VW Win Century (VWIN) 10-K 28 Apr 17 2016 FY Annual report Financial data

Document and Entity Information

Document and Entity Information - USD ($)	12 Months Ended
	Dec. 31, 2016	Apr. 14, 2017	Jun. 30, 2016
Document And Entity Information
Entity Registrant Name	VW Win Century Inc.
Entity Central Index Key	1,630,391
Document Type	10-K
Document Period End Date	Dec. 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 Public Float			$ 169,349
Entity Common Stock, Shares Outstanding		175,507,169
Document Fiscal Period Focus	FY
Document Fiscal Year Focus	2,016
Trading Symbol	vwin

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)		Dec. 31, 2016	Dec. 31, 2015
Current assets:
Cash		$ 9,627	$ 112
Other current assets		14,784
Total current assets		24,411	112
Property and equipment, net		9,685
Total assets		34,096	112
Current liabilities:
Accounts payable		14,054
Accounts payable - related party		525,592	34,856
Interest payable - related party		37,500
Total current liabilities		577,146	34,856
Note payable - related party		250,000	250,000
Total liabilities		827,146	284,856
Stockholders' deficit:
Convertible preferred stock Series A, $0.0001 par value, 20,000,000 shares authorized, zero and 20,000,000 shares issued and outstanding, respectively			2,000
Convertible preferred stock, Series B, $0.0001 par value, 20,000,000 shares authorized, zero and 20,000,000 shares issued and outstanding, respectively			2,000
Common stock, Class A, $0.0001 par value, 1,000,000,000 shares authorized, 175,507,169 shares and 691,222 issued and outstanding, respectively		17,551	69
Common stock, Class B, $0.0001 par value, 60,000,000 shares authorized, 60,000,000 shares issued and outstanding		6,000	6,000
Additional paid in capital		3,406,520	78,488
Accumulated deficit		(4,210,117)	(373,301)
Total stockholders' deficit		(793,050)	(284,744)
Total liabilities and stockholders' equity (deficit)		34,096	112
Series A Preferred Stock [Member]
Stockholders' deficit:
Convertible preferred stock Series A, $0.0001 par value, 20,000,000 shares authorized, zero and 20,000,000 shares issued and outstanding, respectively	[1]	0	2,000
Series B Preferred Stock [Member]
Stockholders' deficit:
Convertible preferred stock, Series B, $0.0001 par value, 20,000,000 shares authorized, zero and 20,000,000 shares issued and outstanding, respectively	[2]	0	2,000
Common Stock, Class A [Member]
Stockholders' deficit:
Common stock, Class A, $0.0001 par value, 1,000,000,000 shares authorized, 175,507,169 shares and 691,222 issued and outstanding, respectively	[3]	17,551	69
Common Class B [Member]
Stockholders' deficit:
Common stock, Class B, $0.0001 par value, 60,000,000 shares authorized, 60,000,000 shares issued and outstanding	[4]	$ 6,000	$ 6,000
[1]	Convertible preferred stock, Series A, $0.0001 par value, 20,000,000 shares authorized, zero and 20,000,000 shares issued and outstanding, respectively
[2]	Convertible preferred stock, Series B, $0.0001 par value, 20,000,000 shares authorized, zero and 20,000,000 shares issued and outstanding, respectively
[3]	Common stock, Class A, $0.0001 par value, 1,000,000,000 shares authorized, 175,507,169 shares and 691,222 issued and outstanding, respectively
[4]	Common stock, Class B, $0.0001 par value, 60,000,000 shares authorized, 60,000,000 shares issued and outstanding

Balance Sheets (Parenthetical)

Balance Sheets (Parenthetical) - $ / shares	Dec. 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	0	20,000,000
Convertible preferred stock, shares outstanding	0	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	0	20,000,000
Convertible preferred stock, shares outstanding	0	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	175,507,169	691,222
Common stock, shares outstanding	175,507,169	691,222
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

Statements of Operations

Statements of Operations - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015
Income Statement [Abstract]
Revenue
Expenses:
General and administrative	3,743,336	3,848
Salaries and wages	52,000	88,557
Depreciation expense	272
Patent Related Expenses		780
Total operating expenses	3,795,608	93,185
Net operating loss	(3,795,608)	(93,185)
Other expenses
Interest expense	(54,212)
Loss on patent acquisition		(250,000)
Total other expenses	(54,212)	(250,000)
Net loss	$ (3,849,820)	$ (343,185)
Weighted average number of common shares outstanding - basic and fully diluted	33,192,448	691,222
Net loss per share - basic and fully diluted	$ (0.12)	$ (0.50)

Shareholders Equity

Shareholders Equity - USD ($)	Series A Preferred Stock [Member]	Series B Preferred Stock [Member]	Common Class A [Member]	Common Class B [Member]	Additional Paid-In Capital	Accumulated Deficit	Total
Beginning Balance - Shares at Dec. 31, 2014			691,222
Beginning Balance - Amount at Dec. 31, 2014			$ 69		$ (69)	$ (30,116)	$ (30,116)
Shares issued for services, related parties - Shares	20,000,000	20,000,000		60,000,000
Shares issued for services, related parties - Amount	$ 2,000	$ 2,000		$ 6,000	78,557		88,557
Shares sold for cash and stock-based compensation - Shares			99,000,000
Shares sold for cash and stock-based compensation - Amount			$ 9,900		3,314,902		3,324,802
Net income/loss						(343,185)	(343,185)
Ending Balance, Shares at Dec. 31, 2015	20,000,000	20,000,000	691,222	60,000,000
Ending Balance, Amount at Dec. 31, 2015	$ 2,000	$ 2,000	$ 69	$ 6,000	78,488	(373,301)	(284,744)
Shares sold for cash and stock-based compensation - Shares			99,000,000
Shares sold for cash and stock-based compensation - Amount			$ 9,900		3,314,902		3,324,802
Preferred Stock cancellation - Shares		(16,000,000)
Preferred Stock cancellation - Amount		$ (1,600)			1,600
Series A Preferred Stock conversion to Class A Common Stock - Shares	20,000,000		59,840,566
Series A Preferred Stock conversion to Class A Common Stock - Amount	$ 2,000	$ (4,000,000)	$ 5,984		(3,984)
Series B Preferred Stock conversion to Class A Common Stock - Shares		(4,000,000)	15,957,484
Series B Preferred Stock conversion to Class A Common Stock - Amount		$ (400)	$ 1,596		(1,196)
Imputed interest expense					16,712		16,712
Net income/loss						(3,849,820)	(3,849,820)
Ending Balance, Shares at Dec. 31, 2016			175,507,169	60,000,000
Ending Balance, Amount at Dec. 31, 2016			$ 17,551	$ 6,000	$ 3,406,520	$ (4,223,121)	$ (793,050)

Statements of Cash Flows

Statements of Cash Flows - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2015	Dec. 31, 2016
Cash flows from operating activities:
Net loss	$ (343,185)	$ (3,849,820)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Depreciation Expense		272
Stock based Compensation	88,557	3,314,802
Loss on Patent Acquisition	250,000
Imputed interest expense on Accounts payable - related party		16,712
Increase (decrease) in liabilities:
Other current assets		(14,784)
Accounts payable	4,720	14,054
Accounts payable - related party		490,736
Interest payable		37,500
Net cash provided by (used in) operating activities	92	9,472
Cash flows from investing activities:
Purchase of equipment		(9,957)
Net cash used in investing activities		(9,957)
Cash flows from financing activities:
Stock sold for cash		10,000
Net cash provided by financing activities		10,000
Net increase (decrease) in cash	92	9,515
Cash - beginning	20	112
Cash - ending	112	9,627
Supplemental disclosures:
Interest paid
Income taxes paid
Non cash investing and financing activities:
Conversion of Preferred Stock, Series A to Common Stock, Class A		5,984
Conversion of Preferred Stock, Series B to Common Stock, Class A		1,596
Cancellation of Preferred Stock, Series B		$ 1,600

1. Basis of Presentation and Su

1. Basis of Presentation and Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation and Consolidation	Note 1 – Basis of Presentation and Summary of Significant Accounting Policies Nature of Business and Organization VW Win Century, Inc. ("VW Win Century" or the "Company"), a Nevada corporation, was formed on March 3, 2013 as Cooling Technology Solutions, Inc. ("CTS"), an Illinois corporation and 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 and further renamed on September 12, 2016 to VW Win Century, Inc. The Company then changed its domicile from Illinois to Nevada. 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. On or about August 26, 2016, Shaun Passley, our former officer and director sold an aggregate of two hundred sixty two million, nine hundred nine thousand, two hundred and fifty-five (262,909,255) shares of the Class A Common Stock of the Company (or 525,819 shares on a post-reverse split basis) to Teik Keng Goh in a private transaction. As a result of the purchase, Teik Keng Goh became the majority shareholder of our Company and beneficially owned stock representing 75.45% of the issued and outstanding Class A Common Shares. In addition, Mr. Passley also sold sixty million (60,000,000) shares of Class B Common Stock and twenty million (20,000,000) shares of Series A Preferred Stock to Teik Keng Goh, representing all of the issued and outstanding shares of those series and classes. Effective as of August 31, 2016, our board of directors appointed Teik Keng Goh and See Kuy Tan to fill vacancies on the board with Teik Keng Goh serving as Chairman. The board of directors appointed See Kuy Tan as President, Chief Executive Officer, Treasurer and Chief Financial Officer and Kathleen Mary Johnston as Secretary of the Company. The forgoing individuals will serve in their respective positions until their earlier resignation or removal. Under the leadership of Teik Keng Goh, the Company intends to focus on existing opportunities in the Asian market that have above average operating margins, sustainable growth, and undervalued assets. 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 VW Win Century 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 December 31, 2016 or 2015. Property and Equipment Equipment is recorded at its acquisition cost, which includes the costs to bring the equipment to the condition and location for its intended use, and equipment is depreciated using the straight-line method over the estimated useful life of the related asset as follows: Furniture and fixtures 5 years Computers and equipment 3-5 years Website development 3 years Leasehold improvements 5 years Amortization of leasehold improvements is computed using the straight-line method over the shorter of the remaining lease term or the estimated useful lives of the improvements. Assets held under capital leases are recorded at the lower of the net present value of the minimum lease payments or the fair value of the leased asset at the inception of the lease. Amortization expense is computed using the straight-line method over the useful lives of the assets due to transfer of ownership after the lease term has expired. Maintenance and repairs will be charged to expense as incurred. Significant renewals and betterments will be capitalized. At the time of retirement or other disposition of equipment, the cost and accumulated depreciation will be removed from the accounts and the resulting gain or loss, if any, will be reflected in operations. Property and equipment are evaluated for impairment whenever impairment indicators are prevalent. The Company will assess the recoverability of equipment by determining whether the depreciation and amortization of these assets over their remaining life can be recovered through projected undiscounted future cash flows. The amount of equipment impairment, if any, will be measured based on fair value and is charged to operations in the period in which such impairment is determined by management. 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 VW Win Century 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 VW Win Century 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 December 31, 2016. No additional costs are expected to be incurred. 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. On October 5, 2016, the Company entered into a Securities Purchase Agreement with Teik Keng Goh, the Chairman of the Company's Board of Directors, for the purchase of a total of 99,000,000 restricted shares of the Company's Class A Common Stock for a total purchase price of $10,000, which is a cost per share of $0.000101. An independent valuation of shares issued was completed and it was determined the value of shares issued over the value received was $3,314,802. Accordingly, an expense for $3,314,802 was recorded to general and administrative expenses during the period ended December 31, 2016. 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 December 31, 2016 and 2015, the Company had no uncertain tax positions. Leased corporate office The Company signed a one-year lease for its corporate office from August 1, 2016 through July 31, 2016. Lease payments are $7,142 per month. Minimum lease payments during 2017 are $49,992. Recent Accounting Pronouncements The Company continually assesses any new accounting pronouncements to determine their applicability to the Company. Where it is determined that a new accounting pronouncement affects the Company's financial reporting, the Company undertakes a study to determine the consequence of the change to its financial statements and assures that there are proper controls in place to ascertain that the Company's financials properly reflect the change. The Company currently does not have any recent accounting pronouncements that they are studying and feel may be applicable.

2. Going Concern

2. Going Concern	12 Months Ended
	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern	Note 2 – Going Concern As shown in the accompanying financial statements, the Company has incurred recurring losses from operations resulting in an accumulated deficit of $4,223,121, as of December 31, 2016. The Company's current liabilities exceeded its current assets by $552,735. 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	12 Months Ended
	Dec. 31, 2016
Related Party Transactions [Abstract]
Related Parties	Note 3 – Related Parties Note payable On December 31, 2015, the Company incurred a $250,000 note payable to Epazz, Inc., a company controlled by a related party Shaun Passley (former officer and director), for a patent licensing agreement. Interest expense is incurred at a 15% annual rate on principal. Interest expense for the year ended December 31, 2016 was $37,500. The note payable liability can be satisfied by transferring the patent rights, disclosed in Note 1 to Epazz, Inc. Accounts payable The Company occasionally had borrowed funds from Epazz, Inc. to fund operating activities. These borrowings of $34,827 and $34,856 at December 31, 2016 and December 31, 2015, respectively are reflected in Accounts payable. Accrued interest of $37,500 at December 31, 2016 associated with the aforementioned $250,000 note payable to Epazz, Inc. is included in Interest payable. Accounts payable – related party The Company occasionally borrows funds from Teik Keng Goh to fund operating activities. These borrowings of $440,765 at December 31, 2016 are reflected in Accounts payable. There were no borrowings from Teik Keng Goh as of December 31, 2015. In addition, a $50,000 payable to Kuy Tan for services rendered from August 1, 2016 through December 31, 2016 is included in Accounts payable – related party as of December 31, 2016. The Company did not have an account payable to Kuy Tan as of December 31, 2015. Imputed interest expense on Accounts payable – related party was $16,712 and $-0- for the periods ended December 31, 2016 and 2015, respectively. 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. On or about August 26, 2016 Mr. Passley sold Twenty Million (20,000,000) shares of Series A Preferred Stock to Teik Keng Goh, representing all of the issued and outstanding shares of Series A Preferred Stock. 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. Effective October 19, 2016, the Company approved the cancellation of 16,000,000 share of Series B Preferred Stock, pursuant to receiving a notice received from Epazz, Inc. On January 13, 2015, the Company issued 1,998,000 shares of Series B Preferred Stock to GG Mars Capital Inc. a related party at the time 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 at the time 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 at the time 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. Shares of Class A Common Stock Issued to Related Parties Pursuant to a Stock Distribution On or about August 26, 2016, Shaun Passley, our former officer and director sold an aggregate of Two Hundred Sixty Two Million Nine Hundred Nine Thousand Two Hundred and Fifty Five (262,909,255) shares of the Class A Common Stock of the Company (or Five Hundred Twenty Five Thousand Eight Hundred Nineteen Thousand (525,819) shares on a post-reverse split basis) to Teik Keng Goh in a private transaction. As a result of the purchase, Teik Keng Goh became the majority shareholder of our Company and beneficially owned stock representing 75.45% of the issued and outstanding Class A Common Shares. In addition, Mr. Passley also sold Sixty Million (60,000,000) shares of Class B Common Stock and Twenty Million (20,000,000) shares of Series A Preferred Stock to Teik Keng Goh, representing all of the issued and outstanding shares of those series and classes. Shaun Passley has no remaining ownership in the Company. Shares of Class A Common Stock Issued to Related Parties Pursuant to a Securities Purchase Agreement On October 5, 2016, the Company entered into a Securities Purchase Agreement with Teik Keng Goh, the Chairman of the Company's Board of Directors, for the purchase of a total of 99,000,000 restricted shares of the Company's Class A Common Stock for a total purchase price of $10,000, which is a cost per share of $0.000101. An independent valuation of shares issued was completed and it was determined the value of shares issued over the value received was $3,314,802. Accordingly, an expense for $3,314,802 was recorded to general and administrative expenses during the period ended December 31, 2016. 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 at that time 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. On or about August 26, 2016 Mr. Passley sold Sixty Million (60,000,000) shares of Class B Common Stock to Teik Keng Goh, representing all of the issued and outstanding shares of Class B Common Stock. Series A Preferred Stock Conversion to Class A Common Stock On November 14, 2016, Teik Keng Goh, being the sole holder of outstanding Series A Preferred Stock, provided a Notice of Election to Convert indicating his desire to convert 20,000,000 shares of Series A Preferred Stock into shares of Class A Common Stock. The Series A Preferred Stock is convertible, at the option of the holder into shares of the Company's Class A Common Stock, with five business days' notice into 60% of the total number of then issued and outstanding shares of Class A Common Stock. The Company issued 59,840,566 shares of Class A Common Stock for the conversion of all the Series A Preferred Stock. Series B Preferred Stock Conversion to Class A Common Stock On November 17, 2016, Teik Keng Goh, being the sole holder of the remaining outstanding Series B Preferred Stock, provided a Notice of Election to Convert indicating his desire to convert 4,000,000 shares of Series B Preferred Stock into shares of Class A Common Stock. The Series B Preferred Stock is convertible, at the option of the holder into shares of the Company's Class A Common Stock, with five business days' notice into 10% of the total number of then issued and outstanding shares of Class A Common Stock. The Company issued 15,957,484 shares of Class A Common Stock for the conversion of Series B Preferred Stock.

4. Fair Value of Financial Inst

4. Fair Value of Financial Instruments	12 Months Ended
	Dec. 31, 2016
Fair Value Disclosures [Abstract]
Fair Value of Financial Instruments	Note 4 – 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 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 December 31, 2016 Level 1 Level 2 Level 3 Assets Cash $ 9,627 $ – $ – Total assets 9,627 – – Liabilities Accounts payable – 14,054 – Accounts payable – related party – 525,592 – Interest payable – 37,500 – Long term note payable – 250,000 – Total Liabilities – 827,146 – Total $ 9,627 $ (827,146 ) $ – There were no transfers of financial assets or liabilities between Level 1 and Level 2 inputs for the period from December 31, 2015 through December 31, 2016. Level 2 liabilities consist of intercompany debt arrangements. No fair value adjustment was necessary during the period from December 31, 2015 through December 31, 2016.

5. Other Current Assets

5. Other Current Assets	12 Months Ended
	Dec. 31, 2016
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Other Current Assets	Note 5 – Other Current Assets As of December 31, 2016 and 2015 other current assets included the following: December 31, December 31, 2016 2015 Prepaid office rent $ 7,584 $ – Security deposits 7,200 – $ 14,784 $ –

6. Property and Equipment

6. Property and Equipment	12 Months Ended
	Dec. 31, 2016
Property, Plant and Equipment [Abstract]
Property and Equipment	Note 6 – Property and Equipment Property and Equipment consists of the following at December 31, 2016 and 2015, respectively: December 31, December 31, 2016 2015 Furniture and fixtures $ 2,974 $ – Website development 4,200 – Leasehold improvements 2,783 – 9,957 – Less accumulated depreciation and amortization (272 ) – $ 9,685 $ – Depreciation expense totaled $272 and -0- for the years ended December 31, 2016 and 2015, respectively.

7. Income Taxes

7. Income Taxes	12 Months Ended
	Dec. 31, 2016
Income Tax Disclosure [Abstract]
Income Taxes	Note 7 – 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 December 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 December 31, 2016, the Company had approximately $540,046 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: December 31, December 31, 2016 2015 Deferred tax assets: Net operating loss carry forwards $ (553,050 ) $ (34,744 ) Net deferred tax assets before valuation allowance 193,567 $ 12,160 Less: Valuation allowance (193,567 ) (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 December 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: December 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.

8. Long-Term Debt

8. Long-Term Debt	12 Months Ended
	Dec. 31, 2016
Debt Disclosure [Abstract]
Long-Term Debt	Note 8 – Long-Term Debt On December 29, 2015, the Company entered into a $250,000, 10 year, promissory note with an interest rate of 15%, payable to Epazz, Inc. for the purchase of US Patent 9,217,598 B2. Total long-term debt outstanding as of December 31, 2015 and 2016 consists of this note. Accrued interest associated with this note of $37,500 and $-0- was recorded as of December 31, 2016 and 2015, respectively.

9. Stockholders' Equity (Defici

9. Stockholders' Equity (Deficit)	12 Months Ended
	Dec. 31, 2016
Equity [Abstract]
Stockholders' Equity (Deficit)	Note 9 – Stockholder's Equity (Deficit) On November 14, 2013, the Board of Directors, consisting solely of the Company's majority shareholder at the time, 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 of any calendar year in which the Company has generated revenue over $2 million, and an additional 24% of the Company's net income beginning on January 1 st of any calendar year in which the Company has generated net income over $2 million. The dividends are payable at the discretion of the Company, provided that any unpaid dividends accrue until paid. The Series A Preferred Stock includes a liquidation preference equal to $0.0001 per share, plus any accrued and unpaid dividends. The Series A Preferred Stock is convertible, at the option of the holder into shares of the Company's Class A Common Stock, with five business days' notice into 60% of the total number of then issued and outstanding shares of Class A Common Stock. The Series A Preferred Stock has limited voting rights, relating solely to matters which adversely affect the rights of the Series A Preferred Stock holders. 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. 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 of any calendar year in which the Company has generated revenue over $1 million, and an additional 6% of the Company's net income beginning on January 1 st of any calendar year in which the Company has generated net income over $2 million. The dividends are payable at the discretion of the Company, provided that any unpaid dividends accrue until paid. The Series B Preferred Stock includes a liquidation preference equal to $0.0001 per share, plus any accrued and unpaid dividends. The Series B Preferred Stock is convertible, at the option of the holder into shares of the Company's Class A Common Stock, with five business days' notice into 10% of the total number of then issued and outstanding shares of Class A Common Stock, provided that no conversion will take place until all holders of the Series B Preferred Stock consent to such conversion. The Series B Preferred Stock has limited voting rights, relating solely to matters which adversely affect the rights of the Series B Preferred Stock holders. 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. 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 (or 691,222 shares on a post-reverse split basis) 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 (or 594,771 shares on a post-reverse split basis) of these shares were issued to related parties representing approximately 86% of the total shares issued. On July 6, 2016, the stockholders of VW Win Century, Inc. ("VW Win Century" or the "Company") voted to approve an amendment (the "Amendment") to VW Win Century's Articles of Incorporation which authorized the Board of Directors to effect a one-to-five hundred reverse stock split of VW Win Century's class A common stock, par value $0.0001 per share ("Class A Common Stock"). Immediately thereafter, the Company filed a notice of corporate action with the Financial Industry Regulatory Authority ("FINRA"). The Amendment was approved by the holders of the Company's capital stock as follows: Class A Common Stock with 262,909,255 votes or 76% approving, Class B Common Stock 120,000,000,000 votes or 100% approving, Series A Convertible Preferred Stock 20,000,000 votes or 100% approving and Series B Convertible Preferred Stock 20,000,000 votes or 100% approving. At the effective of August 11, 2016, each five hundred shares of Class A Common Stock outstanding was combined into a single share of Class A Common Stock with any resulting fractional shares rounded up to the next whole share and with odd lots being rounded up to 100 shares. The Company issued 10,270 shares associated with odd lots being rounded up to 100 shares. The total number of shares of Common Stock authorized and the par value under VW Win Century's Amended Articles of Incorporation was not affected. The shareholders and Board of Directors determined that the aforementioned reverse stock split would be in the best interests of the Company and its shareholders because it will provide the Company with an opportunity to "up list" its Class A Common Stock from a "fully reporting pink" status to "fully reporting QB" status in its primary market with OTC Markets. On or about August 26, 2016, Shaun Passley, our former officer and director sold an aggregate of Two Hundred Sixty Two Million Nine Hundred Nine Thousand Two Hundred and Fifty Five (262,909,255) shares of the Class A Common Stock of the Company (or 525,819 shares on a post-reverse split basis) to Teik Keng Goh in a private transaction. As a result of the purchase, Teik Keng Goh became the majority shareholder of our Company and beneficially owned stock representing 75.45% of the issued and outstanding Class A Common Shares. In addition, Mr. Passley also sold Sixty Million (60,000,000) shares of Class B Common Stock and Twenty Million (20,000,000) shares of Series A Preferred Stock to Teik Keng Goh, representing all of the issued and outstanding shares of those series and classes. On October 5, 2016, the Company entered into a Securities Purchase Agreement with Teik Keng Goh, the Chairman of the Company's Board of Directors, for the purchase of a total of 99,000,000 restricted shares of the Company's Class A Common Stock for a total purchase price of $10,000, which is a cost per share of $0.000101. An independent valuation of shares issued was completed and it was determined the value of shares issued over the value received was $3,314,802. Accordingly, an expense for $3,314,802 was recorded to general and administrative expenses during the period ended December 31, 2016. 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. On January 13, 2015, the Company issued 60,000,000 shares of Class B Common Stock to Shaun Passley, the president of the company at that time 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. On or about August 26, 2016 Mr. Passley sold Sixty Million (60,000,000) shares of Class B Common Stock to Teik Keng Goh, representing all of the issued and outstanding shares of Class B Common Stock. Preferred Stock Issuance 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 or about August 26, 2016 Mr. Passley sold Twenty Million (20,000,000) shares of Series A Preferred Stock to Teik Keng Goh, representing all of the issued and outstanding shares of Series A Preferred Stock. 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. Effective October 19, 2016, the Company approved the cancellation of 16,000,000 share of Series B Preferred Stock, pursuant to receiving a notice received from Epazz, Inc. 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. Preferred Stock Conversions to Class A Common Stock On November 14, 2016, Teik Keng Goh, being the sole holder of outstanding Series A Preferred Stock, provided a Notice of Election to Convert indicating his desire to convert 20,000,000 shares of Series A Preferred Stock into shares of Class A Common Stock. The Series A Preferred Stock is convertible, at the option of the holder into shares of the Company's Class A Common Stock, with five business days' notice into 60% of the total number of then issued and outstanding shares of Class A Common Stock. The Company issued 59,840,566 shares of Class A Common Stock for the conversion of Series A Preferred Stock. On November 17, 2016, Teik Keng Goh, being the sole holder of the remaining outstanding Series B Preferred Stock, provided a Notice of Election to Convert indicating his desire to convert 4,000,000 shares of Series B Preferred Stock into shares of Class A Common Stock. The Series B Preferred Stock is convertible, at the option of the holder into shares of the Company's Class A Common Stock, with five business days' notice into 10% of the total number of then issued and outstanding shares of Class A Common Stock. The Company issued 15,957,484 shares of Class A Common Stock for the conversion of Series B Preferred Stock.

10. Subsequent Events

10. Subsequent Events	12 Months Ended
	Dec. 31, 2016
Subsequent Events [Abstract]
Subsequent Events	Note 10 – Subsequent Events There are no subsequent events to report.

1. Basis of Presentation and 17

1. Basis of Presentation and Summary of Significant Accounting Policies	12 Months Ended
	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Business and Organization	Nature of Business and Organization VW Win Century, Inc. ("VW Win Century" or the "Company"), a Nevada corporation, was formed on March 3, 2013 as Cooling Technology Solutions, Inc. ("CTS"), an Illinois corporation and 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 and further renamed on September 12, 2016 to VW Win Century, Inc. The Company then changed its domicile from Illinois to Nevada. 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. On or about August 26, 2016, Shaun Passley, our former officer and director sold an aggregate of two hundred sixty two million, nine hundred nine thousand, two hundred and fifty-five (262,909,255) shares of the Class A Common Stock of the Company (or 525,819 shares on a post-reverse split basis) to Teik Keng Goh in a private transaction. As a result of the purchase, Teik Keng Goh became the majority shareholder of our Company and beneficially owned stock representing 75.45% of the issued and outstanding Class A Common Shares. In addition, Mr. Passley also sold sixty million (60,000,000) shares of Class B Common Stock and twenty million (20,000,000) shares of Series A Preferred Stock to Teik Keng Goh, representing all of the issued and outstanding shares of those series and classes. Effective as of August 31, 2016, our board of directors appointed Teik Keng Goh and See Kuy Tan to fill vacancies on the board with Teik Keng Goh serving as Chairman. The board of directors appointed See Kuy Tan as President, Chief Executive Officer, Treasurer and Chief Financial Officer and Kathleen Mary Johnston as Secretary of the Company. The forgoing individuals will serve in their respective positions until their earlier resignation or removal. Under the leadership of Teik Keng Goh, the Company intends to focus on existing opportunities in the Asian market that have above average operating margins, sustainable growth, and undervalued assets.
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 VW Win Century 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 December 31, 2016 or 2015.
Property and Equipment	Property and Equipment Equipment is recorded at its acquisition cost, which includes the costs to bring the equipment to the condition and location for its intended use, and equipment is depreciated using the straight-line method over the estimated useful life of the related asset as follows: Furniture and fixtures 5 years Computers and equipment 3-5 years Website development 3 years Leasehold improvements 5 years Amortization of leasehold improvements is computed using the straight-line method over the shorter of the remaining lease term or the estimated useful lives of the improvements. Assets held under capital leases are recorded at the lower of the net present value of the minimum lease payments or the fair value of the leased asset at the inception of the lease. Amortization expense is computed using the straight-line method over the useful lives of the assets due to transfer of ownership after the lease term has expired. Maintenance and repairs will be charged to expense as incurred. Significant renewals and betterments will be capitalized. At the time of retirement or other disposition of equipment, the cost and accumulated depreciation will be removed from the accounts and the resulting gain or loss, if any, will be reflected in operations. Property and equipment are evaluated for impairment whenever impairment indicators are prevalent. The Company will assess the recoverability of equipment by determining whether the depreciation and amortization of these assets over their remaining life can be recovered through projected undiscounted future cash flows. The amount of equipment impairment, if any, will be measured based on fair value and is charged to operations in the period in which such impairment is determined by management.
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 VW Win Century 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 VW Win Century 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 December 31, 2016. No additional costs are expected to be incurred.
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. On October 5, 2016, the Company entered into a Securities Purchase Agreement with Teik Keng Goh, the Chairman of the Company's Board of Directors, for the purchase of a total of 99,000,000 restricted shares of the Company's Class A Common Stock for a total purchase price of $10,000, which is a cost per share of $0.000101. An independent valuation of shares issued was completed and it was determined the value of shares issued over the value received was $3,314,802. Accordingly, an expense for $3,314,802 was recorded to general and administrative expenses during the period ended December 31, 2016.
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 December 31, 2016 and 2015, the Company had no uncertain tax positions.
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Company continually assesses any new accounting pronouncements to determine their applicability to the Company. Where it is determined that a new accounting pronouncement affects the Company's financial reporting, the Company undertakes a study to determine the consequence of the change to its financial statements and assures that there are proper controls in place to ascertain that the Company's financials properly reflect the change. The Company currently does not have any recent accounting pronouncements that they are studying and feel may be applicable.

4. Fair Value of Financial In18

4. Fair Value of Financial Instruments (Tables)	12 Months Ended
	Dec. 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 December 31, 2016 Level 1 Level 2 Level 3 Assets Cash $ 9,627 $ – $ – Total assets 9,627 – – Liabilities Accounts payable – 14,054 – Accounts payable – related party – 525,592 – Interest payable – 37,500 – Long term note payable – 250,000 – Total Liabilities – 827,146 – Total $ 9,627 $ (827,146 ) $ –

7. Income Taxes (Tables)

7. Income Taxes (Tables)	12 Months Ended
	Dec. 31, 2016
Income Tax Disclosure [Abstract]
Deferred tax assets	December 31, December 31, 2016 2015 Deferred tax assets: Net operating loss carry forwards $ (553,050 ) $ (34,744 ) Net deferred tax assets before valuation allowance 193,567 $ 12,160 Less: Valuation allowance (193,567 ) (12,160 ) Net deferred tax assets $ – $ –
Income tax rates	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: December 31, December 31, 2016 2015 Federal and state statutory rate 35 % 35 % Change in valuation allowance on deferred tax assets (35) % (35) %

5. Other Current Assets (Tables

5. Other Current Assets (Tables)	12 Months Ended
	Dec. 31, 2016
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid expenses	December 31, December 31, 2016 2015 Prepaid office rent $ 7,584 $ – Security deposits 7,200 – $ 14,784 $ –

6. Property and Equipment (Tabl

6. Property and Equipment (Tables)	12 Months Ended
	Dec. 31, 2016
Property, Plant and Equipment [Abstract]
Property and Equipment	December 31, December 31, 2016 2015 Furniture and fixtures $ 2,974 $ – Website development 4,200 – Leasehold improvements 2,783 – 9,957 – Less accumulated depreciation and amortization (272 ) – $ 9,685 $ –

1. Basis of Presentation and 22

1. Basis of Presentation and Summary of Significant Accounting Policies (Details) - USD ($)	12 Months Ended		43 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Sep. 30, 2016
Cash equivalents	$ 0	$ 0
Note payable, related party	250,000	250,000
Share based compensation		88,557
Uncertain tax positions	$ 0	0
Epazz [Member]
Note payable, related party		250,000	$ 250,000
Interest rate on related party note	15.00%
Patents [Member]
Patent acquisition valuation adjustment		250,000
Patent costs			$ 277,641
Common Class B [Member]
Share based compensation		$ 5,827
Share based compensation, shares issued		60,000,000
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

2. Going Concern (Details Narra

2. Going Concern (Details Narrative) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated deficit	$ (4,210,117)	$ (373,301)
Working capital	$ (312,952)

3. Related Parties (Details Nar

3. Related Parties (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2016	Dec. 31, 2015	Sep. 30, 2016
Note payable, related party	$ 250,000	$ 250,000
Patent value		0
Stock issued for services, value		88,557
Interest expense	(54,212)
Accounts payable	$ 525,592	34,856
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
Passley [Member] | Series A Preferred Stock [Member]
Stock issued for services, shares		20,000,000
Stock issued for services, value		$ 70,654
Passley [Member] | Common Class B [Member]
Stock issued for services, shares		60,000,000
Stock issued for services, value		$ 5,827
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 In25

4. Fair Value of Financial Instruments (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Fair value liabilities
Interest payable – related party	$ 37,500
Fair Value, Inputs, Level 1 [Member] | Fair Value, Measurements, Nonrecurring [Member]
Fair value assets
Cash fair value	9,627	112
Intercompany accounts receivable, related parties	0	0
Assets fair value	9,627	112
Fair value liabilities
Accounts payable	0	0
Accounts payable, related party	0	0
Interest payable – related party	0	0
Long Term Note Payable - Related Party	0	0
Liabilities fair value	0	0
Fair value assets and liabilities	9,627	112
Fair Value, Inputs, Level 2 [Member] | Fair Value, Measurements, Nonrecurring [Member]
Fair value assets
Cash fair value	0	0
Intercompany accounts receivable, related parties	0	0
Assets fair value	0	0
Fair value liabilities
Accounts payable	14,054	0
Accounts payable, related party	525,592	34,856
Interest payable – related party	37,500	0
Long Term Note Payable - Related Party	250,000	250,000
Liabilities fair value	827,146	284,856
Fair value assets and liabilities	(827,146)	284,856
Fair Value, Inputs, Level 3 [Member] | Fair Value, Measurements, Nonrecurring [Member]
Fair value assets
Cash fair value	0	0
Intercompany accounts receivable, related parties	0
Assets fair value	0	0
Fair value liabilities
Accounts payable, related party	0	0
Interest payable – related party	0
Long Term Note Payable - Related Party	0	0
Liabilities fair value	0	0
Fair value assets and liabilities	$ 0	$ 0

5. Other Current Assets (Detail

5. Other Current Assets (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Prepaid office rent	$ 7,584
Security deposits	7,200
Total current assets	$ 14,784

9. Stockholders' Equity (Defi27

9. Stockholders' Equity (Deficit) (Details Narrative) - USD ($)	12 Months Ended
	Dec. 31, 2015	Dec. 31, 2016
Stock issued for services, value	$ 88,557
Common Stock, Class A [Member]
Common stock, par value	$ .0001	$ .0001
Common stock, shares authorized	1,000,000,000	1,000,000,000
Common Class B [Member]
Common stock, par value	$ .0001	$ .0001
Common stock, shares authorized	60,000,000	60,000,000
Common Class B [Member] | Passley [Member]
Stock issued for services, shares	60,000,000
Stock issued for services, value	$ 5,827
Series A Preferred Stock [Member] | Passley [Member]
Stock issued for services, shares	20,000,000
Stock issued for services, value	$ 70,654
Series B Preferred Stock [Member] | Epazz [Member]
Stock issued for services, shares	16,000,000
Stock issued for services, value	$ 9,661
Series B Preferred Stock [Member] | GG Mars Capital, Inc. [Member]
Stock issued for services, shares	1,998,000
Stock issued for services, value	$ 1,206
Series B Preferred Stock [Member] | Star Financial Corporation [Member]
Stock issued for services, shares	1,998,000
Stock issued for services, value	$ 1,206
Series B Preferred Stock [Member] | Craig Passley [Member]
Stock issued for services, shares	4,000
Stock issued for services, value	$ 2

7. Income Taxes (Details - Defe

7. Income Taxes (Details - Deferred taxes) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Net operating loss carryforwards	$ (553,050)	$ (34,744)
Net deferred tax assets before valuation allowance	193,567	12,160
Less: Valuation allowance	(193,567)	(12,160)
Net deferred tax assets

7. Income Taxes (Details - tax

7. Income Taxes (Details - tax rate)	12 Months Ended
	Dec. 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%)

7. Income Taxes (Details Narrat

7. Income Taxes (Details Narrative)	12 Months Ended
	Dec. 31, 2016USD ($)
Income Tax Disclosure [Abstract]
Net operating loss carryforward	$ (553,050)
Operating loss expiration date	Dec. 31, 2034

10. Subsequent Events (Details

10. Subsequent Events (Details Narrative)	Oct. 21, 2016USD ($)$ / shares
Subsequent Events [Abstract]
Total purchase price | $	$ 10,000
Cost per share | $ / shares	$ 0.000101

6. Property and Equipment - Pro

6. Property and Equipment - Property and Equipment (Details) - USD ($)	Dec. 31, 2016	Dec. 31, 2015
Property, Plant and Equipment [Abstract]
Furniture and fixtures	$ 2,974
Website development	4,200
Leasehold improvements	2,783
Total Property and Equipment	9,957
Less accumulated depreciation and amortization	272
Total Property and Equipment - Net	$ 9,685

8. Long-Term Debt (Details Narr

8. Long-Term Debt (Details Narrative)	Dec. 31, 2016USD ($)
Debt Disclosure [Abstract]
Promissory Note with Epazz Patent	$ 250,000
Interest rate	15.00%