on the Balance Sheet. | |
During fiscal year ended September 30, 2013, the Company issued 1,247,583 common stocks to convert $149,710 of advance from shareholders. The company also received $50,000 in exchange for a note, from its majority shareholder, which are due on January 9, 2016 and bear interest rate of 2% per annum. As of September 30, 2013, the Company had a balance of $50,000 of advance from shareholders’. | |
During the year ended September 30, 2013, the Company made a deposit of $139,661 towards the purchase of skin care products, for resale, from an entity controlled by the Company’s majority shareholder. Subsequent to this commitment, the Company decided to discontinue the sale of skin care products, and cancelled the purchase order. The Company has requested a return of the deposit from the supplier, and this amount is reflected as a related party receivable. Subsequent to September 30, 2013, the Company had entered into a Compromise Agreement to settle the related party receivable. See note 8. |
4_INTELLECTUAL_PROPERTY
4. INTELLECTUAL PROPERTY | 12 Months Ended |
Sep. 30, 2013 | |
Disclosure Text Block [Abstract] | ' |
Intangible Assets Disclosure [Text Block] | ' |
4. INTELLECTUAL PROPERTY | |
On September 17, 2012 the Company issued 3,040,000 shares at the estimated fair market value of $.014085 per share in exchange for an assignment of certain intellectual property rights to one of the Company’s principal product offerings. These shares were valued at $42,818. | |
The Company in July 2013 did not receive the value represented to it in connection with the issuance of 3,040,000 of these shares, and as a result, revoked such issuance. |
5_REVERSE_MERGER
5. REVERSE MERGER | 12 Months Ended |
Sep. 30, 2013 | |
Business Combinations [Abstract] | ' |
Business Combination Disclosure [Text Block] | ' |
5. REVERSE MERGER | |
During April, 2013 Havana Furnishings Inc. consummated a share exchange with Nuzee, Co., Ltd. in which Havana Furnishings Inc. issued 33,733,333 common shares in exchange for 100% of the outstanding shares of Nuzee, Co., Ltd. Also as part of this transaction, the Company changed its name from Havana Furnishings Inc. to Nuzee, Inc. At the closing, there were approximately 33,733,333 Nuzee, Co., Ltd. shares outstanding. Pursuant to the share exchange agreements, the shares of Nuzee, Co., Ltd. common stock were exchanged for 33,733,333 new shares of the Company’s common stock, par value of $0.00001per share. At the closing of the agreement, Havana Furnishings Inc. had 2,200,000 shares of common stock issued and outstanding. | |
For accounting purposes, this transaction is being accounted for as a reverse merger and has been treated as a recapitalization of Havana Furnishings Inc., with Nuzee, Co., Ltd. is considered the accounting acquirer, and the financial statements of the accounting acquirer became the financial statements of the registrant. The Company did not recognize goodwill or any intangible assets in connection with the transaction. The 33,733,333 shares issued to the shareholder of Nuzee, Co., Ltd. and its designees in conjunction with the share exchange transaction have been presented as outstanding for all periods. The historical consolidated financial statements include the operations of the accounting acquirer for all periods presented. |
6_COMMON_STOCK
6. COMMON STOCK | 12 Months Ended |
Sep. 30, 2013 | |
Stockholders' Equity Note [Abstract] | ' |
Stockholders' Equity Note Disclosure [Text Block] | ' |
6. COMMON STOCK | |
On September 7, 2012, the Company issued 4,560,000 shares in total to three subscribers for cash at $.0001 per share for total proceeds of $456. | |
Also, on September 7, 2012 the Company issued 1,216,000 shares to a subscriber for cash at $.0001 per share for total proceeds of $122. | |
Also, on September 17, 2012 the Company issued 21,584,000 shares to a subscriber for cash at $.014085 per share for total proceeds of $304,011. | |
During the fiscal year ended September 30, 2013, the Company entered into subscription agreements with accredited investors and sold 7,150,207 shares at $0.12, $0.22 and $0.48 per share, for an aggregate purchase price of $2,102,430. |
7_INCOME_TAX
7. INCOME TAX | 12 Months Ended | ||
Sep. 30, 2013 | |||
Income Tax Disclosure [Abstract] | ' | ||
Income Tax Disclosure [Text Block] | ' | ||
7. INCOME TAX | |||
As of September 30, 2013 and September 30, 2012, there were no differences between financial reporting and tax bases of assets and liabilities. The Company will have tax losses available to be applied against future years' income as result of the losses incurred. However, due to the losses incurred in the period and expected future operating results, management determined that it is more likely than not that the deferred tax asset resulting from the tax losses available for carry forward will not be realized through the reduction of future income tax payments. Accordingly a 100% valuation allowance has been recorded for deferred income tax assets. Net operating loss carry forward is $285,058 and $1,383,038 as of September 30, 2013 and 2012 and will begin expiring in 2032. | |||
Deferred tax assets consisted of the following as of September 30, 2013 and 2012: | |||
2013 | 2012 | ||
Net Operating Losses | 484,063 | 99,770 | |
Valuation Allowance | -484,063 | -99,770 | |
8_SUBSEQUENT_EVENTS
8. SUBSEQUENT EVENTS | 12 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events [Text Block] | ' |
8. SUBSEQUENT EVENTS | |
During October 2013 the Company granted 3,471,665 options to employee pursuant to the Company’s 2013 Stock Incentive Plan. The right to exercise these options shall vest and become 25% exercisable on the first anniversary of when granted, with the exception that 100% of options issued to one employee vested immediately. The remaining options shall vest and become exercisable at thirty-sixth (1/36th) of the Shares on the last day of each successive calendar month for each full month of Continuous Service provided by the Optionee, with the exception that options issued to 2 employees shall vest and become exercisable over 18 months. The exercise price is $0.48 per share and will expire ten years from the grant date, unless terminated earlier as provided by the option agreements. | |
During October 2013, the Company entered into a Compromise Agreement with the Company’s majority shareholder. In consideration of the compromises contained in the agreement the Company’s majority shareholder agreed to forgive a note in the amount of $50,000, cancel 8,966,100 shares, and the Company forgave the related party receivable of $139,661. |
Accounting_Policies_by_Policy_
Accounting Policies, by Policy (Policies) | 9 Months Ended | 12 Months Ended |
Jun. 30, 2013 | Sep. 30, 2013 | |
Accounting Policies [Abstract] | ' | ' |
Going Concern Note | 'Since its inception, the Company has devoted substantially all of its efforts to business planning, research and development, recruiting management and technical staff, acquiring operating assets and raising capital. Accordingly, the Company is considered to be in the development stage as defined in GAAP . The Company has generated limited revenues from its principal operations, and there is no assurance of future revenues. As of September 30, 2013, the Company had decided to discontinue the sale of skin care products.Use of EstimatesIn preparing these financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amount of revenues and expenses during the | ' |
Revenue Recognition Accounting Policy, Gross and Net Revenue Disclosure [Policy Text Block] | ' | ' |
Revenue Recognition | ||
The Company will recognize revenue only when the price is fixed and determinable, persuasive evidence of an arrangement exists, the products are delivered and collectability of the resulting receivable is reasonably assured | ||
Inventory, Policy [Policy Text Block] | ' | ' |
Inventory | ||
Inventory, consisting principally of products held for resale, is stated at the lower of cost or market, using the weighted average cost method or net realizable value. The Company review inventory levels at least annual and records a valuation allowance when appropriate. At September 30, 2013 and 2012 the Company concluded there was an impairment to the carrying value of the inventory of $61,481and $80,422, respectively, the amount reflected on the balance sheet is net of this adjustment | ||
Property, Plant and Equipment, Policy [Policy Text Block] | ' | ' |
, net | ||
Equipment is stated at cost. The Company depreciates equipment on a straight line basis. Office equipment is depreciated over a 3 year life, vehicles over a 5 year life, and other assets over a 10 year life. Depreciation expense for the years ended September 30, 2013 and 2012 was $587 and $124, respectively. Repair and maintenance costs are expensed as incurred | ||
Asset Retirement Obligations, Policy [Policy Text Block] | ' | ' |
Samples | ||
The Company distributes samples of its products as a component of its marketing program. Costs for samples are expensed at the time the samples are shipped | ||
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | ' | ' |
Long-Lived Assets | ||
In accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 360, Property, Plant and Equipment, the Company tests long-lived assets or asset groups for recoverability when events or changes in circumstances indicated that their carrying amount may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant decreases in the market price of the asset; significant adverse changes in the business climate or legal factors; accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset; and a current expectation that the asset will more likely than not be sold or disposed significantly before the end of its estimated useful life. | ||
Recoverability is assessed based on the carrying amount of the asset and its fair value which is generally determined based on the sum of the undiscounted cash flows expected to result from the use and the eventual disposal of the asset, as well as specific appraisal in certain instances. An impairment loss is recognized when the carrying amount is not recoverable and exceeds fair value. No impairment losses were recognized for the years ended September 30, 2013 and 2012 | ||
Income Tax, Policy [Policy Text Block] | ' | ' |
Income Taxes | ||
In accordance with ASC 740 - Income Taxes, the provision for income taxes is computed using the asset and liability method. Under the asset and liability method, deferred income tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities and are measured using the currently enacted tax rates and laws. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. | ||
The Company also follows the guidance related to accounting for income tax uncertainties. In accounting for uncertainty in income taxes, the Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more likely than not threshold, the amount recognized in the consolidated financial statements is the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement with the relevant tax authority. No liability for unrecognized tax benefits was recorded as of September 30, 2013 and 2012 | ||
Concentration Risk Disclosure [Text Block] | ' | ' |
Concentration of Credit Risk | ||
Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents. The Company places its cash with high quality banking institutions. From time to time, the Company may maintain cash balances at certain institutions in excess of the Federal Deposit Insurance Corporation limit | ||
Other Significant Noncash Transaction, Description | ' | 'Related partiesA party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests is also a related party |
Revenue Recognition, New Accounting Pronouncement, Timing | ' | 'Recent Accounting PronouncementsThe Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new pronouncements that have been issued that might have a material impact on its financial position or results of operations |
7_INCOME_TAX_Tables
7. INCOME TAX (Tables) | 12 Months Ended | ||
Sep. 30, 2013 | |||
Income Tax Disclosure [Abstract] | ' | ||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | ' | ||
2013 | 2012 | ||
Net Operating Losses | 484,063 | 99,770 | |
Valuation Allowance | -484,063 | -99,770 |
2_BASIS_OF_PRESENTATION_AND_SU1
2. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $) | 12 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Accounting Policies [Abstract] | ' | ' |
Asset Impairment Charges (in Dollars) | $61,481 | $80,422 |
Depreciation (in Dollars) | $587 | $124 |
3_RELATED_PARTY_TRANSACTIONS_D
3. RELATED PARTY TRANSACTIONS (Details) (USD $) | 12 Months Ended | 39 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | Jan. 09, 2016 | |
Related Party Transactions [Abstract] | ' | ' | ' |
Related Party Transaction, Amounts of Transaction | $150,014 | $10,454 | ' |
Stock Issued During Period, Shares, Conversion of Convertible Securities (in Shares) | 1,247,583 | ' | ' |
Proceeds from Convertible Debt | 149,710 | ' | ' |
Due to Related Parties | ' | ' | 50,000 |
Short-term Debt, Interest Rate Increase | ' | ' | 2.00% |
Deposits Assets | $139,661 | ' | ' |
4_INTELLECTUAL_PROPERTY_Detail
4. INTELLECTUAL PROPERTY (Details) (USD $) | 0 Months Ended | 10 Months Ended | ||
Oct. 02, 2013 | Sep. 17, 2012 | Jul. 31, 2013 | Sep. 30, 2012 | |
Disclosure Text Block [Abstract] | ' | ' | ' | ' |
Stock Issued During Period, Shares, Purchase of Assets | ' | 3,040,000 | ' | ' |
Shares Issued, Price Per Share (in Dollars per share) | ' | $14,085 | ' | ' |
Intangible Assets, Net (Excluding Goodwill) (in Dollars) | ' | $42,818 | ' | $42,818 |
Stock Issued During Period, Shares, Share-based Compensation, Forfeited | 8,966,100 | ' | 3,040,000 | ' |
5_REVERSE_MERGER_Details
5. REVERSE MERGER (Details) (USD $) | 1 Months Ended | ||
Apr. 30, 2013 | Sep. 30, 2013 | Sep. 30, 2012 | |
Business Combinations [Abstract] | ' | ' | ' |
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in Shares) | 33,733,333 | ' | ' |
Sale of Stock, Percentage of Ownership after Transaction | 100.00% | ' | ' |
Common Stock, Par or Stated Value Per Share (in Dollars per share) | $0.00 | $0.00 | $0.00 |
Business Combination, Step Acquisition, Equity Interest in Acquiree, Including Subsequent Acquisition, Percentage | 2200000.00% | ' | ' |
6_COMMON_STOCK_Details
6. COMMON STOCK (Details) (USD $) | 0 Months Ended | 12 Months Ended | ||
Sep. 17, 2012 | Sep. 09, 2012 | Sep. 07, 2012 | Sep. 30, 2013 | |
6. COMMON STOCK (Details) [Line Items] | ' | ' | ' | ' |
Stock Issued During Period, Shares, New Issues | 21,584,000 | 1,216,000 | 4,560,000 | 7,150,207 |
Sale of Stock, Consideration Received on Transaction (in Dollars) | $304,011 | $122 | $456 | $2,102,430 |
Shares Issued, Price Per Share (in Dollars per share) | $14,085 | ' | ' | ' |
IssuedAt0.12PerShare | ' | ' | ' | ' |
6. COMMON STOCK (Details) [Line Items] | ' | ' | ' | ' |
Shares Issued, Price Per Share (in Dollars per share) | ' | ' | ' | $0.12 |
IssuedAt0.22PerShare | ' | ' | ' | ' |
6. COMMON STOCK (Details) [Line Items] | ' | ' | ' | ' |
Shares Issued, Price Per Share (in Dollars per share) | ' | ' | ' | $0.22 |
IssuedAt0.48PerShare | ' | ' | ' | ' |
6. COMMON STOCK (Details) [Line Items] | ' | ' | ' | ' |
Shares Issued, Price Per Share (in Dollars per share) | ' | ' | ' | $0.48 |
7_INCOME_TAX_Details
7. INCOME TAX (Details) (USD $) | 12 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Income Tax Disclosure [Abstract] | ' | ' |
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Percent | 100.00% | ' |
Operating Loss Carryforwards | $285,058 | $1,383,038 |
7_INCOME_TAX_Details_Deferred_
7. INCOME TAX (Details) - Deferred tax assets consisted of the following as of September 30, 2013 and 2012: (USD $) | 12 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2012 | |
Deferred tax assets consisted of the following as of September 30, 2013 and 2012: [Abstract] | ' | ' |
Net Operating Losses | $484,063 | $99,770 |
Valuation Allowance | ($484,063) | ($99,770) |
8_SUBSEQUENT_EVENTS_Details
8. SUBSEQUENT EVENTS (Details) (USD $) | 0 Months Ended | 10 Months Ended | 12 Months Ended |
Oct. 02, 2013 | Jul. 31, 2013 | Oct. 01, 2014 | |
Subsequent Events [Abstract] | ' | ' | ' |
Debt Conversion, Converted Instrument, Warrants or Options Issued (Deprecated 2011-01-31) | 3,471,665 | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | ' | ' | 25.00% |
Debt Instrument, Decrease, Forgiveness (in Dollars) | $50,000 | ' | ' |
Stock Issued During Period, Shares, Share-based Compensation, Forfeited | 8,966,100 | 3,040,000 | ' |
Proceeds from Collection of Long-term Loans to Related Parties (in Dollars) | $139,661 | ' | ' |