Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Sep. 30, 2013 | Jan. 31, 2014 | Mar. 31, 2013 | |
Document Information [Line Items] | ' | ' | ' |
Entity Registrant Name | 'Staffing Group, Ltd. | ' | ' |
Entity Central Index Key | '0001561622 | ' | ' |
Document Type | '10-K | ' | ' |
Document Period End Date | 30-Sep-13 | ' | ' |
Amendment Flag | 'false | ' | ' |
Document Fiscal Year Focus | '2013 | ' | ' |
Document Fiscal Period Focus | 'FY | ' | ' |
Current Fiscal Year End Date | '--09-30 | ' | ' |
Trading Symbol | 'TSGLE | ' | ' |
Entity Well-known Seasoned Issuer | 'No | ' | ' |
Entity Voluntary Filers | 'Yes | ' | ' |
Entity Current Reporting Status | 'No | ' | ' |
Entity Filer Category | 'Smaller Reporting Company | ' | ' |
Entity Public Float | ' | ' | $0 |
Entity Common Stock, Shares Outstanding | ' | 35,100,011 | ' |
Balance_Sheets
Balance Sheets (USD $) | Sep. 30, 2013 | Sep. 30, 2012 |
Current Assets | ' | ' |
Cash | $0 | $22,721 |
Prepaid expenses | 2,000 | 0 |
Total current assets | 2,000 | 22,721 |
Total assets | 2,000 | 22,721 |
Current Liabilities | ' | ' |
Bank overdraft | 20 | 0 |
Advances from stockholder | 8,474 | 274 |
Total current liabilities | 8,494 | 274 |
Stockholders' Equity (Deficit) | ' | ' |
Common stock par value $0.001: 75,000,000 shares authorized; 34,000,011 and 29,621,378 shares issued and outstanding, respectively | 34,000 | 29,621 |
Additional paid-in capital | 489,600 | -6,021 |
Deficit accumulated during the development stage | -530,094 | -1,153 |
Total stockholders' equity (deficit) | -6,494 | 22,447 |
Total liabilities and stockholders' equity (deficit) | $2,000 | $22,721 |
Balance_Sheet_Parenthetical
Balance Sheet (Parenthetical) (USD $) | Sep. 30, 2013 | Sep. 30, 2012 |
Common Stock, Par or Stated Value Per Share | $0.00 | $0.00 |
Common Stock, Shares Authorized | 75,000,000 | 75,000,000 |
Common Stock, Shares, Issued | 34,000,011 | 34,000,011 |
Common Stock, Shares, Outstanding | 29,621,378 | 29,621,378 |
Statements_of_Operations
Statements of Operations (USD $) | 4 Months Ended | 12 Months Ended | 16 Months Ended |
Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | |
Revenue earned during the development stage | $0 | $2,000 | $2,000 |
Operating Expenses | ' | ' | ' |
Professional fees | 0 | 29,853 | 29,853 |
Compensation - former officer | 0 | 300,000 | 300,000 |
General and administrative expenses | 1,037 | 1,058 | 2,095 |
Impairment of note receivable | 0 | 200,000 | 200,000 |
Total operating expenses | 1,037 | 530,911 | 531,948 |
Loss from Operations | -1,037 | -528,911 | -529,948 |
Other (Income) Expense | ' | ' | ' |
Foreign exchange transaction (gain) loss | 116 | 30 | 146 |
Interest income | 0 | 0 | 0 |
Other (income) expense, net | 116 | 30 | 146 |
Loss before Income Tax Provision | -1,153 | -528,941 | -530,094 |
Income Tax Provision | 0 | 0 | 0 |
Net Loss | ($1,153) | ($528,941) | ($530,094) |
Earnings Per Share, Basic and Diluted | ' | ' | ' |
Net loss per common share - Basic and Diluted (in dollars per share) | $0 | ($0.02) | ' |
Earnings Per Share, Basic and Diluted, Other Disclosures | ' | ' | ' |
Weighted average common shares outstanding - Basic and Diluted (in shares) | 15,830,479 | 30,029,467 | ' |
Statement_of_Stockholders_Equi
Statement of Stockholders' Equity (Deficit) (USD $) | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit during Development Stage |
Balance Begining at Jun. 10, 2012 | $0 | $0 | $0 | $0 |
Beginning balance, shares at Jun. 10, 2012 | ' | 0 | ' | ' |
Issuance of common shares for cash upon formation, Value | 3,000 | 19,704 | -16,704 | ' |
Issuance of common shares for cash upon formation, Shares | ' | 19,703,799 | ' | ' |
Issuance of common shares for cash in August 2012 | 9,600 | 6,305 | 3,295 | ' |
Issuance of common shares for cash in August 2012 (in Shares) | ' | 6,305,216 | ' | ' |
Issuance of common shares for cash in September 2012 | 11,000 | 3,612 | 7,388 | ' |
Issuance of common shares for cash in September 2012 (in Shares) | ' | 3,612,363 | ' | ' |
Net loss | -1,153 | ' | ' | -1,153 |
Ending balance at Sep. 30, 2012 | 22,447 | 29,621 | -6,021 | -1,153 |
Ending balance, shares at Sep. 30, 2012 | ' | 29,621,378 | ' | ' |
Issuance of common shares for cash in August 2013 | 500,000 | 4,379 | 495,621 | ' |
Issuance of common shares for cash in August 2013 (in Shares) | ' | 4,378,633 | ' | ' |
Net loss | -528,941 | ' | 0 | -528,941 |
Ending balance at Sep. 30, 2013 | ($6,494) | $34,000 | $489,600 | ($530,094) |
Ending balance, shares at Sep. 30, 2013 | ' | 34,000,011 | ' | ' |
Statements_of_Cash_Flows
Statements of Cash Flows (USD $) | 4 Months Ended | 12 Months Ended | 16 Months Ended |
Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | |
Cash Flows from Operating Activities | ' | ' | ' |
Net loss | ($1,153) | ($528,941) | ($530,094) |
Changes in operating assets and liabilities: | ' | ' | ' |
Impairment of note receivable | 0 | 200,000 | 200,000 |
Prepaid expenses | 0 | -2,000 | -2,000 |
Net Cash Used in Operating Activities | -1,153 | -330,941 | -332,094 |
Cash Flows from Investing Activities | ' | ' | ' |
Note receivable | 0 | -200,000 | -200,000 |
Net Cash Used in Investing Activities | 0 | -200,000 | -200,000 |
Cash Flows from Financing Activities | ' | ' | ' |
Bank overdraft | 0 | 20 | 20 |
Advances from stockholder | 274 | 8,200 | 8,474 |
Proceeds from sale of common shares | 23,600 | 500,000 | 523,600 |
Net Cash Provided by Financing Activities | 23,874 | 508,220 | 532,094 |
Net Change in Cash | 22,721 | -22,721 | 0 |
Cash - beginning of period | 0 | 22,721 | 0 |
Cash - end of period | 22,721 | 0 | 0 |
Supplemental disclosure of cash flow information: | ' | ' | ' |
Interest paid | 0 | 0 | 0 |
Income tax paid | $0 | $0 | $0 |
Organization_and_Operations
Organization and Operations | 12 Months Ended |
Sep. 30, 2013 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ' |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | ' |
Note 1 - Organization and Operations | |
The Staffing Group Ltd. (Formerly Aviana Corp.) | |
Aviana, Corp. (“Aviana”) was incorporated on June 11, 2012 under the laws of the State of Nevada. Aviana originally engaged in consulting services in EMF (electromagnetic field(s)), Microwave, Electrical and Ionizing detection, shielding and protection in Poland prior to change in control. | |
Change in Control and Scope of Business | |
On August 27, 2013, Liudmila Yuziuk (the “Seller”), and Joseph Albunio and Brian McLoone (collectively, the “Purchasers”) entered into stock purchase agreements (the “Stock Purchase Agreements”) whereby the Purchasers each purchased from the Seller, thirty percent (30%) of the issued and outstanding shares of the company’s common stock, par value $0.001 per share. Prior to the Closing of the Stock Purchase Agreements, the Seller was the company's sole officer, director, and majority stockholder. | |
Upon the change in control, the new management of the Company undertook efforts to identify additional commercial opportunities for the Company, and decided to engage in turnkey staffing services. | |
Certificate of Amendment to the Company’s Articles of Incorporation | |
On September 12, 2013, the Company filed a Certificate of Amendment to the Company’s Articles of Incorporation (i) to change the company’s name from “Aviana Corp.” to “The Staffing Group Ltd.” (the “Company”) and (ii) to implement a 6.567933 for 1 forward stock split of the Company’s then issued and outstanding common stock. | |
Significant_and_Critical_Accou
Significant and Critical Accounting Policies and Practices | 12 Months Ended | ||
Sep. 30, 2013 | |||
Accounting Policies [Abstract] | ' | ||
Significant Accounting Policies [Text Block] | ' | ||
Note 2 - Significant and Critical Accounting Policies and Practices | |||
The Management of the Company is responsible for the selection and use of appropriate accounting policies and the appropriateness of accounting policies and their application. Critical accounting policies and practices are those that are both most important to the portrayal of the Company’s financial condition and results and require management’s most difficult, subjective, or complex judgments, often as a result of the need to make estimates about the effects of matters that are inherently uncertain. The Company’s significant and critical accounting policies and practices are disclosed below as required by generally accepted accounting principles. | |||
Basis of Presentation | |||
The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). | |||
Development Stage Company | |||
The Company is a development stage company as defined by section 915-10-20 of the FASB Accounting Standards Codification. Although the Company has recognized some nominal amount of revenues since inception, the Company is still devoting substantially all of its efforts on establishing the business and its planned principal operations have not commenced. All losses accumulated since inception have been considered as part of the Company's development stage activities. | |||
Fiscal Year-End | |||
The Company elected September 30th as its fiscal year ending date. | |||
Use of Estimates and Assumptions and Critical Accounting Estimates and Assumptions | |||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date(s) of the financial statements and the reported amounts of revenues and expenses during the reporting period(s). | |||
Critical accounting estimates are estimates for which (a) the nature of the estimate is material due to the levels of subjectivity and judgment necessary to account for highly uncertain matters or the susceptibility of such matters to change and (b) the impact of the estimate on financial condition or operating performance is material. The Company’s critical accounting estimates and assumptions affecting the financial statements were: | |||
(i) | Assumption as a going concern: Management assumes that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. | ||
(ii) | Fair value of note receivable : The Company considers the following to be some examples of important indicators that may trigger an impairment review: (i) significant under-performance or losses of the obligor of note receivable relative to expected historical or projected future operating results; (ii) significant changes in the obligor’s overall strategy; (iii) significant negative industry in the obligor's industry or economic trends; (iv) increased competitive pressures in obligor's industry; and (vi) regulatory changes. The Company evaluates the collectability of its note receivable for potential impairment indicators at least annually and more frequently upon the occurrence of such events. | ||
(iii) | Valuation allowance for deferred tax assets: Management assumes that the realization of the Company’s net deferred tax assets resulting from its net operating loss (“NOL”) carry–forwards for Federal income tax purposes that may be offset against future taxable income was not considered more likely than not and accordingly, the potential tax benefits of the net loss carry-forwards are offset by a full valuation allowance. Management made this assumption based on (a) the Company has incurred recurring losses, (b) general economic conditions, and (c) its ability to raise additional funds to support its daily operations by way of a public or private offering, among other factors. | ||
These significant accounting estimates or assumptions bear the risk of change due to the fact that there are uncertainties attached to these estimates or assumptions, and certain estimates or assumptions are difficult to measure or value. | |||
Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable in relation to the financial statements taken as a whole under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. | |||
Management regularly evaluates the key factors and assumptions used to develop the estimates utilizing currently available information, changes in facts and circumstances, historical experience and reasonable assumptions. After such evaluations, if deemed appropriate, those estimates are adjusted accordingly. | |||
Actual results could differ from those estimates. | |||
Fair Value of Financial Instruments | |||
The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: | |||
Level 1 | Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. | ||
Level 2 | Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. | ||
Level 3 | Pricing inputs that are generally observable inputs and not corroborated by market data. | ||
Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. | |||
The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument. | |||
The carrying amounts of the Company’s financial assets and liabilities, such as cash and accrued expenses approximate their fair values because of the short maturity of these instruments. | |||
The Company’s note receivable approximates the fair value of such instrument based upon management’s best estimate of interest rate that would be available to the Company for similar financial arrangement at September 30, 2013. | |||
Transactions involving related parties cannot be presumed to be carried out on an arm's-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm's-length transactions unless such representations can be substantiated. | |||
Cash Equivalents | |||
The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents. | |||
Note Receivable | |||
Note receivable is recorded at cost, net of accumulated impairment. Interest income is recorded when collectability is reasonably assured. | |||
Related Parties | |||
The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions. | |||
Pursuant to Section 850-10-20 the related parties include a. affiliates of the Company; b. entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; c. trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; d. principal owners of the Company; e. management of the Company; f. other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g. other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. | |||
The financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: a. the nature of the relationship(s) involved; b. a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c. the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d. amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement. | |||
Commitment and Contingencies | |||
The Company follows subtopic 450-20 of the FASB Accounting Standards Codification to report accounting for contingencies. Certain conditions may exist as of the date the financial statements are issued, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. | |||
If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. | |||
Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. Management does not believe, based upon information available at this time, that these matters will have a material adverse effect on the Company’s financial position, results of operations or cash flows. However, there is no assurance that such matters will not materially and adversely affect the Company’s business, financial position, and results of operations or cash flows. | |||
Revenue Recognition | |||
The Company follows paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured. | |||
Income Tax Provision | |||
The Company accounts for income taxes under Section 740-10-30 of the FASB Accounting Standards Codification. Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date. | |||
The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”). Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. | |||
The estimated future tax effects of temporary differences between the tax basis of assets and liabilities are reported in the accompanying balance sheets, as well as tax credit carry-backs and carry-forwards. The Company periodically reviews the recoverability of deferred tax assets recorded on its balance sheets and provides valuation allowances as management deems necessary. | |||
Management makes judgments as to the interpretation of the tax laws that might be challenged upon an audit and cause changes to previous estimates of tax liability. In addition, the Company operates within multiple taxing jurisdictions and is subject to audit in these jurisdictions. In management’s opinion, adequate provisions for income taxes have been made for all years. If actual taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of reserves may be necessary. | |||
Uncertain Tax Positions | |||
The Company did not take any uncertain tax positions and had no adjustments to its income tax liabilities or benefits pursuant to the provisions of Section 740-10-25 for the reporting period ended September 30, 2013 or 2012. | |||
Limitation on Utilization of NOLs due to Change in Control | |||
Pursuant to the Internal Revenue Code Section 382 (“Section 382”), certain ownership changes may subject the NOL’s to annual limitations which could reduce or defer the NOL. Section 382 imposes limitations on a corporation’s ability to utilize NOLs if it experiences an “ownership change.” In general terms, an ownership change may result from transactions increasing the ownership of certain stockholders in the stock of a corporation by more than 50 percentage points over a three-year period. In the event of an ownership change, utilization of the NOLs would be subject to an annual limitation under Section 382 determined by multiplying the value of its stock at the time of the ownership change by the applicable long-term tax-exempt rate. Any unused annual limitation may be carried over to later years. The imposition of this limitation on its ability to use the NOLs to offset future taxable income could cause the Company to pay U.S. federal income taxes earlier than if such limitation were not in effect and could cause such NOLs to expire unused, reducing or eliminating the benefit of such NOLs. | |||
Net Income (Loss) per Common Share | |||
Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially dilutive outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through contingent share arrangements, stock options and warrants. | |||
There were no potentially dilutive common shares outstanding for the reporting period ended September 30, 2013 or 2012. | |||
Cash Flows Reporting | |||
The Company adopted paragraph 230-10-45-24 of the FASB Accounting Standards Codification for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method (“Indirect method”) as defined by paragraph 230-10-45-25 of the FASB Accounting Standards Codification to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments. The Company reports the reporting currency equivalent of foreign currency cash flows, using the current exchange rate at the time of the cash flows and the effect of exchange rate changes on cash held in foreign currencies is reported as a separate item in the reconciliation of beginning and ending balances of cash and cash equivalents and separately provides information about investing and financing activities not resulting in cash receipts or payments in the period pursuant to paragraph 830-230-45-1 of the FASB Accounting Standards Codification. | |||
Subsequent Events | |||
The Company follows the guidance in Section 855-10-50 of the FASB Accounting Standards Codification for the disclosure of subsequent events. The Company will evaluate subsequent events through the date when the financial statements were issued. Pursuant to ASU 2010-09 of the FASB Accounting Standards Codification, the Company as an SEC filer considers its financial statements issued when they are widely distributed to users, such as through filing them on EDGAR. | |||
Recently Issued Accounting Pronouncements | |||
In February 2013, the FASB issued ASU No. 2013-02, "Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income." The ASU adds new disclosure requirements for items reclassified out of accumulated other comprehensive income by component and their corresponding effect on net income. The ASU is effective for public entities for fiscal years beginning after December 15, 2013. | |||
In February 2013, the Financial Accounting Standards Board, or FASB, issued ASU No. 2013-04, "Liabilities (Topic 405): Obligations Resulting from Joint and Several Liability Arrangements for which the Total Amount of the Obligation Is Fixed at the Reporting Date." This ASU addresses the recognition, measurement, and disclosure of certain obligations resulting from joint and several arrangements including debt arrangements, other contractual obligations, and settled litigation and judicial rulings. The ASU is effective for public entities for fiscal years, and interim periods within those years, beginning after December 15, 2013. | |||
In March 2013, the FASB issued ASU No. 2013-05, "Foreign Currency Matters (Topic 830): Parent's Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity." This ASU addresses the accounting for the cumulative translation adjustment when a parent either sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a nonprofit activity or a business within a foreign entity. The guidance outlines the events when cumulative translation adjustments should be released into net income and is intended by FASB to eliminate some disparity in current accounting practice. This ASU is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2013. | |||
In March 2013, the FASB issued ASU 2013-07, “Presentation of Financial Statements (Topic 205): Liquidation Basis of Accounting.” The amendments require an entity to prepare its financial statements using the liquidation basis of accounting when liquidation is imminent. Liquidation is imminent when the likelihood is remote that the entity will return from liquidation and either (a) a plan for liquidation is approved by the person or persons with the authority to make such a plan effective and the likelihood is remote that the execution of the plan will be blocked by other parties or (b) a plan for liquidation is being imposed by other forces (for example, involuntary bankruptcy). If a plan for liquidation was specified in the entity’s governing documents from the entity’s inception (for example, limited-life entities), the entity should apply the liquidation basis of accounting only if the approved plan for liquidation differs from the plan for liquidation that was specified at the entity’s inception. The amendments require financial statements prepared using the liquidation basis of accounting to present relevant information about an entity’s expected resources in liquidation by measuring and presenting assets at the amount of the expected cash proceeds from liquidation. The entity should include in its presentation of assets any items it had not previously recognized under U.S. GAAP but that it expects to either sell in liquidation or use in settling liabilities (for example, trademarks). The amendments are effective for entities that determine liquidation is imminent during annual reporting periods beginning after December 15, 2013, and interim reporting periods therein. Entities should apply the requirements prospectively from the day that liquidation becomes imminent. Early adoption is permitted. | |||
Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying financial statements. | |||
Going_Concern
Going Concern | 12 Months Ended |
Sep. 30, 2013 | |
Going Concern Disclosure [Abstract] | ' |
Going Concern Disclosure [Text Block] | ' |
Note 3 – Going Concern | |
The financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. | |
As reflected in the financial statements, the Company had a deficit accumulated during the development stage at September 30, 2013, a net loss and net cash used in operating activities for the reporting period then ended. These factors raise substantial doubt about the Company’s ability to continue as a going concern. | |
Although the Company has recognized some nominal amount of revenues since inception, the Company is still devoting substantially all of its efforts on establishing the business and its planned principal operations have not commenced. The Company is attempting to commence operations and generate sufficient revenue; however, the Company’s cash position may not be sufficient to support its daily operations. While the Company believes in the viability of its strategy to commence operations and generate sufficient revenue and in its ability to raise additional funds, there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon its ability to further implement its business plan and generate sufficient revenue and its ability to raise additional funds by way of a public or private offering. | |
The financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. | |
Note_Receivable
Note Receivable | 12 Months Ended |
Sep. 30, 2013 | |
Receivables [Abstract] | ' |
Financing Receivables [Text Block] | ' |
Note 4 – Note Receivable | |
On August 27, 2013, the Company advanced $200,000 for a potential acquisition target’s working capital purposes. This advance was memorialized as a note receivable with simple interest at 6% per annum with principal and interest due on demand. | |
Impairment | |
On September 30, 2013, the Company completed its annual impairment test of its note receivable and determined that there was an impairment of $200,000, based on current information and events that the collectability of the note was not reasonably assured. | |
Interest Income | |
The Company did not record interest income since the collectability of the note was not reasonably assured. | |
Stockholders_Equity_Deficit
Stockholdersb Equity (Deficit) | 12 Months Ended |
Sep. 30, 2013 | |
Stockholders Equity Note [Abstract] | ' |
Stockholders Equity Note Disclosure [Text Block] | ' |
Note 5 – Stockholders’ Equity (Deficit) | |
Shares Authorized | |
Upon formation, the total number of shares of all classes of stock which the Company is authorized to issue is Seventy-Five Million (75,000,000) of which Seventy Five Million (75,000,000) shall be Common Stock, par value $0.001 per share. | |
Common Stock | |
On June 11, 2012, upon formation, the Company sold 19,703,799 shares of common stock to the founders of the Company for $3,000 in cash. | |
In August 2012, the Company sold 6,305,216 shares of its common stock for $9,600 in cash. | |
In September 2012, the Company sold 3,612,363 shares of its common stock for $11,000 in cash. | |
On August 27, 2013, the Company entered into private placement subscription agreements (the “Agreements”) with four (4) subscribers (the “Subscribers”). Pursuant to the Agreements, the Company sold 4,378,633 shares of the Company’s common stock (the “Securities”) to the Subscribers for $500,000 in aggregate for cash (the “Financing”). | |
Amendment to the Certificate of Incorporation Affecting Shares Issued and Outstanding | |
On September 12, 2013, the Company filed a Certificate of Amendment to the Company’s Articles of Incorporation (i) to change the Company’s name from “Aviana Corp.” to “The Staffing Group Ltd.” and (ii) to implement a 6.567933 for 1 forward stock split of the Company’s then issued and outstanding common stock. | |
All share and per share amounts in the financial statements have been adjusted to give retroactive effect to the Stock Split. | |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended | ||
Sep. 30, 2013 | |||
Related Party Transactions [Abstract] | ' | ||
Related Party Transactions Disclosure [Text Block] | ' | ||
Note 6 – Related Party Transactions | |||
Related Parties | |||
Related parties with whom the Company had transactions are: | |||
Related Parties | Relationship | ||
Liudmila Yuziuk | Former Chairman, CEO, significant stockholder and director | ||
Brian McLoone | Chairman, CEO, significant stockholder and director | ||
Free Office Space | |||
The Company has been provided office space by its former Chief Executive Officer at no cost. Management determined that such cost is nominal and did not recognize the rent expense in its financial statement. | |||
Advances from Former Majority Stockholder, Director and Chief Executive Officer | |||
From time to time, the former majority stockholder, director and chief executive officer of the Company advanced funds to the Company for working capital purpose. These advances are unsecured, non-interest bearing and due on demand. | |||
On June 11, 2012, the former majority stockholder, director and chief executive officer of the Company advanced $274 to the Company to pay for incorporation expenses. | |||
For the fiscal year ended September 30, 2013, the former majority stockholder, director and chief executive officer of the Company advanced $8,200 in aggregate to the Company for its working capital purpose. | |||
Income_Tax_Provision
Income Tax Provision | 12 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
Income Tax Disclosure [Text Block] | ' | ||||||||
Note 7 – Income Tax Provision | |||||||||
Deferred Tax Assets | |||||||||
At September 30, 2013, the Company had net operating loss (“NOL”) carry–forwards for Federal income tax purposes of $330,094, net of impairment of note receivable of $200,000 that may be offset against future taxable income through 2033. No tax benefit has been recorded with respect to these net operating loss carry-forwards in the accompanying consolidated financial statements as the management of the Company believes that the realization of the Company’s net deferred tax assets of approximately $112,232 was not considered more likely than not and accordingly, the potential tax benefits of the net loss carry-forwards are offset by the full valuation allowance. | |||||||||
Deferred tax assets consist primarily of the tax effect of NOL carry-forwards. The Company has provided a full valuation allowance on the deferred tax assets because of the uncertainty regarding its realization. The valuation allowance increased approximately $111,840 and $392 for the fiscal year ended September 30, 2013 and for the period from June 11, 2012 (inception) through September 30, 2013, respectively. | |||||||||
Components of deferred tax assets are as follows: | |||||||||
September 30, | September 30, | ||||||||
2013 | 2012 | ||||||||
Net deferred tax assets – Non-current: | |||||||||
Expected income tax benefit from NOL carry-forwards | $ | 112,232 | $ | 392 | |||||
Less valuation allowance | -112,232 | -392 | |||||||
Deferred tax assets, net of valuation allowance | $ | - | $ | - | |||||
Income Tax Provision in the Statement of Operations | |||||||||
A reconciliation of the federal statutory income tax rate and the effective income tax rate as a percentage of income before income taxes is as follows: | |||||||||
For the fiscal year | For the period from | ||||||||
ended | June 11, 2012 | ||||||||
September 30, | (inception) through | ||||||||
2013 | September 30, | ||||||||
2013 | |||||||||
Federal statutory income tax rate | 34 | % | 34 | % | |||||
Increase (reduction) in income tax provision resulting from: | |||||||||
Net operating loss (“NOL”) carry-forwards | -34 | -34 | |||||||
Effective income tax rate | 0 | % | 0 | % | |||||
Subsequent_Events
Subsequent Events | 12 Months Ended |
Sep. 30, 2013 | |
Subsequent Events [Abstract] | ' |
Subsequent Events [Text Block] | ' |
Note 8 – Subsequent Events | |
The Company has evaluated all events that occur after the balance sheet date through the date when the financial statements were issued to determine if they must be reported. The Management of the Company determined that there were certain reportable subsequent event(s) to be disclosed as follows: | |
Entry into and Termination of a Material Definitive Agreement | |
On August 27, 2013, the Company entered into a binding letter of intent (the “TSG LOI”) with The Safety Group Ltd. (“TSG”). Pursuant to the TSG LOI, TSG and the Company were to commence the negotiation and preparation of a definitive share exchange agreement (the “Definitive Agreement”) whereby TSG will exchange all of its issued and outstanding shares of common stock for shares of the Company’s common stock, which upon the completion of such Definitive Agreement will constitute 100% of TSG’s issued and outstanding common stock. Upon completion of such Definitive Agreement, TSG would become a wholly-owned subsidiary of the Company. | |
Pursuant to Section 6 of the TSG LOI, either party could terminate the TSG LOI after 5:00 p.m. Eastern Time on December 31, 2013 if a definitive agreement is not executed and delivered by the parties prior to such time. Subsequent to December 31, 2013, the Company notified TSG that it was terminating the TSG LOI. Accordingly, the Company is no longer bound by the TSG LOI and will not enter into such share exchange agreement. | |
Sale of Common Stock | |
On January 8, 2014, the Company issued 1,000,000 shares of its common stock, par value $0.001 per share, to one investor in exchange for $150,000 in cash. In connection with this sale of common stock the Company issued 100,000 shares of its common stock, par value $0.001 per share, to a consultant. | |
Entry into a Material Definitive Agreement | |
On January 22, 2014, the Company entered into a Share Exchange Agreement (the “Exchange Agreement”) with EmployUS Ltd., a Nevada corporation (“EmployUS”), all of the stockholders of EmployUS (the “EmployUS Shareholders”), and the Company’s controlling stockholders pursuant to which, upon closing, the Company will acquire all of the issued and outstanding shares of EmployUS in exchange for the issuance of 9,351,900 shares of the Company’s common stock to the EmployUS Shareholders (the “Share Exchange”). The shares to be issued to the EmployUS Shareholders in the Share Exchange constitute approximately 26.7% of the issued and outstanding shares of common stock immediately after the consummation of the Share Exchange. In connection with the transaction and the termination of the TSG LOI, Mr. Joseph Albunio has agreed to cancel, 9,351,900 shares of the Company’s common stock upon closing of the Share Exchange. | |
Significant_and_Critical_Accou1
Significant and Critical Accounting Policies and Practices (Policies) | 12 Months Ended | ||
Sep. 30, 2013 | |||
Accounting Policies [Abstract] | ' | ||
Business Description and Basis of Presentation [Text Block] | ' | ||
Basis of Presentation | |||
The Company’s financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). | |||
Development Stage Enterprise [Policy Text Block] | ' | ||
Development Stage Company | |||
The Company is a development stage company as defined by section 915-10-20 of the FASB Accounting Standards Codification. Although the Company has recognized some nominal amount of revenues since inception, the Company is still devoting substantially all of its efforts on establishing the business and its planned principal operations have not commenced. All losses accumulated since inception have been considered as part of the Company's development stage activities. | |||
Fiscal Period, Policy [Policy Text Block] | ' | ||
Fiscal Year-End | |||
The Company elected September 30th as its fiscal year ending date. | |||
Use of Estimates, Policy [Policy Text Block] | ' | ||
Use of Estimates and Assumptions and Critical Accounting Estimates and Assumptions | |||
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date(s) of the financial statements and the reported amounts of revenues and expenses during the reporting period(s). | |||
Critical accounting estimates are estimates for which (a) the nature of the estimate is material due to the levels of subjectivity and judgment necessary to account for highly uncertain matters or the susceptibility of such matters to change and (b) the impact of the estimate on financial condition or operating performance is material. The Company’s critical accounting estimates and assumptions affecting the financial statements were: | |||
(i) | Assumption as a going concern: Management assumes that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. | ||
(ii) | Fair value of note receivable : The Company considers the following to be some examples of important indicators that may trigger an impairment review: (i) significant under-performance or losses of the obligor of note receivable relative to expected historical or projected future operating results; (ii) significant changes in the obligor’s overall strategy; (iii) significant negative industry in the obligor's industry or economic trends; (iv) increased competitive pressures in obligor's industry; and (vi) regulatory changes. The Company evaluates the collectability of its note receivable for potential impairment indicators at least annually and more frequently upon the occurrence of such events. | ||
(iii) | Valuation allowance for deferred tax assets: Management assumes that the realization of the Company’s net deferred tax assets resulting from its net operating loss (“NOL”) carry–forwards for Federal income tax purposes that may be offset against future taxable income was not considered more likely than not and accordingly, the potential tax benefits of the net loss carry-forwards are offset by a full valuation allowance. Management made this assumption based on (a) the Company has incurred recurring losses, (b) general economic conditions, and (c) its ability to raise additional funds to support its daily operations by way of a public or private offering, among other factors. | ||
These significant accounting estimates or assumptions bear the risk of change due to the fact that there are uncertainties attached to these estimates or assumptions, and certain estimates or assumptions are difficult to measure or value. | |||
Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable in relation to the financial statements taken as a whole under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. | |||
Management regularly evaluates the key factors and assumptions used to develop the estimates utilizing currently available information, changes in facts and circumstances, historical experience and reasonable assumptions. After such evaluations, if deemed appropriate, those estimates are adjusted accordingly. | |||
Actual results could differ from those estimates. | |||
Fair Value of Financial Instruments, Policy [Policy Text Block] | ' | ||
Fair Value of Financial Instruments | |||
The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below: | |||
Level 1 | Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. | ||
Level 2 | Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date. | ||
Level 3 | Pricing inputs that are generally observable inputs and not corroborated by market data. | ||
Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable. | |||
The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of the instrument. | |||
The carrying amounts of the Company’s financial assets and liabilities, such as cash and accrued expenses approximate their fair values because of the short maturity of these instruments. | |||
The Company’s note receivable approximates the fair value of such instrument based upon management’s best estimate of interest rate that would be available to the Company for similar financial arrangement at September 30, 2013. | |||
Transactions involving related parties cannot be presumed to be carried out on an arm's-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm's-length transactions unless such representations can be substantiated. | |||
Cash and Cash Equivalents, Policy [Policy Text Block] | ' | ||
Cash Equivalents | |||
The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents. | |||
Receivables, Policy [Policy Text Block] | ' | ||
Note Receivable | |||
Note receivable is recorded at cost, net of accumulated impairment. Interest income is recorded when collectability is reasonably assured. | |||
Related Party Transactions [Policy Text Block] | ' | ||
Related Parties | |||
The Company follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions. | |||
Pursuant to Section 850-10-20 the related parties include a. affiliates of the Company; b. entities for which investments in their equity securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for by the equity method by the investing entity; c. trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; d. principal owners of the Company; e. management of the Company; f. other parties with which the Company may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g. other parties that can significantly influence the management or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. | |||
The financial statements shall include disclosures of material related party transactions, other than compensation arrangements, expense allowances, and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: a. the nature of the relationship(s) involved; b. a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c. the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d. amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement. | |||
Commitments and Contingencies, Policy [Policy Text Block] | ' | ||
Commitment and Contingencies | |||
The Company follows subtopic 450-20 of the FASB Accounting Standards Codification to report accounting for contingencies. Certain conditions may exist as of the date the financial statements are issued, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein. | |||
If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed. | |||
Loss contingencies considered remote are generally not disclosed unless they involve guarantees, in which case the guarantees would be disclosed. Management does not believe, based upon information available at this time, that these matters will have a material adverse effect on the Company’s financial position, results of operations or cash flows. However, there is no assurance that such matters will not materially and adversely affect the Company’s business, financial position, and results of operations or cash flows. | |||
Revenue Recognition, Policy [Policy Text Block] | ' | ||
Revenue Recognition | |||
The Company follows paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured. | |||
Income Tax, Policy [Policy Text Block] | ' | ||
Income Tax Provision | |||
The Company accounts for income taxes under Section 740-10-30 of the FASB Accounting Standards Codification. Deferred income tax assets and liabilities are determined based upon differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Deferred tax assets are reduced by a valuation allowance to the extent management concludes it is more likely than not that the assets will not be realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date. | |||
The Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”). Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and penalties on income taxes, accounting in interim periods and requires increased disclosures. | |||
The estimated future tax effects of temporary differences between the tax basis of assets and liabilities are reported in the accompanying balance sheets, as well as tax credit carry-backs and carry-forwards. The Company periodically reviews the recoverability of deferred tax assets recorded on its balance sheets and provides valuation allowances as management deems necessary. | |||
Management makes judgments as to the interpretation of the tax laws that might be challenged upon an audit and cause changes to previous estimates of tax liability. In addition, the Company operates within multiple taxing jurisdictions and is subject to audit in these jurisdictions. In management’s opinion, adequate provisions for income taxes have been made for all years. If actual taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of reserves may be necessary. | |||
Uncertain Tax Positions | |||
The Company did not take any uncertain tax positions and had no adjustments to its income tax liabilities or benefits pursuant to the provisions of Section 740-10-25 for the reporting period ended September 30, 2013 or 2012. | |||
Limitation on Utilization of NOLs due to Change in Control | |||
Pursuant to the Internal Revenue Code Section 382 (“Section 382”), certain ownership changes may subject the NOL’s to annual limitations which could reduce or defer the NOL. Section 382 imposes limitations on a corporation’s ability to utilize NOLs if it experiences an “ownership change.” In general terms, an ownership change may result from transactions increasing the ownership of certain stockholders in the stock of a corporation by more than 50 percentage points over a three-year period. In the event of an ownership change, utilization of the NOLs would be subject to an annual limitation under Section 382 determined by multiplying the value of its stock at the time of the ownership change by the applicable long-term tax-exempt rate. Any unused annual limitation may be carried over to later years. The imposition of this limitation on its ability to use the NOLs to offset future taxable income could cause the Company to pay U.S. federal income taxes earlier than if such limitation were not in effect and could cause such NOLs to expire unused, reducing or eliminating the benefit of such NOLs. | |||
Earnings Per Share, Policy [Policy Text Block] | ' | ||
Net Income (Loss) per Common Share | |||
Net income (loss) per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of shares of common stock and potentially dilutive outstanding shares of common stock during the period to reflect the potential dilution that could occur from common shares issuable through contingent share arrangements, stock options and warrants. | |||
There were no potentially dilutive common shares outstanding for the reporting period ended September 30, 2013 or 2012. | |||
Cash Flows Reporting [Policy Text Block] | ' | ||
Cash Flows Reporting | |||
The Company adopted paragraph 230-10-45-24 of the FASB Accounting Standards Codification for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method (“Indirect method”) as defined by paragraph 230-10-45-25 of the FASB Accounting Standards Codification to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments. The Company reports the reporting currency equivalent of foreign currency cash flows, using the current exchange rate at the time of the cash flows and the effect of exchange rate changes on cash held in foreign currencies is reported as a separate item in the reconciliation of beginning and ending balances of cash and cash equivalents and separately provides information about investing and financing activities not resulting in cash receipts or payments in the period pursuant to paragraph 830-230-45-1 of the FASB Accounting Standards Codification. | |||
Subsequent Events, Policy [Policy Text Block] | ' | ||
Subsequent Events | |||
The Company follows the guidance in Section 855-10-50 of the FASB Accounting Standards Codification for the disclosure of subsequent events. The Company will evaluate subsequent events through the date when the financial statements were issued. Pursuant to ASU 2010-09 of the FASB Accounting Standards Codification, the Company as an SEC filer considers its financial statements issued when they are widely distributed to users, such as through filing them on EDGAR. | |||
New Accounting Pronouncements, Policy [Policy Text Block] | ' | ||
Recently Issued Accounting Pronouncements | |||
In February 2013, the FASB issued ASU No. 2013-02, "Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income." The ASU adds new disclosure requirements for items reclassified out of accumulated other comprehensive income by component and their corresponding effect on net income. The ASU is effective for public entities for fiscal years beginning after December 15, 2013. | |||
In February 2013, the Financial Accounting Standards Board, or FASB, issued ASU No. 2013-04, "Liabilities (Topic 405): Obligations Resulting from Joint and Several Liability Arrangements for which the Total Amount of the Obligation Is Fixed at the Reporting Date." This ASU addresses the recognition, measurement, and disclosure of certain obligations resulting from joint and several arrangements including debt arrangements, other contractual obligations, and settled litigation and judicial rulings. The ASU is effective for public entities for fiscal years, and interim periods within those years, beginning after December 15, 2013. | |||
In March 2013, the FASB issued ASU No. 2013-05, "Foreign Currency Matters (Topic 830): Parent's Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity." This ASU addresses the accounting for the cumulative translation adjustment when a parent either sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a nonprofit activity or a business within a foreign entity. The guidance outlines the events when cumulative translation adjustments should be released into net income and is intended by FASB to eliminate some disparity in current accounting practice. This ASU is effective prospectively for fiscal years, and interim periods within those years, beginning after December 15, 2013. | |||
In March 2013, the FASB issued ASU 2013-07, “Presentation of Financial Statements (Topic 205): Liquidation Basis of Accounting.” The amendments require an entity to prepare its financial statements using the liquidation basis of accounting when liquidation is imminent. Liquidation is imminent when the likelihood is remote that the entity will return from liquidation and either (a) a plan for liquidation is approved by the person or persons with the authority to make such a plan effective and the likelihood is remote that the execution of the plan will be blocked by other parties or (b) a plan for liquidation is being imposed by other forces (for example, involuntary bankruptcy). If a plan for liquidation was specified in the entity’s governing documents from the entity’s inception (for example, limited-life entities), the entity should apply the liquidation basis of accounting only if the approved plan for liquidation differs from the plan for liquidation that was specified at the entity’s inception. The amendments require financial statements prepared using the liquidation basis of accounting to present relevant information about an entity’s expected resources in liquidation by measuring and presenting assets at the amount of the expected cash proceeds from liquidation. The entity should include in its presentation of assets any items it had not previously recognized under U.S. GAAP but that it expects to either sell in liquidation or use in settling liabilities (for example, trademarks). The amendments are effective for entities that determine liquidation is imminent during annual reporting periods beginning after December 15, 2013, and interim reporting periods therein. Entities should apply the requirements prospectively from the day that liquidation becomes imminent. Early adoption is permitted. | |||
Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying financial statements. | |||
Income_Tax_Provision_Table
Income Tax Provision (Table) | 12 Months Ended | ||||||||
Sep. 30, 2013 | |||||||||
Income Tax Disclosure [Abstract] | ' | ||||||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | ' | ||||||||
Components of deferred tax assets are as follows: | |||||||||
September 30, | September 30, | ||||||||
2013 | 2012 | ||||||||
Net deferred tax assets – Non-current: | |||||||||
Expected income tax benefit from NOL carry-forwards | $ | 112,232 | $ | 392 | |||||
Less valuation allowance | -112,232 | -392 | |||||||
Deferred tax assets, net of valuation allowance | $ | - | $ | - | |||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | ' | ||||||||
A reconciliation of the federal statutory income tax rate and the effective income tax rate as a percentage of income before income taxes is as follows: | |||||||||
For the fiscal year | For the period from | ||||||||
ended | June 11, 2012 | ||||||||
September 30, | (inception) through | ||||||||
2013 | September 30, | ||||||||
2013 | |||||||||
Federal statutory income tax rate | 34 | % | 34 | % | |||||
Increase (reduction) in income tax provision resulting from: | |||||||||
Net operating loss (“NOL”) carry-forwards | -34 | -34 | |||||||
Effective income tax rate | 0 | % | 0 | % | |||||
Organization_and_Operations_De
Organization and Operations (Details Textual) (USD $) | Aug. 27, 2013 |
Organization And Operations [Line Items] | ' |
Equity Method Investment, Ownership Percentage | 30.00% |
Sale of Stock, Price Per Share | $0.00 |
Notes_Receivable_Details_Textu
Notes Receivable (Details Textual) (USD $) | 4 Months Ended | 12 Months Ended | 16 Months Ended | |
Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | Aug. 27, 2013 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ' | ' | ' | ' |
Financing Receivable, Gross | ' | ' | ' | $200,000 |
Contract Receivable, Due after One Year, Weighted Average Interest Rate | ' | ' | ' | 6.00% |
Other Asset Impairment Charges | $0 | $200,000 | $200,000 | ' |
Stockholders_Equity_Deficit_De
Stockholdersb Equity (Deficit) (Details Textual) (USD $) | 4 Months Ended | 12 Months Ended | 4 Months Ended | 1 Months Ended |
Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2012 | Aug. 27, 2013 | |
Common Stock [Member] | Private Placement [Member] | |||
Class of Stock [Line Items] | ' | ' | ' | ' |
Common Stock, Shares Authorized | 75,000,000 | 75,000,000 | ' | ' |
Common Stock, Par or Stated Value Per Share | $0.00 | $0.00 | ' | ' |
Stock Issued During Period, Shares, New Issues | ' | ' | 19,703,799 | 4,378,633 |
Stock Issued During Period, Value, New Issues | $3,000 | ' | ' | $500,000 |
Issuance of common shares for cash in August 2012 | 9,600 | ' | 6,305 | ' |
Issuance of common shares for cash in August 2012 (in Shares) | ' | ' | 6,305,216 | ' |
Stockholders Equity Note, Stock Split, Conversion Ratio | ' | 6.567933 | ' | ' |
Issuance of common shares for cash in September 2012 | $11,000 | ' | $3,612 | ' |
Issuance of common shares for cash in September 2012 (in Shares) | ' | ' | 3,612,363 | ' |
Related_Party_Transactions_Det
Related Party Transactions (Details Textual) (USD $) | 1 Months Ended | 12 Months Ended |
Jun. 30, 2012 | Sep. 30, 2013 | |
Related Party Transaction [Line Items] | ' | ' |
Incorporation Expenses | $274 | ' |
Working Capital Advance | ' | $8,200 |
Income_Tax_Provision_Details
Income Tax Provision (Details) (USD $) | Sep. 30, 2013 | Sep. 30, 2012 |
Net deferred tax assets - Non-current: | ' | ' |
Expected income tax benefit from NOL carry-forwards | $112,232 | $392 |
Less valuation allowance | -112,232 | -392 |
Deferred tax assets, net of valuation allowance | $0 | $0 |
Income_Tax_Provision_Details_1
Income Tax Provision (Details 1) | 12 Months Ended | 16 Months Ended |
Sep. 30, 2013 | Sep. 30, 2013 | |
Income Tax Contingency [Line Items] | ' | ' |
Federal statutory income tax rate | 34.00% | 34.00% |
Increase (reduction) in income tax provision resulting from: | ' | ' |
Net operating loss (bNOLb) carry-forwards | -34.00% | -34.00% |
Effective income tax rate | 0.00% | 0.00% |
Income_Tax_Provision_Detail_Te
Income Tax Provision (Detail Textual) (USD $) | 4 Months Ended | 12 Months Ended | 16 Months Ended |
Sep. 30, 2012 | Sep. 30, 2013 | Sep. 30, 2013 | |
Income Tax Contingency [Line Items] | ' | ' | ' |
Operating Loss Carryforwards | ' | $330,094 | $330,094 |
Other Asset Impairment Charges | 0 | 200,000 | 200,000 |
Operating Loss Carry forwards Expiration Period | ' | '2033 | ' |
Deferred Tax Assets, Net | ' | 112,232 | 112,232 |
Valuation Allowance, Deferred Tax Asset, Change in Amount | ' | $111,840 | $392 |
Subsequent_Events_Details_Text
Subsequent Events (Details Textual) (USD $) | Sep. 30, 2013 | Aug. 27, 2013 | Sep. 30, 2012 | Jan. 08, 2014 | Sep. 30, 2013 | Jan. 22, 2014 |
Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||||
Common Stock [Member] | Employ US Ltd [Member] | |||||
Subsequent Event [Line Items] | ' | ' | ' | ' | ' | ' |
Common Stock, Shares, Issued | 34,000,011 | ' | 34,000,011 | 1,000,000 | ' | ' |
Common Stock, Par or Stated Value Per Share | $0.00 | ' | $0.00 | $0.00 | $0.00 | ' |
Common Stock, Value, Subscriptions | ' | ' | ' | $150,000 | ' | ' |
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | ' | ' | ' | ' | ' | 9,351,900 |
Percentage Of Issued And Outstanding Shares | ' | ' | ' | ' | ' | 26.70% |
Number of Stock Cancelled During Period | ' | ' | ' | ' | ' | 9,351,900 |
Stock Issued During Period, Shares, Issued for Services | ' | ' | ' | ' | 100,000 | ' |
Sale of Stock, Price Per Share | ' | $0.00 | ' | ' | $0.15 | ' |
Stock Issued During Period, Value, Issued for Services | ' | ' | ' | ' | $15,000 | ' |