Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 30, 2016 | Jun. 30, 2015 | |
Document And Entity Information | |||
Entity Registrant Name | Logicquest Technology, Inc. | ||
Entity Central Index Key | 768,216 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | Yes | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 274,613 | ||
Entity Common Stock, Shares Outstanding | 2,301,968 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,015 |
BALANCE SHEETS
BALANCE SHEETS - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 | |
Current assets: | |||
Cash and cash equivalents | |||
Accounts receivable, net | |||
Prepaid expenses and other current assets | $ 29,032 | ||
Total current assets | 29,032 | ||
Current liabilities: | |||
Accrued liabilities | 2,197,507 | $ 1,868,635 | |
Due to related parties | 204,587 | 18,000 | |
Note payable | 1,337,600 | 1,337,600 | |
Total current liabilities | $ 3,739,694 | $ 3,224,235 | |
Stockholders' deficit: | |||
Preferred stock | |||
Common stock, $0.001 par value, 200,000,000 shares authorized, 2,301,968 shares issued and outstanding at December 31, 2015 and 2,301,849 shares issued and outstanding at December 31, 2014 | [1] | $ 2,302 | $ 2,302 |
Additional paid-in capital | 22,487,937 | 22,487,937 | |
Accumulated deficit | (26,200,901) | (25,714,474) | |
Total stockholders' deficit | (3,710,662) | $ (3,224,235) | |
Total liabilities and stockholders' deficit | $ 29,032 | ||
Series C Convertible Non-Redeemable preferred stock [Member] | |||
Stockholders' deficit: | |||
Preferred stock | |||
Series D Convertible Non-Redeemable preferred stock [Member] | |||
Stockholders' deficit: | |||
Preferred stock | |||
Undesignated preferred stock [Member] | |||
Stockholders' deficit: | |||
Preferred stock | |||
[1] | On March 19, 2015, the Company executed a 1-for-20 reverse stock split of the Company's common stock. All common stock data included in these financial statements has been restated to give effect to the reverse stock split. |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Common stock, par value per share | $ 0.001 | $ .001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 2,301,968 | 2,301,849 |
Common stock, shares outstanding | 2,301,968 | 2,301,849 |
Undesignated preferred stock [Member] | ||
Preferred stock, par value per share | $ .001 | $ .001 |
Preferred stock, shares authorized | 9,999,942 | 9,999,942 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Series C Convertible Non-Redeemable preferred stock [Member] | ||
Preferred stock, par value per share | $ .001 | $ .001 |
Preferred stock, shares authorized | 48 | 48 |
Preferred stock, shares issued | 48 | 48 |
Preferred stock, shares outstanding | 48 | 48 |
Preferred stock, per share liquidation preference | $ 12,500 | $ 12,500 |
Preferred stock, aggregate liquidation value | $ 600,000 | |
Series D Convertible Non-Redeemable preferred stock [Member] | ||
Preferred stock, par value per share | $ .001 | $ .001 |
Preferred stock, shares authorized | 10 | 10 |
Preferred stock, shares issued | 10 | 10 |
Preferred stock, shares outstanding | 10 | 10 |
Preferred stock, per share liquidation preference | $ 8,725 | $ 8,725 |
Preferred stock, aggregate liquidation value | $ 87,250 |
STATEMENTS OF OPERATIONS
STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | ||
Income Statement [Abstract] | |||
Service revenue | $ 36,591 | ||
Cost of services | 43,926 | ||
Gross loss | (7,335) | ||
Selling, general and administrative expenses | $ 165,787 | 170,173 | |
Loss from operations | $ (165,787) | (177,508) | |
Other income | 11,097 | ||
Interest expense | $ (320,640) | (319,572) | |
Net loss | $ (486,427) | $ (485,983) | |
Net loss per share - basic and diluted | [1] | $ (0.21) | $ (0.21) |
Basic and diluted weighted average shares outstanding | 2,301,968 | 2,301,849 | |
[1] | On March 19, 2015, the Company executed a 1-for-20 reverse stock split of the Company's common stock. All per share data included in these financial statements has been restated to give effect to the reverse stock split. |
STATEMENTS OF STOCKHOLDERS' DEF
STATEMENTS OF STOCKHOLDERS' DEFICIT - USD ($) | Common Stock [Member] | Series C Preferred Stock [Member] | Series D Preferred Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Total |
Balance at Dec. 31, 2013 | $ 2,302 | $ 22,444,018 | $ (25,228,491) | $ (2,782,171) | ||
Balance, shares at Dec. 31, 2013 | 2,301,849 | 48 | 10 | |||
Forgiveness of payables to director | 43,919 | 43,919 | ||||
Net loss | (485,983) | (485,983) | ||||
Balance at Dec. 31, 2014 | $ 2,302 | 22,487,937 | (25,714,474) | $ (3,224,235) | ||
Balance, shares at Dec. 31, 2014 | 2,301,849 | 48 | 10 | |||
Share adjustment | ||||||
Share adjustment, shares | 119 | |||||
Net loss | (486,427) | $ (486,427) | ||||
Balance at Dec. 31, 2015 | $ 2,302 | $ 22,487,937 | $ (26,200,901) | $ (3,710,662) | ||
Balance, shares at Dec. 31, 2015 | 2,301,968 | 48 | 10 |
STATEMENTS OF CASH FLOWS
STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from operating activities: | ||
Net loss | $ (486,427) | $ (485,983) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 357 | |
Prepaid expenses and other current assets | $ (29,032) | 9,777 |
Accounts payable and accrued liabilities | $ 328,872 | 96,620 |
Accounts payable to related party | 119,234 | |
Accrued liabilities to related parties | 212,509 | |
Deferred revenue | (2,237) | |
Net cash used in operating activities | $ (186,587) | (49,723) |
Cash flows from financing activities: | ||
Proceeds from related parties | 186,587 | 45,000 |
Net cash provided by financing activities | $ 186,587 | 45,000 |
Net increase (decrease) in cash and cash equivalents | (4,723) | |
Cash and cash equivalents at beginning of year | $ 4,723 | |
Cash and cash equivalents at end of year | ||
Supplemental Disclosure of Cash Flows Information: | ||
Cash paid for interest | ||
Cash paid for income taxes | ||
Non-Cash Financing and Investing Activities: | ||
Assignment of related party payables | $ 836,500 | |
Assignment of related party accrued liabilities | 918,190 | |
Assignment of related party note payable | 1,337,600 | |
Forgiveness of related party payables | $ 43,919 |
ORGANIZATION AND SUMMARY OF SIG
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Logicquest Technology, Inc. (we, our, the Company") is a Nevada Corporation that previously consisted of the networking service (carrier/circuit) business. It provided internet connectivity to corporate clients on a subscription basis; essentially operating as a value added provider until it ceased operations effective June 30, 2014. The Company was originally incorporated as Solis Communications, Inc. on July 23, 2001 and adopted a name change to Crescent Communications Inc. upon completion of a reverse acquisition of Berens Industries, Inc. In 2004, we changed our name to Bluegate Corporation (Bluegate). On March 19, 2015, we changed our name to Logicquest Technology, Inc. (Logicquest). Following is a summary of the Company's significant accounting policies: SIGNIFICANT ESTIMATES The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (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 dates of the financial statements and the reported amounts of revenues and expenses during the periods. Actual results could differ from estimates making it reasonably possible that a change in the estimates could occur in the near term. CASH AND CASH EQUIVALENTS The Company considers all highly liquid short-term investments with an original maturity of three months or less when purchased, to be cash equivalents. RELATED PARTY TRANSACTIONS A related party is generally defined as (i) any person that holds 10% or more of the Companys securities and their immediate families, (ii) the Companys management, (iii) someone that directly or indirectly controls, is controlled by or is under common control with the Company, or (iv) anyone who can significantly influence the financial and operating decisions of the Company. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. FAIR VALUE OF FINANCIAL INSTRUMENTS For certain of the Companys financial instruments, including cash and cash equivalents, accounts receivable, prepaid expenses and other current assets, accounts payable, and accrued liabilities, the carrying amounts approximate fair values due to their short maturities. Transactions involving related parties cannot be presumed to be carried out on an arm's-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm's-length transactions unless such representations can be substantiated. It is not, however, practical to determine the fair value of accounts payable, accrued liabilities, and note payable to related parties and lease and management arrangement with related parties, if any, due to their related party nature. INCOME TAXES The Company uses the liability method of accounting for income taxes. Under this method, deferred income taxes are recorded to reflect the tax consequences on future years of temporary differences between the tax basis of assets and liabilities and their financial amounts at year-end. The Company provides a valuation allowance to reduce deferred tax assets to their net realizable value. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon settlement. STOCK-BASED COMPENSATION Accounting Standard 718, Accounting for Stock-Based Compensation (ASC 718) established financial accounting and reporting standards for stock-based employee compensation plans. It defines a fair value based method of accounting for an employee stock option or similar equity instrument. Logicquest accounts for compensation cost for stock option plans in accordance with ASC 718. The Company accounts for share based compensation to non-employees in accordance with Accounting Standard 505-50 Accounting for Equity Instruments Issued to Non-Employees for Acquiring, or in Conjunction with Selling, Goods or Services. The final measurement date for the fair value of equity instruments with performance criteria is the date that each performance commitment for such equity instrument is satisfied or there is a significant disincentive for non-performance. REVENUE RECOGNITION Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price is fixed or determinable, and collectability is reasonably assured. Revenue is recognized based upon contractually determined monthly service charges to individual customers. Some services are billed in advance and, accordingly, revenues are deferred until the period in which the services are provided. LOSS PER SHARE Basic and diluted net loss per share is computed on the basis of the weighted average number of shares of common stock outstanding during each period. Potentially dilutive options that were outstanding during 2015 and 2014 were not considered in the calculation of diluted earnings per share because the Company's net loss rendered their impact anti-dilutive. Accordingly, basic and diluted losses per share were identical for the years ended December 31, 2015 and 2014. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS The Company does not expect any recent accounting pronouncements to have a material impact to its financial position or result of operations. |
GOING CONCERN CONSIDERATIONS
GOING CONCERN CONSIDERATIONS | 12 Months Ended |
Dec. 31, 2015 | |
Going Concern Considerations | |
GOING CONCERN CONSIDERATIONS | 2. GOING CONCERN CONSIDERATIONS During the years ended December 31, 2015 and 2014, we have been unable to generate cash flows sufficient to support our operations and have been dependent on debt and equity raised from qualified individuals and loans from a related party. We experienced negative financial results as follows: 2015 2014 Net loss $ (486,427 ) $ (485,983 ) Negative cash flow from operations (186,587 ) (49,723 ) Negative working capital (3,710,662 ) (3,224,235 ) Stockholders deficit (3,710,662 ) (3,224,235 ) These factors raise substantial doubt about our ability to continue as a going concern. The financial statements contained herein do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might be necessary should we be unable to continue in existence. Our ability to continue as a going concern is dependent upon our ability to generate sufficient cash flows to meet our obligations on a timely basis, to obtain additional financing as may be required, and ultimately to attain profitable operations. However, there is no assurance that profitable operations or sufficient cash flows will occur in the future. Our current operations are primarily funded by Logicquest Technology Limited, a company controlled by the Companys Chief Financial Officer, Mr. Cheng Yew Siong. These steps have provided us with the cash flows to continue our business, but have not resulted in significant improvement in our financial position. We are considering alternatives to address our cash flow situation that include: · Raising capital through additional sale of our common stock and/or debt securities. · Reducing cash operating expenses to levels that are in line with current revenues. These alternatives could result in substantial dilution of existing stockholders. There can be no assurance that our current financial position can be improved, that we can raise additional working capital or that we can achieve positive cash flows from operations. Our long-term viability as a going concern is dependent upon the following: · Our ability to locate sources of debt or equity funding to meet current commitments and near-term future requirements. · Our ability to achieve profitability and ultimately generate sufficient cash flow from operations to sustain our continuing operations. |
ACCRUED LIABILITIES
ACCRUED LIABILITIES | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
ACCRUED LIABILITIES | 3. ACCRUED LIABILITIES The accrued liabilities are summarized below: 12/31/2015 12/31/2014 Accrued interest on note payable $ 1,345,893 $ 1,025,253 Accrued general and administrative expenses 124,114 115,882 Other payable 727,500 727,500 $ 2,197,507 $ 1,868,635 The other payable balance was accounts payable to related party owed to Sperco, LLC (SLLC) (an entity controlled by Stephen J. Sperco, the Companys former CEO/President/Director). On September 11, 2014, the accounts payable to related party in the amount of $727,500 were assigned to Tang Chuan Choon, a third party. |
NOTE PAYABLE
NOTE PAYABLE | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
NOTE PAYABLE | 4. NOTE PAYABLE The Companys note payable is $1,337,600 at December 31, 2015 and 2014. The note payable is unsecured, bears 15% interest per annum and is due on demand. The Company agreed to pay a late charge in the amount of $10,000 on any interest payment more than 15 days delinquent. During 2015 and 2014, the Company incurred interest expenses of $320,640 and $319,572 respectively. |
DUE TO RELATED PARTIES
DUE TO RELATED PARTIES | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
DUE TO RELATED PARTIES | 5. DUE TO RELATED PARTIES The due to related parties is summarized below: 12/31/2015 12/31/2014 Fees paid by Ang Woon Han, the Companys Chief Executive Officer, on behalf of the Company $ $ 18,000 Fees paid by Logicquest Technology Limited, a company controlled by the Companys Chief Financial Officer, Cheng Yew Siong, on behalf of the Company 204,587 $ 204,587 $ 18,000 On April 1, 2015, the entire amount due to Ang Woon Han was assigned to Asia Prestige Holdings Limited, a company controlled by the Companys Chief Financial Officer, Cheng Yew Siong. Thus, the balance of payable to Ang Woon Han was reduced to $0 as of December 31, 2015. As of June 30, 2015, the Company had a balance payable to Asia Prestige Holdings Limited in the amount of $57,098. The entire amount was assigned to Logicquest Technology Limited on July 31, 2015, thus, the balance of payable to Asia Prestige Holdings Limited was reduced to $0 as of December 31, 2015. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 6. INCOME TAXES The composition of deferred tax assets at December 31, 2015 and 2014 were as follows: 2015 2014 Deferred tax assets Benefit from carryforward of net operating loss $ 2,748,000, $ 2,585,000 Less valuation allowance (2,748,000 ) (2,585,000 ) Net deferred tax asset $ - $ - The difference between the income tax benefit in the accompanying statement of operations and the amount that would result if the U.S. Federal statutory rate of 34% were applied to pre-tax loss for 2015 and 2014 is attributable to the valuation allowance. At December 31, 2015, for federal income tax and alternative minimum tax reporting purposes, the Company has $8,083,000 in unused net operating losses available for carryforward to future years which will expire in various years through 2035. |
STOCKHOLDERS' DEFICIT
STOCKHOLDERS' DEFICIT | 12 Months Ended |
Dec. 31, 2015 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' DEFICIT | 7. STOCKHOLDERS DEFICIT STOCK OPTION PLANS In 2005 the Company adopted the 2005 Stock and Stock Option Plan (the 2005 Plan). The purpose of the 2005 Plan is to further our interests, our subsidiaries and our stockholders by providing incentives in the form of stock options to key employees, consultants, directors and others who contribute materially to our success and profitability. The grants recognize and reward outstanding individual performances and contributions and will give such persons a proprietary interest in us, thus enhancing their personal interest in our continued success and progress. The 2005 Plan also assists us and our subsidiaries in attracting and retaining key employees and directors and is administered by the board of directors. The board of directors has the exclusive power to select the participants, to establish the terms of the stock and options granted to each participant, provided that all options granted shall be granted at an exercise price equal to at least 85% of the fair market value of the common stock covered by the option on the grant date and to make all determinations necessary or advisable under the 2005 Plan. The maximum aggregate number of shares of common stock that may be granted or optioned and sold under the 2005 Plan is 150,000 shares. As of December 31, 2015, 56,635 shares of common stock have been granted. When applicable, the Company uses the Black-Scholes option pricing model to value stock options and warrants and the simplified method of calculating expected term as described in ASC 718. SUMMARY OF STOCK OPTIONS There was no outstanding and exercisable option at December 31, 2015 and 2014 and no stock option activity during the years ended December 31, 2015 and 2014. SUMMARY OF STOCK WARRANTS There was no outstanding and exercisable warrant at December 31, 2015 and 2014 and no stock warrant activity during the years ended December 31, 2015 and 2014. EQUITY TRANSACTIONS As of December 31, 2014, the Company has outstanding: (i) 2,301,849 shares of common stock and, (ii) preferred stock convertible into 72,500 shares of common stock, resulting in on a fully diluted basis, 2,374,349 shares of common stock. The Company has 50,000,000 shares of common stock authorized by our Articles of Incorporation. The number of authorized shares has been increased to 200,000,000, effective March 19, 2015. On March 19, 2015, the Company executed a 1-for-20 reverse stock split of the Companys common stock. As a result, there was an additional 119 shares of common stock issued due to the roundup feature of the reverse stock split. All common stock data included in these financial statements have been restated to give effect to the reverse stock split. On September 11, 2014, SAI Corporation, the Company's majority shareholder, sold to Ang Woon Han 1,203,513 shares of common stock, which represents 52.3% of all issued and outstanding common stock as of that date. Additionally, SAI Corporation sold to Ang Woon Han 48 shares of Series C Convertible preferred stock and 10 shares of Series D Convertible preferred stock. As a result of this transaction, the Company's business of networking services and internet connectivity ceased and the Company is currently engaged in preparing for a new business. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 8. COMMITMENTS AND CONTINGENCIES Lease Commitment Commencing August 1, 2011, Sperco, LLC (SLLC) (an entity controlled by Stephen J. Sperco, the Companys former CEO/President/Director) and the Company moved from Suite 600 to Suite 350 and the Company agreed to pay SLLC $1,000 rent on a month-to-month basis. The lease was terminated at the end of April 2014. For the years ended December 31, 2015 and 2014, the Companys rent expense was $0 and $4,000, respectively. |
FORGIVENESS OF PAYABLES
FORGIVENESS OF PAYABLES | 12 Months Ended |
Dec. 31, 2015 | |
Forgiveness Of Payables | |
FORGIVENESS OF PAYABLES | 9. FORGIVENESS OF PAYABLES In connection with the September 11, 2014 transaction described above, certain former directors forgave liabilities due to them related to accrued director fees. The amount totaled $43,919 and was recorded in equity due to the nature of the relationship between the directors and the Company. |
ORGANIZATION AND SUMMARY OF S16
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ESTIMATES | SIGNIFICANT ESTIMATES The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (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 dates of the financial statements and the reported amounts of revenues and expenses during the periods. Actual results could differ from estimates making it reasonably possible that a change in the estimates could occur in the near term. |
CASH AND CASH EQUIVALENTS | CASH AND CASH EQUIVALENTS The Company considers all highly liquid short-term investments with an original maturity of three months or less when purchased, to be cash equivalents. |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS A related party is generally defined as (i) any person that holds 10% or more of the Companys securities and their immediate families, (ii) the Companys management, (iii) someone that directly or indirectly controls, is controlled by or is under common control with the Company, or (iv) anyone who can significantly influence the financial and operating decisions of the Company. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. |
FAIR VALUE OF FINANCIAL INSTRUMENTS | FAIR VALUE OF FINANCIAL INSTRUMENTS For certain of the Companys financial instruments, including cash and cash equivalents, accounts receivable, prepaid expenses and other current assets, accounts payable, and accrued liabilities, the carrying amounts approximate fair values due to their short maturities. Transactions involving related parties cannot be presumed to be carried out on an arm's-length basis, as the requisite conditions of competitive, free-market dealings may not exist. Representations about transactions with related parties, if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm's-length transactions unless such representations can be substantiated. It is not, however, practical to determine the fair value of accounts payable, accrued liabilities, and note payable to related parties and lease and management arrangement with related parties, if any, due to their related party nature. |
INCOME TAXES | INCOME TAXES The Company uses the liability method of accounting for income taxes. Under this method, deferred income taxes are recorded to reflect the tax consequences on future years of temporary differences between the tax basis of assets and liabilities and their financial amounts at year-end. The Company provides a valuation allowance to reduce deferred tax assets to their net realizable value. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon settlement. |
STOCK-BASED COMPENSATION | STOCK-BASED COMPENSATION Accounting Standard 718, Accounting for Stock-Based Compensation (ASC 718) established financial accounting and reporting standards for stock-based employee compensation plans. It defines a fair value based method of accounting for an employee stock option or similar equity instrument. Logicquest accounts for compensation cost for stock option plans in accordance with ASC 718. The Company accounts for share based compensation to non-employees in accordance with Accounting Standard 505-50 Accounting for Equity Instruments Issued to Non-Employees for Acquiring, or in Conjunction with Selling, Goods or Services. The final measurement date for the fair value of equity instruments with performance criteria is the date that each performance commitment for such equity instrument is satisfied or there is a significant disincentive for non-performance. |
REVENUE RECOGNITION | REVENUE RECOGNITION Revenue is recognized when persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price is fixed or determinable, and collectability is reasonably assured. Revenue is recognized based upon contractually determined monthly service charges to individual customers. Some services are billed in advance and, accordingly, revenues are deferred until the period in which the services are provided. |
LOSS PER SHARE | LOSS PER SHARE Basic and diluted net loss per share is computed on the basis of the weighted average number of shares of common stock outstanding during each period. Potentially dilutive options that were outstanding during 2015 and 2014 were not considered in the calculation of diluted earnings per share because the Company's net loss rendered their impact anti-dilutive. Accordingly, basic and diluted losses per share were identical for the years ended December 31, 2015 and 2014. |
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS | RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS The Company does not expect any recent accounting pronouncements to have a material impact to its financial position or result of operations. |
GOING CONCERN CONSIDERATIONS (T
GOING CONCERN CONSIDERATIONS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Going Concern Considerations | |
Schedule of Financial Results | During the years ended December 31, 2015 and 2014, we have been unable to generate cash flows sufficient to support our operations and have been dependent on debt and equity raised from qualified individuals and loans from a related party. We experienced negative financial results as follows: 2015 2014 Net loss $ (486,427 ) $ (485,983 ) Negative cash flow from operations (186,587 ) (49,723 ) Negative working capital (3,710,662 ) (3,224,235 ) Stockholders deficit (3,710,662 ) (3,224,235 ) |
ACCRUED LIABILITIES (Tables)
ACCRUED LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | The accrued liabilities are summarized below: 12/31/2015 12/31/2014 Accrued interest on note payable $ 1,345,893 $ 1,025,253 Accrued general and administrative expenses 124,114 115,882 Other payable 727,500 727,500 $ 2,197,507 $ 1,868,635 |
DUE TO RELATED PARTIES (Tables)
DUE TO RELATED PARTIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The due to related parties is summarized below: 12/31/2015 12/31/2014 Fees paid by Ang Woon Han, the Companys Chief Executive Officer, on behalf of the Company $ $ 18,000 Fees paid by Logicquest Technology Limited, a company controlled by the Companys Chief Financial Officer, Cheng Yew Siong, on behalf of the Company 204,587 $ 204,587 $ 18,000 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Tax Assets | The composition of deferred tax assets at December 31, 2015 and 2014 were as follows: 2015 2014 Deferred tax assets Benefit from carryforward of net operating loss $ 2,748,000, $ 2,585,000 Less valuation allowance (2,748,000 ) (2,585,000 ) Net deferred tax asset $ - $ - |
GOING CONCERN CONSIDERATIONS (D
GOING CONCERN CONSIDERATIONS (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Going Concern Considerations | |||
Net loss | $ (486,427) | $ (485,983) | |
Negative cash flow from operations | (186,587) | (49,723) | |
Negative working capital | (3,710,662) | (3,224,235) | |
Total stockholders' deficit | $ (3,710,662) | $ (3,224,235) | $ (2,782,171) |
ACCRUED LIABILITIES (Details)
ACCRUED LIABILITIES (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Payables and Accruals [Abstract] | ||
Accrued interest on note payable | $ 1,345,893 | $ 1,025,253 |
Accrued general and administrative expenses | 124,114 | 115,882 |
Other payable | 727,500 | 727,500 |
Accrued liabilities | $ 2,197,507 | $ 1,868,635 |
NOTE PAYABLE (Details)
NOTE PAYABLE (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Debt Disclosure [Abstract] | ||
Note payable | $ 1,337,600 | $ 1,337,600 |
Debt instrument, interest rate | 15.00% | |
Late charge owed on any late interest payments | $ 10,000 | |
Interest expense | $ 320,640 | $ 319,572 |
DUE TO RELATED PARTIES (Details
DUE TO RELATED PARTIES (Details) - USD ($) | Dec. 31, 2015 | Jun. 30, 2015 | Dec. 31, 2014 |
Related Party Transaction [Line Items] | |||
Amounts due to related parties | $ 204,587 | $ 18,000 | |
Ang Woon Han [Member] | |||
Related Party Transaction [Line Items] | |||
Amounts due to related parties | $ 18,000 | ||
Asia Prestige Holdings Limited [Member] | |||
Related Party Transaction [Line Items] | |||
Amounts due to related parties | $ 57,098 | ||
Logicquest Technology Limited [Member] | |||
Related Party Transaction [Line Items] | |||
Amounts due to related parties | $ 204,587 |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Operating Loss Carryforwards [Line Items] | ||
U.S. Federal statutory rate | 34.00% | 34.00% |
Operating loss carryforward amount | $ 8,083,000 | |
Maximum [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carryforward expiration date | Dec. 31, 2035 |
INCOME TAXES (Schedule of Defer
INCOME TAXES (Schedule of Deferred Tax Assets) (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Income Tax Disclosure [Abstract] | ||
Benefit from carryforward of net operating loss | $ 2,748,000 | $ 2,585,000 |
Less valuation allowance | $ (2,748,000) | $ (2,585,000) |
Net deferred tax asset |
STOCKHOLDERS' DEFICIT (Stock Op
STOCKHOLDERS' DEFICIT (Stock Option Plans Narrative) (Details) - shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Options outstanding | 0 | 0 |
Options exercisable | 0 | 0 |
Warrant [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Warrants outstanding | 0 | 0 |
Warrants exercisable | 0 | 0 |
2005 Stock Option Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares authorized under the plan | 150,000 | |
Options granted | 56,635 |
STOCKHOLDERS' DEFICIT (Equity T
STOCKHOLDERS' DEFICIT (Equity Transactions) (Details) - shares | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Mar. 19, 2015 | Sep. 11, 2014 | |
Class of Stock [Line Items] | ||||
Common stock, shares outstanding | 2,301,968 | 2,301,849 | ||
Preferred stock convertible to common stock outstanding | 72,500 | |||
Common stock outstanding, fully diluted, upon conversion of preferred stock | 2,374,349 | |||
Number of shares authorized by Articles of Incorporation | 50,000,000 | |||
Common stock, shares authorized | 200,000,000 | 200,000,000 | 200,000,000 | |
Number of common shares sold by majority shareholder to Ang Woon Han | 1,203,513 | |||
Number of common shares sold expressed as percentage of all issued and outstanding common stock | 52.30% | |||
Number of Series C Convertible Preferred Stock sold to Ang Woon Han | 48 | |||
Number of Series D Convertible Preferred Stock sold to Ang Woon Han | 10 | |||
Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Share adjustment, shares | 119 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Monthly rent owed on property | $ 1,000 | |
Rent expense | $ 4,000 | |
Lease expiration | Apr. 30, 2014 |
FORGIVENESS OF PAYABLES (Detail
FORGIVENESS OF PAYABLES (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Forgiveness Of Payables | ||
Payables forgiven | $ 43,919 |