Code Rebel (CDRBQ) 10-K 14 Apr 16 2015 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2015	Apr. 05, 2016	Jun. 30, 2015
Document And Entity Information
Entity Registrant Name	Code Rebel Corp
Entity Central Index Key	1,613,011
Document Type	10-K
Document Period End Date	Dec. 31, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		13,879,225
Entity Public Float			$ 303,718,452
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2,015

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Dec. 31, 2015	Dec. 31, 2014
CURRENT ASSETS
Cash and cash equivalents	$ 2,717,414	$ 632,316
Accounts receivable	86,784	13,093
Deposit and prepaid expense	45,019	2,152
TOTAL CURRENT ASSETS	2,849,217	647,561
Intangible assets, net	11,098	$ 13,292
Property and equipment, net	15,007
Goodwill	9,194,043
TOTAL NON-CURRENT ASSETS	9,220,148	$ 13,292
TOTAL ASSETS	12,069,365	660,853
CURRENT LIABILITIES
Accounts payable and accrued expenses	428,626	$ 212,297
Accounts payable to related party	38,406
Income tax payable	$ 10,696
Interest payable		$ 39,869
Warrant liabilities		68,000
Convertible note payables, net		718,658
Payable to related party	$ 113,653	444,405
TOTAL CURRENT LIABILITIES	$ 591,381	1,483,228
LONG TERM LIABILITIES
Line of credit		49,629
Convertible note payables, net		606,430
TOTAL NON-CURRENT LIABILITIES		656,059
TOTAL LIABILITIES	$ 591,381	2,139,288
STOCKHOLDERS' EQUITY (DEFICIT)
Common Stock, $0.0001 par value, 20,000,000 shares authorized, 13,879,225 and 10,000,000 shares issued and outstanding as of December 31, 2015 and 2014, respectively	1,388	1,000
Additional paid-in capital	29,687,562	$ 109,378
Deferred compensation	(13,031,563)
Accumulated deficit	(5,179,404)	$ (1,588,813)
TOTAL STOCKHOLDERS' EQUITY (DEFICIT)	11,477,983	(1,478,435)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$ 12,069,365	$ 660,853

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2015	Dec. 31, 2014
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.0001	$ .0001
Common stock, shares authorized	25,000,000	20,000,000
Common stock, shares issued	13,504,225	10,000,000
Common stock, shares outstanding	13,879,225	10,000,000

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Income Statement [Abstract]
Net Revenues	$ 526,399	$ 223,453	$ 146,763
Cost of revenues	643,679	157,590	129,278
Gross profit (loss)	(117,280)	65,863	17,485
Operating Expenses:
Depreciation and amortization expense	5,372	5,960	18,973
Advertising and promotion	75,048	21,940	75,474
Professional expenses	779,978	$ 595,404	$ 465,171
Director Compensation	1,184,688
General and administration expenses	1,342,159	$ 46,213	$ 18,465
Total operating expenses	3,387,244	669,517	578,083
Loss from operations	(3,504,524)	(603,654)	(560,598)
Other Expenses:
Interest expense	36,997	43,200	$ 15,472
Amortization of debt discount	$ 47,413	$ 33,088
Other expenses			$ 3,517
Total Other Expense	$ 84,410	$ 76,288	18,989
Loss before income taxes	(3,588,934)	$ (679,942)	$ (579,587)
Provision for income taxes	1,657
Net loss	$ (3,590,591)	$ (679,942)	$ (579,587)
Net loss per share
Basic and Diluted:	$ (.281)	$ (.068)	$ (.058)
Weighted average number of shares used in computing basic and diluted net loss per share:
Basic	12,781,350	10,000,000	10,000,000
Diluted	12,781,350	10,000,000	10,000,000

Consolidated Statements of Stoc

Consolidated Statements of Stockholders' Equity (Deficit) - USD ($)	Common Stock	Additional Paid-In Capital	Deferred Compensation	Accumulated Deficit	Total
Beginning balance, Shares at Dec. 31, 2013	10,000,000
Beginning balance, Amount at Dec. 31, 2013	$ 1,000	$ 109,378		$ (908,871)	$ (789,493)
Stock issued for acquisition of subsidiary, Amount
Restricted shares granted as compensation, Amount
Net loss				(679,942)	$ (679,942)
Ending balance, Shares at Dec. 31, 2014	10,000,000
Ending balance, Amount at Dec. 31, 2014	$ 1,000	$ 109,378		$ (1,588,813)	(1,478,435)
Shares issued on note conversion, Shares	1,681,731
Shares issued on note conversion, Amount	$ 168	1,681,563			1,681,731
Sale of common stock in initial public offering, net of expenses, Shares	1,000,983
Sale of common stock in initial public offering, net of expenses, Amount	$ 100	4,278,876			4,278,976
Reclassification of warrant liabilities, Amount		80,500			$ 80,500
Stock based compensation, Shares	4,000				4,000
Stock based compensation, Amount		57,200			$ 57,200
Stock issued for acquisition of subsidiary, Shares	667,511				667,511
Stock issued for acquisition of subsidiary, Amount	$ 67	8,497,348			$ 8,497,415
Stock issued for termination of agreement, Shares	150,000				150,000
Stock issued for termination of agreement, Amount	$ 15	766,485			$ 766,500
Restricted shares granted as compensation, Shares	375,000
Restricted shares granted as compensation, Amount	$ 38	$ 14,216,212	$ (14,216,250)
Amortization of deferred compensation			1,184,688		$ 1,184,688
Net loss				$ (3,590,591)	(3,590,591)
Ending balance, Shares at Dec. 31, 2015	13,879,225
Ending balance, Amount at Dec. 31, 2015	$ 1,388	$ 29,687,562	$ (13,031,563)	$ (5,179,404)	$ 11,477,983

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Statement of Cash Flows [Abstract]
Net loss	$ (3,590,591)	$ (679,942)	$ (579,587)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	5,372	5,960	$ 18,973
Interest from discount on debt	47,413	$ 33,088
Stock-based compensation	2,008,388
(Increase) decrease in current assets:
Accounts receivable	3,210	$ (12,974)	$ 1,224
Deposit and prepaid expense	(37,578)	(733)	715
Increase (decrease) in current liabilities:
Accounts payable and accrued expenses	103,845	211,692	$ (4,290)
Accrued interest	31,862	39,869
Net cash used in operating activities	(1,428,079)	(403,040)	$ (562,965)
CASH FLOWS FROM INVESTING ACTIVITIES
Cash acquired upon reorganization	132,767	$ 3,323
Cash paid on acquisition	(750,000)
Purchase of property, plant and equipment	$ (18,185)
Purchase of intangible assets			$ 6,715
Net cash (used in) provided by investing activities	$ (635,418)	$ 3,323	$ (6,715)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of common stock from the IPO	5,004,915
IPO costs	(725,939)
Proceeds from notes payable	250,000	$ 1,360,000
Proceeds from (repayment to) related party, net	(330,752)	(327,570)	$ 529,314
Proceeds from (repayment of) line of credit, net	$ (49,629)	$ (397)	50,026
Repayment of loan payable			(11,650)
Net cash provided by financing activities	$ 4,148,595	$ 1,032,033	567,690
Net increase (decrease) in cash and cash equivalents	2,085,098	$ 632,316	(1,990)
Cash and cash equivalents, at the beginning of the period	632,316		$ 5,313
Cash and cash equivalents, at the end of the period	$ 2,717,414	$ 632,316
SUPPLEMENTAL DISCLOSURES:
Cash paid during the year for income tax payments
Cash paid during the year for interest payments	$ 3,276	$ 2,531	$ 15,472
Non- cash investing and financing activities:
Shares issued as deferred compensation
Shares issued for the acquisition of ThinOps	$ 8,497,415
Sale of office condominium as payment to related party		$ 117,041
Assumption of mortgage by related party on sale of building		$ 329,837
Conversion of notes payable and accrued interest	$ 1,681,731
Warrants granted on note payables	$ 12,500	$ 68,000

BASIS OF PRESENTATION AND ORGAN

BASIS OF PRESENTATION AND ORGANIZATION	12 Months Ended
	Dec. 31, 2015
Accounting Policies [Abstract]
BASIS OF PRESENTATION AND ORGANIZATION	Organization Code Rebel Corporation (the “Company”, “we”, “our”) was organized under the laws of the State of Delaware on May 8, 2014. Code Rebel, LLC (the “Company”) was organized under the laws of the State of Hawaii on April 27, 2007. The idea behind Code Rebel was to create a new remote access protocol that would allow the user to access a specific application on a remote Mac computer. After two years of development the protocol concept was extended to be able to merge remote Mac desktop with local Windows desktop. Finally the company developed the full iRAPP Protocol specification, multi-user terminal server for Mac (iRAPP TS), client-side application for Windows (iRAPP Client for Windows) and client-side application for Mac (iRAPP Client for Mac). After multiple requests from customers in 2008, 2009 the support for Microsoft's Remote Desktop Protocol (RDP) has been added. Today, customers can connect to remote Mac using iRAPP Client or any existing RDP Client. Also Code Rebel is distributing iRAPP Terminal Server under single-user license as "iRAPP". The iRAPP TS provides a wide range of usage cases. Our customers are using iRAPP TS to build OSX/iOS applications, access and print corporate documents, run shared business applications, perform quality assurance, control and maintain servers and personal computers remotely. Code Rebel's Load Balancing solution (free addition to iRAPP TS), allows customers to create a cluster of terminal servers, so multiple users can access multiple servers, using a single entry point. On July 31, 2015, the Company acquired another subsidiary, ThinOps Resources LLC (ThinOps), in exchange for 667,511 shares of common stock of the Company valued at $8,497,415 and $750,000 in cash. ThinOps was organized under the laws of the State of Texas on October 25, 2012 to provide management and technology consultancy. Reorganization On May 20, 2014, the Company and the Members of Code Rebel, LLC entered into a securities exchange agreement (Agreement) for 10,000,000 common shares of Code Rebel Corporation. Upon consummation of the agreement, Code Rebel, LLC became a wholly owned subsidiary of Code Rebel Corporation (“Reorganization”) and the members of Code Rebel, LLC became 100% owners of Code Rebel Corporation. The Reorganization transaction was accounted for as a roll-up of entities under common control. As such, the Company recognized the assets and liabilities of the entities acquired in the Reorganization at their historical carrying amounts. As such, the Reorganization date of January 1, 2014 was used as inception for the financial statements. Initial Public Offering The Company closed an initial public offering, or IPO, of 1,000,983 shares of common stock at a price of $5.00 per share on May 19, 2015. The Company received aggregate net proceeds, after deducting underwriting discounts and commissions and estimated offering expenses, of approximately $4.3 million. Burnham Securities, Inc. acted as the sole underwriter for our IPO. The Company issued the underwriter a 5-year warrant to purchase 40,039 shares of common stock at an exercise price of $5.00 per share, which we refer to as the Underwriting Warrant. The warrant was not exercisable until November 7, 2015 (180-days from the date of the underwriting agreement). The convertible notes, including accrued interest of $71,731, were converted into 1,681,731 shares of common stock effective upon the completion of the IPO.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	12 Months Ended
	Dec. 31, 2015
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Basis of Presentation The accompanying consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Principles of Consolidation The consolidated financial statements include the accounts of Code Rebel Corporation and its wholly owned subsidiaries Code Rebel, LLC and ThinOps Resources, LLC. All inter-company accounts and transactions have been eliminated in the preparation of these consolidated statements. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates and assumptions are reviewed periodically and the effects of revisions are reflected in the consolidated financial statements in the period they are determined. Cash and Cash Equivalents Cash and equivalents include cash in hand and cash in demand deposits, certificates of deposit and all highly liquid debt instruments with original maturities of three months or less. We maintain cash deposits at banks located in Hawaii and New York. Deposits at the banks are insured up to $250,000 by the Federal Deposit Insurance Corporation. The Company’s uninsured portion of the balances held at the banks aggregated to approximately $2,365,069 and $184,000, respectively. No reserve has been made in the financial statements for any possible loss due to any financial institution failure. The Company has not experienced any losses in such accounts and believes we are not exposed to any significant risk on cash and cash equivalents. Revenue Recognition The Company’s revenue recognition policies are in compliance with Staff accounting bulletin (SAB) 104. Income Taxes The Company accounts for income taxes in accordance with FASB ASC 740, "Income Taxes". Under FASB ASC 740, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial statement reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The provision for income taxes represents the tax expense for the period, if any, and the change during the period in deferred tax assets and liabilities. The Company has significant income tax net operating losses; however, due to the uncertainty of the realize-ability of the related deferred tax asset and other deferred tax assets, a valuation allowance equal to the amount of deferred tax assets has been established at December 31, 2015 and 2014. FASB ASC 740 also provides criteria for the recognition, measurement, presentation and disclosure of uncertain tax positions. A tax benefit from an uncertain position may be recognized only if it is “more likely than not” that the position is sustainable based on its technical merit. The Company’s federal and state income tax returns for the tax years 2011, 2012, 2013, 2014 and 2015 remain subject to examination for federal and state taxes. Property& equipment Property and equipment is stated at cost and depreciated using the straight-line method over the shorter of the estimated useful life of the asset or the lease term. The estimated useful lives of our property and equipment are generally as follows: Computer software 3 to 10 years Computer hardware 5 to 15 years Furniture and equipment 3 to 5 years Description 2015 2014 Furniture and equipment $ 18,185 $ - Total Property and equipment 18,185 - Less: Accumulated depreciation (3,178 ) - $ 15,007 $ - On December 31, 2014, fixed assets valued at $7,828 that were fully depreciated were disposed. For the years ended December 31, 2015, 2014 and 2013, depreciation expense was $3,178, $972 and $9,091, respectively. Valuation of Long-Lived Assets The Company accounts for the impairment of long-lived assets, such as fixed assets, patents and trademarks, under the provisions of Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) 360, “Property, Plant, and Equipment”, which establishes the accounting for impairment of long-lived tangible and intangible assets other than goodwill and for the disposal of a business. Pursuant to FASB ASC 360, we review for impairment when facts or circumstances indicate that the carrying value of long-lived assets to be held and used may not be recoverable. If such facts or circumstances are determined to exist, an estimate of the undiscounted future cash flows produced by the long-lived asset, or the appropriate grouping of assets, is compared to the carrying value to determine whether impairment exists. If an asset is determined to be impaired, the loss is measured based on various valuation techniques, including a discounted value of estimated future cash flows. We report impairment costs as a charge to operations at the time it is recognized. During the years ended December 31, 2015, 2014 and 2013, we determined that there was no impairment of long-lived assets. Goodwill Goodwill represents the excess of purchase price over the fair value of acquired tangible and identifiable intangible net assets. We test goodwill for impairment on an annual basis or more frequently if indicators of impairment are present. We perform our annual impairment measurement test on December 31, 2015. Events that may trigger an early impairment review include significant changes in the current business climate, future expectations of economic conditions, declines in our operating results of our reporting units, or an expectation that the carrying amount may not be recoverable. We determined that there was no impairment for goodwill as of December 31, 2015. Intangible Assets The Company records identifiable intangible assets at fair value on the date of acquisition and evaluates the useful life of each asset. Finite-lived intangible assets primarily consist of software development capitalized. Finite-lived intangible assets are amortized on a straight-line basis. Fair Value of Financial Instruments The Company applies the provisions of ASC 820-10, "Fair Value Measurements and Disclosures." ASC 820-10 defines fair value, and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. For certain financial instruments, including cash and cash equivalents, restricted cash, accounts receivable, accounts payable and short-term debt, the carrying amounts approximate fair value due to their relatively short maturities. The carrying amounts of the long-term debt approximate their fair values based on current interest rates for instruments with similar characteristics. The three levels of valuation hierarchy are defined as follows: Level 1: Valuations consist of unadjusted quoted prices in active markets for identical assets and liabilities and has the highest priority; Level 2: Valuations rely on quoted prices in markets that are not active or observable inputs over the full term of the asset or liability; Level 3: Valuations are based on prices or third party or internal valuation models that require inputs that are significant to the fair value measurement and are less observable and thus have the lowest priority. Management analyzes all financial instruments with features of both liabilities and equity under ASC 480, “Distinguishing Liabilities From Equity” and ASC 815, ”Derivatives and Hedging.” Derivative liabilities are adjusted to reflect fair value at each period end, with any increase or decrease in the fair value being recorded in results of operations as adjustments to fair value of derivatives. The effects of interactions between embedded derivatives are calculated and accounted for in arriving at the overall fair value of the financial instruments. In addition, the fair values of freestanding derivative instruments such as warrant and option derivatives are valued using the Black-Scholes model. Earnings per Share (EPS) We utilize FASB ASC 260, “Earnings per Share.” Basic earnings (loss) per share is computed by dividing earnings (loss) available to common stockholders by the weighted-average number of common shares outstanding. Diluted earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include additional common shares available upon exercise of stock options and warrants using the treasury stock method, except for periods of operating loss for which no common share equivalents are included because their effect would be anti-dilutive. Recently Issued Accounting Pronouncements February 2016, the Financial Accounting Standards Board (“FASB”) issued a comprehensive standard related to lease accounting to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Most significantly, the new guidance requires lessees to recognize operating leases with a term of more than 12 months as lease assets and lease liabilities. The adoption will require a modified retrospective approach at the beginning of the earliest period presented. The new standard is effective for the fiscal year beginning after December 15, 2018, with early adoption permitted. We are evaluating the impact of this standard on our consolidated financial statements. In January 2016, the FASB issued a new standard related primarily to accounting for equity investments, financial liabilities where the fair value option has been elected, and the presentation and disclosure requirements for financial instruments. There will no longer be an available-for-sale classification and therefore, no changes in fair value will be reported in other comprehensive income for equity securities with readily determinable fair values. The new standard will be effective for the fiscal year beginning after December 15, 2017 and early adoption is permitted. We are currently evaluating the impact of this standard on our consolidated financial statements. In November 2015, the FASB issued guidance simplifying the presentation of deferred tax liabilities and assets requiring that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. The new standard is effective for the fiscal year beginning after December 15, 2016, with early adoption permitted. We are currently evaluating the impact of this standard on our consolidated financial statements In May 2015, the FASB issued guidance about a customer’s accounting for fees paid in a cloud computing arrangement. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The guidance is effective for the fiscal year beginning after December 15, 2015 and may be applied on either a prospective or retrospective basis. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In August 2014, the FASB issued new guidance which provides details on when and how to disclose going concern uncertainties. The new standard requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year and to provide certain footnote disclosures if conditions or events raise substantial doubt about an entity’s ability to continue as a going concern. The new standard is effective for the fiscal year beginning after December 15, 2016, with early adoption permitted. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. The Company has considered recent accounting pronouncements and believes these recent pronouncements will not have a material effect on the Company’s financial statements.

INTANGIBLE ASSETS

INTANGIBLE ASSETS	12 Months Ended
	Dec. 31, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
INTANGIBLE ASSETS	Intangible assets consisted of the following at December 31, 2015 and 2014: Description 2015 2014 Microsoft License $ 10,000 $ 10,000 Development Costs 33,951 33,951 Trademark 6,714 6,714 Total intangible assets 50,665 50,665 Less: Accumulated amortization (39,567 ) (37,373 ) Intangible Assets, net $ 11,098 $ 13,292 Development costs are amortized over 3 years. Licenses are amortized over 5 years. Trademarks of $6,714 were deemed to have indefinite lives and are not amortized but are tested for impairment annually. As of December 31, 2015, the Company concluded there was no impairment. Amortization expense was $2,194, $4,988 and $6,850 for the years ended December 31, 2015, 2014 and 2013, respectively. Amortization for the Company’s intangible assets over the next five fiscal years from December 31, 2015 is estimated to be: 2016 $ 2,196 2017 2,189 $ 4,385

ACQUISITION OF SUBSIDIARY

ACQUISITION OF SUBSIDIARY	12 Months Ended
	Dec. 31, 2015
Business Combinations [Abstract]
ACQUISITION OF SUBSIDIARY	On July 27, 2015, the Company, acquired 100% of the membership interests of ThinOps Resources LLC (“ThinOps”), a Texas limited liability company, pursuant to the terms of a Membership Interest Purchase Agreement (“Purchase Agreement”) among Code Rebel, ThinOps and Thomas M. Moreno, the sole member of ThinOps (the “Member”). ThinOps Resources is a management and technology consulting services firm based in Houston, Texas. The consideration paid by the Company to the Member in the transaction at closing was $9.25 million in cash and stock. On July 31, 2015, the Company issued 667,511 shares of its common stock with an agreed upon value of $8.5 million (based on the volume weighted average closing price of the Company’s common stock on the Nasdaq Capital Market for the ten trading days immediately preceding the closing date of the Purchase Agreement). The total consideration paid excludes transaction costs. The Company recorded goodwill of $9,194,043 on the acquisition. The table below shows the calculation of the goodwill: Total Purchase price Cash $ 750,000 Stocks issued (667,511 $12.73 per share) 8,497,415 Total Acquisition Cost $ 9,247,415 Less: Net Assets acquired Cash 132,767 Accounts Receivable 76,901 Other assets 5,289 Total Identifiable Assets 214,957 Accounts payable and accrued expenses (152,546 ) Income tax payable (9,039 ) Total liabilities assumed (161,585 ) Net assets acquired 53,372 Total goodwill $ 9,194,043

RELATED-PARTY TRANSACTIONS

RELATED-PARTY TRANSACTIONS	12 Months Ended
	Dec. 31, 2015
Related Party Transactions [Abstract]
RELATED-PARTY TRANSACTIONS	On January 1, 2014, the Managing Members of Code Rebel, LLC agreed to sell the office condominium (condo) to a related party, Bump Networks, Inc. Bump Networks, Inc. assumed the related mortgage and the difference between the mortgage assumption and the sales price reduced the loan payable to Bump Networks, Inc. The net amount applied against the loan was $117,041. Building $ 351,781 Land 128,600 Total property value 480,381 Less: Accumulated depreciation (33,503 ) Net property value $ 446,878 Sale price to related party $ 446,878 Mortgage associated with the property (329,837 ) Reduction of loan payable to related party $ 117,041 As of December 31, 2015 and 2014, the Company contracted services from a related company controlled by a member and officers of this Company. Contracted services included development, rent and administrative services that amounted to $377,677, $133,622 and $120,538, respectively, during the years ended December 31, 2015, 2014 and 2013. As of December 31, 2015 and December 31, 2014, respectively, the Company had amounts payable to the related company of $113,653 and $444,405. As of December 31, 2015 and December 31, 2014, respectively, the Company had accounts payable to the related company of $38,406 and $0. The Company has a cash deposit of $2,200,000 with another company whose member owns approximately 12.5% shares of Code Rebel.

LINE OF CREDIT

LINE OF CREDIT	12 Months Ended
	Dec. 31, 2015
Debt Disclosure [Abstract]
LINE OF CREDIT	Code Rebel, LLC obtained a line of credit with First Hawaii Bank on May 21, 2012 for $50,000 with an adjustable interest rate. The terms of the current line of credit are interest at 6.4635% per annum, minimum monthly payments of $263.38 for interest, with final payment due by May 31, 2016. The line of credit is guaranteed by an officer of the Company. As of June 30, 2015, the Company had paid off the line of credit. The Company paid interest of $1,266, $3,204 and $1,676 for the years ended December 31, 2015, 2014 and 2013, respectively, on the line of credit.

NOTE PAYABLES

NOTE PAYABLES	12 Months Ended
	Dec. 31, 2015
Short-term Debt [Abstract]
NOTE PAYABLES	Convertible Note Payables In 2014 and during the six month period ended June 30, 2015, the Company made an offering to several institutional and accredited investors up to an aggregate of $4,000,000 of Company notes in exchange for a payment of $4,000,000 of consideration to the Company. The notes entitled the holders to purchase shares of the Company’s equity securities. The notes were unsecured and were convertible into conversion shares on the happening of the earlier of the following transactions: · Next Equity Financing · Corporate Transaction Since the notes were convertible subject to the happening of a contingent event, no beneficial conversion feature was recorded on the notes. There was no minimum aggregate amount of consideration that must be received by the Company to complete the offering and sale of up to $4,000,000. In return for the consideration paid by the lender, simultaneous with the sale and issuance of the note, the Company also had to issue to the lender a warrant entitling the lender or other holder thereof to purchase that number of share of common stock as was be determined by (a) dividing 5% of the consideration paid by the lender, by (b) exercise price. The exercise price of the warrant was equal to: · Except for the Fundamental transaction, the lower of (a) 80% of the price per share paid for Equity Securities by the investors in the Next Equity Financing, or (b) the quotient resulting from dividing (x) $10,000,000 by (y) the number of shares of fully diluted common stock of the Company immediately prior to the closing of the Next Equity Financing.; or · With respect to the Fundamental Transaction, the quotient resulting from dividing (x) $10,000,000 by (y) the number of shares of fully diluted common stock of the Company immediately prior to the closing of the Fundamental Transaction. On May 19, 2015, all the notes plus the accrued interest, were converted into 1,681,731 shares of common stock in exchange for the principal amount of $1,610,000 and the accrued interest of $71,731 on the same. The shares were issued at $1 per share in the equity financing and the notes were also converted at the rate of $1 per share. As of December 31, 2015, there are no notes payable. During the years ended December 31, 2015, 2014 and 2013, the interest expense on the convertible notes was $31,862, $3,204 and $0, respectively.

STOCK WARRANTS

STOCK WARRANTS	12 Months Ended
	Dec. 31, 2015
Notes to Financial Statements
STOCK WARRANTS	The Company had $80,500 in stock warrant liabilities from the eight note payables discussed in note 7. In return for the consideration paid by the lender, simultaneous with the sale and issuance of the note, the Company issued to the lender a warrant entitling the lender or other holder thereof to purchase that number of share of common stock as determined by (a) dividing 5% of the consideration paid by the lender, by (b) exercise price. The exercise price of the warrant was equal to: · Except for the Fundamental transaction, the lower of (a) 80% of the price per share paid for Equity Securities by the investors in the Next Equity Financing, or (b) the quotient resulting from dividing (x) $10,000,000 by (y) the number of shares of fully diluted common stock of the Company immediately prior to the closing of the Next Equity Financing.; or · With respect to the Fundamental Transaction, the quotient resulting from dividing (x) $10,000,000 by (y) the number of shares of fully diluted common stock of the Company immediately prior to the closing of the Fundamental Transaction. The stock warrants were not exercised with the IPO on May 19, 2015 and the exercise price was fixed at $1 per share. The warrant liability for $80,500 was reclassified to paid-in capital. In connection with the closing of our IPO, the Company also issued a warrants to Burnham Securities, Inc. to their role as the sole underwriter for our IPO, The Company refer to this as the Underwriting Warrant. The Company issued them a 5-year warrant to purchase 40,039 shares of common stock at an exercise price of $5.00 per share. The warrant was not exercisable until November 7, 2015 (180-days from the date of the underwriting agreement) and expires May 11, 2020. The Company estimated the fair value of the Underwriting Warrant at issuance date to be $47,246 using the Black-Scholes option valuation model with the following assumptions: market price of the stock of $5.00 per share, time to maturity of 5 years, volatility of 23%, zero expected dividend rate and risk free rate of 1.59%. A roll-forward of warrant activity from January 1, 2015 to December 31, 2015 is shown in the following table: Issued and Outstanding Warrants as of January 1, 2015 Warrants Issued Warrants Exercised/ Expired Issued and Outstanding Warrants as of December 31, 2015 Convertible Notes 80,500 - - 80,500 Underwriter Warrants - 40,039 - 40,039 80,500 40,039 - 120,539

STOCKHOLDERS_ EQUITY (DEFICIT)

STOCKHOLDERS’ EQUITY (DEFICIT)	12 Months Ended
	Dec. 31, 2015
Equity [Abstract]
STOCKHOLDERS’ EQUITY (DEFICIT)	Common Stock The Company has 25,000,000 shares of Common Stock authorized at a par value of $0.0001 as of December 31, 2015. There were 10,000,000 shares issued and outstanding from the Reorganization on May 20, 2014. Each Common shareholder has one (1) vote. On May 19, 2015, the Company closed the initial public offering whereby 1,000,983 shares of common stock were sold at $5.00 per share. The company paid $725,939 for consulting legal charges directly related to the public offering. These expenses were adjusted against the selling price of the common stock. Simultaneously with the close of the initial public offering, the company also issued 1,681,731 shares in exchange for the conversion of the convertible notes and accrued interest on the same (Note 7). On July 31, 2015, the Company issued 667,511 shares of common stock at $12.73 per share for the acquisition of ThinOps Resources LLC (See Note 4). On August 31, 2015, the Company issued 4,000 shares of common stock, valued at $ 57,200 as fee paid for advisory services. On October 27, 2015, the Company paid 150,000 shares to a consultant as a fee to terminate their agreement. The shares were valued at the fair market value of $5.11 per share and the total value of $766,500 has been recorded as an expense in the accompanying consolidated financial statements. As of December 31, 2015, the company had 13,879,225 outstanding shares of common stock, including 375,000 shares for restricted stock. Dividend Policy The Company has not yet adopted a policy regarding the payment of dividends and no dividends have been declared. The Company entered into a restricted stock award agreement, with a board member, in accordance with the Company's 2014 Equity Incentive Award Plan. Pursuant to the plan, the Company agreed to award 375,000 whole shares of Restricted Common Stock which shall be subject to the terms and conditions and restrictions specified in the plan and agreement. The Company amended the agreement on November 19, 2015, to change the vesting of the shares. The shares would have vested on December 2, 2016. However, the Company cancelled the agreement in December 2015.

SHARE-BASED COMPENSATION

SHARE-BASED COMPENSATION	12 Months Ended
	Dec. 31, 2015
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
SHARE-BASED COMPENSATION	The Company entered into a restricted stock award agreement, with a board member, in accordance with the Company’s 2014 Equity Incentive Award Plan. Pursuant to the plan, the Company agreed to award 375,000 whole shares of Restricted Common Stock which shall be subject to the terms and conditions and restrictions specified in the plan and agreement. The Company amended the agreement, to change the vesting of the shares to begin in December 2015 and be fully vested as of December 2016. The fair value for restricted stock is calculated based on the stock price on the date of grant. Shares of Unvested Restricted Stock Weighted Average Grant Date Fair Value Unvested restricted stock as of January 1, 2015 - $ - Granted 375,000 $ 37.91 Vested - $ - Forfeited - $ - Unvested restricted stock as of December 31, 2015 375,000 $ 37.91 The expense recognized each period is dependent upon our estimate of the number of shares that will ultimately be issued. As of December 31, 2015, there was $13,031,563 of total unrecognized compensation expense related to unvested restricted stock. The expense is expected to be recognized over the next 11 months. The vesting of certain restricted stock grants may result in state and federal income tax benefits, or reductions in these benefits, related to the difference between the market price of the Company’s common stock at the date of vesting and the date of grant. As of December 31, 2015, the Company did not recognize any benefits or reductions in tax benefits.

INCOME TAX

INCOME TAX	12 Months Ended
	Dec. 31, 2015
Income Tax Disclosure [Abstract]
INCOME TAX	The following is the income tax expense reflected in the Statement of Operations for the years ended December 31, 2015, 2014 and 2013: Income Tax Expense 2015 2014 2013 Current $ 1,657 $ - $ - Deferred - - - Total $ 1,657 $ - - The following are the components of loss before income tax reflected in the Statement of Operations for the years ended December 31, 2015, 2014 and 2013: 2015 2014 2013 Loss before income tax $ (3,590,591 ) $ (679,942 ) $ (579,587 ) Income tax $ 1,657 $ - $ - Effective tax rate 0 % 0 % 0 % The following is a reconciliation of the provision for income taxes at the US federal income tax rate to the income taxes reflected in the Statement of Operations for the years ended December 31, 2015, 2014 and 2013: Income Tax Rate Reconciliation 2015 2014 2013 US statutory rates 34 % 34 % 34 Loss from operations (34 ) % (34 )% (34 ) Tax expense at actual rate - % - % -

SEGMENT INFORMATION

SEGMENT INFORMATION	12 Months Ended
	Dec. 31, 2015
Segment Reporting [Abstract]
SEGMENT INFORMATION	The Company operates in two business segments: providing end user applications and providing management and consulting services. These segments were identified based on their separate and distinct products and services, technology, marketing strategies and management reporting. Management evaluates the segments’ operating performance separately and allocates resources based on their respective financial condition, results of operations and cash flows. Inter-segment transactions and balances are eliminated in consolidation. The following table summarizes significant financial information by segment: 2015 2014 2013 Revenues from unaffiliated customers: End User Applications $ 173,758 $ 223,453 $ 146,763 Consultancy 352,641 - - Unallocated - - - Consolidated Totals $ 526,399 $ 223,453 $ 146,763 Net Income: End User Applications $ (618,916 ) $ (323,253 ) $ (579,587 ) Consultancy (17,610 ) - - Unallocated (2,954,065 ) (356,689 ) - Consolidated Totals $ (3,590,591 ) $ (679,942 ) $ (579,587 ) Depreciation and amortization: End User Applications $ 5,372 $ 5,691 $ 18,973 Consultancy - - - Unallocated - - - Consolidated Totals $ 5,372 $ 5,691 $ 18,973 Interest expense: End User Applications $ 1,266 $ 3,605 $ 15,472 Consultancy 2,011 - - Unallocated 33,721 39,595 - Consolidated Totals $ 36,997 $ 43,200 $ 15,472 Capital expenditures: End User Applications $ 18,185 $ - $ 6,715 Consultancy - - - Unallocated - - - Consolidated Totals $ 18,185 $ - $ 6,715 Identifiable assets: End User Applications $ 60,744 $ 29,668 $ 470,991 Consultancy 9,360,768 - - Unallocated 2,647,853 631,185 - Consolidated Totals $ 12,069,365 $ 660,853 $ 470,991

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	12 Months Ended
	Dec. 31, 2015
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	On January 12, 2016, Code Rebel Corporation (“Code Rebel”) granted the Chief Financial Officer and Secretary of Code Rebel, an incentive stock option to purchase 400,627 shares of common stock of Code Rebel (“Optioned Shares”) at an initial exercise price per share of $2.44, which was deemed to be equal to or greater than the fair market value of a share of common stock as of the close of market on the date of the grant. The incentive stock option was granted pursuant to a Stock Option Agreement (“Stock Option Agreement”) and in accordance with Code Rebel’s 2014 Equity Incentive Award Plan (the “Plan”). Under the Stock Option Agreement, (i) 25% of the Optioned Shares vest on the date of grant, and (ii) the remaining 75% of the Optioned Shares vest in equal monthly installments as of the last calendar day of each month over a period of 18 vesting periods, with the first vesting date being January 31, 2016, subject to acceleration upon certain events including a Change in Control, disability (each, as defined by the Plan) or death. On January 14, 2016, Code Rebel Corporation (“Code Rebel”) provided an unsecured loan of $500,000 to Aegis Identity Software, Inc. (“Aegis Identity”), a privately-held company that provides identity and access management products and services for education information technology environments. We have increased this loan to an aggregate amount of $621,448. The loan is evidenced by a promissory note issued by Aegis Identity (the “Promissory Note”) in the principal amount of $500,000 that bears interest at the rate of 9% per annum, compounded annually, provided that during any Event of Default (as defined in the Promissory Note), the interest rate increases to 15% per annum, compounded annually. The obligations under the Promissory Note will be discharged in full if the contemplated merger of Aegis and Code Rebel is consummated, as further described below. If such merger is not consummated, the Promissory Note, including accrued interest, is due and payable on June 30, 2016, or upon certain other specified events as specified in the Promissory Note. The proceeds of the loan are expected to be used by Aegis Identity for general working capital purposes, including the payment of expenses related to the proposed merger with Code Rebel. On March 11, Code Rebel, CR Acquisition Corporation, a Delaware corporation wholly owned by the Company (“CRAC”), and Aegis, entered into an Agreement and Plan of Merger that provides for the acquisition of Aegis by the Company (such agreement, as it may be amended from time to time, the “Merger Agreement”). Upon the terms and subject to the conditions of the Merger Agreement, CRAC will merge with and into Aegis, with Aegis surviving the Merger as a wholly owned subsidiary of the Company (the “Merger”). If the Merger is effectuated, Aegis stockholders will be issued such number of Code Rebel common stock (the “CR Shares”) on the closing date of the Merger as will in aggregate constitute 60% of the issued and outstanding CR Shares on a fully-diluted basis on the closing date. Completion of the Merger is subject to the satisfaction of customary closing conditions, including the receipt of the approval of the stockholders of Code Rebel and Aegis. There can be no assurance that the Closing of the Merger will occur Management has evaluated subsequent events or transactions occurring through the date the financial statements were issued. Management concluded that no additional subsequent events required disclosure in these financial statements.

QUARTERLY FINANCIAL INFORMATION

QUARTERLY FINANCIAL INFORMATION (UNAUDITED)	12 Months Ended
	Dec. 31, 2015
Quarterly Financial Information Disclosure [Abstract]
QUARTERLY FINANCIAL INFORMATION (UNAUDITED)	The following tables list our quarterly financial information for the years ended December 31, 2015, 2014 and 2013: 2013 Q1 Q2 Q3 Q4 Net revenues $ 29,482 $ 49,914 $ 42,832 $ 24,535 Gross profit (loss) (148,392 ) 14,160 162,879 (11,162 ) Loss from operations (294,751 ) (121,281 ) 18,167 (162,733 ) Net loss $ (298,797 ) $ (125,485 ) $ 14,665 $ (169,970 ) Basic and diluted loss per share $ (0.03 ) $ (0.01 ) $ 0.00 $ (0.02 ) 2014 Q1 Q2 Q3 Q4 Net revenues $ 44,362 $ 79,856 $ 51,335 $ 47,900 Gross profit (loss) 24,840 54,480 15,993 (29,450 ) Loss from operations (62,720 ) (181,708 ) (134,524 ) (224,702 ) Net loss $ (63,583 ) $ (184,750 ) $ (165,320 ) $ (266,289 ) Basic and diluted loss per share $ (0.01 ) $ (0.02 ) $ (0.02 ) $ (0.03 ) 2015 Q1 Q2 Q3 Q4 Net revenues $ 36,700 $ 44,723 $ 249,912 $ 195,064 Gross profit (loss) (24,420 ) (37,072 ) 24,652 (80,440 ) Loss from operations (139,822 ) (192,255 ) (514,870 ) (2,657,577 ) Net loss $ (162,401 ) $ (250,382 ) $ (516,198 ) $ (2,661,610 ) Basic and diluted loss per share $ (0.02 ) $ (0.02 ) $ (0.04 ) $ (0.20 )

SUMMARY OF SIGNIFICANT ACCOUN21

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
	Dec. 31, 2015
Accounting Policies [Abstract]
Basis of Presentation	The accompanying consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”).
Principles of Consolidation	The consolidated financial statements include the accounts of Code Rebel Corporation and its wholly owned subsidiaries Code Rebel, LLC and ThinOps Resources, LLC. All inter-company accounts and transactions have been eliminated in the preparation of these consolidated statements.
Use of Estimates	The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Estimates and assumptions are reviewed periodically and the effects of revisions are reflected in the consolidated financial statements in the period they are determined.
Cash and Cash Equivalents	Cash and equivalents include cash in hand and cash in demand deposits, certificates of deposit and all highly liquid debt instruments with original maturities of three months or less. We maintain cash deposits at banks located in Hawaii and New York. Deposits at the banks are insured up to $250,000 by the Federal Deposit Insurance Corporation. The Company’s uninsured portion of the balances held at the banks aggregated to approximately $2,365,069 and $184,000, respectively. No reserve has been made in the financial statements for any possible loss due to any financial institution failure. The Company has not experienced any losses in such accounts and believes we are not exposed to any significant risk on cash and cash equivalents.
Revenue Recognition	The Company’s revenue recognition policies are in compliance with Staff accounting bulletin (SAB) 104.
Income Taxes	The Company accounts for income taxes in accordance with FASB ASC 740, "Income Taxes". Under FASB ASC 740, deferred income taxes are recognized for the tax consequences in future years of differences between the tax bases of assets and liabilities and their financial statement reporting amounts at each period end based on enacted tax laws and statutory tax rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The provision for income taxes represents the tax expense for the period, if any, and the change during the period in deferred tax assets and liabilities. The Company has significant income tax net operating losses; however, due to the uncertainty of the realize-ability of the related deferred tax asset and other deferred tax assets, a valuation allowance equal to the amount of deferred tax assets has been established at December 31, 2015 and 2014. FASB ASC 740 also provides criteria for the recognition, measurement, presentation and disclosure of uncertain tax positions. A tax benefit from an uncertain position may be recognized only if it is “more likely than not” that the position is sustainable based on its technical merit. The Company’s federal and state income tax returns for the tax years 2011, 2012, 2013, 2014 and 2015 remain subject to examination for federal and state taxes.
Property and Equipment	Property and equipment is stated at cost and depreciated using the straight-line method over the shorter of the estimated useful life of the asset or the lease term. The estimated useful lives of our property and equipment are generally as follows: Computer software 3 to 10 years Computer hardware 5 to 15 years Furniture and equipment 3 to 5 years Description 2015 2014 Furniture and equipment $ 18,185 $ - Total Property and equipment 18,185 - Less: Accumulated depreciation (3,178 ) - $ 15,007 $ - On December 31, 2014, fixed assets valued at $7,828 that were fully depreciated were disposed. For the years ended December 31, 2015, 2014 and 2013, depreciation expense was $3,178, $972 and $9,091, respectively.
Valuation of Long-Lived Assets	The Company accounts for the impairment of long-lived assets, such as fixed assets, patents and trademarks, under the provisions of Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) 360, “Property, Plant, and Equipment”, which establishes the accounting for impairment of long-lived tangible and intangible assets other than goodwill and for the disposal of a business. Pursuant to FASB ASC 360, we review for impairment when facts or circumstances indicate that the carrying value of long-lived assets to be held and used may not be recoverable. If such facts or circumstances are determined to exist, an estimate of the undiscounted future cash flows produced by the long-lived asset, or the appropriate grouping of assets, is compared to the carrying value to determine whether impairment exists. If an asset is determined to be impaired, the loss is measured based on various valuation techniques, including a discounted value of estimated future cash flows. We report impairment costs as a charge to operations at the time it is recognized. During the years ended December 31, 201, 2014 and 2013, we determined that there was no impairment of long-lived assets.
Goodwill	Goodwill represents the excess of purchase price over the fair value of acquired tangible and identifiable intangible net assets. We test goodwill for impairment on an annual basis or more frequently if indicators of impairment are present. We perform our annual impairment measurement test on December 31, 2015. Events that may trigger an early impairment review include significant changes in the current business climate, future expectations of economic conditions, declines in our operating results of our reporting units, or an expectation that the carrying amount may not be recoverable. We determined that there was no impairment for goodwill as of December 31, 2015.
Intangible Assets	The Company records identifiable intangible assets at fair value on the date of acquisition and evaluates the useful life of each asset. Finite-lived intangible assets primarily consist of software development capitalized. Finite-lived intangible assets are amortized on a straight-line basis.
Fair Value of Financial Instruments	and establishes a three-level valuation hierarchy for disclosures of fair value measurement that enhances disclosure requirements for fair value measures. For certain financial instruments, including cash and cash equivalents, restricted cash, accounts receivable, accounts payable and short-term debt, the carrying amounts approximate fair value due to their relatively short maturities. The carrying amounts of the long-term debt approximate their fair values based on current interest rates for instruments with similar characteristics. The three levels of valuation hierarchy are defined as follows: Level 1: Valuations consist of unadjusted quoted prices in active markets for identical assets and liabilities and has the highest priority; Level 2: Valuations rely on quoted prices in markets that are not active or observable inputs over the full term of the asset or liability; Level 3: Valuations are based on prices or third party or internal valuation models that require inputs that are significant to the fair value measurement and are less observable and thus have the lowest priority. Management analyzes all financial instruments with features of both liabilities and equity under ASC 480, “Distinguishing Liabilities From Equity” and ASC 815, “Derivatives and Hedging.” Derivative liabilities are adjusted to reflect fair value at each period end, with any increase or decrease in the fair value being recorded in results of operations as adjustments to fair value of derivatives. The effects of interactions between embedded derivatives are calculated and accounted for in arriving at the overall fair value of the financial instruments. In addition, the fair values of freestanding derivative instruments such as warrant and option derivatives are valued using the Black-Scholes model.
Earnings per Share (EPS)	We utilize FASB ASC 260, “Earnings per Share.” Basic earnings (loss) per share is computed by dividing earnings (loss) available to common stockholders by the weighted-average number of common shares outstanding. Diluted earnings (loss) per share is computed similar to basic earnings (loss) per share except that the denominator is increased to include additional common shares available upon exercise of stock options and warrants using the treasury stock method, except for periods of operating loss for which no common share equivalents are included because their effect would be anti-dilutive. 2015 2014 2013 Net Loss $ (2,405,903 ) $ (679,942 ) $ (579,587 ) Net Loss Per Share Basic and Diluted: $ (0.188 ) $ (0.068 ) (0.058 ) Weighted average number of shares used in computing basic and diluted net loss per share: Basic 12,781,350 10,000,000 10,000,000 Diluted 12,781,350 10,000,000 10,000,000
Recently Issued Accounting Pronouncements	February 2016, the Financial Accounting Standards Board (“FASB”) issued a comprehensive standard related to lease accounting to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. Most significantly, the new guidance requires lessees to recognize operating leases with a term of more than 12 months as lease assets and lease liabilities. The adoption will require a modified retrospective approach at the beginning of the earliest period presented. The new standard is effective for the fiscal year beginning after December 15, 2018, with early adoption permitted. We are evaluating the impact of this standard on our consolidated financial statements. In January 2016, the FASB issued a new standard related primarily to accounting for equity investments, financial liabilities where the fair value option has been elected, and the presentation and disclosure requirements for financial instruments. There will no longer be an available-for-sale classification and therefore, no changes in fair value will be reported in other comprehensive income for equity securities with readily determinable fair values. The new standard will be effective for the fiscal year beginning after December 15, 2017 and early adoption is permitted. We are currently evaluating the impact of this standard on our consolidated financial statements. In November 2015, the FASB issued guidance simplifying the presentation of deferred tax liabilities and assets requiring that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. The new standard is effective for the fiscal year beginning after December 15, 2016, with early adoption permitted. We are currently evaluating the impact of this standard on our consolidated financial statements In May 2015, the FASB issued guidance about a customer’s accounting for fees paid in a cloud computing arrangement. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The guidance is effective for the fiscal year beginning after December 15, 2015 and may be applied on either a prospective or retrospective basis. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. In August 2014, the FASB issued new guidance which provides details on when and how to disclose going concern uncertainties. The new standard requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern within one year and to provide certain footnote disclosures if conditions or events raise substantial doubt about an entity’s ability to continue as a going concern. The new standard is effective for the fiscal year beginning after December 15, 2016, with early adoption permitted. We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. The Company has considered recent accounting pronouncements and believes these recent pronouncements will not have a material effect on the Company’s financial statements.

SUMMARY OF SIGNIFICANT ACCOUN22

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	12 Months Ended
	Dec. 31, 2015
Accounting Policies [Abstract]
Property and equipment useful life	Property and equipment is stated at cost and depreciated using the straight-line method over the shorter of the estimated useful life of the asset or the lease term. The estimated useful lives of our property and equipment are generally as follows: Computer software 3 to 10 years Computer hardware 5 to 15 years Furniture and equipment 3 to 5 years Description 2015 2014 Furniture and equipment $ 18,185 $ - Total Property and equipment 18,185 - Less: Accumulated depreciation (3,178 ) - $ 15,007 $ -

INTANGIBLE ASSETS (Tables)

INTANGIBLE ASSETS (Tables)	12 Months Ended
	Dec. 31, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible assets	Description 2015 2014 Microsoft License $ 10,000 $ 10,000 Development Costs 33,951 33,951 Trademark 6,714 6,714 Total intangible assets 50,665 50,665 Less: Accumulated amortization (39,567 ) (37,373 ) Intangible Assets, net $ 11,098 $ 13,292
Future Amortization	2016 $ 2,196 2017 2,189 $ 4,385

ACQUISITION OF SUBSIDIARY (Tabl

ACQUISITION OF SUBSIDIARY (Tables)	12 Months Ended
	Dec. 31, 2015
Business Combinations [Abstract]
Business acquisition	Total Purchase price Cash $ 750,000 Stocks issued (667,511 $12.73 per share) $ 8,497,415 Total Acquisition Cost $ 9,247,415 Less: Net Assets acquired Cash 132,767 Accounts Receivable 76,901 Other assets 5,289 Total Identifiable Assets 214,957 Accounts payable and accrued expenses (152,546 ) Income tax payable (9,039 ) Total liabilities assumed (161,585 ) Net assets acquired 53,372 Total goodwill $ 9,194,043

RELATED PARTY TRANSACTIONS (Tab

RELATED PARTY TRANSACTIONS (Tables)	12 Months Ended
	Dec. 31, 2015
Related Party Transactions [Abstract]
Sale to related party	Building $ 351,781 Land 128,600 Total property value 480,381 Less: Accumulated depreciation (33,503 ) Net property value $ 446,878 Sale price to related party $ 446,878 Mortgage associated with the property (329,837 ) Reduction of loan payable to related party $ 117,041

STOCK WARRANTS (Tables)

STOCK WARRANTS (Tables)	12 Months Ended
	Dec. 31, 2015
Notes to Financial Statements
Stock warrants	A roll-forward of warrant activity from January 1, 2015 to December 31, 2015 is shown in the following table: Issued and Outstanding Warrants as of January 1, 2015 Warrants Issued Warrants Exercised/ Expired Issued and Outstanding Warrants as of December 31, 2015 Convertible Notes 80,500 - - 80,500 Underwriter Warrants - 40,039 - 40,039 80,500 40,039 - 120,539

SHARE-BASED COMPENSATION (Table

SHARE-BASED COMPENSATION (Tables)	12 Months Ended
	Dec. 31, 2015
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Restricted Stock Grants	Shares of Unvested Restricted Stock Weighted Average Grant Date Fair Value Unvested restricted stock as of January 1, 2015 - $ - Granted 375,000 $ 37.91 Vested - $ - Forfeited - $ - Unvested restricted stock as of December 31, 2015 375,000 $ 37.91

INCOME TAX (Tables)

INCOME TAX (Tables)	12 Months Ended
	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Income tax expense	Income Tax Expense 2015 2014 2013 Current $ 1,657 $ - $ - Deferred - - - Total $ 1,657 $ - -
Loss before income tax	2015 2014 2013 Loss before income tax $ (3,591,591 ) $ (679,942 ) $ (579,587 ) Income tax $ 1,657 $ - $ - Effective tax rate 0 % 0 % 0 %
Reconciliation of provision for income taxes	Income Tax Rate Reconciliation 2015 2014 2013 US statutory rates 34 % 34 % 34 Loss from operations (34 ) % (34 )% (34 ) Tax expense at actual rate - % - % -

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	12 Months Ended
	Dec. 31, 2015
Segment Reporting [Abstract]
Financial information by segment	2015 2014 2013 Revenues from unaffiliated customers: End User Applications $ 173,758 $ 223,453 $ 146,763 Consultancy 352,641 - - Unallocated - - - Consolidated Totals $ 526,399 $ 223,453 $ 146,763 Net Income: End User Applications $ (618,916 ) $ (323,253 ) $ (579,587 ) Consultancy (17,610 ) - - Unallocated (2,954,065 ) (356,689 ) - Consolidated Totals $ (3,590,591 ) $ (679,942 ) $ (579,587 ) Depreciation and amortization: End User Applications $ 5,372 $ 5,691 $ 18,973 Consultancy - - - Unallocated - - - Consolidated Totals $ 5,372 $ 5,691 $ 18,973 Interest expense: End User Applications $ 1,266 $ 3,605 $ 15,472 Consultancy 2,011 - - Unallocated 33,721 639,595 - Consolidated Totals $ 36,997 $ 43,200 $ 15,472 Capital expenditures: End User Applications $ 18,185 $ - $ 6,715 Consultancy - - - Unallocated - - - Consolidated Totals $ 18,185 $ - $ 6,715 Identifiable assets: End User Applications $ 60,744 $ 29,668 $ 470,991 Consultancy 9,360,768 - - Unallocated 2,647,853 631,185 - Consolidated Totals $ 12,069,365 $ 660,853 $ 470,991

QUARTERLY FINANCIAL INFORMATI30

QUARTERLY FINANCIAL INFORMATION (Tables)	12 Months Ended
	Dec. 31, 2015
Quarterly Financial Information Disclosure [Abstract]
Quarterly Financial Information	2013 Q1 Q2 Q3 Q4 Net revenues $ 29,482 $ 49,914 $ 42,832 $ 24,535 Gross profit (loss) (148,392 ) 14,160 162,879 (11,162 ) Loss from operations (294,751 ) (121,281 ) 18,167 (162,733 ) Net loss $ (298,797 ) $ (125,485 ) $ 14,665 $ (169,970 ) Basic and diluted loss per share $ (0.03 ) $ (0.01 ) $ 0.00 $ (0.02 ) 2014 Q1 Q2 Q3 Q4 Net revenues $ 44,362 $ 79,856 $ 51,335 $ 47,900 Gross profit (loss) 24,840 54,480 15,993 (29,450 ) Loss from operations (62,720 ) (181,708 ) (134,524 ) (224,702 ) Net loss $ (63,583 ) $ (184,750 ) $ (165,320 ) $ (266,289 ) Basic and diluted loss per share $ (0.01 ) $ (0.02 ) $ (0.02 ) $ (0.03 ) 2015 Q1 Q2 Q3 Q4 Net revenues $ 36,700 $ 44,723 $ 249,912 $ 195,064 Gross profit (loss) (24,420 ) (37,072 ) 24,652 (80,440 ) Loss from operations (139,822 ) (192,255 ) (514,870 ) (2,657,577 ) Net loss $ (162,401 ) $ (250,382 ) $ (516,198 ) $ (2,661,610 ) Basic and diluted loss per share $ (0.02 ) $ (0.02 ) $ (0.04 ) $ (0.20 )

BASIS OF PRESENTATION AND ORG31

BASIS OF PRESENTATION AND ORGANIZATION (Details Narrative) - USD ($)	1 Months Ended	12 Months Ended
	May. 20, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
State of Incorporation		Delaware
Date of Incorporation		May 8, 2014
IPO, shares		1,000,983
IPO, share price		$ 5
Net proceeds from IPO		$ 4,300,000
Warrant exercise price		$ 1
Shares of common stock issued upon conversion of convertible notes		1,681,731
Common stock issued for the acquisition of ThinOps		$ 667,511
Stock issued for acquisition of subsidiary, Shares		667,511
Cash paid on acquisition		$ 750,000
Warrant [Member] | IPO [Member]
Warrant issued		40,039
Warrant term		5 years
Warrant exercise price		$ 5
Warrant exercise date		Nov. 7, 2015
Common Stock
Stock issued for acquisition of subsidiary, Shares		667,511
ThinOps Resources LLC [Member]
State of Incorporation		Hawaii
Date of Incorporation		Apr. 27, 2007
Share exchange	10,000,000
Equity interest	100.00%
Plan of reorganization, date plan iIs effective	Jan. 1, 2014

SUMMARY OF SIGNIFICANT ACCOUN32

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details)	12 Months Ended
	Dec. 31, 2015
Computer Software [Member] | Maximum [Member]
Useful life	10 years
Computer Software [Member] | MinimumMember
Useful life	3 years
Computer Hardware [Member] | Maximum [Member]
Useful life	15 years
Computer Hardware [Member] | MinimumMember
Useful life	5 years
Furniture and Equipment [Member] | Maximum [Member]
Useful life	5 years
Furniture and Equipment [Member] | MinimumMember
Useful life	3 years

SUMMARY OF SIGNIFICANT ACCOUN33

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) - USD ($)	Dec. 31, 2015	Dec. 31, 2014
Property and equipment, gross	$ 18,185
Less: Accumulated depreciation
Property and equipment, net	15,007
Furniture and Equipment [Member]
Property and equipment, gross	$ 18,185
Less: Accumulated depreciation		$ (3,178)
Property and equipment, net		$ 15,007

SUMMARY OF SIGNIFICANT ACCOUN34

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	3 Months Ended	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Accounting Policies [Abstract]
Disposal of depreciated fixed assets			$ 7,828
Depreciation expense	$ 972	$ 3,178		$ 9,091

INTANGIBLE ASSETS (Details)

INTANGIBLE ASSETS (Details) - USD ($)	Dec. 31, 2015	Dec. 31, 2014
Intangible assets	$ 50,665	$ 50,665
Less: Accumulated amortization	(39,567)	(37,372)
Intangible Assets, Net	11,098	13,292
License [Member]
Intangible assets	10,000	10,000
Development Costs [Member]
Intangible assets	33,951	33,951
Trademark [Member]
Intangible assets	$ 6,714	$ 6,714

INTANGIBLE ASSETS (Details 1)

INTANGIBLE ASSETS (Details 1)	Dec. 31, 2015USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
2,016	$ 2,196
2,017	2,189
Future Amortization	$ 4,385

INTANGIBLE ASSETS (Details Narr

INTANGIBLE ASSETS (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Amortization expense	$ 2,194	$ 4,988	$ 6,850
Development Costs [Member]
Amortization period	3 years
License [Member]
Amortization period	5 years
Trademark [Member]
Indefinite intangible asset not amortized	$ 6,714

ACQUISITION OF SUBSIDIARY (Deta

ACQUISITION OF SUBSIDIARY (Details) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Total Purchase price
Cash	$ 750,000
Shares issued for the acquisition	8,497,415
Total Acquisition Cost	9,247,415
Less: Net Assets acquired
Cash	132,767
Accounts Receivable	76,901
Other assets	5,289
Total Identifiable Assets	214,957
Accounts payable and accrued expenses	(152,546)
Income tax payable	(9,039)
Total liabilities assumed	(161,585)
Net assets acquired	53,372
Total goodwill	$ 9,194,043

ACQUISITION OF SUBSIDIARY (De39

ACQUISITION OF SUBSIDIARY (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013	Jul. 31, 2015
Total Acquisition Cost	$ 9,247,415
Common stock issued for the acquisition of ThinOps	667,511
Shares issued for the acquisition	8,497,415
Total goodwill	$ 9,194,043
ThinOps Resources LLC [Member]
Ownership				100.00%

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details)	12 Months Ended
	Dec. 31, 2015USD ($)
Related Party Transactions [Abstract]
Building	$ 351,781
Land	128,600
Total property value	480,381
Less: Accumulated depreciation	(33,503)
Net property value	446,878
Sale price to related party	446,878
Mortgage associated with the property	(329,837)
Reduction of loan payable to related party	$ 117,041

RELATED PARTY TRANSACTIONS (D41

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Related Party Transactions [Abstract]
Development, rent and administrative services	$ 377,677	$ 133,622	$ 120,538
Payable to related party	113,653	$ 444,405
Amount due to related party	38,406
Reduction of loan payable to related party	117,041
Cash deposit	$ 2,200,000

LINE OF CREDIT (Details Narrati

LINE OF CREDIT (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Debt Disclosure [Abstract]
Line of credit borrowing capacity	$ 50,000
LOC interest rate	6.4635%
LOC payment frequency	monthly
LOC payment amount	$ 263.38
LOC outstanding balance	0
LOC interest paid	$ 1,266	$ 3,204	$ 1,676

NOTE PAYABLES (Details Narrativ

NOTE PAYABLES (Details Narrative) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 30, 2016	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Convertible note offering	$ 500,000
Proceeds from convertible note		$ 250,000	$ 1,360,000
Warrant terms			Except for the Fundamental transaction, the lower of (a) 80% of the price per share paid for Equity Securities by the investors in the Next Equity Financing, or (b) the quotient resulting from dividing (x) $10,000,000 by (y) the number of shares of fully diluted common stock of the Company immediately prior to the closing of the Next Equity Financing.; or With respect to the Fundamental Transaction, the quotient resulting from dividing (x) $10,000,000 by (y) the number of shares of fully diluted common stock of the Company immediately prior to the closing of the Fundamental Transaction
Shares of common stock issued upon conversion of convertible notes		1,681,731
Shares issued, debt conversion, price per share		$ 1
Notes payable		$ 0
Interest expense, convertible notes		31,862	$ 3,204	$ 0
Maximum [Member]
Convertible note offering		4,000,000
Proceeds from convertible note		$ 4,000,000
Shares of common stock issued upon conversion of convertible notes		1,681,731
Conversion of convertible notes, principal		$ 1,610,000
Conversion of convertible notes, interest		$ 71,731

STOCK WARRANTS (Details)

STOCK WARRANTS (Details)	12 Months Ended
	Dec. 31, 2015shares
Warrant [Member]
Issued and Outstanding, beginning of period
Warrant issued	40,039
Warrants exercised/expired
Issued and Outstanding, end of period	40,039
Warrant [Member]
Issued and Outstanding, beginning of period	80,500
Warrant issued	40,039
Warrants exercised/expired
Issued and Outstanding, end of period	120,539
Convertible Notes Payable 1 [Member]
Issued and Outstanding, beginning of period	80,500
Warrant issued
Warrants exercised/expired
Issued and Outstanding, end of period	80,500

STOCK WARRANTS (Details Narrati

STOCK WARRANTS (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014
Stock warrant liabilities	$ 80,500
Warrant terms		Except for the Fundamental transaction, the lower of (a) 80% of the price per share paid for Equity Securities by the investors in the Next Equity Financing, or (b) the quotient resulting from dividing (x) $10,000,000 by (y) the number of shares of fully diluted common stock of the Company immediately prior to the closing of the Next Equity Financing.; or With respect to the Fundamental Transaction, the quotient resulting from dividing (x) $10,000,000 by (y) the number of shares of fully diluted common stock of the Company immediately prior to the closing of the Fundamental Transaction
Warrant exercise price	$ 1
Reclassification to paid-in capital	$ 80,500
Fair value warrant issued	$ 57,200
Warrant [Member] | IPO [Member]
Warrant exercise price	$ 5
Warrant issued	40,039
Warrant term	5 years
Warrant exercise date	Nov. 7, 2015
Warrant expiration date	May 11, 2020
Market price of stock	$ 5
Time to maturity	5 years
Volatility	23.00%
Dividend rate	0.00%
Risk free rate	1.59%
Common Stock
Fair value warrant issued

STOCKHOLDERS_ EQUITY (DEFICIT)

STOCKHOLDERS’ EQUITY (DEFICIT) (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Common stock, shares authorized	25,000,000	20,000,000
Common stock, par value	$ 0.0001	$ .0001
Common stock, shares outstanding	13,879,225	10,000,000
Common stock voting rights	1
IPO, shares	1,000,983
IPO, share price	$ 5
IPO costs	$ (725,939)
Shares of common stock issued upon conversion of convertible notes	1,681,731
Stock issued for acquisition of subsidiary, Shares	667,511
Shares issued for acquisition, price per share	$ 12.73
Shares issued for services, shares	4,000
Shares issued for services, value	$ 57,200
Stock issued for termination of agreement, Shares	150,000
Stock issued for termination of agreement, Amount	$ 766,500
Stock issued for termination of agreement, price per share	$ 5.11
Restricted Stock [Member]
Common stock, shares outstanding	375,000
Other Restructuring [Member]
Common stock, shares authorized	10,000,000

SHARE-BASED COMPENSATION (Detai

SHARE-BASED COMPENSATION (Details) - Restricted Stock [Member]	12 Months Ended
	Dec. 31, 2015$ / sharesshares
Shares of Unvested restricted Stock
Beginning of period | shares
Granted | shares	375,000
Vested | shares
Forfeited | shares
End of period | shares	375,000
Weighted Average Grant Date Fair Value
Beginning of period | $ / shares
Granted | $ / shares	$ 37.91
Vested | $ / shares
Forfeited | $ / shares
End of period | $ / shares	$ 37.91

SHARE-BASED COMPENSATION (Det48

SHARE-BASED COMPENSATION (Details Narrative) - Restricted Stock [Member]	12 Months Ended
	Dec. 31, 2015USD ($)shares
Restrcited stock granted | shares	375,000
Unrecognized compensation expense | $	$ 13,031,563

INCOME TAX (Details)

INCOME TAX (Details) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Income Tax Expense
Current	$ 1,657
Deferred
Total	$ 1,657

INCOME TAX (Details 1)

INCOME TAX (Details 1) - USD ($)	3 Months Ended												12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Components Of Loss Before Income Tax
Loss before income taxes	$ (2,661,610)	$ (516,198)	$ (250,382)	$ (162,401)	$ (266,289)	$ (165,320)	$ (184,750)	$ (63,583)	$ (169,970)	$ 14,665	$ (125,485)	$ (298,797)	$ (3,590,591)	$ (679,942)	$ (579,587)
Income tax													$ 1,657
Effective tax rate													0.00%	0.00%	0.00%

INCOME TAX (Details 2)

INCOME TAX (Details 2)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Income Tax Rate Reconciliation
US statutory rates	34.00%	34.00%	34.00%
Loss from operations	(34.00%)	(34.00%)	(34.00%)
Tax expense at actual rate	0.00%	0.00%	0.00%

SEGMENT INFORMATION (Details)

SEGMENT INFORMATION (Details) - USD ($)	3 Months Ended												12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Revenues from unaffiliated customers:	$ 195,064	$ 249,912	$ 44,723	$ 36,700	$ 47,900	$ 51,335	$ 79,856	$ 44,362	$ 24,535	$ 42,832	$ 49,914	$ 29,482	$ 526,399	$ 223,453	$ 146,763
Net Income:	(2,661,610)	$ (516,198)	$ (250,382)	$ (162,401)	(266,289)	$ (165,320)	$ (184,750)	$ (63,583)	(169,970)	$ 14,665	$ (125,485)	$ (298,797)	(3,590,591)	(679,942)	(579,587)
Depreciation and amortization:													5,372	5,960	18,973
Interest expense:													$ 36,997	$ 43,200	15,472
Capital expenditures:															6,715
Identifiable assets:	12,069,365				660,853				470,991				$ 12,069,365	$ 660,853	470,991
End User Applications [Member]
Revenues from unaffiliated customers:													173,758	223,453	146,763
Net Income:													(618,916)	(323,253)	(579,587)
Depreciation and amortization:													5,372	5,691	18,973
Interest expense:													1,266	$ 3,605	15,472
Capital expenditures:													18,185		6,715
Identifiable assets:	61,744				$ 29,668				$ 470,991				61,744	$ 29,668	$ 470,991
Consultancy [Member]
Revenues from unaffiliated customers:													352,641
Net Income:													$ (17,610)
Depreciation and amortization:
Interest expense:													$ 2,011
Capital expenditures:
Identifiable assets:	9,360,768												$ 9,360,768
Unallocated [Member]
Revenues from unaffiliated customers:
Net Income:													$ (2,954,065)	$ (356,689)
Depreciation and amortization:
Interest expense:													$ 33,721	$ 39,595
Capital expenditures:
Identifiable assets:	$ 2,647,853				$ 631,185								$ 2,647,853	$ 631,185

SUBSEQUENT EVENTS (Details Narr

SUBSEQUENT EVENTS (Details Narrative)	3 Months Ended
	Mar. 30, 2016USD ($)$ / sharesshares
Issuance of loan | $	$ 500,000
Interest rate	15.00%
Chief Financial Officer [Member]
Stock option grant | shares	400,627
Option exercise price | $ / shares	$ 2.44

QUARTERLY FINANCIAL INFORMATI54

QUARTERLY FINANCIAL INFORMATION (Details) - USD ($)	3 Months Ended												12 Months Ended
	Dec. 31, 2015	Sep. 30, 2015	Jun. 30, 2015	Mar. 31, 2015	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013
Quarterly Financial Information Disclosure [Abstract]
Net revenues	$ 195,064	$ 249,912	$ 44,723	$ 36,700	$ 47,900	$ 51,335	$ 79,856	$ 44,362	$ 24,535	$ 42,832	$ 49,914	$ 29,482	$ 526,399	$ 223,453	$ 146,763
Gross profit (loss)	(80,440)	24,652	(37,072)	(24,420)	(29,450)	15,993	54,480	24,840	(11,162)	162,879	14,160	(148,392)	(117,280)	65,863	17,485
Loss from operations	(2,657,577)	(514,870)	(192,255)	(139,822)	(224,702)	(134,524)	(181,708)	(62,720)	(162,733)	18,167	(121,281)	(294,751)
Net loss	$ (2,661,610)	$ (516,198)	$ (250,382)	$ (162,401)	$ (266,289)	$ (165,320)	$ (184,750)	$ (63,583)	$ (169,970)	$ 14,665	$ (125,485)	$ (298,797)	$ (3,590,591)	$ (679,942)	$ (579,587)
Basic and diluted loss per share	$ (0.20)	$ (0.04)	$ (0.02)	$ (0.02)	$ (0.03)	$ (0.02)	$ (0.02)	$ (0.01)	$ (0.02)	$ 0	$ (0.01)	$ (0.03)	$ (.281)	$ (.068)	$ (.058)