Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Mar. 26, 2015 | Jun. 30, 2014 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | ID Global Solutions Corp | ||
Entity Central Index Key | 1534154 | ||
Current Fiscal Year End Date | -19 | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Common Stock, Shares Outstanding | 164,300,789 | ||
Entity Public Float | $0 | ||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2014 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Current assets | ||
Cash | $159,296 | $5,349 |
Other current assets | 112,000 | |
Total Current Assets | 159,296 | 117,349 |
Property and equipment, net | 21,582 | 38,011 |
Other assets | 174,387 | |
Intangible assets, net | 421,774 | 393,146 |
Total assets | 777,039 | 548,506 |
Current liabilities | ||
Accounts payable and accrued expenses | 150,228 | 50,510 |
Related party payables | 60,200 | 16,175 |
Notes payable - related parties, current portion | 48,417 | 224,615 |
Total current liabilities | 258,845 | 291,300 |
Commitments | ||
Stockholders' equity | ||
Common stock, $0.0001 par value, 300,000,000 shares authorized, 163,538,289 and 160,623,289 shares issued and authorized at December 31, 2014 and 2013, respectively | 16,354 | 16,062 |
Additional paid-in capital | 2,897,261 | 1,731,878 |
Accumulated deficit | -2,395,421 | -1,490,734 |
Total stockholders' equity | 518,194 | 257,206 |
Total liabilities and stockholders' equity | $777,039 | $548,506 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 163,538,289 | 160,623,289 |
Common stock, shares outstanding | 163,538,289 | 160,623,289 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Operating Expenses | ||
Depreciation and amortization | $48,841 | $44,530 |
Research and development | 1,500 | 44,000 |
General and administrative | 717,505 | 882,925 |
Total operating expenses | 767,846 | 971,455 |
Loss from operations | -767,846 | -971,455 |
Loss on sale of property and equipment | -71,616 | |
Interest expense, net | -65,225 | -4,783 |
Loss before income tax | -904,687 | -976,238 |
Income tax expense | ||
Net loss | ($904,687) | ($976,238) |
Net loss per share: Basic and diluted | ($0.01) | ($0.02) |
Weighted average shares outstanding: Basic and diluted | 161,405,947 | 63,650,780 |
CONSOLIDATED_STATEMENT_OF_CHAN
CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (USD $) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Balance at Dec. 31, 2012 | $150 | $790,055 | ($514,496) | $275,709 |
Balance, shares at Dec. 31, 2012 | 1,500,000 | |||
Stock issued upon reverse merger | 15,675 | 183,507 | 199,180 | |
Stock issued upon reverse merger, shares | 156,752,899 | |||
Issuance of shares to settle liabilities | 46 | 115,051 | 115,097 | |
Issuance of shares to settle liabilities, shares | 460,390 | |||
Debt forgiven by related parties | 128,456 | 128,456 | ||
Issuance of shares for cash | 191 | 514,809 | 515,000 | |
Issuance of shares for cash, shares | 1,910,000 | |||
Issuance of shares for conversion of debt and accrued interest | ||||
Net loss | -976,238 | -976,238 | ||
Balance at Dec. 31, 2013 | 16,062 | 1,731,878 | -1,490,734 | 257,206 |
Balance, shares at Dec. 31, 2013 | 160,623,289 | 160,623,289 | ||
Stock issued upon reverse merger | ||||
Issuance of shares to settle liabilities | ||||
Debt forgiven by related parties | ||||
Issuance of shares for conversion of debt and accrued interest | 292 | 1,165,383 | 1,165,675 | |
Issuance of shares for conversion of debt and accrued interest, shares | 2,915,000 | 2,915,000 | ||
Net loss | -904,687 | -904,687 | ||
Balance at Dec. 31, 2014 | $16,354 | $2,897,261 | ($2,395,421) | $518,194 |
Balance, shares at Dec. 31, 2014 | 163,538,289 | 163,538,289 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Operating Activities | ||
Net loss | ($904,687) | ($976,238) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization expense | 148,841 | 44,530 |
Loss on sale of property and equipment | 71,616 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 117,924 | |
Other current assets | 112,000 | -112,000 |
Accounts payable and accrued expenses | 165,393 | -39,538 |
Due to related parties | 44,025 | 64,730 |
Net cash used in operating activities | -362,812 | -900,592 |
Investing Activities | ||
Purchase of property and equipment | -419,580 | |
Sale of property and equipment | 240,000 | |
Increase in other assets | -174,387 | |
Investment in intangibles | -53,076 | -231,860 |
Net cash used in investing activities | -407,043 | -231,860 |
Financing Activities | ||
Proceeds from issuance of common stock | 515,000 | |
Proceeds from issuance of notes payable | 1,148,417 | 162,500 |
Issuance of common stock to settle liabilities | 115,097 | |
Payments of notes payable | -224,615 | |
Debt forgiven by related parties | 128,456 | |
Shares issued upon reverse merger | 199,180 | |
Net cash provided by financing activities | 923,802 | 1,120,233 |
Net change in cash | 153,947 | -12,219 |
Cash, beginning of the year | 5,349 | 17,568 |
Cash, end of the year | 159,296 | 5,349 |
Supplemental disclosure of cash flow information: | ||
Interest paid | ||
Income taxes paid | ||
Supplemental disclosures of non-cash investing and financing transactions: | ||
Issuance of common stock for conversion of notes payable and accrued interest | 1,165,675 | |
Issuance of common stock for consulting fees | $115,098 |
DESCRIPTION_OF_BUSINESS_AND_ME
DESCRIPTION OF BUSINESS AND MERGER | 12 Months Ended |
Dec. 31, 2014 | |
Description Of Business And Merger | |
DESCRIPTION OF BUSINESS AND MERGER | NOTE 1 – DESCRIPTION OF BUSINESS AND MERGER |
ID Global Solutions Corporation (formerly IIM Global Corporation) (formerly Silverwood Acquisition Corporation) ("ID Global" or the "Company") was incorporated on September 21, 2011 under the laws of the State of Delaware to engage in any lawful corporate undertaking, including, but not limited to, selected mergers and acquisitions. ID Global has been in the developmental stage since inception. In addition to a change in control of its management and shareholders, the Company's operations to date have been limited to issuing shares and filing a registration statement on Form 10 pursuant to the Securities Exchange Act of 1934. ID Global was formed to provide a method for a foreign or domestic private company to become a reporting company with a class of securities registered under the Securities Exchange Act of 1934. | |
The Company is developing biometric products and solutions for global Government, Enterprise, and Consumer markets. The Company is planning to focus in two specific technology areas: biometric handheld identification and biometric mobile payment. The Company’s objective is to focus on two distinct markets, one being the Government market requiring solutions for addressing its security and associated identity management needs and the other the Consumer Mobile Payment market which is looking to define non obtrusive but highly secure solutions used for credit and debit card payments that can incorporate biometric technologies. To address these markets the Company has invested into patenting and developing both hardware and software platforms focused to address these specific market requirements. | |
Management believes that one of the advantages of the Company’s platform approach is that the platforms could be leveraged to support a wide variety of vertical markets in both the Government and Mobile Payment space and could be easily adapted to new markets requiring low cost and configurable solutions. These vertical markets are as an example border control, public safety, enterprise security and asset management, seaports, small business inventory management, military and banking (identity verification). There are no assurances, however, that management’s beliefs are correct. | |
The Company, however, has not completed development of a marketable product and needs to raise substantial additional capital to complete these efforts. | |
Reverse Merger Transaction | |
On August 12, 2013, the Company acquired Innovation in Motion Inc., a Florida corporation (“Innovation in Motion”), in a stock-for-stock transaction (the “Acquisition”). The purpose of the Acquisition was to facilitate and prepare the Company for a registration statement and/or public offering of securities. | |
The Acquisition was effected by the Company through the exchange of each of the outstanding shares and interests of Innovation in Motion for 1.6 shares of common stock of the Company. As a result, in the Acquisition, 97,970,562 shares and interests of common stock of Innovation in Motion were exchanged for, and converted into, 156,752,899 shares of common stock of the Company. | |
As a result of the Acquisition, Innovation in Motion became a wholly owned subsidiary of the Company. The Company, as the sole shareholder of Innovation in Motion, has taken over the operations and business plans of Innovation in Motion. | |
Since former Innovation in Motion security holders owned, after the merger, the majority of IIM Global shares of common stock, and as a result of certain other factors, including that all members of the Company’s executive management are from Innovation in Motion, Innovation in Motion is deemed to be the acquiring company for accounting purposes and the merger was accounted for as a reverse merger and a recapitalization in accordance with generally accepted accounting principles in the United States (“GAAP”). These consolidated financial statements reflect the historical results of Innovation in Motion prior to the merger and that of the combined Company following the merger, and do not include the historical financial results of IIM Global prior to the completion of the merger. Common stock and the corresponding capital amounts of the Company pre-merger have been retroactively restated as capital stock shares reflecting the exchange ratio in the merger. | |
Going Concern | |
The Company has an accumulated deficit of $2,395,421 as of December 31, 2014. The Company’s continuation as a going concern is dependent on its ability to generate sufficient cash flows from operations to meet its obligations, which it has not been able to accomplish to date, and/or obtain additional financing from its stockholders and/or other third parties. | |
These consolidated financial statements have been prepared on a going concern basis, which implies the Company will continue to meet its obligations and continue its operations for the next fiscal year. The continuation of the Company as a going concern is dependent upon financial support from its stockholders, the ability of the Company to obtain necessary equity financing to continue operations, successfully locating and negotiating with other business entities for potential acquisition and /or acquiring new clients to generate revenues. | |
There is no assurance that the Company will ever be profitable. These 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 should the Company be unable to continue as a going concern. |
BASIS_OF_PRESENTATION_AND_SUMM
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 – BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
The summary of significant accounting policies presented below is designed to assist in understanding the Company’s consolidated financial statements. Such consolidated 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 consolidated financial statements. | |
Use of Estimates | |
In preparing these consolidated financial statements in conformity with GAAP, management is required to make estimates and assumptions that may affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amount of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Significant estimates and assumptions included in our consolidated financial statements relate to the valuation of long-lived assets, accruals for potential liabilities, and valuation assumptions related to equity instruments and share based payments. | |
Concentration of Credit Risk | |
The Company’s financial instruments that potentially expose the Company to a concentration of credit risk consist of cash, accounts payable, accrued expense and a related party payable. The Company’s cash is deposited at a financial institution and insured by the Federal Deposit Insurance Corporation (“FDIC”). At various times during the year, the Company may have exceeded this amount insured by the FDIC. | |
Income Taxes | |
The Company accounts for income taxes under Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 740 “Income Taxes.” Under the asset and liability method of FASB ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. 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. Under FASB ASC 740, 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. | |
Property and Equipment, net | |
Property and equipment consisted of furniture and fixtures and computer equipment, and are stated at cost. Property and equipment are depreciated using the straight-line method over the estimated service lives of three to five years. Maintenance and repairs are expensed as incurred and improvements are capitalized. Gains or losses on the disposition of property equipment are recorded upon disposal. All property and equipment were purchased by one of the Company’s officers and shareholder and were recorded as additional capital contribution in the accompanying balance sheet. Depreciation expense amounted to $24,393 and $21,482 for the years periods ended December 31, 2014 and 2013, respectively. | |
Other Assets | |
Other assets consist primarily of costs associated with the construction of HDR mobile biometric devises. As of December 31, 2014, the devises are still under construction and have not been placed in service. Upon completion, the amounts will be recorded as property and equipment and depreciated over their estimated useful lives. | |
Intangible Assets | |
Acquired intangible assets are amortized over their useful lives unless the lives are determined to be indefinite. Acquired intangible assets are carried at cost, less accumulated amortization. Amortization of finite-lived intangible assets is computed over the useful lives of the respective assets. The Company amortizes intangible assets over ten years. Amortization expense amounted to $24,448 and $23,074 for the years ended December 31, 2014 and 2013, respectively. | |
Impairment of Long-Lived Assets | |
Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. | |
If the carrying amount of an asset exceeds its undiscounted estimated future cash flows, an impairment review is performed. An impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of would be separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell, and are no longer depreciated. The assets and liabilities of a disposed group classified as held for sale would be presented separately in the appropriate asset and liability sections of the balance sheet. There were no impairment charges during the years ended December 31, 2014 or 2013. | |
Research and Development Costs | |
Research and development costs consist of expenditures for the research and development of new products and technology. These costs are primarily expenses to vendors contracted to perform research projects and develop technology for the Company's products. Research and development costs are expensed as incurred. | |
Net Loss per Common Share | |
The Company computes net loss per share in accordance with ASC 260, "Earnings per Share". ASC 260 requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period including stock options, using the treasury stock method, and convertible preferred stock, using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential common shares if their effect is anti-dilutive. | |
Fair Value Measurements | |
ASC 820, “Fair Value Measurements”, requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into three levels that may be used to measure fair value: Level 1, defined as observable inputs such as quoted prices in active markets for identical assets or liabilities; Level 2, inputs other than level one that are either directly or indirectly observable such as quoted prices for identical or similar assets or liabilities on markets that are not active; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The Company had no assets or liabilities required to be recorded at fair value on a recurring basis at December 31, 2014 or 2013. | |
Recent Accounting Pronouncements | |
In June 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-10, “Development Stage Entities”. The amendments in this update remove the definition of a development stage entity from the Master Glossary of the ASC thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder 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 in this update are applied retrospectively. The adoption of ASU 2014-10 removed the development stage entity financial reporting requirements from the Company. | |
In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements – Going Concern (Subtopic 205-40). ASU 2014-15 defines management’s responsibilities to evaluate whether there is substantial doubt about an organization’s ability to continue as a going concern. The amendments in ASU 2014-15 will be effectively prospectively for annual reporting periods beginning after December 15, 2016, and interim periods within those annual periods, however early adoption is permitted. The Company adopted ASU 2014-15 for the year ended December 31, 2014 | |
Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements. |
INTANGIBLE_ASSETS
INTANGIBLE ASSETS | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||
INTANGIBLE ASSETS | NOTE 3 – INTANGIBLE ASSETS, NET | ||||||||
Intangible assets consist of the following: | |||||||||
December 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
HDR | $ | 170,394 | $ | 146,706 | |||||
SRIO | 121,731 | 102,259 | |||||||
New product development | 10,818 | - | |||||||
Software | 200,000 | 200,000 | |||||||
502,943 | 448,965 | ||||||||
Less: accumulated depreciation | 81,169 | 55,819 | |||||||
$ | 421,774 | $ | 393,146 | ||||||
Intangible assets consist of legal and global patent registration costs related to the Company’s technology HDR (Handheld biometric mobile devices) and SRIO (Biometric wallet devices). Intangible assets are amortized over ten years. | |||||||||
The Company decided to refocus its research and development on its next generation of HDR Intelligent Accessory platform instead of developing the new HDR+. To achieve this it has contracted a Mechanical Designer and H/W and Embedded S/W Engineer to complete this task. The project will require an additional 6 months and approximately $200,000 to productize into a device that can be sold to Government, or Enterprise customers. The costs associated with the development of this new product are recorded in intangible assets in the accompanying consolidated balance sheet and are reflected as new product development above. |
PROPERTY_AND_EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | |||||||||
PROPERTY AND EQUIPMENT | NOTE 4 – PROPERTY AND EQUIPMENT, NET | ||||||||
Property and equipment consisted of the following: | |||||||||
December 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Computer equipment | $ | 35,819 | $ | 32,035 | |||||
Furniture and fixtures | 54,016 | 54,016 | |||||||
89,835 | 86,051 | ||||||||
Less: accumulated depreciation | 68,253 | 48,040 | |||||||
$ | 21,582 | $ | 38,011 | ||||||
Property and equipment consist of furniture and fixtures and computer equipment. The furniture and computer equipment are being depreciated over a period of from three to five years. | |||||||||
In May 2014, the Company acquired an office building for a purchase price of $430,000, which was sold in December 2014 for $240,000. The Company recorded a loss on sale of the building of $71,616 in the accompanying consolidated statement of operations for the year ended December 31, 2014. The Company amortized the non-refundable deposit $100,000 to expense in 2014. |
ACCOUNTS_PAYABLE_AND_ACCRUED_E
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Accounts Payable and Accrued Liabilities [Abstract] | |||||||||
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | NOTE 5 – ACCOUNTS PAYABLE AND ACCRUED EXPENSES | ||||||||
Accounts payable and accrued expenses consist of the following: | |||||||||
December 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Accounts payable | $ | 40,488 | $ | 19,638 | |||||
Payroll related liabilities | 109,740 | 26,069 | |||||||
Other current liabilities | - | 4,803 | |||||||
$ | 150,228 | $ | 50,510 | ||||||
Related party payables | $ | 60,200 | $ | 16,175 |
PROMISSORY_NOTES_RELATED_PARTY
PROMISSORY NOTES - RELATED PARTY | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | |||||||||
PROMISSORY NOTES - RELATED PARTY | NOTE 6 – PROMISSORY NOTES – RELATED PARTY | ||||||||
Promissory notes – related party outstanding totaled $48,417 and $224,615 as of December 31, 2014 and 2013, respectively, as described below: | |||||||||
December 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Promissory note issued to a company owned by one of the stockholders in October 2013 with a term of six months and bearing interest at a rate of 15%. In March 2014, the Company paid the balance of the note in full. | $ | - | $ | 120,000 | |||||
Promissory notes issued to two directors in October 2013 in place of expense reimbursements due by the Company. The notes have a term of six months and bearing interest at a rate of 15%. In March 2014, the Company paid the balance of the notes in full. | - | 62,115 | |||||||
Promissory note issued to a stockholder in November 2013 with a term of six months and bearing interest at a rate of 15%. In March 2014, the Company paid the balance of the note in full. | - | 20,000 | |||||||
Promissory note issued to a stockholder in December 2013 with a term of six months and bearing interest at a rate of 15%. In March 2014, the Company paid the balance of the note in full. | - | 22,500 | |||||||
Short-term borrowings from a company owned by one of the stockholders. The borrowings are due on demand and are non-interest bearing. In January 2015, the amounts have been paid in full. | 1,625 | - | |||||||
Promissory note issued to a company owned by one of the stockholders in December 2014 with a term of six months and bearing interest at a rate of 15% per annum. | 46,792 | - | |||||||
$ | 48,417 | $ | 224,615 | ||||||
From March 2014 to August 2014, the Company borrowed an aggregate of $1,110,000 from Penn Investments, Inc., a related party under four promissory notes bearing interest at 15% per annum. On September 24, 2014 we entered into a Note Conversion Agreement with Penn Investments, Inc. pursuant to which an aggregate of $1,165,675 of principal and accrued interest due under these notes was converted into 2,915,000 shares of our common stock, based upon a conversion price of $0.40 per share, in full satisfaction of such notes. |
RESEARCH_AND_DEVELOPMENT
RESEARCH AND DEVELOPMENT | 12 Months Ended |
Dec. 31, 2014 | |
Research and Development [Abstract] | |
RESEARCH AND DEVELOPMENT | NOTE 7 – RESEARCH AND DEVELOPMENT |
On April 1, 2013, the Company entered into an engineering contract for the hardware and software development of its next generation HDR device called the HDR+. The device is to be used by government and enterprise customers to capture all forms of machine-readable data as well as the facial and fingerprint biometric information of persons. As of December 31, 2013, the Company had paid $44,000 in cash, which has been recorded as research and development expense. Due to slippages in the development deliverables and lack of proper documentation being supplied the Company terminated this agreement on November 11, 2013. | |
The Company in 2014 has also started to utilize the services of a Kiosk manufacturer, Slabb Inc., for the production of its new Multi-modal Biometric Enrolment and Verification Kiosk. No formal agreement is in place, beyond a standard Non-Disclosure Agreement and the Company can utilize these services on an as needed basis. The Company as of December 31, 2014 has invested $10,818 for a Kiosk specifically designed for its markets, which is included intangible assets on the accompanying consolidated balance sheet as of December 31, 2014 (see Note 3). |
STOCKHOLDERS_EQUITY
STOCKHOLDER'S EQUITY | 12 Months Ended |
Dec. 31, 2014 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDER'S EQUITY | NOTE 8 – STOCKHOLDER’S EQUITY |
The Company has 300,000,000 shares authorized and 163,538,289 and 160,623,289 shares issued and outstanding as of December 31, 2014 and 2013, respectively. | |
On September 24, 2014, the Company issued a total of 2,915,000 common shares to Penn Investments, Inc. for the conversion of outstanding debt and interest (see Note 6). | |
In April 2013, the Company entered into various stockholder subscription agreements with 5 private investors in order to provide working capital for the Company. The agreements stipulate that the shares of common stock will not be issued to the investors until the execution of the reverse merger agreement and subsequent Initial Public Offering. The Company raised $515,000 in cash from the stockholder subscription agreements for the purchase of 1,910,000 shares of common stock. These shares were issued during the quarter ended September 30, 2013. | |
On August 12, 2013, the Company acquired Innovation in Motion Inc., in a stock-for-stock transaction. The purpose of the Acquisition was to facilitate and prepare the Company for a registration statement and/or public offering of securities. The Acquisition was effected by the Company through the exchange of each of the outstanding shares and interests of Innovation in Motion for 1.6 shares of common stock of the Company. As a result, in the Acquisition, the shares and interests of common stock of Innovation in Motion were exchanged for, and converted into, 156,752,899 shares of common stock of the Company. | |
On September 30, 2013, the Company issued a total of 460,390 common shares to two shareholders to settle $115,097 of accrued liabilities that was owed to these shareholders. |
INCOME_TAXES
INCOME TAXES | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Income Tax Disclosure [Abstract] | |||||||||
INCOME TAXES | NOTE 9 – INCOME TAXES | ||||||||
The items accounting for the difference between income taxes computed at the federal statutory rate and the provision for income taxes from continuing operations were as follows: | |||||||||
December 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Statutory federal income tax rate | 34 | % | 34 | % | |||||
State taxes, net of federal benefit | 1 | % | 1 | % | |||||
Change in valuation allowance | -35 | % | -35 | % | |||||
0 | % | 0 | % | ||||||
Significant components of deferred income tax assets and liabilities are as follows: | |||||||||
December 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Net operating loss carryforwards | $ | 811,455 | $ | 522,000 | |||||
Depreciation and amortization | 3,018 | ||||||||
Less: Valuation allowance | (814,473 | ) | (522,000 | ) | |||||
Deferred tax assets, net | $ | - | $ | - | |||||
Internal Revenue Code Section 382 and similar California rules place a limitation on the amount of taxable income that can be offset by net operating loss carryforwards (“NOL”) after a change in control (generally greater than a 50% change in ownership). Transactions such as planned future sales of our common stock may be included in determining such a change in control. These factors give rise to uncertainty as to whether the net deferred tax assets are realizable. We have $2,386,633 in NOL at December 31, 2014 that will begin to expire in 2029 for federal and state purposes and could be limited for use under IRC Section 382. We have recorded a valuation allowance against the entire net deferred tax asset balance due because we believe there exists a substantial doubt that we will be able to realize the benefits due to our lack of a history of earnings and due to possible limitations under IRC Section 382. | |||||||||
We file income tax returns in the U.S. with varying statutes of limitations. Our policy is to recognize interest expense and penalties related to income tax matters as a component of our provision for income taxes. There were no accrued interest and penalties associated with uncertain tax positions as of December 31, 2014 and 2013. We have no unrecognized tax benefits and no interest or penalties included in the financial statements. |
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 10 – COMMITMENTS AND CONTINGENCIES |
Operating Leases | |
On December 19, 2014 at the closing of the sale of the Company’s office building (see Note 4), we entered into a 12 month lease for office facilities at a monthly rate of $3,000, with an option to extend the lease term an additional 12 months for $3,300 per month. The monthly payments include all taxes and building maintenance charges. The Company must notify the Landlord of our intention to extend the Lease for an additional 12 months by no later than October 31, 2015. | |
Executive Compensation | |
In February 2014 the Company executed a new Employment Agreement with David Jones, President and CEO of the Company, at an annual salary of $60,000 per year and to include all benefits as offered to any other employee at the time. | |
In February 2014 the Company hired Thomas Szoke and Douglas Solomon to join the company as acting Chief Technology Officer and Chief Operating Officer respectively, at an annual rate of $60,000 per year to include all benefits as offered to any other employee at the time. Votes will be taken at the next full Board of Directors meeting for the appointment of each to the post permanently. | |
On July 1, 2014, the Company officers agreed to adjust their total compensation to $1 per year and will not receive any other benefits or other forms of compensation. | |
Effective August 25, 2014, David Jones resigned as the President and CEO. | |
Effective December 19, 2014, the Company entered into a three year employment agreement with Thomas Szoke to be the Company’s President and CEO. The agreement provides for an annual base salary of $275,000, along with a signing bonus equivalent to 3 months base salary. The agreement also provides for future bonuses, stock options and other benefits to be granted at the discretion of the Board of Directors. | |
Effective December 19, 2014, the Company entered into a three year employment agreement with Douglas Solomon to be the Company’s Chairman and COO. The agreement provides for an annual base salary of $250,000, along with a signing bonus equivalent to 3 months base salary. The agreement also provides for future bonuses, stock options and other benefits to be granted at the discretion of the Board of Directors. | |
Legal Matters | |
From time to time, claims are made against the Company in the ordinary course of business, which could result in litigation. Claims and associated litigation are subject to inherent uncertainties and unfavorable outcomes could occur, such as monetary damages, fines, penalties or injunctions prohibiting the Company from selling one or more products or engaging in other activities. The occurrence of an unfavorable outcome in any specific period could have a material adverse effect on the Company’s results of operations for that period or future periods. The Company is not presently a party to any pending or threatened legal proceedings. |
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 11 – SUBSEQUENT EVENTS |
On March 6, 2015, ID Global Solutions Corporation (the “Company”) entered into a Share Purchase Agreement (the "Purchase Agreement") with all of the shareholders (the "Multipay Shareholders") of Multipay S.A., a Colombian corporation ("Multipay"), pursuant to which the Company agreed to acquire 100% of the issued and outstanding shares of Multipay (the "Multipay Shares") from the Multipay Shareholders on a fully diluted basis. In consideration for the Multipay Shares, the Company will issue and sell to the Multipay Shareholders an aggregate of 7,600,000 shares of common stock of the Company. The closing is expected to occur on or before April 6, 2015. Within ten days of the closing date, the Company is required to issue 7,000,000 shares of common stock. Upon the Multipay Shareholders paying certain liabilities in the approximate amount of $340,000, the Company is required to deliver the balance of 600,000 shares of common stock to the Multipay Shareholders. In the event the Multipay Shareholders do not pay the required amount by the 12-month anniversary of the closing date, the Company will not be required to deliver the remaining shares of common stock. | |
Multipay through the use of its own proprietary software platforms is engaged in providing an array of value added payment gateway services as well as complimentary mobile wallet applications and services to various customers in Colombia and Peru. The company was established in December of 2008 and has 14 full time employees based in Bogota, Colombia. |
BASIS_OF_PRESENTATION_AND_SUMM1
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Use of Estimates | Use of Estimates |
In preparing these consolidated financial statements in conformity with GAAP, management is required to make estimates and assumptions that may affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amount of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Significant estimates and assumptions included in our consolidated financial statements relate to the valuation of long-lived assets, accruals for potential liabilities, and valuation assumptions related to equity instruments and share based payments. | |
Concentration of Credit Risk | Concentration of Credit Risk |
The Company’s financial instruments that potentially expose the Company to a concentration of credit risk consist of cash, accounts payable, accrued expense and a related party payable. The Company’s cash is deposited at a financial institution and insured by the Federal Deposit Insurance Corporation (“FDIC”). At various times during the year, the Company may have exceeded this amount insured by the FDIC. | |
Income Taxes | Income Taxes |
The Company accounts for income taxes under Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) 740 “Income Taxes.” Under the asset and liability method of FASB ASC 740, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. 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. Under FASB ASC 740, 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. | |
Property and Equipment, net | Property and Equipment, net |
Property and equipment consisted of furniture and fixtures and computer equipment, and are stated at cost. Property and equipment are depreciated using the straight-line method over the estimated service lives of three to five years. Maintenance and repairs are expensed as incurred and improvements are capitalized. Gains or losses on the disposition of property equipment are recorded upon disposal. All property and equipment were purchased by one of the Company’s officers and shareholder and were recorded as additional capital contribution in the accompanying balance sheet. Depreciation expense amounted to $24,393 and $21,482 for the years periods ended December 31, 2014 and 2013, respectively. | |
Other Assets | Other Assets |
Other assets consist primarily of costs associated with the construction of HDR mobile biometric devises. As of December 31, 2014, the devises are still under construction and have not been placed in service. Upon completion, the amounts will be recorded as property and equipment and depreciated over their estimated useful lives. | |
Intangible Assets | Intangible Assets |
Acquired intangible assets are amortized over their useful lives unless the lives are determined to be indefinite. Acquired intangible assets are carried at cost, less accumulated amortization. Amortization of finite-lived intangible assets is computed over the useful lives of the respective assets. The Company amortizes intangible assets over ten years. Amortization expense amounted to $24,448 and $23,074 for the years ended December 31, 2014 and 2013, respectively. | |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets |
Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. | |
If the carrying amount of an asset exceeds its undiscounted estimated future cash flows, an impairment review is performed. An impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of would be separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell, and are no longer depreciated. The assets and liabilities of a disposed group classified as held for sale would be presented separately in the appropriate asset and liability sections of the balance sheet. There were no impairment charges during the years ended December 31, 2014 or 2013. | |
Research and Development Costs | Research and Development Costs |
Research and development costs consist of expenditures for the research and development of new products and technology. These costs are primarily expenses to vendors contracted to perform research projects and develop technology for the Company's products. Research and development costs are expensed as incurred. | |
Net Loss per Common Share | Net Loss per Common Share |
The Company computes net loss per share in accordance with ASC 260, "Earnings per Share". ASC 260 requires presentation of both basic and diluted earnings per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period including stock options, using the treasury stock method, and convertible preferred stock, using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential common shares if their effect is anti-dilutive. | |
Fair Value Measurements | Fair Value Measurements |
ASC 820, “Fair Value Measurements”, requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into three levels that may be used to measure fair value: Level 1, defined as observable inputs such as quoted prices in active markets for identical assets or liabilities; Level 2, inputs other than level one that are either directly or indirectly observable such as quoted prices for identical or similar assets or liabilities on markets that are not active; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The Company had no assets or liabilities required to be recorded at fair value on a recurring basis at December 31, 2014 or 2013. | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements |
In June 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-10, “Development Stage Entities”. The amendments in this update remove the definition of a development stage entity from the Master Glossary of the ASC thereby removing the financial reporting distinction between development stage entities and other reporting entities from U.S. GAAP. In addition, the amendments eliminate the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows, and shareholder 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 in this update are applied retrospectively. The adoption of ASU 2014-10 removed the development stage entity financial reporting requirements from the Company. | |
In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements – Going Concern (Subtopic 205-40). ASU 2014-15 defines management’s responsibilities to evaluate whether there is substantial doubt about an organization’s ability to continue as a going concern. The amendments in ASU 2014-15 will be effectively prospectively for annual reporting periods beginning after December 15, 2016, and interim periods within those annual periods, however early adoption is permitted. The Company adopted ASU 2014-15 for the year ended December 31, 2014 | |
Other recent accounting pronouncements issued by the FASB (including its Emerging Issues Task Force), the American Institute of Certified Public Accountants, and the United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements. |
INTANGIBLE_ASSETS_Tables
INTANGIBLE ASSETS (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||
Schedule of Intangible Assets | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
HDR | $ | 170,394 | $ | 146,706 | |||||
SRIO | 121,731 | 102,259 | |||||||
New product development | 10,818 | - | |||||||
Software | 200,000 | 200,000 | |||||||
502,943 | 448,965 | ||||||||
Less: accumulated depreciation | 81,169 | 55,819 | |||||||
$ | 421,774 | $ | 393,146 |
PROPERTY_AND_EQUIPMENT_Tables
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | |||||||||
Schedule of Property and Equipment | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
Computer equipment | $ | 35,819 | $ | 32,035 | |||||
Furniture and fixtures | 54,016 | 54,016 | |||||||
89,835 | 86,051 | ||||||||
Less: accumulated depreciation | 68,253 | 48,040 | |||||||
$ | 21,582 | $ | 38,011 |
ACCOUNTS_PAYABLE_AND_ACCRUED_E1
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Accounts Payable and Accrued Liabilities [Abstract] | |||||||||
Schedule of Accounts Payable and Accrued Expenses | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
Accounts payable | $ | 40,488 | $ | 19,638 | |||||
Payroll related liabilities | 109,740 | 26,069 | |||||||
Other current liabilities | - | 4,803 | |||||||
$ | 150,228 | $ | 50,510 | ||||||
Related party payables | $ | 60,200 | $ | 16,175 |
PROMISSORY_NOTES_RELATED_PARTY1
PROMISSORY NOTES - RELATED PARTY (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Schedule of Promissory Notes | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
Promissory note issued to a company owned by one of the stockholders in October 2013 with a term of six months and bearing interest at a rate of 15%. In March 2014, the Company paid the balance of the note in full. | $ | - | $ | 120,000 | |||||
Promissory notes issued to two directors in October 2013 in place of expense reimbursements due by the Company. The notes have a term of six months and bearing interest at a rate of 15%. In March 2014, the Company paid the balance of the notes in full. | - | 62,115 | |||||||
Promissory note issued to a stockholder in November 2013 with a term of six months and bearing interest at a rate of 15%. In March 2014, the Company paid the balance of the note in full. | - | 20,000 | |||||||
Promissory note issued to a stockholder in December 2013 with a term of six months and bearing interest at a rate of 15%. In March 2014, the Company paid the balance of the note in full. | - | 22,500 | |||||||
Short-term borrowings from a company owned by one of the stockholders. The borrowings are due on demand and are non-interest bearing. In January 2015, the amounts have been paid in full. | 1,625 | - | |||||||
Promissory note issued to a company owned by one of the stockholders in December 2014 with a term of six months and bearing interest at a rate of 15% per annum. | 46,792 | - | |||||||
$ | 48,417 | $ | 224,615 |
INCOME_TAXES_Tables
INCOME TAXES (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Income Tax Disclosure [Abstract] | |||||||||
Schedule of Income Tax Reconciliation | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
Statutory federal income tax rate | 34 | % | 34 | % | |||||
State taxes, net of federal benefit | 1 | % | 1 | % | |||||
Change in valuation allowance | -35 | % | -35 | % | |||||
0 | % | 0 | % | ||||||
Schedule of Deferred Tax Assets | December 31, | December 31, | |||||||
2014 | 2013 | ||||||||
Net operating loss carryforwards | $ | 811,455 | $ | 522,000 | |||||
Depreciation and amortization | 3,018 | ||||||||
Less: Valuation allowance | (814,473 | ) | (522,000 | ) | |||||
Deferred tax assets, net | $ | - | $ | - |
DESCRIPTION_OF_BUSINESS_AND_ME1
DESCRIPTION OF BUSINESS AND MERGER (Details Narrative) (USD $) | 1 Months Ended | ||
Aug. 12, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
OVERVIEW [Abstract] | |||
Exchange of shares | 1.6 | ||
Stock issued during period, acquisitions | 97,970,562 | ||
Number of shares converted | 156,752,899 | ||
Accumulated deficit | $2,395,421 | $1,490,734 |
BASIS_OF_PRESENTATION_AND_SUMM2
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Concentration Risk [Line Items] | ||
Depreciation | $24,393 | $21,482 |
Intangible asset, useful life | 10 years | |
Amortization | $24,448 | $23,074 |
Minimum [Member] | ||
Concentration Risk [Line Items] | ||
Property and equipment, estimated useful life | 3 years | |
Maximum [Member] | ||
Concentration Risk [Line Items] | ||
Property and equipment, estimated useful life | 5 years |
INTANGIBLE_ASSETS_NET_Details
INTANGIBLE ASSETS, NET (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $502,943 | $448,965 |
Less: accumulated depreciation | 81,169 | 55,819 |
Intangible assets, net | 421,774 | 393,146 |
HDR [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 170,394 | 146,706 |
SRIO [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 121,731 | 102,259 |
New product development [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | 10,818 | |
Software [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, gross | $200,000 | $200,000 |
INTANGIBLE_ASSETS_NET_Details_
INTANGIBLE ASSETS, NET (Details Narrative) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Payments to acquire intangible assets | $200,000 |
Intangible asset, useful life | 10 years |
PROPERTY_AND_EQUIPMENT_NET_Det
PROPERTY AND EQUIPMENT, NET (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $89,835 | $86,051 |
Less: accumulated depreciation | 68,253 | 48,040 |
Property and equipment, net | 21,582 | 38,011 |
Computer [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 35,819 | 32,035 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $54,016 | $54,016 |
PROPERTY_AND_EQUIPMENT_NET_Det1
PROPERTY AND EQUIPMENT, NET (Details Narrative) (USD $) | 1 Months Ended | 12 Months Ended | |
31-May-14 | Dec. 31, 2014 | Dec. 31, 2013 | |
Purchase price of office building | $430,000 | ||
Office building sold | 240,000 | ||
Loss on sale of the building | -71,616 | ||
Amortized of non-refundable deposit | $100,000 | ||
Computer equipment [Member] | Minimum [Member] | |||
Property and equipment estimated useful life | P3Y | ||
Computer equipment [Member] | Maximum [Member] | |||
Property and equipment estimated useful life | P5Y | ||
Furniture and fixtures [Member] | Minimum [Member] | |||
Property and equipment estimated useful life | P3Y | ||
Furniture and fixtures [Member] | Maximum [Member] | |||
Property and equipment estimated useful life | P5Y |
ACCOUNTS_PAYABLE_AND_ACCRUED_E2
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Accounts Payable and Accrued Liabilities [Abstract] | ||
Accounts payable | $40,488 | $19,638 |
Payroll related liabilities | 109,740 | 26,069 |
Other current liabilities | 4,803 | |
Total Accrued Payable and Accrued Expenses | 150,228 | 50,510 |
Related party payables | $60,200 | $16,175 |
PROMISSORY_NOTES_RELATED_PARTY2
PROMISSORY NOTES - RELATED PARTY (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Debt Instrument [Line Items] | ||
Promissory notes-related party | $48,417 | $224,615 |
Interest rate | 15.00% | |
Debt Instrument One [Member] | ||
Debt Instrument [Line Items] | ||
Promissory notes-related party | 120,000 | |
Interest rate | 15.00% | |
Debt Instrument Two [Member] | ||
Debt Instrument [Line Items] | ||
Promissory notes-related party | 62,125 | |
Interest rate | 15.00% | |
Debt Instrument Three [Member] | ||
Debt Instrument [Line Items] | ||
Promissory notes-related party | 20,000 | |
Interest rate | 15.00% | |
Debt Instrument Four [Member] | ||
Debt Instrument [Line Items] | ||
Promissory notes-related party | 22,500 | |
Interest rate | 15.00% | |
Debt Instrument Five [Member] | ||
Debt Instrument [Line Items] | ||
Promissory notes-related party | 1,625 | |
Interest rate | ||
Debt Instrument Six [Member] | ||
Debt Instrument [Line Items] | ||
Promissory notes-related party | $46,792 | |
Interest rate | 15.00% |
PROMISSORY_NOTES_RELATED_PARTY3
PROMISSORY NOTES - RELATED PARTY (Details Narrative) (USD $) | 1 Months Ended | 6 Months Ended | 12 Months Ended | |
Sep. 24, 2014 | Aug. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | |
Debt Disclosure [Abstract] | ||||
Promissory notes - related party outstanding | $48,417 | $224,615 | ||
Proceeds from related party debt | 1,110,000 | |||
Issuance of shares for conversion of debt and accrued interest | $1,165,675 | $1,165,675 | ||
Issuance of shares for conversion of debt and accrued interest, shares | 2,915,000 | |||
Conversion price | $0.40 | |||
Promissory notes bearing rate of interest | 15.00% |
RESEARCH_AND_DEVELOPMENT_Detai
RESEARCH AND DEVELOPMENT (Details) (USD $) | 12 Months Ended | 3 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 | |
Research and development | $1,500 | $44,000 | |
Multi-modal Biometric Enrolment and Verification Kiosk | |||
Invested amount | $10,818 |
STOCKHOLDERS_EQUITY_Details
STOCKHOLDER'S EQUITY (Details) (USD $) | 1 Months Ended | 12 Months Ended | ||||
Sep. 30, 2014 | Sep. 30, 2013 | Aug. 12, 2013 | Apr. 30, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | |
Stockholders' Equity Note [Abstract] | ||||||
Common stock, shares authorized | 300,000,000 | 300,000,000 | ||||
Common stock, shares issued | 163,538,289 | 160,623,289 | ||||
Common stock, shares outstanding | 163,538,289 | 160,623,289 | ||||
Exchange of shares | 1.6 | |||||
Number of shares converted | 156,752,899 | |||||
Issuance of shares to settle liabilities, shares | 2,915,000 | 460,390 | ||||
Issuance of shares to settle liabilities | $115,097 | ($115,097) | ||||
Issuance of shares for cash, shares | 1,910,000 | |||||
Issuance of shares for cash | $515,000 | $515,000 |
INCOME_TAXES_Details
INCOME TAXES (Details) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | ||
Statutary federal income tax rate | 34.00% | 34.00% |
State taxes, net of federal benefit | 0.00% | 0.00% |
Change in valuation allowance | -34.00% | -34.00% |
Benefit for income taxes | 0.00% | 0.00% |
INCOME_TAXES_Details_1
INCOME TAXES (Details 1) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryforwards | $811,455 | $522,000 |
Depreciation and amortization | 3,018 | |
Less: Valuation allowance | -814,473 | -522,000 |
Deferred tax assets, net | $0 | $0 |
INCOME_TAXES_Narrative_Details
INCOME TAXES (Narrative) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | ||
Change in ownership percentage | 50.00% | |
Net loss carryforwards | $2,386,633 | |
Net loss carryforwards, expiration | 31-Dec-29 |
COMMITMENTS_AND_CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES (Details) (USD $) | 1 Months Ended | 12 Months Ended | 1 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Feb. 28, 2014 | Jul. 31, 2014 | |
Related Party Transaction [Line Items] | |||||
Monthly rental payments | $3,000 | $3,300 | |||
Lease expiration date | 31-Oct-15 | ||||
Debt forgiven by related parties | 128,456 | ||||
Chief Executive Officer [Member] | |||||
Related Party Transaction [Line Items] | |||||
Officers' compensation | 275,000 | 60,000 | |||
Chief Technology Officer [Member] | |||||
Related Party Transaction [Line Items] | |||||
Officers' compensation | 60,000 | ||||
Chief Operating Officer [Member] | |||||
Related Party Transaction [Line Items] | |||||
Officers' compensation | 250,000 | 60,000 | |||
Officers [Member] | |||||
Related Party Transaction [Line Items] | |||||
Officers' compensation | $1 |
SUBSEQUENT_EVENTS_Details
SUBSEQUENT EVENTS (Details) (USD $) | 1 Months Ended | |||
Apr. 30, 2013 | Apr. 30, 2015 | Mar. 31, 2015 | Mar. 06, 2015 | |
Subsequent Event [Line Items] | ||||
Issuance of common shares | 1,910,000 | |||
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Equity method investment ownership percentage | 100.00% | |||
Issuance of common shares | 7,000,000 | 7,600,000 | ||
Shareholders paying certain liabilities | $340,000 | |||
Common stock to Multipay Shareholders | 600,000 |