Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 27, 2016 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | OGL Holdings Ltd. | |
Entity Central Index Key | 1,634,421 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 21,222,000 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Current Assets | ||
Cash and cash equivalents | $ 0 | $ 0 |
Total Current Assets | 0 | 0 |
Property & equipment, net | 35,255 | 0 |
Licensing rights | 122 | 0 |
Total Assets | 35,377 | 0 |
Current Liabilities | ||
Payable to related party | 49,481 | 0 |
Total Current Liabilities | 49,481 | 0 |
Total Liabilities | $ 49,481 | $ 0 |
Commitments and Contingencies (Note 5) | ||
Stockholders' Equity (Deficit) | ||
Preferred stock, $0.0001 par value, 20,000,000 shares authorized; none issued and outstanding at March 31, 2016 and December 31, 2015, respectively | $ 0 | $ 0 |
Common stock, $0.0001 par value, 100,000,000 shares authorized; 21,222,000 shares and 20,000,000 shares issued and outstanding at March 31, 2016 and December 31, 2015, respectively | 2,122 | 2,000 |
Discount on common stock | (2,000) | (2,000) |
Additional paid in capital | 113,241 | 113,241 |
Deficit accumulated during development stage | (127,467) | (113,241) |
Total Stockholders' Equity (Deficit) | (14,104) | 0 |
Total Liabilities and Stockholders' Equity (Deficit) | $ 35,377 | $ 0 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2016 | Dec. 31, 2015 |
Preferred Stock, Par Value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 20,000,000 | 20,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock, Par Value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 |
Common Stock, Shares, Issued | 21,222,000 | 20,000,000 |
Common Stock, Shares, Outstanding | 21,222,000 | 20,000,000 |
Condensed Statements of Operati
Condensed Statements of Operations - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenue | $ 0 | $ 0 |
Cost of Revenue | 0 | 0 |
Gross Profit | 0 | 0 |
Operating Expenses | ||
General and administrative | 13,826 | 712 |
Total Operating Expenses | 13,826 | 712 |
Operating Loss From Operations | (13,826) | (712) |
Other Income (Expenses) | 0 | 0 |
Loss From Operations Before Income Tax | (13,826) | (712) |
Provision For Income Tax | 400 | 0 |
Net Loss | $ (14,226) | $ (712) |
Basic and Diluted Net Loss Per Share (in dollars per share) | $ 0 | $ 0 |
Weighted Average Number of Shares Outstanding (in shares) | 186,543,204 | 20,000,000 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash Flows from Operating Activities | ||
Net loss | $ (14,226) | $ (712) |
Adjustment to reconcile net loss to net cash used in operating activities: | ||
Expenses paid by stockholder and contributed as capital | 0 | 712 |
Depreciation | 751 | 0 |
Changes in operating assets and liabilities | ||
Payable to related party | 13,475 | 0 |
Net Cash Used in Operating Activities | 0 | 0 |
Cash Flows from Investing Activities | 0 | 0 |
Cash Flows from Financing Activities | 0 | 0 |
Net Increase in Cash and Cash Equivalents | 0 | 0 |
Cash and Cash Equivalents, Beginning of the Period | 0 | 0 |
Cash and Cash Equivalents, End of the Period | 0 | 0 |
Supplemental Disclosures of Cash Flow Information | ||
Cash paid for income taxes | 400 | 0 |
Cash paid for interest | 0 | 0 |
Supplemental Disclosures of Non-Cash Investing and Financing Activities | ||
Issuance of common stock in exchange of licensing rights | 122 | 0 |
Purchase of property and equipment | $ 36,006 | $ 0 |
NATURE OF OPERATIONS AND BASIS
NATURE OF OPERATIONS AND BASIS OF PRESENTATION | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation, Basis of Presentation, Business Description and Accounting Policies [Text Block] | NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION As used herein and except as otherwise noted, the term “Company”, “it(s)”, “our”, “us”, “we” and “OGL” shall mean OGL Holdings Ltd., a Delaware corporation. OGL Holdings Ltd. (formerly known as Red Grotto Acquisition Corporation) In September, 2015, the Company implemented a change of control by redeeming shares of existing shareholders, issuing shares to new shareholders, electing new officers and directors and accepting the resignations of its then existing officers and directors. In connection with the change of control, the shareholders of the Company and its board of directors unanimously approved the change of the Company’s name from Red Grotto Acquisition Corporation to OGL Holdings Ltd. OGL Holdings Ltd. is an early-stage ecologically conscious company formed to design, build and manage an ecological theme park showcasing agriculturally advanced technologies and to produce organic agricultural food utilizing such technology for efficient and non-destructive production. Rapid growth, ecological ignorance, and corporate indifference are things that the Company believes have contributed to the major pollution situation facing China. The Company believes that China is just beginning to develop environmental and ecological programs and the Company intends to help educate and advance these new programs. The agricultural theme park will provide visitors fun attractions and exhibitions including hand picking fruit, seeing high-tech green house cultivation as well as theme park type amusements. The park will provide visitors the opportunity to see the layout and operation of a high-tech smart greenhouse for organic plant cultivation and then use these models for their farms and greenhouses. Basis of Presentation The accompanying (a) condensed balance sheet at December 31, 2015 has been derived from the Company’s audited statements, and (b) the condensed unaudited financial statements as of and for the periods ended March 31, 2016 and 2015, have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements, and should be read in conjunction with the audited financial statements and related footnotes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015 (the “2015 Annual Report”), filed with the Securities and Exchange Commission (the “SEC”) on March 30, 2016. It is management’s opinion, however, that all material adjustments (consisting of normal recurring adjustments), have been made which are necessary for a fair financial statements presentation. The financial statements include all material adjustments (consisting of normal recurring accruals) necessary to make the financial statements not misleading as required by Regulation S-X, Rule 10-01. Operating results for the three months ended March 31, 2016 are not necessarily indicative of the results of operations expected for the year ending December 31, 2016. Going Concern The Company’s financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company expects to generate revenues through its operation of its Organic Exhibition Garden and an Eco-Agricultural Tourism Theme Park in China. Revenue will consist of sales from entrance tickets to the tourist theme park and selling of produce grown in its agricultural gardens. The Company has sustained operating losses since inception to date and allow it to continue as a going concern. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary financing to continue operations, and the attainment of profits from its operations. The Company has incurred a net loss of $ 14,226 49,481 127,467 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | The following summary of significant accounting policies of the Company is presented to assist in the understanding of the Company’s financial statements. The financial statements and notes are the representation of the Company’s management who is responsible for their integrity and objectivity. The financial statements of the Company conform to accounting principles generally accepted in the United States of America (U.S. GAAP). The preparation of financial statements in conformity with U.S. GAAP 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 amounts of revenues and expenses during the reporting period. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates of valuation of equity instruments. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. The Company considers all highly liquid instruments with maturity of three months or less at the time of issuance to be cash equivalents. ASC 820, “ Fair Value Measurements and Disclosures”, Level 1 Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. The Company’s financial instruments consist principally of loan payable to a related party. Pursuant to ASC 820 and ASC 825, “ Financial Instruments” The Company recognizes revenues when persuasive evidence of an arrangement exists; delivery has occurred; price is fixed or determinable; and collectability of the related receivable is reasonably assured. The Company closely follows the provisions of ASC 605 “ Revenue Recognition The Company computes net earnings (loss) per share in accordance with ASC 260, “ Earnings per Share” Licensing rights which are stated at cost, relate to the cost of obtaining the license to build Organic Exhibition Garden and an Eco-Agricultural Tourism Theme Park in China. Cost is based on the third party expenditures incurred for obtaining licensing rights. The Company will begin amortizing licensing cost over their estimated remaining useful life when it begins revenue-producing activities. We will determine the useful life of licensing rights after considering the specific facts and circumstances related to each such asset. Factors we consider when determining useful lives include the contractual term of any agreement related to the asset, the historical performance of the asset, our long-term strategy for using the asset, any laws or other local regulations that could impact the useful life of the asset, and other economic factors, including competition and specific market conditions. Issuances of the Company’s common stock or warrants for acquiring goods or services are measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The measurement date for the fair value of the equity instruments issued to consultants or vendors is determined at the earlier of (i) the date at which a commitment for performance to earn the equity instruments is reached (a “performance commitment” which would include a penalty considered to be of a magnitude that is a sufficiently large disincentive for nonperformance) or (ii) the date at which performance is complete. However, situations may arise in which counter performance may be required over a period of time but the equity award granted to the party performing the service is fully vested and non-forfeitable on the date of the agreement. As a result, in this situation in which vesting periods do not exist as the instruments fully vested on the date of agreement, the Company determines such date to be the measurement date and will record the estimated fair market value of the instruments granted as a prepaid expense and amortize such amount to general and administrative expense in the accompanying statement of operations over the contract period. When it is appropriate for the Company to recognize the cost of a transaction during financial reporting periods prior to the measurement date, for purposes of recognition of costs during those periods, the equity instrument is measured at the then-current fair values at each of those interim financial reporting dates. Shares of equity instruments issued for non-cash consideration are recorded at the estimated fair market value of the consideration granted based on the estimated fair market value of the equity instrument, or at the estimated fair market value of the goods or services received whichever is more readily determinable. The Company accounts for income taxes using the asset and liability method in accordance with ASC 740, “ Income Taxes” The Company follows the provisions of ASC 740-10, “ Accounting for Uncertain Income Tax Positions We qualify as an “ emerging growth company In April 2015, the FASB issued ASU 2015-03, " InterestImputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs In May 2014, and later amended in August 2015, the Financial Accounting Standards Board (“FASB”) issued new Accounting Standards Update (“ASU”) regarding revenue recognition under GAAP. This new guidance will supersede nearly all existing revenue recognition guidance and, and is effective for public entities for annual and interim periods beginning after December 31, 2017. Early adoption is permitted for reporting periods beginning after December 15, 2016. The Company is currently evaluating the impact of this new guidance on the Company’s financial statements. In August 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-15, “Presentation of Financial Statements Going Concern”, which requires management to evaluate, at each annual and interim reporting period, whether there are conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date the financial statements are issued and provide related disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016 and interim periods thereafter. The guidance is not expected to have a material impact on the Company’s financial statements. In November 2015, the FASB issued ASU 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes. The amendments in this update simplify the presentation of deferred taxes by requiring deferred tax assets and liabilities be classified as noncurrent on the balance sheet. These amendments may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The amendments are effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Earlier application is permitted for all entities as of the beginning of an interim or annual reporting period. The guidance is not expected to have a material impact on the Company’s financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 840), to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The amendments in this standard are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, for a public entity. Early adoption of the amendments in this standard is permitted for all entities and the Company must recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The Company is currently in the process of evaluating the effect this guidance will have on its financial statements and related disclosures. The Financial Accounting Standards Board issues Accounting Standard Updates to amend the authoritative literature in ASC. There have been a number of ASUs to date that amend the original text of ASC. The Company believes those issued to date either (i) provide supplemental guidance, (ii) are technical corrections, (iii) are not applicable to the Company, or (iv) are not expected to have a significant impact on the Company. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 3 Months Ended |
Mar. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | NOTE 3 PROPERTY AND EQUIPMENT Property and equipment consists of: March 31, December 31, 2016 2015 (Unaudited) Property and equipment $ 36,006 $ - Less: accumulated depreciation (751) - Property and equipment, net $ 35,255 $ - Depreciation expense for the three months ended March 31, 2016 and 2015 was $ 751 0 |
LICENSING RIGHTS
LICENSING RIGHTS | 3 Months Ended |
Mar. 31, 2016 | |
Licensing Rights [Abstract] | |
Intangible Assets Disclosure [Text Block] | NOTE 4 LICENSING RIGHTS On February 26, 2016, the Company executed a Licensing Agreement (the “License”) with Jiangsu OGL Ecological Agriculture Science and Technology Co. Ltd. (‘Jiangsu OGL”), a company formed under the laws of China. Jiangsu OGL has a (i) business license to operate farming, buy and sell agriculture produce, food processing, permits to build resort units in tourism theme parks, (ii) leasing agreement for 7,020 50 49,136 100,000 1,000,000 1,222,000 0.0001 (Note 5). The Company has acquired the License and has issued 1,222,000 1,000,000 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions Disclosure [Text Block] | NOTE 5 RELATED PARTY TRANSACTIONS The Company is indebted to its Chief Executive Officer (the “Officer”) for payments made to vendors on its behalf. The amount advanced are short-term, unsecured and non-interest bearing. The amount indebted to the Officer was $ 49,275 0 On February 26, 2016, the Company executed a Licensing Agreement with Jiangsu OGL Ecological Agriculture Science and Technology Co. Ltd. The Officer and the Chief Financial Officer of the Company are also the major shareholders of Jiangsu OGL (Note 4). The Company is indebted to Jiangsu OGL a cash consideration of $1,000,000 towards the cost of the License. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 6 COMMITMENTS AND CONTINGENCIES Legal Costs and Contingencies In the normal course of business, the Company incurs costs to hire and retain external legal counsel to advise it on regulatory, litigation and other matters. The Company expenses these costs as the related services are received. The Company has the exclusive right to use Jiangsu OGL’s business license to operate and develop the agricultural business in Jiangsu, China, and build and develop a 3,000 7,023 100,000 If a loss is considered probable and the amount can be reasonable estimated, the Company recognizes an expense for the estimated loss. If the Company has the potential to recover a portion of the estimated loss from a third party, the Company makes a separate assessment of recoverability and reduces the estimated loss if recovery is also deemed probable. |
STOCKHOLDERS EQUITY
STOCKHOLDERS EQUITY | 3 Months Ended |
Mar. 31, 2016 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 7 STOCKHOLDERS EQUITY The Company’s capitalization at March 31, 2016 was 100,000,000 0.0001 20,000,000 0.0001 Common Stock On February 26, 2016, the Company issued 1,222,000 0.0001 122 As a result of all common stock issuances, the total outstanding shares of common stock were 21,222,000 Preferred Stock At March 31, 2016, the Company had no shares of preferred stock issued or outstanding. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | NOTE 8 SUBSEQUENT EVENTS The Company has evaluated subsequent events and transactions that occurred through the date and time our financial statements were issued for potential recognition or disclosure in the accompanying financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN14
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP 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 amounts of revenues and expenses during the reporting period. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates of valuation of equity instruments. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents The Company considers all highly liquid instruments with maturity of three months or less at the time of issuance to be cash equivalents. |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair value of Financial Instruments and Fair Value Measurements ASC 820, “ Fair Value Measurements and Disclosures”, Level 1 Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. The Company’s financial instruments consist principally of loan payable to a related party. Pursuant to ASC 820 and ASC 825, “ Financial Instruments” |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition The Company recognizes revenues when persuasive evidence of an arrangement exists; delivery has occurred; price is fixed or determinable; and collectability of the related receivable is reasonably assured. The Company closely follows the provisions of ASC 605 “ Revenue Recognition |
Earnings Per Share, Policy [Policy Text Block] | Earnings (Loss) Per Common Share The Company computes net earnings (loss) per share in accordance with ASC 260, “ Earnings per Share” |
Intangible Assets, Finite-Lived, Policy [Policy Text Block] | Licensing Rights Licensing rights which are stated at cost, relate to the cost of obtaining the license to build Organic Exhibition Garden and an Eco-Agricultural Tourism Theme Park in China. Cost is based on the third party expenditures incurred for obtaining licensing rights. The Company will begin amortizing licensing cost over their estimated remaining useful life when it begins revenue-producing activities. We will determine the useful life of licensing rights after considering the specific facts and circumstances related to each such asset. Factors we consider when determining useful lives include the contractual term of any agreement related to the asset, the historical performance of the asset, our long-term strategy for using the asset, any laws or other local regulations that could impact the useful life of the asset, and other economic factors, including competition and specific market conditions. |
Equity Instruments Issued To Non-Employees For Acquiring Goods Or Services [Policy Text Block] | Equity Instruments Issued to Non-Employees for Acquiring Goods or Services Issuances of the Company’s common stock or warrants for acquiring goods or services are measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable. The measurement date for the fair value of the equity instruments issued to consultants or vendors is determined at the earlier of (i) the date at which a commitment for performance to earn the equity instruments is reached (a “performance commitment” which would include a penalty considered to be of a magnitude that is a sufficiently large disincentive for nonperformance) or (ii) the date at which performance is complete. However, situations may arise in which counter performance may be required over a period of time but the equity award granted to the party performing the service is fully vested and non-forfeitable on the date of the agreement. As a result, in this situation in which vesting periods do not exist as the instruments fully vested on the date of agreement, the Company determines such date to be the measurement date and will record the estimated fair market value of the instruments granted as a prepaid expense and amortize such amount to general and administrative expense in the accompanying statement of operations over the contract period. When it is appropriate for the Company to recognize the cost of a transaction during financial reporting periods prior to the measurement date, for purposes of recognition of costs during those periods, the equity instrument is measured at the then-current fair values at each of those interim financial reporting dates. |
Non Cash Equity Transactions [Policy Text Block] | Non-Cash Equity Transactions Shares of equity instruments issued for non-cash consideration are recorded at the estimated fair market value of the consideration granted based on the estimated fair market value of the equity instrument, or at the estimated fair market value of the goods or services received whichever is more readily determinable. |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company accounts for income taxes using the asset and liability method in accordance with ASC 740, “ Income Taxes” The Company follows the provisions of ASC 740-10, “ Accounting for Uncertain Income Tax Positions |
Recent Accounting Pronouncements [Policy Text Block] | Recent Accounting Pronouncements We qualify as an “ emerging growth company |
Debt, Policy [Policy Text Block] | Debt Issuance Costs In April 2015, the FASB issued ASU 2015-03, " InterestImputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs |
New Accounting Pronouncements, Policy [Policy Text Block] | New Accounting Pronouncements In May 2014, and later amended in August 2015, the Financial Accounting Standards Board (“FASB”) issued new Accounting Standards Update (“ASU”) regarding revenue recognition under GAAP. This new guidance will supersede nearly all existing revenue recognition guidance and, and is effective for public entities for annual and interim periods beginning after December 31, 2017. Early adoption is permitted for reporting periods beginning after December 15, 2016. The Company is currently evaluating the impact of this new guidance on the Company’s financial statements. In August 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-15, “Presentation of Financial Statements Going Concern”, which requires management to evaluate, at each annual and interim reporting period, whether there are conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern within one year after the date the financial statements are issued and provide related disclosures. ASU 2014-15 is effective for annual periods ending after December 15, 2016 and interim periods thereafter. The guidance is not expected to have a material impact on the Company’s financial statements. In November 2015, the FASB issued ASU 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes. The amendments in this update simplify the presentation of deferred taxes by requiring deferred tax assets and liabilities be classified as noncurrent on the balance sheet. These amendments may be applied either prospectively to all deferred tax liabilities and assets or retrospectively to all periods presented. The amendments are effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Earlier application is permitted for all entities as of the beginning of an interim or annual reporting period. The guidance is not expected to have a material impact on the Company’s financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 840), to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. The amendments in this standard are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years, for a public entity. Early adoption of the amendments in this standard is permitted for all entities and the Company must recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. The Company is currently in the process of evaluating the effect this guidance will have on its financial statements and related disclosures. The Financial Accounting Standards Board issues Accounting Standard Updates to amend the authoritative literature in ASC. There have been a number of ASUs to date that amend the original text of ASC. The Company believes those issued to date either (i) provide supplemental guidance, (ii) are technical corrections, (iii) are not applicable to the Company, or (iv) are not expected to have a significant impact on the Company. |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Property and equipment consists of: March 31, December 31, 2016 2015 (Unaudited) Property and equipment $ 36,006 $ - Less: accumulated depreciation (751) - Property and equipment, net $ 35,255 $ - |
NATURE OF OPERATIONS AND BASI16
NATURE OF OPERATIONS AND BASIS OF PRESENTATION (Details Textual) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Entity Incorporation, Date of Incorporation | Jan. 12, 2015 | ||
Entity Information, Former Legal or Registered Name | Red Grotto Acquisition Corporation) | ||
Working Capital Deficit | $ 49,481 | ||
Net Income (Loss) Attributable to Parent, Total | (14,226) | $ (712) | |
Retained Earnings (Accumulated Deficit), Total | $ (127,467) | $ (113,241) |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 36,006 | $ 0 |
Less: accumulated depreciation | (751) | 0 |
Property and equipment, net | $ 35,255 | $ 0 |
PROPERTY AND EQUIPMENT (Detai18
PROPERTY AND EQUIPMENT (Details Textual) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Mar. 31, 2015 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 751 | $ 0 | $ 0 |
LICENSING RIGHTS (Details Textu
LICENSING RIGHTS (Details Textual) | 1 Months Ended | 3 Months Ended | ||
Sep. 30, 2016USD ($)$ / sharesshares | Feb. 26, 2016USD ($)a$ / sharesshares | Mar. 31, 2016USD ($)a$ / sharesshares | Dec. 31, 2015USD ($)$ / shares | |
Licensing Rights [Line Items] | ||||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 50 years | |||
Stock Issued During Period, Shares, Purchase of Assets | shares | 1,222,000 | |||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Stock Issued During Period, Value, Purchase of Assets | $ 122 | |||
Due to Related Parties, Current | $ 49,481 | $ 0 | ||
Finite-Lived Intangible Assets, Net, Total | $ 122 | $ 0 | ||
Jiangsu OGL [Member] | ||||
Licensing Rights [Line Items] | ||||
Area of Land | a | 7,020 | 7,023 | ||
Stock Issued During Period, Shares, Purchase of Assets | shares | 1,222,000 | 1,222,000 | ||
Stock Issued During Period, Value, Purchase of Assets | $ 122 | |||
Due to Related Parties, Current | $ 1,000,000 | |||
Jiangsu OGL [Member] | Licensing Agreements [Member] | ||||
Licensing Rights [Line Items] | ||||
Accrued Liabilities, Current | $ 100,000 | |||
Jiangsu OGL [Member] | Organic Exhibition Center [Member] | ||||
Licensing Rights [Line Items] | ||||
Area of Land | a | 49,136 | |||
OGL Group Pte Ltd [Member] | Licensing Agreements [Member] | ||||
Licensing Rights [Line Items] | ||||
Accrued Liabilities, Current | $ 1,000,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Textual) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Related Party Transaction [Line Items] | ||
Notes Payable, Related Parties, Current | $ 49,275 | $ 0 |
Due to Related Parties, Current | 49,481 | $ 0 |
Jiangsu OGL [Member] | ||
Related Party Transaction [Line Items] | ||
Due to Related Parties, Current | $ 1,000,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Textual) - Jiangsu OGL [Member] | Mar. 31, 2016USD ($)a | Feb. 26, 2016a |
Commitments And Contingencies [Line Items] | ||
Area of Land | a | 7,023 | 7,020 |
Licensing Fees Payable Current | $ | $ 1,000,000 | |
Licensing Agreements [Member] | ||
Commitments And Contingencies [Line Items] | ||
Accrued Liabilities, Current | $ | $ 100,000 | |
Eco-Agricultural Tourism Theme Park [Member] | ||
Commitments And Contingencies [Line Items] | ||
Area of Land | a | 3,000 |
STOCKHOLDERS EQUITY (Details Te
STOCKHOLDERS EQUITY (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | ||
Sep. 30, 2016 | Feb. 26, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | |
Class of Stock [Line Items] | ||||
Common Stock, Shares Authorized | 100,000,000 | 100,000,000 | ||
Common Stock, Shares, Outstanding | 21,222,000 | 20,000,000 | ||
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 20,000,000 | 20,000,000 | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | ||
Stock Issued During Period, Shares, Purchase of Assets | 1,222,000 | |||
Stock Issued During Period, Value, Purchase of Assets | $ 122 | |||
Jiangsu OGL [Member] | ||||
Class of Stock [Line Items] | ||||
Stock Issued During Period, Shares, Purchase of Assets | 1,222,000 | 1,222,000 | ||
Stock Issued During Period, Value, Purchase of Assets | $ 122 |