Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Apr. 14, 2015 | Jun. 30, 2014 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | Staffing Group, Ltd. | ||
Entity Central Index Key | 1561622 | ||
Current Fiscal Year End Date | -19 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | Yes | ||
Entity Current Reporting Status | No | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $6,531,203 | ||
Trading Symbol | TSGL | ||
Entity Common Stock, Shares Outstanding | 37,220,013 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
CURRENT ASSETS | ||
Cash and cash equivalents | $4,216 | $2,757 |
Accounts receivable, net | 1,621,861 | 1,730,365 |
Deferred financing costs | 0 | 9,315 |
Prepaid expenses and other current assets | 158,592 | 37,614 |
Deferred tax asset | 0 | 43,729 |
Total Current Assets | 1,784,669 | 1,823,780 |
Property and equipment, net | 22,174 | 30,997 |
Security deposits | 29,055 | 30,530 |
TOTAL ASSETS | 1,835,898 | 1,885,307 |
CURRENT LIABILITIES: | ||
Accounts payable and accrued expenses | 258,752 | 296,327 |
Line of credit | 1,364,543 | 1,463,370 |
Convertible notes payable | 0 | 60,000 |
Notes payable | 107,000 | 0 |
Income tax payable | 0 | 9,744 |
Current portion of payroll related liabilities | 197,688 | 400,928 |
Total Current Liabilities | 1,927,983 | 2,230,369 |
Long term portion of payroll related liabilities | 273,730 | 426,579 |
Due to stockholders | 472,287 | 447,629 |
TOTAL LIABILITIES | 2,674,000 | 3,104,577 |
Commitments and contingencies (Note 13) | ||
STOCKHOLDERS' DEFICIT | ||
Preferred stock, no par value: 5,000,000 shares authorized, none issued and outstanding. | 0 | 0 |
Common stock par value $0.001: 75,000,000 shares authorized; 37,220,013 and 30,000,000 shares issued and outstanding as of December 31, 2014 and 2013, respectively | 37,220 | 30,000 |
Additional paid-in capital | 1,633,704 | 748,924 |
Accumulated deficit | -2,509,026 | -1,998,194 |
TOTAL STOCKHOLDERS' DEFICIT | -838,102 | -1,219,270 |
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT | $1,835,898 | $1,885,307 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Preferred stock, no par value | $0 | $0 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares, issued | 37,220,013 | 30,000,000 |
Common stock, shares outstanding | 37,220,013 | 30,000,000 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
NET REVENUES | ||
Contract staffing services | $20,700,657 | $15,561,400 |
COST OF SERVICES | 17,564,351 | 13,019,241 |
GROSS PROFIT | 3,136,306 | 2,542,159 |
SELLING, GENERAL AND ADMINISTRATIVE | ||
Payroll and related expenses | 1,476,537 | 1,343,280 |
Selling, general and administrative expenses | 1,930,150 | 1,154,614 |
TOTAL SELLING, GENERAL AND ADMINISTRATIVE | 3,406,687 | 2,497,894 |
(LOSS) INCOME FROM OPERATIONS | -270,381 | 44,265 |
OTHER (EXPENSE) INCOME | ||
Interest expense | -197,623 | -172,622 |
Other (expense) income | -11,315 | 98,346 |
TOTAL OTHER EXPENSE | -208,938 | -74,276 |
LOSS FROM OPERATIONS BEFORE PROVISION FOR INCOME TAXES | -479,319 | -30,011 |
(Provision) benefit for income taxes | -31,513 | 33,985 |
NET (LOSS) INCOME | ($510,832) | $3,974 |
NET (LOSS) INCOME PER COMMON SHARE | ||
Basic (in dollars per share) | ($0.01) | $0 |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING | ||
Basic and diluted (in shares) | 36,046,623 | 30,000,000 |
STATEMENTS_OF_STOCKHOLDERS_DEF
STATEMENTS OF STOCKHOLDERS' DEFICIT (USD $) | Total | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] |
Balance at Dec. 31, 2012 | ($1,223,244) | $0 | $30,000 | $748,924 | ($2,002,168) |
Balance (in shares) at Dec. 31, 2012 | 0 | 30,000,000 | |||
Net loss | 3,974 | 0 | 0 | 0 | 3,974 |
Balance at Dec. 31, 2013 | -1,219,270 | 0 | 30,000 | 748,924 | -1,998,194 |
Balance (in shares) at Dec. 31, 2013 | 0 | 30,000,000 | |||
Shares issued in connection with reverse capitalization | 154,000 | 5,100 | 148,900 | ||
Shares issued in connection with reverse capitalization (in shares) | 5,100,011 | ||||
Stock issued for cash | 150,000 | 800 | 149,200 | ||
Stock issued for cash (in shares) | 800,000 | ||||
Shares issued as cost of private placement | 0 | 27 | -27 | ||
Shares issued as cost of private placement (in shares) | 26,668 | ||||
Stock issued for prepaid consulting fees | 500,000 | 1,000 | 499,000 | ||
Stock issued for prepaid consulting fees (in shares) | 1,000,000 | ||||
Stock issued for conversion of debt | 66,000 | 293 | 65,707 | ||
Stock issued for conversion of debt (in shares) | 293,334 | ||||
Inducement expense related to conversion of debt | 22,000 | 22,000 | |||
Net loss | -510,832 | 0 | 0 | 0 | -510,832 |
Balance at Dec. 31, 2014 | ($838,102) | $0 | $37,220 | $1,633,704 | ($2,509,026) |
Balance (in shares) at Dec. 31, 2014 | 0 | 37,220,013 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net (loss) income | ($510,832) | $3,974 |
Adjustments to reconcile net (loss) income to net cash provided by (used in) operating activities: | ||
(Recoveries) Provision for doubtful accounts | -41,365 | 20,821 |
Depreciation expense | 8,823 | 8,069 |
Interest and fees on line of credit | 296,983 | 88,510 |
Interest and Debt Expense | 39,472 | 37,746 |
Amortization of deferred financing costs | 9,315 | 15,685 |
Inducement expense related to debt conversion | 22,000 | 0 |
Deferred tax provision | 43,729 | -43,729 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | 149,869 | -373,150 |
Prepaid expenses and other current assets | 383,022 | -27,745 |
Security deposits | 1,475 | -23,893 |
Accounts payable and accrued expenses | -41,319 | -16,390 |
Payroll related liabilities | -356,089 | -250,479 |
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES | 5,083 | -560,581 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Cash received from merger | 150,000 | 0 |
Purchase of property and equipment | 0 | -5,529 |
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES | 150,000 | -5,529 |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Net (repayments) proceeds from line of credit | -395,810 | 356,963 |
Proceeds from convertible notes payable | 0 | 60,000 |
Proceeds from notes payable | 157,000 | 0 |
Deferred financing costs | 0 | -25,000 |
Principal payments towards notes payable | -50,000 | 0 |
Proceeds from sale of common stock | 150,000 | 0 |
Payments to stockholder | -14,814 | -19,490 |
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES | -153,624 | 372,473 |
Net increase (decrease) in cash and cash equivalents | 1,459 | -193,637 |
Cash and cash equivalents, beginning of year | 2,757 | 196,394 |
Cash and cash equivalents, end of year | 4,216 | 2,757 |
SUPPLEMENTAL CASH FLOW INFORMATION | ||
Cash paid for taxes | 165 | 0 |
Cash paid for interest | 0 | 197,688 |
NON-CASH ACTIVITIES | ||
Prepaids and other current assets received in connection with reverse merger | 4,000 | 0 |
Common stock issued for prepaid consulting services | 500,000 | 0 |
Common stock issued in conversion of convertible notes payable and accrued interest | $66,000 | $0 |
DESCRIPTION_OF_BUSINESS
DESCRIPTION OF BUSINESS | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Note 1 - Description of Business |
EmployUS, LLC (“EmployUS”) a Delaware Limited Liability Company, was formed on September 30, 2010 having a perpetual existence and is a full service turnkey staffing company. Initially established to respond to the relief and recovery of the major oil spill in the Gulf of Mexico, EmployUS, has since expanded to provide services on most major construction, chemical, and maritime projects in the Southeast United States. From its single initial project four years ago, EmployUS, has grown to nine offices in three states, with more than 300 customers and has provided employment to over 4,500 individuals as of December 31, 2014. | |
Effective July 1, 2013, EmployUS, changed its corporate status from a limited liability company to a “C” corporation and its state of registration from Delaware to Nevada. As a result of these changes, the new name of EmployUS became EmployUS, Ltd. (“EmployUS, Ltd.”). The total number of authorized shares of common stock of EmployUS, Ltd. is 200,000,000 having a par value of $0.001 per share. The two members of EmployUS, each owning 50%, received 15,000,000 shares of EmployUS Ltd.’s common stock. Since EmployUS and EmployUS, Ltd. had common ownership, the initial basis of the assets and liabilities recorded by EmployUS, Ltd. were the historical carrying value of these assets and liabilities of EmployUS. EmployUS, Ltd. has also retroactively reflected the issuance of the shares of common stock to the members of EmployUS as if the transaction occurred on January 1, 2013. | |
On January 22, 2014, The Staffing Group, Ltd. (“the Company”) entered into a Share Exchange Agreement (the “Exchange Agreement”) with EmployUS, Ltd., all of the stockholders of EmployUS, Ltd. (the “EmployUS, Ltd. Shareholders”), and the Company’s controlling stockholders. The Exchange Agreement closed on February 14, 2014. Pursuant to the terms and conditions of the final, fully executed Exchange Agreement and upon the consummation of the closing, the Company issued an aggregate of 13,153,800 to the shareholders of EmployUS Ltd in exchange for the transfer of the EmployUS, Ltd. common stock. Additionally, three of the Company’s stockholders agreed to cancel an aggregate of 13,153,798 of the Company’s common stock. | |
Following the Exchange Agreement, there are 35,100,011 shares of the Company’s common stock issued and outstanding, which include 13,153,800 shares held by the former stockholders of EmployUS, Ltd. and 6,050,000 shares held by Brian McLoone, EmployUS Ltd.’s Chief Operating Officer but not a stockholder of EmployUs Ltd. prior to the merger. As a result, EmployUS, Ltd. pre-merger stockholders, including Brian McLoone, hold approximately 54.72% of the Company’s issued and outstanding shares of common stock and the former stockholders of the Company hold approximately 45.28%. | |
Upon closing of the Exchange Agreement, EmployUS, Ltd. became a wholly owned subsidiary of the Company. The Company ceased its prior operations and became engaged in the business of EmployUS, Ltd. As the Company was formerly a shell company, no pro forma disclosures are required. The Exchange Agreement is being accounted for as a reverse merger and recapitalization and EmployUS, Ltd. is deemed to be the acquirer in the reverse merger for accounting purposes and the Company is deemed the legal acquirer. The Company will therefore, take on EmployUS, Ltd.’s operating history. In connection with the reverse merger, Brent Callais, CEO of EmployUS, Ltd., became a director of the Company due to his expertise and experience. | |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
Significant Accounting Policies [Text Block] | Note 2 - Summary of Significant Accounting Policies | |
Basis of presentation | ||
The consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for annual financial statements and with Form 10-K and article 8 of the Regulation S-X of the United States Securities and Exchange Commission (“SEC”). | ||
Principles of consolidation | ||
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary. All significant intercompany transactions are eliminated. | ||
Use of Estimates | ||
The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates. Significant matters requiring the use of estimates and assumptions include, but may not be limited to, accounts receivable allowances, and valuation allowance for deferred tax assets. Management believes that its estimates and assumptions are reasonable, based on information that is available at the time they are made. | ||
Revenue Recognition | ||
Contract staffing service revenues are recognized when services are rendered. The Company recognizes revenue in accordance with Accounting Standards Codification (“ASC”) 605 “Revenue Recognition”, which requires that four basic criteria be met before revenue can be recognized: (i) persuasive evidence that an arrangement exists; (ii) the price is fixed or determinable; (iii) collectability is reasonably assured; and (iv) services have been rendered. | ||
Cost of Contract Staffing Services | ||
The cost of contract staffing services includes the wages, related payroll taxes, and employee benefits of the Company’s employees while they work on contract assignments for the period in which the related revenue is recognized. | ||
Cash and Cash Equivalents | ||
The Company considers highly liquid investments with original maturities of three months or less when purchased as cash equivalents. At times throughout the year, the Company might maintain bank balances that may exceed Federal Deposit Insurance Corporation (FDIC) insured limits. Periodically, the Company evaluates the credit worthiness of the financial institutions, and has not experienced any losses in such accounts. As of December 31, 2014 and 2013, the Company did not have any cash equivalents. | ||
Property and Equipment | ||
Property and equipment are stated at cost, less accumulated depreciation and amortization. Expenditures for maintenance and repairs are charged to expense when incurred, while renewals and betterments that materially extend the life of an asset are capitalized. | ||
The costs of assets sold, retired, or otherwise disposed of, and the related allowance for depreciation, are eliminated from the accounts, and any resulting gain or loss is recognized in the results from operations. Depreciation is provided using the straight-line method over the estimated useful lives of the assets, which are as follows: | ||
Computer and office equipment | 5 years | |
Furniture and fixtures | 7 years | |
Leasehold improvements | Shorter of improvements’ useful life | |
or initial lease term | ||
Long-Lived Assets | ||
On a periodic basis, management assesses whether there are any indicators that the value of the Company’s long-lived assets may be impaired. An asset’s value may be impaired only if management’s estimate of the aggregate future cash flows, on an undiscounted basis, to be generated by the asset are less than the carrying value of the asset. | ||
If impairment has occurred, the loss is measured as the excess of the carrying amount of the asset over its fair value. The Company’s estimates of aggregate future cash flows expected to be generated by each long-lived asset are based on a number of assumptions that are subject to economic and market uncertainties. As these factors are difficult to predict and are subject to future events that may alter management’s assumptions, the future cash flows estimated by management in their impairment analyses may not be achieved. No impairment was identified during the years ended December 31, 2014 and 2013. | ||
Fair Value Measurement | ||
The carrying amounts reported in the Company’s consolidated financial statements for accounts receivable, prepaid expenses, accounts payable, accrued expenses, and payroll liabilities approximate their fair value because of the immediate or short-term nature of these consolidated financial instruments. The carrying amounts reported in the consolidated balance sheet for its line of credit and convertible notes payable approximates fair value as the contractual interest rate and features are consistent with similar instruments of similar risk in the market place. | ||
Advertising | ||
The Company charges advertising costs to expense as incurred. Advertising costs were $10,094 and $2,658 for the years ended December 31, 2014 and 2013, respectively. | ||
Concentration of Credit Risk | ||
For the years ended December 31, 2014 and 2013, Customer A accounted for 41% and 32% of the Company’s net revenue, respectively. Customer A’s accounts receivable was 29% and 29% of the Company’s total accounts receivable as of December 31, 2014 and 2013, respectively. The Company did not have any other customers that exceeded 10% of either revenue or accounts receivable in either 2014 or 2013. | ||
Accounts Receivable | ||
The Company extends credit to its customers based on an evaluation of the customer’s financial condition and ability to pay the Company in accordance with the payment terms. An allowance for doubtful accounts is recorded as a charge to bad debt expense where collection is considered doubtful due to credit issues. This allowance reflects management’s estimate of the potential losses inherent in the accounts receivable balance, based on historical loss statistics and known factors impacting its customers. The nature of the contract service business, where companies are dependent on employees for their production cycle, generally results in a nominal provision for doubtful accounts. Based on management’s review of accounts receivable, an allowance for doubtful accounts of $53,368 and $235,885 was considered necessary as of December 31, 2014 and 2013, respectively. The Company charges uncollectible accounts against the allowance once the invoices are deemed unlikely to be collectible. The Company does not accrue interest on past due receivables. | ||
Net (Loss) Income per Common Share | ||
Net (loss) income per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net (loss) income per common share is computed by dividing net (loss) income by the weighted average number of shares of common stock outstanding during the period. Diluted net (loss) income per common share is computed by dividing net (loss) income 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 years ended December 31, 2014 or 2013. | ||
Income Taxes | ||
For the period prior to July 1, 2013, the Company was not subject to Federal and State income taxes, as it was a limited liability company. Each member was responsible for the tax liability, if any, related to its proportionate share of the Company’s taxable income. Accordingly, no provision for income taxes was reflected in the accompanying consolidated financial statements through June 30, 2013. The Company had concluded that it was a pass-through entity through June 30, 2013 and a taxable entity thereafter. | ||
Effective July 1, 2013, the Company changed its corporate status from a limited liability company to a “C” corporation and its state of registration from Delaware to Nevada. The Company is subject to file tax returns in the states of Louisiana, Alabama and Mississippi. Generally, federal, state and local authorities may examine the Company’s tax returns for three years from the date of filing and the current and prior three years remain subject to examination as of December 31, 2014. | ||
There were no uncertain tax positions that would require recognition in the financial statements through December 31, 2014. The Company’s conclusions regarding uncertain tax positions may be subject to review and adjustment as a later date based upon ongoing analyses of tax laws, regulations and interpretations thereof as well as other factors. | ||
The Company accounts for income taxes under ASC 740-10-30. 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. | ||
Recent Accounting Pronouncements | ||
The FASB has issued ASU No. 2014-15, Presentation of Financial Statements-Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. The guidance, which is effective for annual reporting periods ending after December 15, 2016, extends the responsibility for performing the going-concern assessment to management and contains guidance on how to perform a going-concern assessment and when going-concern disclosures would be required under U.S. GAAP. The adoption of this pronouncement is not expected to have a material impact on the Company’s consolidated financial statements. | ||
The FASB has issued ASU No. 2014-12, Compensation – Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This ASU requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This update further clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. The amendments in this ASU are effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The Company has not yet determined the effect of the adoption of this standard and it is not expected to have a material impact on the Company’s consolidated financial position and results of operations. | ||
The FASB has issued ASU No. 2014-09, Revenue from Contracts with Customers. This ASU supersedes the revenue recognition requirements in Accounting Standards Codification 605 - Revenue Recognition and most industry-specific guidance throughout the Codification. The standard requires that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. This ASU is effective on January 1, 2018 and should be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying the ASU recognized at the date of initial application. The Company has not yet determined the effect of the adoption of this standard and it is not expected to have a material impact on the Company’s consolidated financial position and results of operations. | ||
LIQUIDITY_AND_CAPITAL_RESOURCE
LIQUIDITY AND CAPITAL RESOURCES | 12 Months Ended |
Dec. 31, 2014 | |
Liquidity And Capital Resources [Abstract] | |
Liquidity And Capital Resources [Text Block] | Note 3 - Liquidity and Capital Resources |
As of December 31, 2014, the Company had a stockholders’ deficit of $838,102. For the year ended December 31, 2014 and 2013, the Company had a net loss of $510,832 and a net profit of $3,974, respectively. At December 31, 2014, the Company had working capital deficit of $143,314 compared to $406,589 at December 31, 2013. The Company’s stockholders’ deficiency is primarily due to, among other reasons, penalties and interest relating to unpaid payroll tax liabilities in 2011, and an increase in staff payroll and rent, due to an expansion of operations. The Company currently has a past due payroll tax liability from 2011 of approximately $471,000. Since 2012, the Company has been remitting payroll taxes in accordance with the Internal Revenue Service (“IRS”) and is currently on an installment agreement with the IRS to pay back the outstanding payroll tax liability. | |
The Company’s principal sources of liquidity include cash from operations and proceeds from debt and equity financings. The balance due to Crestmark on the Company’s line of credit was $1,364,543 as of December 31, 2014, a decrease of $98,827 from December 31, 2013. As of December 31, 2014, the Company had cash balances of $4,216 as compared to $2,757 as of December 31, 2013. | |
The Company anticipates that its current available working capital and credit facilities should be adequate to sustain current operations, in addition to repaying certain debt obligations, including the past due payroll liabilities, as they become due. In the event the Company experiences liquidity and capital resources constraints because of greater than anticipated sales growth or acquisition needs, the Company may need to raise additional capital in the form of equity and/or debt financing including refinancing its current debt. Issuances of additional shares will result in dilution to its existing shareholders. There is no assurance that the Company will achieve any additional sales of its equity securities or arrange for debt or other financing to fund any potential acquisition needs or increased growth. If such additional capital is not available on terms acceptable to the Company, or at all, then the Company may need to curtail its operations and/or take additional measures to conserve and manage its liquidity and capital resources, any of which would have a material adverse effect on its business, results of operations and financial condition. | |
DEFERRED_FINANCING_COSTS
DEFERRED FINANCING COSTS | 12 Months Ended |
Dec. 31, 2014 | |
Deferred Finance Costs [Abstract] | |
Deferred Financing Costs [Text Block] | Note 4 - Deferred Financing Costs |
In May 2013, in connection with the issuance of the convertible promissory notes, the Company incurred legal fees of $25,000 directly related to this financing. These costs were being amortized over the term of the convertible promissory notes, which began in May 2013, and came due in May 2014 on the straight-line method, which approximated the interest rate method. As of December 31, 2014, the Company fully amortized the financing costs of $25,000. As of December 31, 2013, accumulated amortization was $15,685. | |
PROPERTY_AND_EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property, Plant and Equipment Disclosure [Text Block] | Note 5 - Property and Equipment | |||||||
Property and equipment consisted of the following as of December 31,: | ||||||||
2014 | 2013 | |||||||
Furniture and fixtures | $ | 24,484 | $ | 24,484 | ||||
Computer equipment and software | 7,778 | 7,778 | ||||||
Office equipment | 18,849 | 18,894 | ||||||
51,111 | 51,111 | |||||||
Less: accumulated depreciation | -28,937 | -20,114 | ||||||
Property and Equipment, Net | $ | 22,174 | $ | 30,997 | ||||
Depreciation expense for the years ended December 31, 2014 and 2013 was $8,823 and $8,069, respectively. | ||||||||
LINE_OF_CREDIT
LINE OF CREDIT | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Line of Credit Facility [Abstract] | ||||||||
Debt Disclosure [Text Block] | Note 6 - Line of Credit | |||||||
In October 2011, the Company entered into an account purchase agreement with Crestmark Bank (“Crestmark”) to provide working capital financing. The account purchase agreement allows Crestmark to advance the Company funds on eligible accounts receivable at its sole discretion. The term of the facility is three years with an interest rate equal to the Prime Rate plus 2.75% per annum (6% floor), a maintenance fee of 0.6% per month of the average monthly loan balance, and a facility fee equal to 1% of the maximum loan amount. The line is secured by collateral consisting of all of the Company’s assets and is also personally guaranteed by Brent Callais, a director of the Company. | ||||||||
On September 24, 2014, the Company entered into a Loan and Security Agreement with Crestmark which supersedes and replaces the original account purchase agreement. The term of the facility is three years with an interest rate equal to the Prime Rate plus 5.75% per annum (6% floor), and a facility fee equal to 1% of the maximum loan amount. The Company is currently compliant with all covenants. The balance due to Crestmark as of December 31, 2014 and 2013 was $1,364,543 and $1,463,370 respectively. Interest and fees paid to Crestmark for the years ended December 31, 2014 and 2013 were $296,983 and $282,153, respectively, which were satisfied by additional borrowings under the line of credit. | ||||||||
Interest and fees consisted of the following for the years ended December 31: | ||||||||
2014 | 2013 | |||||||
Interest | $ | 112,296 | $ | 88,510 | ||||
Fees | 184,687 | 193,643 | ||||||
Total | $ | 296,983 | $ | 282,153 | ||||
NOTES_PAYABLE
NOTES PAYABLE | 12 Months Ended |
Dec. 31, 2014 | |
Debt Disclosure [Abstract] | |
Short-term Debt [Text Block] | Note 7 - Notes Payable |
Convertible Notes Payable | |
On May 13, 2013, the Company issued three separate $20,000 secured convertible promissory notes. The maturity date of the convertible promissory notes was May 13, 2014, and they bore interest at a rate of 10% per annum. The notes were secured by collateral, consisting of all tangible and intangible assets of the Company which were subordinated to the line of credit. Once the Company changed its corporate status from a limited liability company to a “C” corporation on July 1, 2013, the secured convertible promissory notes and any accrued interest became convertible at the option of the holder into shares of the Company’s common stock, with the conversion rate being 75% of the consideration per share paid by the investors in the next Qualified Financing arrangement. The principal portion of the convertible promissory notes could not be prepaid prior to the maturity date, though any accrued interest could be paid in cash or by conversion into shares of the Company’s common stock. | |
In accordance with ASC 470, “Accounting for Securities with Beneficial Conversion Features or Contingently Adjustable Conversion Ratios,” the convertible promissory notes were considered to have a beneficial conversion feature as the effective conversion price would be less than the lowest paid price by other investors in a future qualified financing, which is defined as a private placement offering of the Company’s securities to be completed after the consummation of any transaction affecting the structure of the Company, and before the maturity date of May 13, 2014. | |
In addition, in accordance with ASC 815, the conversion feature is considered to be a derivative instrument as the conversion price can be lowered if the Company issues securities at a lower price in a future qualified financing, as defined. As the qualified offering has yet to occur, an assessment of the fair value of the contingent conversion feature cannot be measured as of date of issuance of the secured convertible notes. | |
On May 13, 2014, the Company entered into amendments with the holders of the three secured convertible promissory notes that would convert all of the outstanding principal and accrued interest into common stock of the Company at a per share price of $0.225, which is 75% of the consideration per share paid by the investors in the most recent stock sale (a non-qualified offering), which was $0.30 per share. Pursuant to the amendment, all three note holders chose to convert their notes in full into 293,334 shares of common stock in the aggregate and a related inducement expense of $22,000 was recorded. | |
Notes Payable | |
On April 25, 2014, the Company issued a promissory note for $62,000 to a third party, of which $50,000 was for cash and $12,000 was a reimbursement relating to legal and other expenses incurred in connection with the issuance of the note that is to be repaid in full by May 20, 2015. There is no interest on this promissory note. The note was repaid in full in June 2014. | |
On May 20, 2014, the Company issued a promissory note for $94,500 for cash to a shareholder of the Company that is to be repaid in full by May 20, 2015. The note accrues interest expense at 10% per annum. Interest expense for the year ended December 31, 2014 was $5,801 and is included in accrued expenses as of December 31, 2014. | |
On July 14, 2014, the Company issued a promissory note for $12,500 for cash to a shareholder of the Company that is to be repaid in full by July 14, 2015. The note accrues interest expense at 10% per annum. Interest expense for the years ended December 31, 2014 was $583 and is included in accrued expenses as of December 31, 2014. | |
DUE_TO_STOCKHOLDERS
DUE TO STOCKHOLDERS | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Due To Stockholder Disclosure [Text Block] | Note 8 - Due to Stockholders |
Amounts due to stockholders of the Company of $472,287 and $447,629 as of December 31, 2014 and 2013, respectively, arose from cash advances made to the Company for working capital purposes. These balances include accrued interest in the amount of 9% per annum, which aggregated $98,758 and $37,746 as at December 31, 2014 and 2013, respectively. The stockholders have agreed to forbear from demanding payment until July 1, 2016 of the principal and any accrued interest previously due on demand. Interest expense for the years ended December 31, 2014 and 2013 was approximately $39,472 and $37,746, respectively, which was satisfied by being added to the outstanding balance. | |
RELATEDPARTY_TRANSACTIONS
RELATED-PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Note 9 - Related-Party Transactions |
The Company has recognized revenue for staffing services from two related parties during the year ended December 31, 2013, both of which are owned by a director of the Company. The total revenue for the year ended December 31, 2013 was $19,867 from one party and $4,204 from the other. There were no related party transactions during the year ended December 31, 2014 | |
PAYROLL_LIABILITIES
PAYROLL LIABILITIES | 12 Months Ended |
Dec. 31, 2014 | |
Payroll Liabilities [Abstract] | |
Payroll Liabilities Disclosures [Text Block] | Note 10 - Payroll Liabilities |
The Company has past due payroll liabilities due to the Internal Revenue Service (“IRS”) for unpaid payroll taxes, penalties and interest for 2011 and 2010. The original unpaid payroll taxes to the IRS for these periods totaled $891,386. | |
The Company has a payment plan in place with the IRS, whereby effective on April 25, 2012, it made an initial payment of $4,118, and subsequent monthly payments of $16,474 on the 28th of every month thereafter starting on May 28, 2012 until such time the liability is paid in full, with an additional payment of $200,000 due on April 28, 2014. The Company made such $200,000 payment on the required date. The IRS has issued a notice of Federal Tax Lien against the Company’s property until the amount is paid in full. | |
As of December 31, 2014 and 2013, the past due balance due to the IRS, including penalties, interest, and fees, totaled $471,418 and $827,507, respectively. During the years ended December 31, 2014 and 2013, the Company incurred $30,596 and $26,882, respectively, in penalties and interest from the IRS. | |
STOCKHOLDERS_EQUITY
STOCKHOLDERS EQUITY | 12 Months Ended |
Dec. 31, 2014 | |
Stockholders Equity Note [Abstract] | |
Stockholders Equity Note Disclosure [Text Block] | Note 11 – Stockholders Equity |
Preferred Stock | |
Effective July 1, 2013, EmployUS changed its corporate status from a limited liability company to a “C” corporation and its state of registration from Delaware to Nevada. As a result of these changes, the Company has authorized 5,000,000 shares of preferred stock, no par value. As these are considered “black check” preferred shares, the terms of the preferred stock are to be determined by the board of directors of the Company in the near future. | |
Common Stock | |
On March 20, 2014, 600,000 shares of common stock were issued at $0.15 per share for gross proceeds of $90,000 pursuant to a Stock Purchase Agreement with two investors. On April 29, 2014, 26,668 shares of common stock were issued at $0.15 per share for a broker fee in connection with this Stock Purchase Agreement. | |
On April 1, 2014, 200,000 shares of common stock were issued at $0.30 per share for gross proceeds of $60,000 pursuant to a Stock Purchase Agreement with two investors. | |
On April 1, 2014, the Company entered into a consulting agreement for one year with a third party whereby the Company issued the consultant 1,000,000 shares of common stock valued at the market price of the Company’s common stock on April 1, 2014, or $0.50 per share, for a total value of $500,000, which will be charged to expense monthly throughout the term of the agreement, which is one year. $379,452 of expense has been recognized for the year ended December 31, 2014. | |
On May 13, 2014, three note holders converted a total of $60,000 in principal of convertible notes, and $6,000 of accrued interest into an aggregate of 293,334 shares of common stock at a per share price of $0.225. | |
INCOME_TAX_PROVISION
INCOME TAX PROVISION | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Income Tax Disclosure [Abstract] | |||||||||
Income Tax Disclosure [Text Block] | Note 12 – Income Tax Provision | ||||||||
The provision for income taxes of $31,513 and the benefit of income taxes of ($33,985) for the years ended December 31, 2014 and 2013, respectively, represented estimated federal and state income taxes. The effective tax rate for the years ended December 31, 2014 and 2013 was 6% and (113)%, respectively. | |||||||||
The components of the provision (benefit) for income taxes consist of the following: | |||||||||
December 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Current: | |||||||||
Federal | $ | -5,681 | $ | 7,638 | |||||
State | -6,535 | 2,106 | |||||||
Total Current | -12,216 | 9,744 | |||||||
Deferred: | |||||||||
Federal | -115,898 | -35,649 | |||||||
State | -8,999 | -8,080 | |||||||
Change in valuation allowance | 168,626 | - | |||||||
Total deferred | 43,729 | -43,729 | |||||||
Net income tax expense (benefit) | $ | 31,513 | $ | -33,985 | |||||
The reconciliation between the statutory income tax rate and the effective tax rate is as follows: | |||||||||
For the Years Ended December 31, | |||||||||
2014 | 2013 | ||||||||
Computed expected tax expense | -34 | % | -15 | % | |||||
State taxes, net of federal benefit | -3 | % | -3 | % | |||||
Permanent differences | 1 | % | 35 | % | |||||
Adjustment due to conversion from LLC to corporation | 0 | % | -132 | % | |||||
Other | 7 | % | 2 | % | |||||
Change in valuation allowance | 35 | % | - | ||||||
Income tax provision (benefit) | 6 | % | -113 | % | |||||
The types of temporary differences that give rise to deferred tax assets and liabilities are as follows: | |||||||||
December 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Deferred tax assets: | |||||||||
Fixed assets | $ | 2,830 | $ | 326 | |||||
Allowance for doubtful accounts | 19,554 | 43,403 | |||||||
Net operating loss | 146,242 | - | |||||||
168,626 | 43,729 | ||||||||
Valuation allowance | -168,626 | - | |||||||
Net deferred tax assets | $ | 0 | $ | 43,729 | |||||
At December 31, 2014, the Company had net operating loss carryforwards for federal and state income tax purposes of approximately $399,000, which begin to expire in 2034. Prior to the merger, the Company (Staffing Group Ltd.) had generated approximately $329,000 of net operating loss carryforwards, which the Company’s preliminary analysis indicated, would be subject to significant limitations pursuant to the internal Revenue Code Section 382. Therefore, the Company recorded no deferred tax asset related to The Staffing Group Ltd.’s previous net operating loss carryforwards. The Company has not performed a detailed analysis to determine whether an ownership change under Section 382 of the IRC has occurred. The Company, after considering all available evidence, fully reserved its deferred tax asset since it is more likely than not that such benefits will not be realized in future periods. The Company will continue to evaluate its deferred tax assets to determine whether any changes in circumstances could affect the realization of their future benefit. During the year ended December 31, 2014, the Company increased its valuation allowance by $168,626. | |||||||||
As required by the provisions of ASC 740, the Company recognizes the financial statement benefit of a tax position only after determining that the relevant tax authority would more likely than not sustain the position following an audit. For tax positions meeting the more likely than not threshold, the amount recognized in the consolidated financial statements is the largest benefit that has a greater than 50 percent likelihood of being realized upon ultimate settlement with the relevant tax authority. Differences between tax positions taken or expected to be taken in a tax return and the net benefit recognized and measured pursuant to the interpretation are referred to as “unrecognized benefits.” A liability is recognized (or amount of NOL or amount of tax refundable is reduced) for an unrecognized tax benefit because it represents an enterprise’s potential future obligation to the taxing authority for a tax position that was not recognized as a result of applying the provisions of ASC 740. | |||||||||
If applicable, interest costs and penalties related to unrecognized tax benefits are required to be calculated and would be classified as interest and penalties in general and administrative expense in the consolidated statements of operations. As of December 31, 2014 and 2013, no liability for unrecognized tax benefit was required to be reported. No interest or penalties were recorded during the years ended December 31, 2014 and 2013. The Company does not expect any significant changes in its unrecognized tax benefits in the next year. | |||||||||
CONTINGENCIES_AND_COMMITMENTS
CONTINGENCIES AND COMMITMENTS | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | |||||
Commitments and Contingencies Disclosure [Text Block] | Note 13 - Contingencies and Commitments | ||||
Litigation | |||||
The Company is a defendant in various claims relating to matters arising in the ordinary course of business that are typically covered by insurance. The amount of liability, if any, from these claims cannot be determined with certainty; however, management is of the opinion that the outcomes will not have a material adverse impact on the Company’s financial position or results of operations. | |||||
Leases | |||||
The Company leases space for eight of its branch offices, which are located either in downtown or suburban business centers, and for its corporate headquarters, located in New Orleans, Louisiana. Locations are generally leased over periods from one to three years, and also on a month-to-month basis. For the years ended December 31, 2014 and 2013, rent expense was $111,866 and $83,318, respectively. | |||||
As of December 31, 2014, future minimum lease payments due under non-cancelable lease agreements having initial terms in excess of one year, including certain closed offices, are as follows: | |||||
Years | Amount | ||||
2015 | $ | 55,671 | |||
2016 | 18,921 | ||||
Total | $ | 74,592 | |||
SUBSEQUENT_EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | Note 12- Subsequent Events |
The Company has evaluated subsequent events through the date these consolidated financial statements were issued. | |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
Basis of Accounting, Policy [Policy Text Block] | Basis of presentation | |
The consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for annual financial statements and with Form 10-K and article 8 of the Regulation S-X of the United States Securities and Exchange Commission (“SEC”). | ||
Consolidation, Policy [Policy Text Block] | Principles of consolidation | |
The consolidated financial statements include the accounts of the Company and its wholly owned subsidiary. All significant intercompany transactions are eliminated. | ||
Use of Estimates, Policy [Policy Text Block] | Use of Estimates | |
The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported amounts of revenues and expenses during the period. Actual results could differ from those estimates. Significant matters requiring the use of estimates and assumptions include, but may not be limited to, accounts receivable allowances, and valuation allowance for deferred tax assets. Management believes that its estimates and assumptions are reasonable, based on information that is available at the time they are made. | ||
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition | |
Contract staffing service revenues are recognized when services are rendered. The Company recognizes revenue in accordance with Accounting Standards Codification (“ASC”) 605 “Revenue Recognition”, which requires that four basic criteria be met before revenue can be recognized: (i) persuasive evidence that an arrangement exists; (ii) the price is fixed or determinable; (iii) collectability is reasonably assured; and (iv) services have been rendered. | ||
Revenue Recognition, Sales of Services [Policy Text Block] | Cost of Contract Staffing Services | |
The cost of contract staffing services includes the wages, related payroll taxes, and employee benefits of the Company’s employees while they work on contract assignments for the period in which the related revenue is recognized. | ||
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents | |
The Company considers highly liquid investments with original maturities of three months or less when purchased as cash equivalents. At times throughout the year, the Company might maintain bank balances that may exceed Federal Deposit Insurance Corporation (FDIC) insured limits. Periodically, the Company evaluates the credit worthiness of the financial institutions, and has not experienced any losses in such accounts. As of December 31, 2014 and 2013, the Company did not have any cash equivalents. | ||
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment | |
Property and equipment are stated at cost, less accumulated depreciation and amortization. Expenditures for maintenance and repairs are charged to expense when incurred, while renewals and betterments that materially extend the life of an asset are capitalized. | ||
The costs of assets sold, retired, or otherwise disposed of, and the related allowance for depreciation, are eliminated from the accounts, and any resulting gain or loss is recognized in the results from operations. Depreciation is provided using the straight-line method over the estimated useful lives of the assets, which are as follows: | ||
Computer and office equipment | 5 years | |
Furniture and fixtures | 7 years | |
Leasehold improvements | Shorter of improvements’ useful life | |
or initial lease term | ||
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Long-Lived Assets | |
On a periodic basis, management assesses whether there are any indicators that the value of the Company’s long-lived assets may be impaired. An asset’s value may be impaired only if management’s estimate of the aggregate future cash flows, on an undiscounted basis, to be generated by the asset are less than the carrying value of the asset. | ||
If impairment has occurred, the loss is measured as the excess of the carrying amount of the asset over its fair value. The Company’s estimates of aggregate future cash flows expected to be generated by each long-lived asset are based on a number of assumptions that are subject to economic and market uncertainties. As these factors are difficult to predict and are subject to future events that may alter management’s assumptions, the future cash flows estimated by management in their impairment analyses may not be achieved. No impairment was identified during the years ended December 31, 2014 and 2013. | ||
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurement | |
The carrying amounts reported in the Company’s consolidated financial statements for accounts receivable, prepaid expenses, accounts payable, accrued expenses, and payroll liabilities approximate their fair value because of the immediate or short-term nature of these consolidated financial instruments. The carrying amounts reported in the consolidated balance sheet for its line of credit and convertible notes payable approximates fair value as the contractual interest rate and features are consistent with similar instruments of similar risk in the market place. | ||
Advertising Costs, Policy [Policy Text Block] | Advertising | |
The Company charges advertising costs to expense as incurred. Advertising costs were $10,094 and $2,658 for the years ended December 31, 2014 and 2013, respectively. | ||
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of Credit Risk | |
For the years ended December 31, 2014 and 2013, Customer A accounted for 41% and 32% of the Company’s net revenue, respectively. Customer A’s accounts receivable was 29% and 29% of the Company’s total accounts receivable as of December 31, 2014 and 2013, respectively. The Company did not have any other customers that exceeded 10% of either revenue or accounts receivable in either 2014 or 2013. | ||
Receivables, Policy [Policy Text Block] | Accounts Receivable | |
The Company extends credit to its customers based on an evaluation of the customer’s financial condition and ability to pay the Company in accordance with the payment terms. An allowance for doubtful accounts is recorded as a charge to bad debt expense where collection is considered doubtful due to credit issues. This allowance reflects management’s estimate of the potential losses inherent in the accounts receivable balance, based on historical loss statistics and known factors impacting its customers. The nature of the contract service business, where companies are dependent on employees for their production cycle, generally results in a nominal provision for doubtful accounts. Based on management’s review of accounts receivable, an allowance for doubtful accounts of $53,368 and $235,885 was considered necessary as of December 31, 2014 and 2013, respectively. The Company charges uncollectible accounts against the allowance once the invoices are deemed unlikely to be collectible. The Company does not accrue interest on past due receivables. | ||
Earnings Per Share, Policy [Policy Text Block] | Net (Loss) Income per Common Share | |
Net (loss) income per common share is computed pursuant to section 260-10-45 of the FASB Accounting Standards Codification. Basic net (loss) income per common share is computed by dividing net (loss) income by the weighted average number of shares of common stock outstanding during the period. Diluted net (loss) income per common share is computed by dividing net (loss) income 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 years ended December 31, 2014 or 2013. | ||
Income Tax, Policy [Policy Text Block] | Income Taxes | |
For the period prior to July 1, 2013, the Company was not subject to Federal and State income taxes, as it was a limited liability company. Each member was responsible for the tax liability, if any, related to its proportionate share of the Company’s taxable income. Accordingly, no provision for income taxes was reflected in the accompanying consolidated financial statements through June 30, 2013. The Company had concluded that it was a pass-through entity through June 30, 2013 and a taxable entity thereafter. | ||
Effective July 1, 2013, the Company changed its corporate status from a limited liability company to a “C” corporation and its state of registration from Delaware to Nevada. The Company is subject to file tax returns in the states of Louisiana, Alabama and Mississippi. Generally, federal, state and local authorities may examine the Company’s tax returns for three years from the date of filing and the current and prior three years remain subject to examination as of December 31, 2014. | ||
There were no uncertain tax positions that would require recognition in the financial statements through December 31, 2014. The Company’s conclusions regarding uncertain tax positions may be subject to review and adjustment as a later date based upon ongoing analyses of tax laws, regulations and interpretations thereof as well as other factors. | ||
The Company accounts for income taxes under ASC 740-10-30. 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. | ||
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements | |
The FASB has issued ASU No. 2014-15, Presentation of Financial Statements-Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. The guidance, which is effective for annual reporting periods ending after December 15, 2016, extends the responsibility for performing the going-concern assessment to management and contains guidance on how to perform a going-concern assessment and when going-concern disclosures would be required under U.S. GAAP. The adoption of this pronouncement is not expected to have a material impact on the Company’s consolidated financial statements. | ||
The FASB has issued ASU No. 2014-12, Compensation – Stock Compensation (Topic 718): Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This ASU requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This update further clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. The amendments in this ASU are effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Earlier adoption is permitted. The Company has not yet determined the effect of the adoption of this standard and it is not expected to have a material impact on the Company’s consolidated financial position and results of operations. | ||
The FASB has issued ASU No. 2014-09, Revenue from Contracts with Customers. This ASU supersedes the revenue recognition requirements in Accounting Standards Codification 605 - Revenue Recognition and most industry-specific guidance throughout the Codification. The standard requires that an entity recognizes revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. This ASU is effective on January 1, 2018 and should be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying the ASU recognized at the date of initial application. The Company has not yet determined the effect of the adoption of this standard and it is not expected to have a material impact on the Company’s consolidated financial position and results of operations. | ||
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
Schedule of Estimated Useful lives of Assets [Table Text Block] | Depreciation is provided using the straight-line method over the estimated useful lives of the assets, which are as follows: | |
Computer and office equipment | 5 years | |
Furniture and fixtures | 7 years | |
Leasehold improvements | Shorter of improvements’ useful life | |
or initial lease term | ||
PROPERTY_AND_EQUIPMENT_Tables
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Plant and Equipment [Abstract] | ||||||||
Property, Plant and Equipment [Table Text Block] | Property and equipment consisted of the following as of December 31,: | |||||||
2014 | 2013 | |||||||
Furniture and fixtures | $ | 24,484 | $ | 24,484 | ||||
Computer equipment and software | 7,778 | 7,778 | ||||||
Office equipment | 18,849 | 18,894 | ||||||
51,111 | 51,111 | |||||||
Less: accumulated depreciation | -28,937 | -20,114 | ||||||
Property and Equipment, Net | $ | 22,174 | $ | 30,997 | ||||
LINE_OF_CREDIT_Tables
LINE OF CREDIT (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Line of Credit Facility [Abstract] | ||||||||
Schedule of Line of Credit Facilities [Table Text Block] | Interest and fees consisted of the following for the years ended December 31: | |||||||
2014 | 2013 | |||||||
Interest | $ | 112,296 | $ | 88,510 | ||||
Fees | 184,687 | 193,643 | ||||||
Total | $ | 296,983 | $ | 282,153 | ||||
INCOME_TAX_PROVISION_Tables
INCOME TAX PROVISION (Tables) | 12 Months Ended | ||||||||
Dec. 31, 2014 | |||||||||
Income Tax Disclosure [Abstract] | |||||||||
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | The components of the provision (benefit) for income taxes consist of the following: | ||||||||
December 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Current: | |||||||||
Federal | $ | -5,681 | $ | 7,638 | |||||
State | -6,535 | 2,106 | |||||||
Total Current | -12,216 | 9,744 | |||||||
Deferred: | |||||||||
Federal | -115,898 | -35,649 | |||||||
State | -8,999 | -8,080 | |||||||
Change in valuation allowance | 168,626 | - | |||||||
Total deferred | 43,729 | -43,729 | |||||||
Net income tax expense (benefit) | $ | 31,513 | $ | -33,985 | |||||
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | The reconciliation between the statutory income tax rate and the effective tax rate is as follows: | ||||||||
For the Years Ended December 31, | |||||||||
2014 | 2013 | ||||||||
Computed expected tax expense | -34 | % | -15 | % | |||||
State taxes, net of federal benefit | -3 | % | -3 | % | |||||
Permanent differences | 1 | % | 35 | % | |||||
Adjustment due to conversion from LLC to corporation | 0 | % | -132 | % | |||||
Other | 7 | % | 2 | % | |||||
Change in valuation allowance | 35 | % | - | ||||||
Income tax provision (benefit) | 6 | % | -113 | % | |||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | The types of temporary differences that give rise to deferred tax assets and liabilities are as follows: | ||||||||
December 31, | December 31, | ||||||||
2014 | 2013 | ||||||||
Deferred tax assets: | |||||||||
Fixed assets | $ | 2,830 | $ | 326 | |||||
Allowance for doubtful accounts | 19,554 | 43,403 | |||||||
Net operating loss | 146,242 | - | |||||||
168,626 | 43,729 | ||||||||
Valuation allowance | -168,626 | - | |||||||
Net deferred tax assets | $ | 0 | $ | 43,729 | |||||
CONTINGENCIES_AND_COMMITMENTS_
CONTINGENCIES AND COMMITMENTS (Tables) | 12 Months Ended | ||||
Dec. 31, 2014 | |||||
Commitments and Contingencies Disclosure [Abstract] | |||||
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | As of December 31, 2014, future minimum lease payments due under non-cancelable lease agreements having initial terms in excess of one year, including certain closed offices, are as follows: | ||||
Years | Amount | ||||
2015 | $ | 55,671 | |||
2016 | 18,921 | ||||
Total | $ | 74,592 | |||
DESCRIPTION_OF_BUSINESS_Detail
DESCRIPTION OF BUSINESS (Details Textual) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Jul. 01, 2013 | |
Organization And Operations [Line Items] | |||
Number Of Customers | 300 | ||
Entity Number Of Employees | 4,500 | ||
Common Stock Held By Majority Stockholders | 15,000,000 | ||
Common Stock Held By Brian McLoone | 6,050,000 | ||
Common Stock, Shares Authorized | 75,000,000 | 75,000,000 | |
Common Stock, Shares, Outstanding | 37,220,013 | 30,000,000 | |
Common Stock, Par or Stated Value Per Share | $0.00 | $0.00 | |
Business Combination, Step Acquisition, Equity Interest in Acquiree, Percentage | 50.00% | ||
Percentage Of Common Stock Held By Premerger Stockholders | 54.72% | ||
Percentage Of Common Stock Held By Former Stockholders | 45.28% | ||
Share Exchange Agreement [Member] | |||
Organization And Operations [Line Items] | |||
Common Stock, Shares, Outstanding | 35,100,011 | ||
Stockholders Equity Note, Changes in Capital Structure, Subsequent Changes to Number of Common Shares | 13,153,800 | ||
Parent [Member] | |||
Organization And Operations [Line Items] | |||
Common Stock, Shares Authorized | 200,000,000 | ||
Common Stock, Par or Stated Value Per Share | 0.001 | ||
EmployUS, Ltd. Shareholders [Member] | |||
Organization And Operations [Line Items] | |||
Stock Cancelled During Period Shares | 13,153,798 | ||
Stock Issued During Period, Shares, Stock Splits | 13,153,800 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | 12 Months Ended |
Dec. 31, 2014 | |
Computer and Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Estimated Useful Lives | 5 years |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Estimated Useful Lives | 7 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Estimated Useful Lives | Shorter of improvements’ useful life or initial lease term |
SUMMARY_OF_SIGNIFICANT_ACCOUNT4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Textual) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Summary of Significant Accounting Policies [Line Items] | ||
Allowance for Doubtful Accounts Receivable | $53,368 | $235,885 |
Advertising Expense | $10,094 | $2,658 |
Sales Revenue, Services, Net [Member] | Customer A [Member] | ||
Summary of Significant Accounting Policies [Line Items] | ||
Concentration Risk, Percentage | 41.00% | 32.00% |
Accounts Receivable [Member] | Customer A [Member] | ||
Summary of Significant Accounting Policies [Line Items] | ||
Concentration Risk, Percentage | 29.00% | 29.00% |
LIQUIDITY_AND_CAPITAL_RESOURCE1
LIQUIDITY AND CAPITAL RESOURCES (Details Textual) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Liquidity and Capital Resources [Line Items] | ||||
Working Capital Deficit | $143,314 | $406,589 | ||
Stockholders Equity Attributable to Parent, Total | -838,102 | -1,219,270 | -1,223,244 | |
Net Income (Loss) Attributable to Parent, Total | -510,832 | 3,974 | ||
Accrued Payroll Taxes | 471,000 | |||
Line of Credit, Current | 1,364,543 | 1,463,370 | ||
Line of Credit Facility, Decrease, Forgiveness | 98,827 | |||
Cash and Cash Equivalents, at Carrying Value, Total | $4,216 | $2,757 | $196,394 |
DEFERRED_FINANCING_COSTS_Detai
DEFERRED FINANCING COSTS (Details Textual) (USD $) | 1 Months Ended | ||
31-May-13 | Dec. 31, 2014 | Dec. 31, 2013 | |
Deferred Financing Costs [Line Items] | |||
Legal Fees | $25,000 | ||
Accumulated Amortization, Deferred Finance Costs | $25,000 | $15,685 |
PROPERTY_AND_EQUIPMENT_Details
PROPERTY AND EQUIPMENT (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $51,111 | $51,111 |
Less: accumulated depreciation | -28,937 | -20,114 |
Property and Equipment, Net | 22,174 | 30,997 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 24,484 | 24,484 |
Computer Equipment And Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | 7,778 | 7,778 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $18,849 | $18,894 |
PROPERTY_AND_EQUIPMENT_Details1
PROPERTY AND EQUIPMENT (Details Textual) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation | $8,823 | $8,069 |
LINE_OF_CREDIT_Details
LINE OF CREDIT (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Line of Credit Facility [Line Items] | ||
Total | $296,983 | $88,510 |
Line of Credit [Member] | ||
Line of Credit Facility [Line Items] | ||
Interest | 112,296 | 88,510 |
Fees | 184,687 | 193,643 |
Total | $296,983 | $282,153 |
LINE_OF_CREDIT_Details_Textual
LINE OF CREDIT (Details Textual) (USD $) | 12 Months Ended | 1 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Sep. 24, 2014 | Oct. 31, 2011 | |
Line of Credit Facility [Line Items] | ||||
Line of Credit, Current | $1,364,543 | $1,463,370 | ||
Interest Expense, Debt, Total | 296,983 | 88,510 | ||
Crestmark Bank [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Line of Credit, Current | 1,364,543 | 1,463,370 | ||
Interest Expense, Debt, Total | $296,983 | $282,153 | ||
Prime Rate [Member] | Crestmark Bank [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Line of Credit Facility, Interest Rate During Period | 5.75% | 2.75% | ||
Floor Rate [Member] | Crestmark Bank [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Line of Credit Facility, Interest Rate During Period | 6.00% | 6.00% | ||
Maintenance Fee [Member] | Crestmark Bank [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Line of Credit Facility, Interest Rate During Period | 0.60% | |||
Facility Fee [Member] | Crestmark Bank [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Line of Credit Facility, Interest Rate During Period | 1.00% | 1.00% |
NOTES_PAYABLE_Details_Textual
NOTES PAYABLE (Details Textual) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Debt Instrument [Line Items] | ||
Debt Conversion, Converted Instrument, Shares Issued | 293,334 | |
Induced Conversion of Convertible Debt Expense | $22,000 | $0 |
Repayments of Notes Payable | 50,000 | 0 |
Notes Payable, Current | 107,000 | 0 |
Interest Expense, Debt, Total | 296,983 | 88,510 |
Convertible Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | 20,000 | |
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |
Debt Conversion, Converted Instrument, Rate | 75.00% | |
Debt Instrument, Maturity Date | 13-May-14 | |
Debt Conversion, Converted Instrument, Shares Issued | 293,334 | |
Debt Instrument, Convertible, Conversion Price | $0.23 | |
Percentage of Non-qualified Stock Offering | 75.00% | |
Sale of Stock, Price Per Share | $0.30 | |
Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | 62,000 | |
Debt Instrument, Maturity Date | 20-May-15 | |
Repayments of Notes Payable | 50,000 | |
Payments of Debt Issuance Costs | 12,000 | |
Debt Instrument, Issuance Date | 25-Apr-14 | |
Notes Payable One [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |
Debt Instrument, Maturity Date | 20-May-15 | |
Notes Payable, Current | 94,500 | |
Interest Expense, Debt, Total | 5,801 | |
Debt Instrument, Issuance Date | 20-May-14 | |
Notes Payable Two [Member] | ||
Debt Instrument [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |
Debt Instrument, Maturity Date | 14-Jul-15 | |
Notes Payable, Current | 12,500 | |
Interest Expense, Debt, Total | $583 | |
Debt Instrument, Issuance Date | 14-Jul-14 |
DUE_TO_STOCKHOLDERS_Details_Te
DUE TO STOCKHOLDERS (Details Textual) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Related Party Transaction [Line Items] | ||
Due to Officers or Stockholders, Noncurrent | $472,287 | $447,629 |
Interest Expense, Debt, Total | 296,983 | 88,510 |
Shareholder [Member] | ||
Related Party Transaction [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 9.00% | |
Interest Expense, Debt, Total | 39,472 | 37,746 |
Interest Payable, Current | $98,758 | $37,746 |
RELATEDPARTY_TRANSACTIONS_Deta
RELATED-PARTY TRANSACTIONS (Details Textual) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Related Party Transaction [Line Items] | ||
Revenues | $20,700,657 | $15,561,400 |
Affiliated Entity One [Member] | ||
Related Party Transaction [Line Items] | ||
Revenues | 19,867 | |
Affiliated Entity Two [Member] | ||
Related Party Transaction [Line Items] | ||
Revenues | $4,204 |
PAYROLL_LIABILITIES_Details_Te
PAYROLL LIABILITIES (Details Textual) (USD $) | 12 Months Ended | |||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 | |
Payroll Liabilities [Line Items] | ||||
Additional Payroll Taxes Payments | $200,000 | |||
Accrued Payroll Taxes | 471,000 | |||
Internal Revenue Service (IRS) [Member] | ||||
Payroll Liabilities [Line Items] | ||||
Payroll Taxes Periodic Payment Terms Initial Payment | 4,118 | |||
Payroll Taxes Periodic Payment Terms Monthly Payments | 16,474 | |||
Payroll Taxes Penalties And Interest Incurred | 30,596 | 26,882 | ||
Accrued Payroll Taxes | 891,386 | |||
Employee-related Liabilities | $471,418 | $827,507 |
STOCKHOLDERS_EQUITY_Details_Te
STOCKHOLDERS EQUITY (Details Textual) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Apr. 29, 2014 | |
Class of Stock [Line Items] | |||
Common Stock, Par or Stated Value Per Share | $0.00 | $0.00 | |
Proceeds from Issuance of Common Stock | $150,000 | $0 | |
Preferred Stock, Shares Authorized | 5,000,000 | 5,000,000 | |
Common Stock, Shares, Issued | 37,220,013 | 30,000,000 | |
Debt Conversion, Converted Instrument, Shares Issued | 293,334 | ||
Stock Issued During Period, Value, Issued for Services | 0 | ||
Convertible Notes Payable [Member] | |||
Class of Stock [Line Items] | |||
Debt Conversion, Converted Instrument, Amount | 60,000 | ||
Debt Conversion, Converted Instrument, Shares Issued | 293,334 | ||
Debt Instrument, Convertible, Conversion Price | $0.23 | ||
Debt Instrument, Increase, Accrued Interest | 6,000 | ||
Investor One [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Par or Stated Value Per Share | $0.15 | ||
Stock Issued During Period, Shares, New Issues | 600,000 | ||
Proceeds from Issuance of Common Stock | 90,000 | ||
Common Stock [Member] | |||
Class of Stock [Line Items] | |||
Stock Issued During Period, Shares, Issued for Services | 26,668 | ||
Stock Issued During Period, Value, Issued for Services | 27 | ||
Stock Purchase Agreement [Member] | Investor Two [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Par or Stated Value Per Share | $0.30 | $0.15 | |
Proceeds from Issuance of Common Stock | 60,000 | ||
Common Stock, Shares, Issued | 200,000 | 26,668 | |
Consulting Agreement [Member] | Consultant [Member] | |||
Class of Stock [Line Items] | |||
Common Stock, Par or Stated Value Per Share | $0.50 | ||
Stock Issued During Period, Shares, Issued for Services | 1,000,000 | ||
Share-based Compensation | 379,452 | ||
Stock Issued During Period, Value, Issued for Services | $500,000 |
INCOME_TAX_PROVISION_Details
INCOME TAX PROVISION (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Current: | ||
Federal | ($5,681) | $7,638 |
State | -6,535 | 2,106 |
Total Current | -12,216 | 9,744 |
Deferred: | ||
Federal | -115,898 | -35,649 |
State | -8,999 | -8,080 |
Change in valuation allowance | 168,626 | 0 |
Total deferred | 43,729 | -43,729 |
Net income tax expense (benefit) | $31,513 | ($33,985) |
INCOME_TAX_PROVISION_Details_1
INCOME TAX PROVISION (Details 1) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Reconciliation Of Provision Of Income Taxes [Line Items] | ||
Computed expected tax expense | -34.00% | -15.00% |
State taxes, net of federal benefit | -3.00% | -3.00% |
Permanent differences | 1.00% | 35.00% |
Adjustment due to conversion from LLC to corporation | 0.00% | -132.00% |
Other | 7.00% | 2.00% |
Change in valuation allowance | 35.00% | 0.00% |
Income tax provision (benefit) | 6.00% | -113.00% |
INCOME_TAX_PROVISION_Details_2
INCOME TAX PROVISION (Details 2) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Deferred tax assets: | ||
Fixed assets | $2,830 | $326 |
Allowance for doubtful accounts | 19,554 | 43,403 |
Net operating loss | 146,242 | 0 |
Deferred Tax Assets, Gross | 168,626 | 43,729 |
Valuation allowance | -168,626 | 0 |
Net deferred tax assets | $0 | $43,729 |
INCOME_TAX_PROVISION_Details_T
INCOME TAX PROVISION (Details Textual) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Taxes [Line Items] | ||
Income Tax Expense (Benefit) | $31,513 | ($33,985) |
Effective Income Tax Rate Reconciliation, Percent | 6.00% | -113.00% |
Deferred Tax Assets, Operating Loss Carryforwards, State and Local | 399,000 | |
Operating Loss Carry Forwards Expiration Period | 2034 | |
Operating Loss Carryforwards | 329,000 | |
Deferred Tax Assets, Valuation Allowance | $168,626 | $0 |
CONTINGENCIES_AND_COMMITMENTS_1
CONTINGENCIES AND COMMITMENTS (Details) (USD $) | Dec. 31, 2014 |
Other Commitments [Line Items] | |
2015 | $55,671 |
2016 | 18,921 |
Total | $74,592 |
CONTINGENCIES_AND_COMMITMENTS_2
CONTINGENCIES AND COMMITMENTS (Details Textual) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Other Commitments [Line Items] | ||
Operating Leases, Rent Expense | $111,866 | $83,318 |