Cloudweb (CLOW) 10-Q 31 Oct 18 2018 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2018	Oct. 31, 2018
Document And Entity Information
Entity Registrant Name	CLOUDWEB, INC.
Entity Central Index Key	1,619,227
Trading Symbol	clow
Entity Current Reporting Status	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		20,786,082
Document Type	10-Q
Document Period End Date	Sep. 30, 2018
Amendment Flag	false
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2,018
Entity Emerging Growth Company	false
Entity Small Business	true

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($)	Sep. 30, 2018	Dec. 31, 2017
Current Assets
Total Current Assets
TOTAL ASSETS
Current Liabilities
Accounts payable and accrued liabilities	54,359	50,282
Accrued interest	37,538	22,203
Promissory notes payable	52,146	19,193
Convertible notes payable, net of note discount of $23,384	92,616
Total Current Liabilities	236,659	91,678
Convertible notes payable, net of note discount of$54,852		81,148
Total Liabilities	236,659	172,826
Stockholders' Deficit
Common stock, no par value; 500,000,000 shares authorized,20,786,082 shares and 786,082 shares issued and outstanding, respectively
Additional paid-in capital	35,369,809	157,877
Accumulated deficit	(35,510,252)	(234,487)
Accumulated deficit from discontinued operations	(96,216)	(96,216)
Total Stockholders' Deficit	(236,659)	(172,826)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)	Sep. 30, 2018	Dec. 31, 2017
Current Liabilities
Convertible notes payable, net discount Current	$ 23,384	$ 23,384
Non-Current Liabilities
Convertible notes payable, net discount Noncurrent	$ 54,852	$ 54,852
Stockholders' Deficit
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	20,786,082	786,082
Common stock, shares outstanding	20,786,082	786,082

UNAUDITED CONSOLIDATED STATEMEN

UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Unaudited Consolidated Statements Of Operations
REVENUE
COST OF SERVICES
GROSS PROFIT
OPERATING EXPENSES
Administrative Expenses			150
Professional fees	5,481	9,304	36,880	35,657
Stock Based Compensation			35,200,000
Total Operating Expenses	5,481	9,304	35,237,030	35,657
OTHER INCOME (EXPENSES)
Gain on debt extinguishment		11,896		11,896
Interest expense	(13,848)	(10,520)	(38,736)	(29,744)
Total other income expense	(13,848)	1,376	(38,736)	(17,848)
LOSS FROM CONTINUED OPERATIONS	(19,329)	(7,928)	(35,275,766)	(53,505)
Provision for income taxes
Net Loss from continuing operations	(19,329)	(7,928)	(35,275,766)	(53,505)
LOSS FROM DISCONTINUED OPERATIONS				$ (96,216)
LOSS FROM CONTINUED OPERATIONS PER SHARE: BASIC AND DILUTED	$ 0	$ (0.01)	$ (1.8)	$ (0.07)
LOSS FROM DISONTINUED OPERATION PER SHARE: BASIC AND DILUTED		0		(0.12)
NET LOSS PER SHARE: BASIC AND DILUTED	$ 0	$ (0.01)	$ (1.8)	$ (0.19)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: BASIC AND DILUTED	20,786,082	785,191	19,550,788	785,191

UNAUDITED CONSOLIDATED STATEM_2

UNAUDITED CONSOLIDATED STATEMENT OF CASH FLOWS - USD ($)	3 Months Ended			9 Months Ended		12 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Apr. 02, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2017
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss from continuing operations	$ (19,329)	$ (7,928)		$ (35,275,766)	$ (53,505)
Net loss from discontinued operations, net of tax benefit			$ 22,755		(96,216)
Adjustments to reconcile net income (loss) to net cash from operating activities:
Gain on debt extinguishment		(11,896)			(11,896)	$ (11,896)
Amortization of debt discount				23,400	9,144
Stock based compensation				35,200,000
Changes in operating assets and liabilities:
Accounts payable and accrued liabilities				4,078	35,657
Due from related party					73,461
Accrued interest				15,335	20,600
Change in Assets (Liabilities) from discontinued operations					22,755
Net cash used in operating activities				(32,953)
CASH FLOWS FROM INVESTING ACTIVITIES
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of promissory note				32,953
Net cash provided by financing activities				32,953
Net increase in cash and cash equivalents
Cash and cash equivalents - beginning of period
Cash and cash equivalents - end of period
Supplemental Cash Flow Disclosures
Cash paid for interest
Cash paid for income taxes
Non-Cash Investing and Financing Activity:
Common stock issued for services				35,200,000
Issuance of promissory note to replace the amount due to related party					137,316
Issuance of promissory note to replace the amount due to related partys					125,420
Conversion of convertible notes for common stock				11,932
Beneficial conversion feature					$ 62,560

ORGANIZATION AND BUSINESS OPERA

ORGANIZATION AND BUSINESS OPERATIONS	9 Months Ended
	Sep. 30, 2018
Notes to Financial Statements
NOTE 1 - ORGANIZATION AND BUSINESS OPERATIONS	Cloudweb, Inc. (the “Company”) is a Florida corporation incorporated on May 25, 2014 as Formigli, Inc. In December, 2015 the Company changed its name to Data Backup, Inc., and on November 4, 2016, the Company changed its name to Data Backup Solutions Inc. On October 1, 2017, the Company changed its name to Cloudweb, Inc. We were previously engaged in the global exclusive distribution of Formigli Bicycles. On December 3, 2015 the Company increased its authorized share capital from 100,000,000 shares to 500,000,000 shares, no par value, and completed a 100 for 1 forward split for all issued and outstanding shares. All share and per share values have been retroactively impacted to reflect the forward split. On January 28, 2016, Data Backup concluded a Share Exchange Agreement entered into with Mr. Liao, whereby Data Backup issued 2,500,000 shares of its common stock to Mr. Liao in exchange for 100% of the issued and outstanding equity interests of Data Cloud Inc. a Nevada corporation (“Data Cloud”). Data Cloud owned 100% of the issued and outstanding equity interests of Web Hosting Solutions Ltd., a United Kingdom company (“WHS”), which it purchased from James Holland for US$72,000 (GBP 47,000) on November 25, 2015. At the time WHS had been providing web hosting solutions for approximately ten (10) years and became a UK private limited company in 2012. In connection with the Share Exchange Agreement, Data Backup elected to enter into the web hosting industry and discontinue its former business operations. As a result of the Share Exchange Agreement, Mr. Liao became the Company’s sole executive officer and sole member of the Board of Directors. Concurrently, Mr. Liao, through his controlled entity, Letterston Investments Ltd., acquired 250,000,000 shares of common stock from our former sole officer and director Ms. Amy Chaffe. As a result, on the transaction date, Mr. Liao effectively controlled approximately 81% of the Company’s issued and outstanding shares of common stock. On February 1, 2016, our former officer and director Amy Chaffe entered into a Waiver, Release and Indemnity Agreement with the Company whereby under she agreed to forgive certain debt in the amount of $167,000 due and payable at January 31, 2016 in exchange for $39,229 and the return of all assets related to the Formigli bicycles, including the sales operations thereunder. As a result of this divestiture, the Company reflected the operations of Formigli Bicycle as discontinued operations as at the fiscal year ended December 31, 2015. In the current financial statement presentation, operations of the parent company, Data Backup, have all been allocated to retained earnings and additional paid in capital as at the January 28, 2016 transaction date. The business combination as a result of the Share Exchange Agreement described above is deemed to be a reverse acquisition pursuant to SEC guidance, ASC 805-40-25-1, which provides that the merger of a private operating company into a public corporation with nominal net assets typically results in the owners and management of the private company having actual or effective operating control of the combined company after the transaction, with shareholders of the former public entity continuing only as passive investors. These transactions are considered to be capital transactions in substance, rather than business combinations. That is, the transaction is equivalent to the issuance of stock by the private company for the net monetary assets of the public corporation, accompanied by a recapitalization. The accounting is identical to that resulting from a reverse acquisition, except that no goodwill or other intangible should be recorded. Accordingly, Data Backup (the legal acquirer) is considered the accounting acquiree and Data Cloud (the legal acquire) is considered the accounting acquirer. The consolidated financial statements of the combined entity are in substance those of Data Cloud, with assets and liabilities, and revenues and expenses, of Data Backup being included effective from the date of completion of the Share Exchange Transaction, as Data Backup is deemed to be a continuation of the business of Data Cloud. The outstanding stock of Data Backup prior to the Share Exchange Transaction has been accounted for at its net book value and no goodwill has been recognized. All outstanding shares of Data Backup at the transaction date have been restated to reflect the effect of the business combination. As a result of the aforementioned transactions a total of 310,013,800 shares of Data Backup common stock issued and outstanding at December 31, 2015 are reflected as part of the recapitalization transactions impacted at January 28, 2016 in our Statements of Stockholder’s Equity (Deficit). The shares issued as part of the Share Exchange Transaction are the reported opening equity balance. On April 1, 2017, Data Backup Solutions, Inc. a Florida corporation (the “Company” or “Data Backup”), entered into a Purchase Agreement (the “ Purchase Agreement”) with Yui Daing, an individual residing in Kuala Lumpur, Malaysia (the “Purchaser”), Data Cloud Inc., a Nevada corporation (hereinafter referred to as (“Data Cloud”), and Web Hosting Solutions Ltd., a United Kingdom private company limited by shares (hereinafter referred to as “WHS”). The transactions under the Purchase Agreement were completed on April 1, 2017 (hereinafter referred to as the “Closing”). Prior to the Closing, Data Backup owned 100% of the issued and outstanding equity interests of Data Cloud which owns 100% of the issued and outstanding equity interests of Web Hosting Solutions Ltd., a United Kingdom private company limited by shares (“WHS”). Due to the continued consolidated losses experienced by the Company as the result of the losses of the Company’s indirect wholly-owned subsidiary, WHS, which included $50,083 USD for the fiscal year ended December 31, 2016 and $22,755 USD for the first three (3) months ended March 31, 2017, the Company entered into the Purchase Agreement and transferred 100% of the issued and outstanding equity interests of Data Cloud to a third party for nominal consideration in return. The Company’s only operations were carried on by WHS, and upon the Company transferring 100% of the issued and outstanding equity interests of Data Cloud to a third party, the Company will likely become a shell company as defined in the rules promulgated under the Securities and Exchange Act of 1934. The Company is party to an existing Employment Agreement with James Holland, who is the former owner of WHS. The Purchase Agreement was approved by the shareholders of the Company owning a majority of the voting stock of the Company on April 1, 2017. The Closing of the Purchase Agreement occurred on April 1, 2017. In connection with the closing of the Purchase Agreement, the employment agreement with James Holland was terminated and Mr. Holland was removed from the positions of Chief Operating Officer and Chief Technology Officer. On October 27, 2017, a majority of stockholders of the Company and board of directors approved a reverse stock split of our issued and outstanding shares of common stock on a basis of up to four hundred (400) old shares for one (1) new share of common stock. On November 30, 2017, FINRA approved the reverse stock split. The outstanding shares have been restated retroactively.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2018
Notes to Financial Statements
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Basis of Presentation The accompanying unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the nine months ended September 30, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018. Notes to the unaudited interim financial statements that would substantially duplicate the disclosures contained in the audited financial statements for fiscal year 2017 have been omitted. This report should be read in conjunction with the audited financial statements and the footnotes thereto for the fiscal year ended December 31, 2017 included in the Company’s Form 10-K as filed with the Securities and Exchange Commission on April 2, 2018. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates. Cash and Cash Equivalents For purposes of the statement of cash flows, the Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. Fair Value of Financial Instruments ASC 820 “ Fair Value Measurements and Disclosures These tiers include: Level 1: defined as observable inputs such as quoted prices in active markets; Level 2: defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3: defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The carrying value of cash, prepayments and the Company’s loan from shareholder approximates its fair value due to their short-term maturity. Revenue Recognition The Company recognizes revenue from the sale of products and services in accordance with ASC 606,” Revenue Recognition Step 1: Identify the contract(s) with customers Step 2: Identify the performance obligations in the contract Step 3: Determine the transaction price Step 4: Allocate the transaction price to performance obligations Step 5: Recognize revenue when the entity satisfies a performance obligation The Company recognizes revenue when it satisfies its obligation by transferring control of the good or service to the customer. A performance obligation is satisfied over time if one of the following criteria are met: a. the customer simultaneously receives and consumes the benefits as the entity performs; b. the entity’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced; or c. the entity’s performance does not create an asset with an alternative use to the entity, and the entity has an enforceable right to payment for performance completed to date. Share-based Expenses ASC 718 “Compensation – Stock Compensation” prescribes accounting and reporting standards for all share-based payment transactions in which employee services are acquired. Transactions include incurring liabilities, or issuing or offering to issue shares, options, and other equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based payments to employees, including grants of employee stock options, are recognized as compensation expense in the financial statements based on their fair values. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period). The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50, “Equity – Based Payments to Non-Employees.” Measurement of share-based payment transactions with non-employees is based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction is determined at the earlier of performance commitment date or performance completion date. There were $35,200,000 and $0 of share-based expenses for the nine months ended September 30, 2018 and 2017, respectively (see Note 4). Basic and Diluted Income (Loss) Per Share The Company computes income (loss) per share in accordance with FASB ASC 260, “Earnings per Share” which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic loss per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted income (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. No potentially dilutive debt or equity instruments were issued or outstanding during the nine months ended September 30, 2018 or 2017. Recent accounting pronouncements Management has considered all recent accounting pronouncements issued. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements.

GOING CONCERN

GOING CONCERN	9 Months Ended
	Sep. 30, 2018
Notes to Financial Statements
NOTE 3 - GOING CONCERN	For the nine months ended September 30, 2018, the Company had a working capital deficit as of September 30, 2018 of $236,659. The Company believes that its existing capital resources may not be adequate to enable it to execute its business plan. These conditions raise substantial doubt as to the Company’s ability to continue as a going concern. The Company estimates that it will require additional cash resources during 2018 based on its current operating plan and condition. The Company expects cash flows from operating activities to improve, primarily as a result of the disposition of subsidiaries and decreases in operating expenses. The accompanying consolidated financial statements do not include any adjustments that might be necessary should we be unable to continue as a going concern. If we fail to generate positive cash flow or obtain additional financing, when required, we may have to modify, delay, or abandon some or all of our business and expansion plans.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	9 Months Ended
	Sep. 30, 2018
Notes to Financial Statements
NOTE 4 - RELATED PARTY TRANSACTIONS	On January 23, 2018, the Company issued 16,000,000 shares of restricted common stock valued at $35,200,000 based on stock trading price at $2.2 per share to Letterston Investments Limited, a BVI corporation controlled by the Company’s Chief Executive Officer, as compensation for the payment of the Chief Executive Officer’s salary for the years 2017 and 2018. On January 1, 2017, the Company entered into an agreement with an entity controlled by Mr. Liao, the Company’s sole executive officer and sole member of the Board of Directors, to issue a promissory note for $137,316 to replace the full amount of related party advances that had been provided to the Company between January 1, 2016 and December 31, 2016. The promissory note bears interest at 28% per annum, and is payable on December 31, 2019. On July 1, 2017, the holder of the promissory note entered into an Interest Purchase Agreement with four non-affiliated assignees whereby each assignee was assigned with a promissory note at the principal amount of $34,000 and accrued interest of $4,806.

PROMISSORY NOTES

PROMISSORY NOTES	9 Months Ended
	Sep. 30, 2018
Notes to Financial Statements
NOTE 5 - PROMISSORY NOTES	September 30, December 31, 2018 2017 Promissory Note - November 2017 $ 2,160 $ 2,160 Promissory Note - December 2017 17,033 17,033 Promissory Note - March 2018 15,296 - Promissory Note - June 2018 12,249 - Promissory Note - September 2018 5,408 - 52,146 19,193 Less current portion of promissory note payable (52,146 ) (19,193 ) Long-term promissory notes payable $ - $ - On November 2, 2017, the Company issued to an unaffiliated party a promissory note at $2,160 for paying operating expenses on behalf of the Company. The note bears interest at 60% per annum and is due on demand. On December 31, 2017, the Company issued to the same unaffiliated party a promissory note at $17,033 for paying operating expenses on behalf of the Company. The note bears interest at 60% per annum and is due on demand. On March 31, 2018, the Company issued to the same unaffiliated party a promissory note at $15,296 for paying operating expenses on behalf of the Company. The note bears interest at 30% per annum and is due on March 30, 2028. On June 30, 2018, the Company issued to the same unaffiliated party a promissory note at $12,249 for paying operating expenses on behalf of the Company. The note bears interest at 30% per annum and is due on June 29, 2028. On September 30, 2018, the Company issued to the same unaffiliated party a promissory note at $5,408 for paying operating expenses on behalf of the Company. The note bears interest at 30% per annum and is due on September 29, 2028. As of September 30, 2018, the accrued interest on the promissory notes was $12,025.

CONVERTIBLE NOTES

CONVERTIBLE NOTES	9 Months Ended
	Sep. 30, 2018
Notes to Financial Statements
NOTE 6 - CONVERTIBLE NOTES	September 30, December 31, 2018 2017 Convertible Notes - July 2017 $ 116,000 $ 136,000 Less debt discount (23,384 ) (54,852 ) 92,616 81,148 Less current portion of convertible note payable (92,616 ) - Long-term convertible notes payable $ - $ 81,148 On July 1, 2017, the Company replaced the promissory notes held by the four non-affiliated assignees with convertible notes at principal amount of $34,000, for total note principal amount of $136,000. The convertible notes bear interest at 4% per annum, expire on June 30, 2019 and are convertible at $0.005 per share for the Company common stock. The Company assessed the note amendment for a debt extinguishment or modification in accordance with ASC 470-50. The addition of a substantive conversion feature that is not bifurcated indicates the note amendment is regarded as a note extinguishment. As a result of note extinguishment, we recognized $73,140 and $11,896 as discount on note from beneficial conversion feature and fair value difference and gain on extinguishment of debt, respectively, for the year ended December 31, 2017. On January 2, 2018, the four non-affiliated holders of the convertible notes at principal amount of $34,000 issued on July 1 2017 elected to convert $5,000 principal portion of their notes for 1,000,000 shares of common stock at $0.005 per share. An aggregate $20,000 principal amount of the four convertible notes were converted for 4,000,000 common shares. During the nine months ended September 30, 2018 and 2017, the Company recognized amortization of debt discount and beneficial conversion feature of $23,400 and $9,144 respectively. As of September 30, 2018, the convertible notes payable was $92,616, net of note discount of $23,384, and accrued interest payable was $25,513.

EQUITY

EQUITY	9 Months Ended
	Sep. 30, 2018
Notes to Financial Statements
NOTE 7 - EQUITY	Authorized Stock The Company’s authorized common stock consists of 500,000,000 shares with no par value. Transactions described herein reflect the impact of the reverse acquisition and re-capitalization completed on January 28, 2016. Common Shares On October 27, 2017, a majority of stockholders of the Company and board of directors approved a reverse stock split of our issued and outstanding shares of common stock on a basis of up to four hundred (400) old shares for one (1) new share of common stock. On November 30, 2017, FINRA approved the reverse stock split. The outstanding shares have been restated retroactively. On January 2, 2018, the four non-affiliated holders of the convertible notes at principal amount of $34,000 issued on July 1, 2017 elected to convert $5,000 principal portion of their notes for 1,000,000 shares of common stock at $0.005 per share. An aggregate $20,000 principal amount of the four convertible notes were converted for 4,000,000 common shares. On January 23, 2018, the Company issued 16,000,000 shares of restricted common stock valued at $35,200,000 based on stock trading price at $2.20 per share to Letterston Investments Limited, a BVI corporation controlled by the Company’s Chief Executive Officer, as compensation for the payment of the Chief Executive Officer’s salary for the years 2017 and 2018. As at September 30, 2018 and December 31, 2017, we had a total of 20,786,082 and 786,082 shares issued and outstanding, respectively. The outstanding shares have been restated retroactively for the reverse stock split.

DISCONTINUED OPERATIONS

DISCONTINUED OPERATIONS	9 Months Ended
	Sep. 30, 2018
Notes to Financial Statements
NOTE 8 - DISCONTINUED OPERATIONS	On April 1, 2017, the Company disposed of its fully owned subsidiaries, Data Cloud and Web Hosting Solutions, Ltd. At the time of sale, the combined subsidiaries had assets of $100,926, liabilities of $182,401, and stockholders’ deficit of $81,475. As a result of the disposition of the subsidiaries, the Company recorded a loss from discontinued operations of $96,216, consisting of the net loss of the subsidiaries for the three months ended April 1, 2017 of $22,755, and a write-down of intercompany receivables of $73,461. No proceeds were received in the disposition transaction.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	9 Months Ended
	Sep. 30, 2018
Notes to Financial Statements
NOTE 9 - SUBSEQUENT EVENTS	In accordance with ASC 855-10, the Company has analyzed its operations subsequent to the September 30, 2018 to the date these consolidated financial statements were issued and has determined that it does not have any material subsequent events to disclose in these financial statements.

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2018
Summary Of Significant Accounting Policies
Basis of Presentation	The accompanying unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the nine months ended September 30, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018. Notes to the unaudited interim financial statements that would substantially duplicate the disclosures contained in the audited financial statements for fiscal year 2017 have been omitted. This report should be read in conjunction with the audited financial statements and the footnotes thereto for the fiscal year ended December 31, 2017 included in the Company’s Form 10-K as filed with the Securities and Exchange Commission on April 2, 2018.
Use of Estimates	The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Cash and Cash Equivalents	For purposes of the statement of cash flows, the Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents.
Fair Value of Financial Instruments	ASC 820 “ Fair Value Measurements and Disclosures These tiers include: Level 1: defined as observable inputs such as quoted prices in active markets; Level 2: defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3: defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The carrying value of cash, prepayments and the Company’s loan from shareholder approximates its fair value due to their short-term maturity.
Revenue Recognition	The Company recognizes revenue from the sale of products and services in accordance with ASC 606,” Revenue Recognition Step 1: Identify the contract(s) with customers Step 2: Identify the performance obligations in the contract Step 3: Determine the transaction price Step 4: Allocate the transaction price to performance obligations Step 5: Recognize revenue when the entity satisfies a performance obligation The Company recognizes revenue when it satisfies its obligation by transferring control of the good or service to the customer. A performance obligation is satisfied over time if one of the following criteria are met: a. the customer simultaneously receives and consumes the benefits as the entity performs; b. the entity’s performance creates or enhances an asset that the customer controls as the asset is created or enhanced; or c. the entity’s performance does not create an asset with an alternative use to the entity, and the entity has an enforceable right to payment for performance completed to date.
Share-based Expenses	ASC 718 “Compensation – Stock Compensation” prescribes accounting and reporting standards for all share-based payment transactions in which employee services are acquired. Transactions include incurring liabilities, or issuing or offering to issue shares, options, and other equity instruments such as employee stock ownership plans and stock appreciation rights. Share-based payments to employees, including grants of employee stock options, are recognized as compensation expense in the financial statements based on their fair values. That expense is recognized over the period during which an employee is required to provide services in exchange for the award, known as the requisite service period (usually the vesting period). The Company accounts for stock-based compensation issued to non-employees and consultants in accordance with the provisions of ASC 505-50, “Equity – Based Payments to Non-Employees.” Measurement of share-based payment transactions with non-employees is based on the fair value of whichever is more reliably measurable: (a) the goods or services received; or (b) the equity instruments issued. The fair value of the share-based payment transaction is determined at the earlier of performance commitment date or performance completion date. There were $35,200,000 and $0 of share-based expenses for the nine months ended September 30, 2018 and 2017, respectively (see Note 4).
Basic and Diluted Income (Loss) Per Share	The Company computes income (loss) per share in accordance with FASB ASC 260, “Earnings per Share” which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic loss per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted income (loss) per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive. No potentially dilutive debt or equity instruments were issued or outstanding during the nine months ended September 30, 2018 or 2017.
Recent accounting pronouncements	Management has considered all recent accounting pronouncements issued. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements.

PROMISSORY NOTES (Tables)

PROMISSORY NOTES (Tables)	9 Months Ended
	Sep. 30, 2018
Promissory Notes
Schedule of promissory notes	September 30, December 31, 2018 2017 Promissory Note - November 2017 $ 2,160 $ 2,160 Promissory Note - December 2017 17,033 17,033 Promissory Note - March 2018 15,296 - Promissory Note - June 2018 12,249 - Promissory Note - September 2018 5,408 - 52,146 19,193 Less current portion of promissory note payable (52,146 ) (19,193 ) Long-term promissory notes payable $ - $ -

CONVERTIBLE NOTES (Tables)

CONVERTIBLE NOTES (Tables)	9 Months Ended
	Sep. 30, 2018
Payment Made In Exchange For Forgiveness Of Debt
Schedule of convertible notes	September 30, December 31, 2018 2017 Convertible Notes - July 2017 $ 116,000 $ 136,000 Less debt discount (23,384 ) (54,852 ) 92,616 81,148 Less current portion of convertible note payable (92,616 ) - Long-term convertible notes payable $ - $ 81,148

ORGANIZATION AND BUSINESS OPE_2

ORGANIZATION AND BUSINESS OPERATIONS (Details Narrative) - USD ($)

Apr. 02, 2017

Feb. 01, 2016

Dec. 03, 2015

Oct. 27, 2017

Jan. 28, 2016

Nov. 25, 2015

Sep. 30, 2018

Sep. 30, 2017

Apr. 02, 2017

Mar. 31, 2017

Sep. 30, 2018

Sep. 30, 2017

Dec. 31, 2016

Dec. 31, 2015

Description of Business and Basis of Presentation [Line Items]

State of incorporation

Florida

Date of incorporation

May 25, 2014

Forward stock split

100 for 1 forward split

Recapitalization of shares issued and outstanding

310,013,800

Loss from discontinued operations

$ 96,216

$ 22,755

$ (96,216)

Reverse stock split conversion description

<font style="font: 10pt Times New Roman, Times, Serif">The Company and board of directors approved a reverse stock split of our issued and outstanding shares of common stock on a basis of up to four hundred (400) old shares for one (1) new share of common stock.</font></p>" id="sjs-E8">&lt;p style="margin: 0; text-align: justify">&lt;font style="font: 10pt Times New Roman, Times, Serif">The Company and board of directors approved a reverse stock split of our issued and outstanding shares of common stock on a basis of up to four hundred (400) old shares for one (1) new share of common stock.&lt;/font>&lt;/p>

Common Stock

Description of Business and Basis of Presentation [Line Items]

Authorized share capital

100,000,000

Increased authorized shares capital

500,000,000

500,000,000

Web Hosting Solutions Ltd [Member]

Description of Business and Basis of Presentation [Line Items]

Equity ownership percentage

100.00%

Common stock value of acquisition

$ 72,000

Share Exchange Agreement [Member] | Mr. Liao [Member]

Description of Business and Basis of Presentation [Line Items]

Common stock shares issued in exchange for equity interests

2,500,000

Share Exchange Agreement [Member] | Data Cloud Inc [Member]

Description of Business and Basis of Presentation [Line Items]

Equity ownership percentage

100.00%

Share Exchange Agreement [Member] | Letterston Investments Ltd [Member]

Description of Business and Basis of Presentation [Line Items]

Common stock shares issued in exchange for equity interests

250,000,000

Equity ownership percentage

81.00%

Waiver Release And Indemnity Agreement [Member]

Description of Business and Basis of Presentation [Line Items]

Forgiveness of debt

$ 167,000

Payment made in exchange for forgiveness of debt

$ 39,229

Collaborative Arrangement [Member] | Web Hosting Solutions Ltd [Member]

Description of Business and Basis of Presentation [Line Items]

Equity ownership percentage

100.00%

100.00%

Issued and outstanding equity interests percentage transferred to third party

100.00%

100.00%

Loss from discontinued operations

$ 22,755

$ 50,083

Collaborative Arrangement [Member] | Data Backup Solutions, Inc [Member]

Description of Business and Basis of Presentation [Line Items]

Equity ownership percentage

100.00%

100.00%

Issued and outstanding equity interests percentage transferred to third party

100.00%

100.00%

SUMMARY OF SIGNIFICANT ACCOUN_3

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Summary Of Significant Accounting Policies Details Narrative Abstract
Stock Based Compensation			$ 35,200,000

GOING CONCERN (Details Narrativ

GOING CONCERN (Details Narrative)	Sep. 30, 2018USD ($)
Going Concern
Working capital deficit	$ (236,659)

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($)	1 Months Ended			9 Months Ended
	Jan. 23, 2018	Jul. 01, 2017	Jan. 02, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2017
Maturity date		Jun. 30, 2019
Promissory note principal amount		$ 34,000
Accrued interest		$ 4,806		$ 37,538		$ 22,203
Issuance of promissory note to replace the amount due to related party					$ 137,316
Restricted Stock [Member] | Letterston Investments Limited [Member]
Restricted common stock shares issued	16,000,000
Restricted common stock valued	$ 35,200,000
Stock trading price per share	$ 2.2
Promissory Note Agreement [Member]
Promissory note bearing interest rate			28.00%
Maturity date			Dec. 31, 2019
Issuance of promissory note to replace the amount due to related party			$ 137,316

PROMISSORY NOTES (Details)

PROMISSORY NOTES (Details) - USD ($)	Sep. 30, 2018	Dec. 31, 2017
Promissory notes payable	$ 52,146	$ 19,193
Less current portion of promissory note payable	(52,146)	(19,193)
Long-term promissory notes payable
Promissory Note November 2017 [Member]
Promissory notes payable	2,160	2,160
Promissory Note December 2017 [Member]
Promissory notes payable	17,033	17,033
Promissory Note March 2018 [Member]
Promissory notes payable	15,296
Promissory Note June 2018 [Member]
Promissory notes payable	12,249
Promissory Note September 2018 [Member]
Promissory notes payable	$ 5,408

PROMISSORY NOTES (Details Narra

PROMISSORY NOTES (Details Narrative) - USD ($)	1 Months Ended	3 Months Ended	6 Months Ended	9 Months Ended
	Jul. 01, 2017	Mar. 31, 2018	Jun. 30, 2018	Sep. 30, 2018	Dec. 31, 2017	Nov. 02, 2017
Promissory note principal amount	$ 34,000
Promissory note maturity date	Jun. 30, 2019
Unaffiliated Party [Member]
Promissory note principal amount		$ 15,296	$ 12,249	$ 5,408	$ 17,033	$ 2,160
Promissory note interest rate		30.00%	30.00%	30.00%	60.00%	60.00%
Promissory note maturity date		Mar. 30, 2028	Jun. 29, 2028	Sep. 29, 2028
Accrued interest on promissory notes				$ 12,025

CONVERTIBLE NOTES (Details)

CONVERTIBLE NOTES (Details) - USD ($)	Sep. 30, 2018	Dec. 31, 2017
Convertible Notes Details Abstract
Convertible Notes - July 2017	$ 116,000	$ 136,000
Less debt discount	(23,384)	(54,852)
Convertible notes payable	92,616	81,148
Less current portion of convertible note payable	(92,616)
Long-term convertible notes payable		$ 81,148

CONVERTIBLE NOTES (Details Narr

CONVERTIBLE NOTES (Details Narrative) - USD ($)	Jan. 02, 2018	Jul. 01, 2017	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2017
Convertible note principal amount		$ 34,000
Principal amount		$ 136,000	$ 92,616		$ 92,616
Convertible notes bear interest rate		4.00%
Debt instrument, expire date		Jun. 30, 2019
Common stock convertible per shares		$ 0.005
Beneficial conversion feature and fair value difference							73,140
Gain on debt extinguishment				$ 11,896		$ 11,896	11,896
Amortization of debt discount					23,400	$ 9,144
Accrued interest payable			25,513		25,513
Debt discount			$ 23,384		$ 23,384		$ 54,852
Four Non Affiliated Holders [Member]
Convertible note principal amount		$ 34,000
Principal amount	$ 5,000
Common stock convertible per shares	$ 0.005
Conversion of stock, shares converted	1,000,000
Four Convertible Notes [Member]
Principal amount	$ 20,000
Conversion of stock, shares converted	4,000,000

EQUITY (Details Narrative)

EQUITY (Details Narrative) - USD ($)	Jan. 02, 2018	Jan. 23, 2018	Oct. 27, 2017	Sep. 30, 2018	Dec. 31, 2017	Jul. 01, 2017
Common stock, shares authorized				500,000,000	500,000,000
Common stock, shares issued				20,786,082	786,082
Common stock, shares outstanding				20,786,082	786,082
Reverse stock split conversion description			<font style="font: 10pt Times New Roman, Times, Serif">The Company and board of directors approved a reverse stock split of our issued and outstanding shares of common stock on a basis of up to four hundred (400) old shares for one (1) new share of common stock.</font></p>" id="sjs-D5">&lt;p style="margin: 0; text-align: justify">&lt;font style="font: 10pt Times New Roman, Times, Serif">The Company and board of directors approved a reverse stock split of our issued and outstanding shares of common stock on a basis of up to four hundred (400) old shares for one (1) new share of common stock.&lt;/font>&lt;/p>
Convertible note principal amount						$ 34,000
Principal amount				$ 92,616		$ 136,000
Common stock convertible per shares						$ 0.005
Four Convertible Notes [Member]
Principal amount	$ 20,000
Conversion of stock, shares converted	4,000,000
Four Non Affiliated Holders [Member]
Convertible note principal amount						$ 34,000
Principal amount	$ 5,000
Conversion of stock, shares converted	1,000,000
Common stock convertible per shares	$ 0.005
Restricted Stock [Member] | Letterston Investments Limited [Member]
Restricted common stock valued		$ 35,200,000
Restricted common stock shares issued		16,000,000
Stock trading price per share		$ 2.2

DISCONTINUED OPERATIONS (Detail

DISCONTINUED OPERATIONS (Details Narrative) - USD ($)	Apr. 02, 2017	Sep. 30, 2018	Sep. 30, 2017	Apr. 02, 2017	Sep. 30, 2018	Sep. 30, 2017
Discontinued Operations Details Narrative Abstract
Assets	$ 100,926			$ 100,926
Liabilities	182,401			182,401
Stockholders' deficit	(81,475)			(81,475)
Loss from discontinued operations	96,216			$ 22,755		$ (96,216)
Write-down of intercompany receivables	$ 73,461