VW Win Century (VWIN) 10-Q 16 May 16 2016 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2016	May. 13, 2016
Document And Entity Information
Entity Registrant Name	FlexFridge, Inc.
Entity Central Index Key	1,630,391
Document Type	10-Q
Document Period End Date	Mar. 31, 2016
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	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		345,610,950
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,016

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($)	Mar. 31, 2016	Dec. 31, 2015
Current assets:
Cash	$ 100	$ 112
Total current assets	100	112
Total assets	100	112
Current liabilities:
Accounts payable - related party	44,266	34,856
Total current liabilities	44,266	34,856
Note payable - related party	250,000	250,000
Total liabilities	294,266	284,856
Stockholders' equity (deficit):
Additional paid in capital	43,996	43,996
Accumulated deficit	(382,723)	(373,301)
Total stockholders' equity (deficit)	(294,166)	(284,744)
Total liabilities and stockholders' equity (deficit)	100	112
Series A Preferred Stock [Member]
Stockholders' equity (deficit):
Convertible preferred stock	2,000	2,000
Series B Preferred Stock [Member]
Stockholders' equity (deficit):
Convertible preferred stock	2,000	2,000
Common Stock, Class A [Member]
Stockholders' equity (deficit):
Common stock	34,561	34,561
Common Class B [Member]
Stockholders' equity (deficit):
Common stock	$ 6,000	$ 6,000

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2016	Dec. 31, 2015
Series A Preferred Stock [Member]
Convertible preferred stock, par value	$ 0.0001	$ 0.0001
Convertible preferred stock, shares authorized	20,000,000	20,000,000
Convertible preferred stock, shares issued	20,000,000	20,000,000
Series B Preferred Stock [Member]
Convertible preferred stock, par value	$ 0.0001	$ 0.0001
Convertible preferred stock, shares authorized	20,000,000	20,000,000
Convertible preferred stock, shares issued	20,000,000	20,000,000
Common Stock, Class A [Member]
Common stock, par value	$ .0001	$ .0001
Common stock, shares authorized	1,000,000,000	1,000,000,000
Common stock, shares issued	345,610,950	345,610,950
Common stock, shares outstanding	345,610,950	345,610,950
Common Class B [Member]
Common stock, par value	$ .0001	$ .0001
Common stock, shares authorized	60,000,000	60,000,000
Common stock, shares issued	60,000,000	60,000,000
Common stock, shares outstanding	60,000,000	60,000,000

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Income Statement [Abstract]
Revenue	$ 0	$ 0
Expenses:
General and administrative	47	3,713
Salaries and wages	0	88,557
Patent Related Expenses	0	780
Total operating expenses	47	93,050
Net operating loss	(47)	(93,050)
Interest expense	9,375	0
Net loss	$ (9,422)	$ (93,050)
Weighted average number of common shares outstanding - basic and fully diluted	345,610,950	345,610,950
Net loss per share - basic and fully diluted	$ 0	$ 0

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Cash flows from operating activities:
Net loss	$ (9,422)	$ (93,050)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Stock based Compensation	0	88,557
Increase (decrease) in liabilities:
Accounts payable- related party	35	4,580
Interest payable - related party	9,375	0
Net cash provided by (used in) operating activities	(12)	87
Cash flows from investing activities:
Net cash used in investing activities	0	0
Cash flows from financing activities:
Net cash provided by financing activities	0	0
Net increase (decrease) in cash	(12)	87
Cash - beginning	112	20
Cash - ending	$ 100	$ 107

1. Basis of Presentation and Co

1. Basis of Presentation and Consolidation	3 Months Ended
	Mar. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation and Consolidation	Nature of Business and Organization FlexFridge, Inc. (“FlexFridge” or the “Company”), an Illinois corporation, was formed on March 3, 2013 as Cooling Technology Solutions, Inc. (“CTS”), a wholly-owned subsidiary of Epazz, Inc. (“Epazz”), an Illinois corporation. On September 19, 2013, the Company amended its Articles of Incorporation to change the name from Cooling Technology Solutions, Inc. to Z Fridge, Inc. and was renamed FlexFridge, Inc. on May 29, 2014. The Company was formed to develop its Project Flex product which involves the development of a dorm room sized refrigerator. The Company plans to file a non-provisional patent application and currently has limited activity. On September 7, 2013, the sole Director, and majority shareholder, holding over two thirds of the voting power of the Corporation’s Class A and Class B Common Stock of Epazz, voted to approve the spin-off and stock dividend of Z Fridge, whereby each of Epazz’ shareholders of record on September 15, 2013 received 1 share of Z Fridge for each 10 shares of Epazz Class A Common Stock as distributed on November 21, 2013. Basis of Accounting Our financial statements are prepared using the accrual method of accounting as generally accepted in the United States of America (U.S. GAAP) and the rules of the Securities and Exchange Commission (SEC). These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management are necessary for fair presentation of the information contained therein. Reclassifications Certain amounts in the financial statements of the prior year have been reclassified to conform to the presentation of the current year for comparative purposes. 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 disclosure of contingent assets and liabilities at the date of 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 FlexFridge maintains cash balances in non-interest-bearing transaction accounts, which do not currently exceed federally insured limits. For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. There were no cash equivalents on hand at March 31, 2016 or December 31, 2015. Fair Value of Financial Instruments Under FASB ASC 820-10-05, the Financial Accounting Standards Board establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements. This Statement reaffirms that fair value is the relevant measurement attribute. The adoption of this standard did not have a material effect on the Company’s financial statements as reflected herein. The carrying amounts of cash, accounts payable and accrued expenses reported on the balance sheets are estimated by management to approximate fair value primarily due to the short term nature of the instruments. Patent Rights and Applications FlexFridge acquired a patent on the technology on December 22, 2015. The patent number is US 9,217,598 B2. On December 29, 2015, Epazz transferred ownership of this patent to FlexFridge for a promissory note of $250,000 for 10 years with a 15% interest rate. Since the transfer of the patent was a related party transaction the value of patent included in the balance sheet is at its historical cost of zero. As the fair value of the promissory note exceeded the value of the patent, the difference of $250,000 was recorded as a loss on patent acquisition during the year ended December 31, 2015. Patent rights and applications costs include the acquisition costs and costs incurred for the filing of patents. Patent rights and applications are amortized on a straight-line basis over the legal life of the patent rights beginning at the time the patents are approved. Patent costs for unsuccessful patent applications are expensed when the application is terminated. We elected to expense our patent costs, which totaled $277,641 for the period from March 4, 2013 (Inception) through March 31, 2016. Income Taxes The Company recognizes deferred tax assets and liabilities based on differences between the financial reporting and tax bases of assets and liabilities using the enacted tax rates and laws that are expected to be in effect when the differences are expected to be recovered. The Company provides a valuation allowance for deferred tax assets for which it does not consider realization of such assets to be more likely than not. Basic and Diluted Loss per Share The basic net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted net loss per common share is computed by dividing the net loss adjusted on an “as if converted” basis, by the weighted average number of common shares outstanding plus potential dilutive securities. For the period presented, there were no outstanding potential common stock equivalents and therefore basic and diluted earnings per share result in the same figure. Stock-Based Compensation The Company adopted FASB guidance on stock based compensation upon inception on March 3, 2013. Under FASB ASC 718-10-30-2, all share-based payments to employees, including grants of employee stock options, are to be recognized in the income statement based on their fair values. Pro forma disclosure is no longer an alternative. In January 2015, the company issued 20,000,000 shares of Series A Preferred Stock for $70,654, 20,000,000 shares of Series B Preferred Stock for $12,076 and 60,000,000 shares of Class B Common Stock for $5,827 for services rendered. Uncertain Tax Positions Effective upon inception on March 3, 2013, the Company adopted new standards for accounting for uncertainty in income taxes. These standards prescribe a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. These standards also provide guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. Various taxing authorities periodically audit the Company’s income tax returns. These audits include questions regarding the Company’s tax filing positions, including the timing and amount of deductions and the allocation of income to various tax jurisdictions. In evaluating the exposures connected with these various tax filing positions, including state and local taxes, the Company records allowances for probable exposures. A number of years may elapse before a particular matter, for which an allowance has been established, is audited and fully resolved. The Company has not yet undergone an examination by any taxing authorities. The assessment of the Company’s tax position relies on the judgment of management to estimate the exposures associated with the Company’s various filing positions. As of March 31, 2016 and December 31, 2015, the Company had no uncertain tax positions.

2. Going Concern

2. Going Concern	3 Months Ended
	Mar. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern	As shown in the accompanying financial statements, the Company has incurred recurring losses from operations resulting in an accumulated deficit of $(382,723), as of March 31, 2016. The Company’s current liabilities exceeded its current assets by $44,166. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of any uncertainty as to the Company’s ability to continue as a going concern. These financial statements also do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classifications of liabilities that might be necessary should the Company be unable to continue as a going concern.

3. Related Parties

3. Related Parties	3 Months Ended
	Mar. 31, 2016
Related Party Transactions [Abstract]
Related Parties	Shares of Class A Common Stock Issued to Related Parties Pursuant to a Stock Distribution On November 21, 2013, Epazz, Inc. distributed 345,610,950 shares of the Class A common stock of the Company among Epazz, Inc.’s shareholders pursuant to the spin-off of the Company from Epazz, Inc. Each shareholder of record on September 15, 2013 was issued one share of FlexFridge, Inc. Class A common stock for each share of Epazz, Inc. class A common stock owned by the shareholder. A total of 297,385,702 of these shares were issued to related parties representing approximately 86% of the total shares issued. Shares of Class B Common Stock Issued to Related Parties Pursuant to a Services Rendered On January 13, 2015, the Company issued 60,000,000 shares of Class B Common Stock to Shaun Passley, the president of the company for product development services. The total fair value of the Class B Common Stock was $5,827 based on an independent valuation on the date of grant. Shares of Series A Preferred Stock Issued to Related Parties Pursuant to a Services Rendered On January 13, 2015, the Company issued 20,000,000 shares of Series A Preferred Stock to Shaun Passley, the president of the company for management services. The total fair value of the Series A Preferred stock was $70,654 based on an independent valuation on the date of grant. Shares of Series B Preferred Stock Issued to Related Parties Pursuant to a Services Rendered On January 13, 2015, the Company issued 16,000,000 shares of Series B Preferred Stock to Epazz, Inc. a corporation controlled by the president of the company for offices services. The total fair value of the Series B Preferred Stock was $9,661 based on an independent valuation on the date of grant. On January 13, 2015, the Company issued 1,998,000 shares of Series B Preferred Stock to GG Mars Capital Inc. a related party for financing services. The total fair value of the Series B Preferred Stock was $1,206 based on an independent valuation on the date of grant. On January 13, 2015, the Company issued 1,998,000 shares of Series B Preferred Stock to Star Financial Corporation a related party for financing services. The total fair value of the Series B Preferred Stock was $1,206 based on an independent valuation on the date of grant. On January 13, 2015, the Company issued 4,000 shares of Series B Preferred Stock to Craig Passley a related party for management services. The total fair value of the Series B Preferred Stock was $2 based on an independent valuation on the date of grant.

4. Fair Value of Financial Inst

4. Fair Value of Financial Instruments	3 Months Ended
	Mar. 31, 2016
Fair Value Disclosures [Abstract]
Fair Value of Financial Instruments	Under FASB ASC 820-10-5, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). The standard outlines a valuation framework and creates a fair value hierarchy in order to increase the consistency and comparability of fair value measurements and the related disclosures. Under GAAP, certain assets and liabilities must be measured at fair value, and FASB ASC 820-10-50 details the disclosures that are required for items measured at fair value. The Company does not have any financial instruments that must be measured under the new fair value standard. The Company’s financial assets and liabilities are measured using inputs from the three levels of the fair value hierarchy. The three levels are as follows: Level 1 - Inputs are unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2 - Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). Level 3 - Unobservable inputs that reflect our assumptions about the assumptions that market participants would use in pricing the asset or liability. The following schedule summarizes the valuation of financial instruments at fair value on a non-recurring basis in the balance sheets as of December 31, 2015 and March 31, 2016, respectively: Fair Value Measurements at December 31, 2015 Level 1 Level 2 Level 3 Assets Cash $ 112 $ – $ – Total assets 112 – – Liabilities Accounts payable - related party – 34,856 Long term note payable - related party – 250,000 – Total Liabilities – 284,856 – Total $ 112 $ (284,856 ) $ – Fair Value Measurements at March 31, 2016 Level 1 Level 2 Level 3 Assets Cash $ 100 $ – $ – Intercompany accounts receivable, related parties – – – Total assets 100 – – Liabilities Accounts payable - related party – 44,266 Long term note payable - related party – 250,000 – Total Liabilities – 294,266 – Total $ 100 $ (294,266 ) $ – There were no transfers of financial assets or liabilities between Level 1 and Level 2 inputs for the period from December 31, 2015 through March 31, 2016. Level 2 liabilities consist of intercompany debt arrangements. No fair value adjustment was necessary during the period from December 31, 2015 through March 31, 2016.

5. Stockholders' Equity (Defici

5. Stockholders' Equity (Deficit)	3 Months Ended
	Mar. 31, 2016
Equity [Abstract]
Stockholders' Equity (Deficit)	On November 14, 2013, the Board of Directors, consisting solely of Shaun Passley, the Company’s majority shareholder, amended the Article of Incorporation to change the par value and number of authorized shares of each class of common and series of preferred stock, in addition to the modification of the attributes and dividends. The disclosures herein reflect these modifications and the changes to the par value have been retroactively reflected throughout. Convertible Preferred Stock, Series A The Company has 20,000,000 authorized shares of $0.0001 par value Series A Convertible Preferred Stock (“Series A Preferred Stock”). The Series A Preferred Stock accrues dividends equal to 1.5% of the Company’s revenues per quarter, beginning on January 1 st st Convertible Preferred Stock, Series B The Company has 20,000,000 authorized shares of $0.0001 par value Series B Convertible Preferred Stock (“Series B Preferred Stock”). The Series B Preferred Stock accrues dividends equal to 1.5% of the Company’s revenues per quarter, beginning on January 1 st st Common Stock, Class A The Company has 1 billion authorized shares of $0.0001 par value Class A Common Stock. Stock Distribution On November 21, 2013, Epazz, Inc. distributed 345,610,950 shares of the class A common stock of the Company among Epazz, Inc.’s shareholders pursuant to the spin-off of the Company from Epazz, Inc. Each shareholder of record on September 15, 2013 was issued one share of Z Fridge, Inc. class A common stock for each share of Epazz, Inc. class A common stock owned by the shareholder. A total of 297,385,702 of these shares were issued to related parties representing approximately 86% of the total shares issued. Convertible Common Stock, Class B The Company has 60,000,000 authorized shares of $0.0001 par value Convertible Class B Common Stock, convertible at the option of the holder into shares of the Company’s Class A Common Stock on a 1:1 basis. The Convertible Class B Common Stock carries preferential voting rights of 2,000 votes to each Class A Common Stock vote (2,000:1). The Company shall reserve and keep available out of its authorized but unissued shares of Class A Common Stock such number of shares sufficient to effect the conversions. No shares of Class B Common Stock have been issued to date. Share Issuances On January 13, 2015, the Company issued 20,000,000 shares of Series A Preferred Stock to Shaun Passley, the president of the company for management services. The total fair value of the Series A Preferred stock was $70,654 based on an independent valuation on the date of grant. On January 13, 2015, the Company issued 16,000,000 shares of Series B Preferred Stock to Epazz, Inc. a corporation controlled by the president of the company for offices services. The total fair value of the Series B Preferred Stock was $9,661 based on an independent valuation on the date of grant. On January 13, 2015, the Company issued 1,998,000 shares of Series B Preferred Stock to GG Mars Capital Inc. a related party for financing services. The total fair value of the Series B Preferred Stock was $1,206 based on an independent valuation on the date of grant. On January 13, 2015, the Company issued 1,998,000 shares of Series B Preferred Stock to Star Financial Corporation a related party for financing services. The total fair value of the Series B Preferred Stock was $1,206 based on an independent valuation on the date of grant. On January 13, 2015, the Company issued 4,000 shares of Series B Preferred Stock to Craig Passley a related party for management services. The total fair value of the Series B Preferred Stock was $2 based on an independent valuation on the date of grant. On January 13, 2015, the Company issued 60,000,000 shares of Class B Common Stock to Shaun Passley, the president of the company for product development services. The total fair value of the Class B Common Stock was $5,827 based on an independent valuation on the date of grant.

6. Income Taxes

6. Income Taxes	3 Months Ended
	Mar. 31, 2016
Income Tax Disclosure [Abstract]
Income Taxes	The Company accounts for income taxes under FASB ASC 740-10, which requires use of the liability method. FASB ASC 740-10-25 provides that deferred tax assets and liabilities are recorded based on the differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes, referred to as temporary differences. For the period from March 3, 2013 (Inception) through March 31, 2016, the Company incurred a net operating loss and, accordingly, no provision for income taxes has been recorded. In addition, no benefit for income taxes has been recorded due to the uncertainty of the realization of any tax assets. At March 31, 2016, the Company had approximately $44,169 of federal net operating losses. The net operating loss carry forwards, if not utilized, will begin to expire in 2034. The components of the Company’s deferred tax asset are as follows: March 31, December 31, 2016 2015 Deferred tax assets: Net operating loss carry forwards $ (44,119 ) $ (34,744 ) Net deferred tax assets before valuation allowance 15,442 $ 12,160 Less: Valuation allowance (15,442 ) (12,160 ) Net deferred tax assets $ – $ – Based on the available objective evidence, including the Company’s history of losses, management believes it is more likely than not that the net deferred tax assets will not be fully realizable. Accordingly, the Company provided for a full valuation allowance against its net deferred tax assets at March 31, 2016. A reconciliation between the amounts of income tax benefit determined by applying the applicable U.S. and State statutory income tax rate to pre-tax loss is as follows: March 31, December 31, 2016 2015 Federal and state statutory rate 35 % 35 % Change in valuation allowance on deferred tax assets (35) % (35) % In accordance with FASB ASC 740, the Company has evaluated its tax positions and determined there are no uncertain tax positions.

7. Subsequent Events

7. Subsequent Events	3 Months Ended
	Mar. 31, 2016
Subsequent Events [Abstract]
Subsequent Events	There were no subsequent events.

1. Basis of Presentation and 13

1. Basis of Presentation and Consolidation (Policies)	3 Months Ended
	Mar. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Business and Organization	Nature of Business and Organization FlexFridge, Inc. (“FlexFridge” or the “Company”), an Illinois corporation, was formed on March 3, 2013 as Cooling Technology Solutions, Inc. (“CTS”), a wholly-owned subsidiary of Epazz, Inc. (“Epazz”), an Illinois corporation. On September 19, 2013, the Company amended its Articles of Incorporation to change the name from Cooling Technology Solutions, Inc. to Z Fridge, Inc. and was renamed FlexFridge, Inc. on May 29, 2014. The Company was formed to develop its Project Flex product which involves the development of a dorm room sized refrigerator. The Company plans to file a non-provisional patent application and currently has limited activity. On September 7, 2013, the sole Director, and majority shareholder, holding over two thirds of the voting power of the Corporation’s Class A and Class B Common Stock of Epazz, voted to approve the spin-off and stock dividend of Z Fridge, whereby each of Epazz’ shareholders of record on September 15, 2013 received 1 share of Z Fridge for each 10 shares of Epazz Class A Common Stock as distributed on November 21, 2013.
Basis of Accounting	Basis of Accounting Our financial statements are prepared using the accrual method of accounting as generally accepted in the United States of America (U.S. GAAP) and the rules of the Securities and Exchange Commission (SEC). These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management are necessary for fair presentation of the information contained therein.
Reclassifications	Reclassifications Certain amounts in the financial statements of the prior year have been reclassified to conform to the presentation of the current year for comparative purposes.
Use of Estimates	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 disclosure of contingent assets and liabilities at the date of 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	Cash and Cash Equivalents FlexFridge maintains cash balances in non-interest-bearing transaction accounts, which do not currently exceed federally insured limits. For the purpose of the statements of cash flows, all highly liquid investments with an original maturity of three months or less are considered to be cash equivalents. There were no cash equivalents on hand at March 31, 2016 or December 31, 2015.
Fair Value of Financial Instruments	Fair Value of Financial Instruments Under FASB ASC 820-10-05, the Financial Accounting Standards Board establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements. This Statement reaffirms that fair value is the relevant measurement attribute. The adoption of this standard did not have a material effect on the Company’s financial statements as reflected herein. The carrying amounts of cash, accounts payable and accrued expenses reported on the balance sheets are estimated by management to approximate fair value primarily due to the short term nature of the instruments.
Patent Rights and Applications	Patent Rights and Applications FlexFridge acquired a patent on the technology on December 22, 2015. The patent number is US 9,217,598 B2. On December 29, 2015, Epazz transferred ownership of this patent to FlexFridge for a promissory note of $250,000 for 10 years with a 15% interest rate. Since the transfer of the patent was a related party transaction the value of patent included in the balance sheet is at its historical cost of zero. As the fair value of the promissory note exceeded the value of the patent, the difference of $250,000 was recorded as a loss on patent acquisition during the year ended December 31, 2015. Patent rights and applications costs include the acquisition costs and costs incurred for the filing of patents. Patent rights and applications are amortized on a straight-line basis over the legal life of the patent rights beginning at the time the patents are approved. Patent costs for unsuccessful patent applications are expensed when the application is terminated. We elected to expense our patent costs, which totaled $277,641 for the period from March 4, 2013 (Inception) through March 31, 2016.
Income Taxes	Income Taxes The Company recognizes deferred tax assets and liabilities based on differences between the financial reporting and tax bases of assets and liabilities using the enacted tax rates and laws that are expected to be in effect when the differences are expected to be recovered. The Company provides a valuation allowance for deferred tax assets for which it does not consider realization of such assets to be more likely than not.
Basic and Diluted Loss per Share	Basic and Diluted Loss per Share The basic net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted net loss per common share is computed by dividing the net loss adjusted on an “as if converted” basis, by the weighted average number of common shares outstanding plus potential dilutive securities. For the period presented, there were no outstanding potential common stock equivalents and therefore basic and diluted earnings per share result in the same figure.
Stock-Based Compensation	Stock-Based Compensation The Company adopted FASB guidance on stock based compensation upon inception on March 3, 2013. Under FASB ASC 718-10-30-2, all share-based payments to employees, including grants of employee stock options, are to be recognized in the income statement based on their fair values. Pro forma disclosure is no longer an alternative. In January 2015, the company issued 20,000,000 shares of Series A Preferred Stock for $70,654, 20,000,000 shares of Series B Preferred Stock for $12,076 and 60,000,000 shares of Class B Common Stock for $5,827 for services rendered.
Uncertain Tax Positions	Uncertain Tax Positions Effective upon inception on March 3, 2013, the Company adopted new standards for accounting for uncertainty in income taxes. These standards prescribe a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. These standards also provide guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure, and transition. Various taxing authorities periodically audit the Company’s income tax returns. These audits include questions regarding the Company’s tax filing positions, including the timing and amount of deductions and the allocation of income to various tax jurisdictions. In evaluating the exposures connected with these various tax filing positions, including state and local taxes, the Company records allowances for probable exposures. A number of years may elapse before a particular matter, for which an allowance has been established, is audited and fully resolved. The Company has not yet undergone an examination by any taxing authorities. The assessment of the Company’s tax position relies on the judgment of management to estimate the exposures associated with the Company’s various filing positions. As of March 31, 2016 and December 31, 2015, the Company had no uncertain tax positions.

4. Fair Value of Financial In14

4. Fair Value of Financial Instruments (Tables)	3 Months Ended
	Mar. 31, 2016
Fair Value Disclosures [Abstract]
Schedule of fair value on non-recurring basis	Fair Value Measurements at December 31, 2015 Level 1 Level 2 Level 3 Assets Cash $ 112 $ – $ – Total assets 112 – – Liabilities Accounts payable - related party – 34,856 Long term note payable - related party – 250,000 – Total Liabilities – 284,856 – Total $ 112 $ (284,856 ) $ – Fair Value Measurements at March 31, 2016 Level 1 Level 2 Level 3 Assets Cash $ 100 $ – $ – Intercompany accounts receivable, related parties – – – Total assets 100 – – Liabilities Accounts payable - related party – 44,266 Long term note payable - related party – 250,000 – Total Liabilities – 294,266 – Total $ 100 $ (294,266 ) $ –

6. Income Taxes (Tables)

6. Income Taxes (Tables)	3 Months Ended
	Mar. 31, 2016
Income Tax Disclosure [Abstract]
Deferred tax assets	March 31, December 31, 2016 2015 Deferred tax assets: Net operating loss carry forwards $ (44,119 ) $ (34,744 ) Net deferred tax assets before valuation allowance 15,442 $ 12,160 Less: Valuation allowance (15,442 ) (12,160 ) Net deferred tax assets $ – $ –
Income tax rates	March 31, December 31, 2016 2015 Federal and state statutory rate 35 % 35 % Change in valuation allowance on deferred tax assets (35) % (35) %

1. Basis of Presentation (Detai

1. Basis of Presentation (Details Narrative) - USD ($)	3 Months Ended	12 Months Ended	37 Months Ended
	Mar. 31, 2016	Dec. 31, 2015	Mar. 31, 2016
Cash equivalents		$ 0
Note payable, related party	$ 250,000	250,000	$ 250,000
Uncertain tax positions		0
Series A Preferred Stock [Member]
Share based compensation		$ 70,654
Share based compensation, shares issued		20,000,000
Series B Preferred Stock [Member]
Share based compensation		$ 12,076
Share based compensation, shares issued		20,000,000
Common Class B [Member]
Share based compensation		$ 5,827
Share based compensation, shares issued		60,000,000
Patents [Member]
Loss on patent acquisition		$ 250,000
Patent costs			277,641
Epazz [Member]
Note payable, related party	$ 250,000	$ 250,000	$ 250,000
Interest rate on related party note	15.00%

2. Going Concern (Details Narra

2. Going Concern (Details Narrative) - USD ($)	Mar. 31, 2016	Dec. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated deficit	$ (382,723)	$ (373,301)
Working capital	$ (44,166)

3. Related Parties (Details Nar

3. Related Parties (Details Narrative) - USD ($)	3 Months Ended	12 Months Ended
	Mar. 31, 2016	Dec. 31, 2015
Note payable, related party	$ 250,000	$ 250,000
Patent value		$ 0
Passley [Member] | Common Class B [Member]
Stock issued for services, shares		60,000,000
Stock issued for services, value		$ 5,827
Passley [Member] | Series A Preferred Stock [Member]
Stock issued for services, shares		20,000,000
Stock issued for services, value		$ 70,654
Epazz [Member]
Note payable, related party	$ 250,000	$ 250,000
Note payable, related party interest rate	15.00%
Epazz [Member] | Series B Preferred Stock [Member]
Stock issued for services, shares		16,000,000
Stock issued for services, value		$ 9,661
GG Mars Capital, Inc. [Member] | Series B Preferred Stock [Member]
Stock issued for services, shares		1,998,000
Stock issued for services, value		$ 1,206
Star Financial Corporation [Member] | Series B Preferred Stock [Member]
Stock issued for services, shares		1,998,000
Stock issued for services, value		$ 1,206
Craig Passley [Member] | Series B Preferred Stock [Member]
Stock issued for services, shares		4,000
Stock issued for services, value		$ 2

4. Fair Value of Financial In19

4. Fair Value of Financial Instruments (Details) - Fair Value, Measurements, Nonrecurring [Member] - USD ($)	Mar. 31, 2016	Dec. 31, 2015
Fair Value, Inputs, Level 1 [Member]
Fair value assets
Cash fair value	$ 100	$ 112
Assets fair value	100	112
Fair value liabilities
Accounts payable, related party	0	0
Long Term Note Payable - Related Party		0
Liabilities fair value	0	0
Fair value assets and liabilities	100	112
Fair Value, Inputs, Level 2 [Member]
Fair value assets
Cash fair value	0	0
Assets fair value	0	0
Fair value liabilities
Accounts payable, related party	44,266	34,876
Long Term Note Payable - Related Party	250,000	250,000
Liabilities fair value	294,266	284,856
Fair value assets and liabilities	(294,266)	(284,856)
Fair Value, Inputs, Level 3 [Member]
Fair value assets
Cash fair value	0	0
Assets fair value	0	0
Fair value liabilities
Accounts payable, related party	0	0
Long Term Note Payable - Related Party		0
Liabilities fair value	0	0
Fair value assets and liabilities	$ 0	$ 0

6. Income Taxes (Details - Defe

6. Income Taxes (Details - Deferred taxes) - USD ($)	Mar. 31, 2016	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Net operating loss carryforwards	$ (44,119)	$ (34,744)
Net deferred tax assets before valuation allowance	15,442	12,160
Less: Valuation allowance	(15,442)	(12,160)
Net deferred tax assets	$ 0	$ 0

6. Income Taxes (Details - tax

6. Income Taxes (Details - tax rate)	3 Months Ended	12 Months Ended
	Mar. 31, 2016	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Federal and state statutory rate	35.00%	35.00%
Change in valuation allowance on deferred tax assets	(35.00%)	(35.00%)

6. Income Taxes (Details Narrat

6. Income Taxes (Details Narrative)	12 Months Ended
	Dec. 31, 2015USD ($)
Income Tax Disclosure [Abstract]
Net operating loss carryforward	$ 44,169
Operating loss expiration date	Dec. 31, 2034