Bioscience Neutraceuticals (DEVV) 10-K 9 Apr 19 2018 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2018	Apr. 05, 2019	Jun. 30, 2018
Document And Entity Information
Entity Registrant Name	BIOSCIENCE NEUTRACEUTICALS, INC.
Entity Central Index Key	0001555995
Document Type	10-K
Document Period End Date	Dec. 31, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	No
Entity Filer Category	Non-accelerated Filer
Entity Public Float			$ 99,757
Entity Common Stock, Shares Outstanding		242,516
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2018
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Ex-Transition Period	false

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Dec. 31, 2018	Dec. 31, 2017
Current Assets
Prepaid expense	$ 6,000
Assets from discontinued operations		4,689
Total Current Assets	6,000	4,689
Total Assets	6,000	4,689
Current Liabilities
Accounts payable and accrued liabilities	36,813	7,562
Due to related parties	100,172	56,125
Convertible notes	22,878	22,878
Notes payable	27,500	27,500
Liabilities from discontinued operations		20,168
Total Current Liabilities	187,363	134,233
Long-term note payable	3,957
Total Liabilities	191,320	134,233
STOCKHOLDERS' DEFICIT
Preferred Stock, par value $0.0001, 50,000,000 shares authorized, 0 shares issued and outstanding, respectively
Common Stock, par value $0.0001, 100,000,000 shares authorized, 242,516 shares issued and outstanding, respectively	24	24
Additional paid-in capital	132,923	115,161
Accumulated deficit	(318,267)	(244,729)
Total Stockholders' Deficit	(185,320)	(129,544)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$ 6,000	$ 4,689

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2018	Dec. 31, 2017
Consolidated Balance Sheets Parenthetical Abstract
Preferred Stock, par value	$ 0.0001	$ 0.0001
Preferred Stock, shares authorized	50,000,000	50,000,000
Preferred Stock, shares issued	0	0
Preferred Stock, shares outstanding	0	0
Common Stock, par value	$ 0.0001	$ 0.0001
Common Stock, shares authorized	100,000,000	100,000,000
Common Stock, shares issued	242,516	242,516
Common Stock, shares outstanding	242,516	242,516

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Consolidated Statements Of Operations
Revenues
Operating Expenses
General and administrative	2,055	1,233
Professional	34,245	22,095
Total Operating Expenses	36,300	23,328
Net loss from operations	(36,300)	(23,328)
Other expense
Interest expense	(24,955)	(28,143)
Total other expense	(24,955)	(28,143)
Net loss before taxes	(61,255)	(51,471)
Provision for income taxes
Loss from Continuing Operations	(61,255)	(51,471)
Discontinued operations
Loss from discontinued operations	(8,250)	(98,384)
Loss on disposal of assets and liabilities	(4,033)
Loss from Discontinued Operations, Net of Tax Benefits	(12,283)	(98,384)
Net loss	$ (73,538)	$ (149,855)
Net Loss Per Common Share – Basic and Diluted	$ (0.30)	$ (0.62)
Weighted Average Common Shares Outstanding	242,516	239,897

CONSOLIDATED STATEMENTS OF STOC

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($)	Preferred Stock	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Total
Beginning Balance, Shares at Dec. 31, 2016		237,516
Beginning Balance, Amount at Dec. 31, 2016		$ 24	$ 77,476	$ (94,874)	$ (17,374)
Accounts payable and accrued liabilities settled by related parties			14,807		14,807
Acquisition of Subsidiary, Shares		5,000
Acquisition of Subsidiary, Amount
Beneficial conversion feature			22,878		22,878
Debt forgiveness
Net loss for the period				(149,855)	(149,855)
Ending Balance, Shares at Dec. 31, 2017		242,516
Ending Balance, Amount at Dec. 31, 2017		$ 24	115,161	(244,729)	(129,544)
Accounts payable and accrued liabilities settled by related parties
Acquisition of Subsidiary, Shares
Acquisition of Subsidiary, Amount
Beneficial conversion feature
Debt forgiveness			17,762		17,762
Net loss for the period				(73,538)	(73,538)
Ending Balance, Shares at Dec. 31, 2018		242,516
Ending Balance, Amount at Dec. 31, 2018		$ 24	$ 132,923	$ (318,267)	$ (185,320)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Cash Flows from Operating Activities:
Net loss	$ (73,538)	$ (149,855)
Adjustments to reconcile net loss to net cash used in operating activities:
Impairment loss		87,896
Amortization of debt discount		22,878
Debt forgiveness		(1,554)
Loss from disposal of assets	4,033
Changes in operating assets and liabilities:
Inventory	(1,715)	1,675
Prepaid expense	(6,000)
Accounts payable and accrued liabilities	30,208	(3,049)
Net Cash Used in Operating Activities	(47,012)	(42,009)
Cash Flows from Investing Activities:
Acquisition of subsidiary		(47,972)
Disposal of assets and liabilities	(1,088)
Net Cash Used in Investing Activities	(1,088)	(47,972)
Cash Flows from Financing Activities:
Loan from related parties	45,814	57,208
Repayments of related party loans	(3,159)	(8,010)
Repayments of Loans		(8,107)
Proceeds from notes payable		22,878
Proceeds from notes payable	3,957	27,500
Net Cash Provided By Financing Activities	46,612	91,469
Net Change in Cash and Cash Equivalents	(1,488)	1,488
Cash and Cash Equivalents, beginning of period	1,488
Cash and Cash Equivalents, end of period		1,488
Supplemental Disclosure Information:
Cash paid for interest
Cash paid for taxes
Non-Cash Disclosure:
Forgiveness of debt by related party to contributed capital	17,762	8,273
Accounts payable balances settled by previous owner		6,534
Beneficial conversion feature		$ 22,878

ORGANIZATION AND DESCRIPTION OF

ORGANIZATION AND DESCRIPTION OF BUSINESS	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS	Organization, Nature of Business and Trade Name Bioscience Neutraceuticals, Inc. (the Company) was incorporated in the State of Nevada on June 15, 2010 under the name JobLocationMap Inc. Bioscience Neutraceuticals, Inc.’s principal business objective is developing and marketing an online map application. The Company is located at 500 North Michigan Avenue #600, Chicago, Illinois. The Company’s activities are subject to significant risks and uncertainties including failing to secure additional funding to operationalize the Company’s future operations. The Company is currently evaluating and reviewing the future course of business. Recent Developments On July 10, 2017, the Company acquired all of the shares of Bio Health Products Inc. a Nevada corporation, in exchange for 5,000 shares of the Company’s common stock, whereby Bio Health Products Inc. became a wholly owned subsidiary of the Company. Bio Health Products Inc. had previously acquired the assets of Essential Oils, a sole proprietorship. Bio Health Products Inc. was owned by Liang Chen, the CEO of the Company. As these transactions are between entities under common control, the Company has reported the results of operations for the period in a manner similar to a pooling of interests and has consolidated financial results since the initial date in which the above companies were under common control. Assets and liabilities were combined on their carrying values and no recognition of goodwill was made. The Company has presented earnings per share based on the new parent company shares issued to the former shareholders of the Company. Merger with subsidiary and name change On November 14, 2018, our board of directors approved an agreement and plan of merger to merge with our wholly-owned subsidiary, Bioscience Neutraceuticals, Inc. a Nevada corporation, to effect a name change from JobLocationMap, Inc. to Bioscience Neutraceuticals, Inc. Our company will remain the surviving entity. Articles of Merger to effect the merger and change of name were filed with the Nevada Secretary of State with an effective date of December 12, 2018. Disposal of business On October 1, 2018, the Company disposed of online application business. The change of the business qualified as a discontinued operation of the Company and accordingly, the Company has excluded results of the operations from its Consolidated Statements of Operations to present this business in discontinued operations. Refer to Note 9 for further details. Reverse Stock Split On January 18, 2019, a majority of our shareholders approved a reverse stock split on a basis of 40 old shares for one (1) new share of our issued and outstanding common stock. The reverse split has been reviewed by the Financial Industry Regulatory Authority and has been approved for filing with an effective date of February 7, 2019. All share and per share information in these financial statements retroactively reflect this stock distribution.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	A summary of significant accounting policies of the Company is presented to assist in understanding the Company’s consolidated financial statements. The accounting policies presented in these footnotes conform to accounting principles generally accepted in the United States of America and have been consistently applied in the preparation of the accompanying financial statements. These financial statements and notes are representations of the Company’s management who are responsible for their integrity and objectivity. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany transactions and balances have been eliminated. Use of Estimates The preparation of financial statements in accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. A change in managements’ estimates or assumptions could have a material impact on Bioscience Neutraceuticals, Inc.’s financial condition and results of operations during the period in which such changes occurred. Actual results could differ from those estimates. Bioscience Neutraceuticals, Inc.’s financial statements reflect all adjustments that management believes are necessary for the fair presentation of their financial condition and results of operations for the periods presented. Cash and Cash Equivalents For purposes of the statement of cash flows, the Company considers all short-term debt securities purchased with maturity of three months or less to be cash equivalents. Inventory The Company’s inventory consists of oil products. All inventory is finished goods. Inventories are stated at the lower of cost or market value. Inventory is stored off-site and held by a third party. The Company utilizes last-in first-out for inventory items held. Items determined to be obsolete are reserved for. The Company provides for the possible inability to sell its inventories by providing an excess inventory reserve. As at December 31, 2018, the Company determined that no reserve was required. Goodwill We account for goodwill in accordance with ASC 350 ”Intangibles-Goodwill and Other” During the year ended December 31, 2017, we determined that the carrying value of goodwill exceeded its fair value at the measurement date, requiring step two in the impairment test process. The fair value of the goodwill was determined primarily using an income approach based on the present value of discounted cash flows. We determined the implied fair value of goodwill was substantially below the carrying value of the reporting unit’s goodwill. Accordingly, we recognized a goodwill impairment loss of $87,896, which resulted in goodwill of $0 as of December 31, 2017. Revenue Recognition Revenues are recognized when control of the promised goods or services are transferred to a customer, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements: • identify the contract with a customer; • identify the performance obligations in the contract; • determine the transaction price; • allocate the transaction price to performance obligations in the contract; and • recognize revenue as the performance obligation is satisfied. Under these criteria, this generally means that the Company recognizes revenue when its products are delivered to customers in accordance with the sales terms. Cost of Goods Sold Cost of goods sold includes the following expenses; inventory and various expenses related to sell the products through third party services. Fair Value of Financial Instruments The Company applies fair value accounting for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are required to be recorded at fair value, the Company considers the principal or most advantageous market in which the Company would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as risks inherent in valuation techniques, transfer restrictions and credit risk. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1 Level 2 Level 3 In accordance with the fair value accounting requirements, companies may choose to measure eligible financial instruments and certain other items at fair value. The Company has not elected the fair value option for any eligible financial instruments. As of December 31, 2018 and 2017 the carrying value of cash and cash equivalent, accounts payable and loans that are required to be measured at fair value, approximated fair value due to the short-term nature and maturity of these instruments. Beneficial Conversion Feature For conventional convertible debt where the rate of conversion is below market value, the Corporation records a Beneficial Conversion Feature (the “BCF”) and related debt discount. When the Company records a BCF, the intrinsic value of the BCF is recorded as a debt discount against the face amount of the respective debt instrument (offset to additional paid-in capital) and amortized to interest expense over the life of the debt. Income Taxes The Company recognizes the tax effects of transactions in the year in which such transactions enter into the determination of net income, regardless of when reported for tax purposes. Recent Accounting Pronouncements Management has considered all recent accounting pronouncements issued since the last audit of our financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements.

GOING CONCERN

GOING CONCERN	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
NOTE 3 – GOING CONCERN	The Company’s consolidated financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. However, the Company does not have an established source of revenues sufficient to cover its operating costs and to allow it to continue as a going concern. Under the going concern assumption, an entity is ordinarily viewed as continuing in business for the foreseeable future with neither the intention nor the necessity of liquidation, ceasing trading, or seeking protection from creditors pursuant to laws or regulations. Accordingly, assets and liabilities are recorded on the basis that the entity will be able to realize its assets and discharge its liabilities in the normal course of business. The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plan described in the Nature of Business and Trade Name paragraph and eventually attain profitable operations. The accompanying financial statements do not include any adjustments that may be necessary if the Company is unable to continue as a going concern. During the next year, the Company’s foreseeable cash requirements will relate to continual development of the operations of its business, maintaining its good standing and making the requisite filings with the Securities and Exchange Commission, and the payment of expenses associated with research and development. The Company may experience a cash shortfall and be required to raise additional capital. Historically, it has mostly relied upon internally generated funds and funds from the sale of shares of stock to finance its operations and growth. Management may raise additional capital through future public or private offerings of the Company’s stock or through loans from private investors, although there can be no assurance that it will be able to obtain such financing. The Company’s failure to do so could have a material and adverse effect upon it and its shareholders. In the past year, the Company funded operations by using cash proceeds received through the issuance of common stock and loan from related party. For the coming year, the Company plans to continue to fund the Company through debt and securities sales and issuances until the company generates enough revenues through the operations as stated above.

EQUITY

EQUITY	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
NOTE 4 – EQUITY	The Company has authorized 100,000,000 shares of common stock with a par value of $0.0001 and 50,000,000 shares of preferred stock with a par value of $0.0001. Preferred stock As of December 31, 2018 and 2017, there was no shares issued and outstanding. Common stock On July 10, 2017, the Company issued 5,000 shares to acquire all of the shares of Bio Health Products Inc. (Note 1). 242,516 shares of common stock were issued and outstanding as of December 31, 2018 and 2017.

NOTE PAYABLE

NOTE PAYABLE	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
NOTE 5 – NOTE PAYABLE	On June 9, 2017, the Company issued note payable of $7,500 to a third party. The note is a 40 % interest bearing promissory note that is payable on demand. During the year ended December 31, 2018 and 2017, the Company recognized interest expense of $4,693 and $1,693, respectively. On August 14, 2017, the Company issued note payable of $20,000 to a third party. The note is a 40 % interest bearing promissory note that is payable on demand. During the year ended December 31, 2018 and 2017, the Company recognized interest expense of $11,065 and $3,065, respectively. On March 31, 2018, the Company issued note payable of $3,957 to a third party. The note is a 57% interest bearing promissory note that is payable on March 31, 2023. During the year ended December 31, 2018, the Company recognized interest expense of $1,699. As of December 31, 2018 and 2017, the Company owed notes payable of $27,500 and $27,500 and long-term notes payable of $3,957 and $0, respectively.

CONVERTIBLE NOTE PAYABLE

CONVERTIBLE NOTE PAYABLE	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
NOTE 6 - CONVERTIBLE NOTE PAYABLE	On December 31, 2017, the Company issued a convertible note of $4,875 with a conversion price of $0.01. The convertible note is unsecured, bears interest at 57% per annum, has no maturity date and due on demand. The Company recorded a discount on the convertible note due to a beneficial conversion feature of $4,875 and amortized $4,875 for the year ended December 31, 2017. As of December 31, 2018 and 2017, the Company had a convertible note of $4,875. During the year ended December 31, 2018 and 2017, the Company recognized interest expense of $2,787 and $8, respectively. On December 31, 2017, the Company issued a convertible note of $6,803 with a conversion price of $0.01. The convertible note is unsecured, bears interest at 57% per annum, has no maturity date and due on demand. The Company recorded a discount on the convertible note due to a beneficial conversion feature of $6,803 and amortized $6,803 for the year ended December 31, 2017. As of December 31, 2018 and 2017, the Company had a convertible note of $6,803. During the year ended December 31, 2018 and 2017, the Company recognized interest expense of $3,888 and $11, respectively. On December 31, 2017, the Company issued a convertible note of $11,200 with a conversion price of $0.005. The convertible note is unsecured, bears interest at 50% per annum, has no maturity date and due on demand. The Company recorded a discount on the convertible note due to a beneficial conversion feature of $11,200 and amortized $11,200 for the year ended December 31, 2017. As of December 31, 2018 and 2017, the Company had a convertible note of $11,200. During the year ended December 31, 2018 and 2017, the Company recognized interest expense of $5,615 and $15, respectively. As of December 31, 2018 and 2017, the Company owed convertible notes payable of $22,878 and $22,878 and accrued interest of $12,290 and $34, respectively.

RELATED TRANSACTIONS

RELATED TRANSACTIONS	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
NOTE 7 – RELATED TRANSACTIONS	Due to related parties During the year ended December 31, 2018, related party loans of $17,762 were forgiven by the Company’s shareholder and recorded to additional paid in capital. During the year ended December 31, 2017, the Company received loans from the previous Related Party Directors of $6,300 to pay for operating expenses. Prior to the sale of their shares, the loans to the two previous Related Party Directors were $21,107. Upon completion of the share purchase agreements between the two previous Related Party Directors and the new CEO, the $14,807 was forgiven, and recorded to additional paid-in capital. During the year ended December 31, 2018 and 2017, the current CEO loaned the Company $45,814 and $49,825 for operational expenses and acquisition of subsidiary and the Company repaid $3,159, and $0, respectively. During the year ended December 31, 2017, the former officer of the subsidiary advanced $1,083 for operational expenses and repaid $8,010, respectively. As of December 31, 2018 and 2017, related party loan payable outstanding is $100,172 and $75,279, respectively.

INCOME TAXES

INCOME TAXES	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
NOTE 8 - INCOME TAXES	For the year ended December 31, 2018, the Company has incurred net losses and, therefore, has no tax liability. The net deferred tax asset generated by the loss carry-forward has been fully reserved. The cumulative net operating loss carry-forward is $186,328 at December 31, 2018 and will expire beginning in the year 2032. The provision for income taxes differs from the amounts which would be provided by applying the statutory federal income tax rate of 21% to the net loss before provision for income taxes for the years ended December 31, 2018 and 2017 are as follows: For the Year Ended December 31, 2018 2017 Income tax expense (benefit) at statutory rate $ (10,998 ) $ (13,288 ) Change in valuation allowance 10,998 13,288 Income tax expense $ - $ - Net deferred tax assets consist of the following components as of December 31, 2018 and 2017: December 31, December 31, 2018 2017 NOL Carryover $ 39,129 $ 28,131 Valuation allowance (39,129 ) (28,131 ) Net deferred tax asset $ - $ - Due to the change in ownership provisions of the Tax Reform Act of 1986, net operating loss carry forwards of $133,956 for federal income tax reporting purposes could be subject to annual limitations. Should a change in ownership occur, net operating loss carry forwards may be limited as to use in future years. The Company has no uncertain tax positions that require the Company to record a liability. The Company had no accrued penalties and interest related to taxes as of December 31, 2018

DISCONTINUED OPERATIONS

DISCONTINUED OPERATIONS	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
NOTE 9 -– DISCONTINUED OPERATIONS	During the year ended December 31, 2018, the Company disposed of online map application business. The change of the business qualified as a discontinued operation of the Company and accordingly, the Company has excluded results of the operations from its Consolidated Statements of Operations to present this business in discontinued operations. As a result of disposal of our business, the Company recorded loss on disposal of assets and liabilities of $4,033. The following table shows the results of operations which are included in the gain from discontinued operations: Year Ended December 31, 2018 2017 Revenue $ 6,163 7,761 Cost of goods (8,257 ) (5,907 ) Gross profit (2,094 ) 1,854 General and administration 5,906 2,696 Professional 250 11,200 Impairment loss - 87,896 Operating loss (8,250 ) (99,938 ) Debt forgiveness - 1,554 Income tax provision - - Loss from discontinued operations, net of tax (8,250 ) (98,384 ) The following table summarizes the carrying amounts of the assets and liabilities from discontinued operations as of December 31, 2018 and 2017, respectively. December 31 December 31, 2018 2017 Cash and cash equivalents $ - $ 1,488 Inventory - 3,201 Total Assets from discontinued operations $ - $ 4,689 Accounts payable and accrued liabilities $ - $ 1,014 Total Liabilities from discontinued operations $ - $ 1,014

SUBSEQUENT EVENT

SUBSEQUENT EVENT	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
NOTE 10 – SUBSEQUENT EVENT	The Company evaluated all events or transactions that occurred after December 31, 2018, through the date of this filing. The Company determined that it does not have any subsequent event requiring recording or disclosure in the financial statements for the year ended December 31, 2018.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
	Dec. 31, 2018
Summary Of Significant Accounting Policies
Principles of Consolidation	The consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany transactions and balances have been eliminated.
Use of Estimates	The preparation of financial statements in accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. A change in managements’ estimates or assumptions could have a material impact on Bioscience Neutraceuticals, Inc.’s financial condition and results of operations during the period in which such changes occurred. Actual results could differ from those estimates. Bioscience Neutraceuticals, Inc.’s financial statements reflect all adjustments that management believes are necessary for the fair presentation of their financial condition and results of operations for the periods presented.
Cash and Cash Equivalents	For purposes of the statement of cash flows, the Company considers all short-term debt securities purchased with maturity of three months or less to be cash equivalents.
Inventory	Cost of goods sold includes the following expenses; inventory and various expenses related to sell the products through third party services.
Goodwill	We account for goodwill in accordance with ASC 350 ”Intangibles-Goodwill and Other” During the year ended December 31, 2017, we determined that the carrying value of goodwill exceeded its fair value at the measurement date, requiring step two in the impairment test process. The fair value of the goodwill was determined primarily using an income approach based on the present value of discounted cash flows. We determined the implied fair value of goodwill was substantially below the carrying value of the reporting unit’s goodwill. Accordingly, we recognized a goodwill impairment loss of $87,896, which resulted in goodwill of $0 as of December 31, 2017.
Revenue Recognition	Revenues are recognized when control of the promised goods or services are transferred to a customer, in an amount that reflects the consideration that the Company expects to receive in exchange for those goods or services. The Company applies the following five steps in order to determine the appropriate amount of revenue to be recognized as it fulfills its obligations under each of its agreements: identify the contract with a customer; identify the performance obligations in the contract; determine the transaction price; allocate the transaction price to performance obligations in the contract; and recognize revenue as the performance obligation is satisfied. Under these criteria, this generally means that the Company recognizes revenue when its products are delivered to customers in accordance with the sales terms.
Cost of Goods Sold	Cost of goods sold includes the following expenses; inventory and various expenses related to sell the products through third party services.
Fair Value of Financial Instruments	The Company applies fair value accounting for all financial assets and liabilities and non-financial assets and liabilities that are recognized or disclosed at fair value in the financial statements on a recurring basis. The Company defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities, which are required to be recorded at fair value, the Company considers the principal or most advantageous market in which the Company would transact and the market-based risk measurements or assumptions that market participants would use in pricing the asset or liability, such as risks inherent in valuation techniques, transfer restrictions and credit risk. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1 Level 2 Level 3 In accordance with the fair value accounting requirements, companies may choose to measure eligible financial instruments and certain other items at fair value. The Company has not elected the fair value option for any eligible financial instruments. As of December 31, 2018 and 2017 the carrying value of cash and cash equivalent, accounts payable and loans that are required to be measured at fair value, approximated fair value due to the short-term nature and maturity of these instruments.
Beneficial Conversion Feature	For conventional convertible debt where the rate of conversion is below market value, the Corporation records a Beneficial Conversion Feature (the “BCF”) and related debt discount. When the Company records a BCF, the intrinsic value of the BCF is recorded as a debt discount against the face amount of the respective debt instrument (offset to additional paid-in capital) and amortized to interest expense over the life of the debt.
Income Taxes	The Company recognizes the tax effects of transactions in the year in which such transactions enter into the determination of net income, regardless of when reported for tax purposes.
Recent Accounting Pronouncements	Management has considered all recent accounting pronouncements issued since the last audit of our financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements.

INCOME TAXES (Tables)

INCOME TAXES (Tables)	12 Months Ended
	Dec. 31, 2018
Income Taxes Tables Abstract
Schedule of Effective Income Tax Expense Reconciliation	For the Year Ended December 31, 2018 2017 Income tax expense (benefit) at statutory rate $ (10,998 ) $ (13,288 ) Change in valuation allowance 10,998 13,288 Income tax expense $ - $ -
Schedule of Net Deferred Tax Assets	December 31, December 31, 2018 2017 NOL Carryover $ 39,129 $ 28,131 Valuation allowance (39,129 ) (28,131 ) Net deferred tax asset $ - $ -

DISCONTINUED OPERATIONS (Tables

DISCONTINUED OPERATIONS (Tables)	12 Months Ended
	Dec. 31, 2018
Notes to Financial Statements
Disposal groups including discontinued operations	Year Ended December 31, 2018 2017 Revenue $ 6,163 7,761 Cost of goods (8,257 ) (5,907 ) Gross profit (2,094 ) 1,854 General and administration 5,906 2,696 Professional 250 11,200 Impairment loss - 87,896 Operating loss (8,250 ) (99,938 ) Debt forgiveness - 1,554 Income tax provision - - Loss from discontinued operations, net of tax (8,250 ) (98,384 )
Summary carrying amounts of the assets and liabilities from discontinued operations	December 31 December 31, 2018 2017 Cash and cash equivalents $ - $ 1,488 Inventory - 3,201 Total Assets from discontinued operations $ - $ 4,689 Accounts payable and accrued liabilities $ - $ 1,014 Total Liabilities from discontinued operations $ - $ 1,014

ORGANIZATION AND DESCRIPTION _2

ORGANIZATION AND DESCRIPTION OF BUSINESS (Details Narrative) - shares	1 Months Ended	12 Months Ended
	Jan. 18, 2019	Dec. 31, 2018	Jul. 10, 2017
State of incorporation		Nevada
Date of incorporation		Jun. 15, 2010
Stockholders' equity, reverse stock split	40 old shares for one
Bio Health Products Inc [Member]
Number of shares exchanged for business acquisition			5,000

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Summary Of Significant Accounting Policies Details Narrative Abstract
Impairment loss		$ 87,896
Goodwill		$ 0

EQUITY (Details Narrative)

EQUITY (Details Narrative) - $ / shares	Dec. 31, 2018	Dec. 31, 2017	Jul. 10, 2017
Preferred stock, par value per share (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred Stock, shares issued	0	0
Preferred Stock, shares outstanding	0	0
Common stock, par value per share (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	242,516	242,516
Common stock, shares outstanding	242,516	242,516
Bio Health Products Inc [Member]
Number of shares exchanged for business acquisition			5,000

NOTE PAYABLE (Details Narrative

NOTE PAYABLE (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017	Mar. 31, 2018	Aug. 14, 2017	Jun. 09, 2017
Notes payable	$ 27,500	$ 27,500	$ 3,957	$ 20,000	$ 7,500
Notes bear an interest rate			57.00%	40.00%	40.00%
Interest expense	1,699
Long-term notes payable	3,957	0
June 9, 2017 [Member]
Interest expense	4,693	1,693
August 14, 2017 [Member]
Interest expense	$ 11,065	$ 3,065

CONVERTIBLE NOTE PAYABLE (Detai

CONVERTIBLE NOTE PAYABLE (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Beneficial conversion feature		$ 22,878
Interest expense	1,699
Convertible note	22,878	22,878
Accrued interest	12,290	34
Convertible Notes Payable [Member]
Issuance of convertible note	$ 4,875
Conversion price	$ 0.01
Interest rate per annum	57.00%
Beneficial conversion feature	$ 4,875
Debt amortized	4,875
Interest expense	2,787	8
Convertible note	4,875	4,875
Convertible Notes Payable One [Member]
Issuance of convertible note	$ 6,803
Conversion price	$ 0.01
Interest rate per annum	57.00%
Beneficial conversion feature	$ 6,803
Debt amortized	6,803
Interest expense	3,888	11
Convertible note	6,803	6,803
Convertible Notes Payable Two [Member]
Issuance of convertible note	$ 11,200
Conversion price	$ 0.005
Interest rate per annum	50.00%
Beneficial conversion feature	$ 11,200
Debt amortized	11,200
Interest expense	5,615	15
Convertible note	$ 11,200	$ 11,200

RELATED TRANSACTIONS (Details N

RELATED TRANSACTIONS (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Due to related parties	$ 100,172	$ 56,125
Repayment of related party loan	(3,159)	(8,010)
Debt forgiveness		(1,554)
CEO [Member]
Amount of loan provided for operational expenses	45,814	49,825
Related party loan forgiven		14,807
Repayment of related party loan	$ 3,159	0
Previous Related Party Directors Two [Member]
Amount of loan provided for operational expenses		21,107
Previous Related Party Directors [Member]
Amount of loan provided for operational expenses		6,300
Former Officer [Member]
Amount of loan provided for operational expenses		1,082
Repayment of related party loan		$ 8,010

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Income Taxes Details Abstract
Income tax expense (benefit) at statutory rate	$ (10,998)	$ (13,288)
Change in valuation allowance	10,998	13,288
Income tax expense

INCOME TAXES (Details 1)

INCOME TAXES (Details 1) - USD ($)	Dec. 31, 2018	Dec. 31, 2017
Income Taxes Details 1Abstract
NOL Carryover	$ 39,129	$ 28,131
Valuation allowance	(39,129)	(28,131)
Net deferred tax asset

INCOME TAXES (Details Narrative

INCOME TAXES (Details Narrative)	12 Months Ended
	Dec. 31, 2018USD ($)
Income Taxes Details Narrative Abstract
Net operating loss carryforward	$ 186,328
Operating loss carryforward limitations on use	It will expire beginning in the year 2032.
Statutory federal income tax rate	21.00%

DISCONTINUED OPERATIONS (Detail

DISCONTINUED OPERATIONS (Details) - USD ($)	12 Months Ended
	Dec. 31, 2018	Dec. 31, 2017
Revenue
General and administration	2,055	1,233
Professional	34,245	22,095
Impairment loss		87,896
Operating loss	(36,300)	(23,328)
Debt forgiveness		(1,554)
Income tax provision
Discontinued Operations [Member]
Revenue	6,163	7,761
Cost of goods	(8,257)	(5,907)
Gross profit	(2,094)	1,854
General and administration	5,906	2,696
Professional	250	11,200
Impairment loss		87,896
Operating loss	(8,250)	(99,938)
Debt forgiveness		1,554
Income tax provision
Loss from discontinued operations, net of tax	$ (8,250)	$ (98,384)

DISCONTINUED OPERATIONS (Deta_2

DISCONTINUED OPERATIONS (Details 1) - USD ($)	Dec. 31, 2018	Dec. 31, 2017	Dec. 31, 2016
Cash and cash equivalents		$ 1,488
Total Assets from discontinued operations		4,689
Accounts payable and accrued liabilities	36,813	7,562
Discontinued Operations [Member]
Cash and cash equivalents		1,488
Inventory		3,201
Total Assets from discontinued operations		4,689
Accounts payable and accrued liabilities		1,014
Total Liabilities from discontinued operations		$ 1,014

DISCONTINUED OPERATIONS (Deta_3

DISCONTINUED OPERATIONS (Details Narrative)	12 Months Ended
	Dec. 31, 2018USD ($)
Discontinued Operations
Loss on disposal of assets and liabilities	$ 4,033