Veritec (VRTC) 10-Q 14 Nov 17 2018 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information	3 Months Ended
	Sep. 30, 2017shares
Document And Entity Information
Entity Registrant Name	VERITEC INC
Entity Central Index Key	773,318
Document Type	10-Q
Document Period End Date	Sep. 30, 2017
Amendment Flag	false
Current Fiscal Year End Date	--06-30
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	No
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding	39,538,007
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,018

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($)	Sep. 30, 2017	Jun. 30, 2017
Current Assets:
Cash	$ 54,925	$ 46,693
Accounts receivable	6,890	8,139
Prepaid expenses	1,095	1,985
Total Current Assets	62,910	56,817
Intangibles, net		16,042
Total Assets	62,910	72,859
Current Liabilities:
Accounts payable	676,943	647,946
Accounts payable, related party	100,687	96,110
Accrued expenses	60,641	72,101
Notes payable - in default	582,057	575,323
Notes payable, related party	2,441,235	2,293,866
Deferred revenues	59,991	72,492
Derivative liabilities	265,000	728,000
Total Current Liabilities	4,186,554	4,485,838
Contingent earnout liability	155,000	155,000
Total Liabilities	4,341,554	4,640,838
Stockholders' Deficiency:
Convertible preferred stock, par value $1.00; authorized 10,000,000 shares, 276,000 shares of Series H authorized, 1,000 shares issued and outstanding as of September 30, 2017 and June 30, 2017	1,000	1,000
Common stock, par value $.01; authorized 50,000,000 shares, 39,538,007 shares issued and outstanding as of September 30, 2017 and June 30, 2017	395,380	395,380
Common stock to be issued, 145,000 shares to be issued as of September 30, 2017 and June 30, 2017, respectively	12,500	12,500
Additional paid-in capital	17,974,576	17,974,576
Accumulated deficit	(22,662,100)	(22,951,435)
Total Stockholders' Deficiency	(4,278,644)	(4,567,979)
Total Liabilities and Stockholders' Deficiency	$ 62,910	$ 72,859

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Sep. 30, 2017	Jun. 30, 2017
Convertible preferred stock, par value	$ 1	$ 1
Convertible preferred stock, shares authorized	10,000,000	10,000,000
Convertible preferred stock, shares issued	1,000	1,000
Convertible preferred stock, shares outstanding	1,000	1,000
Common stock, par value	$ .01	$ 0.01
Common stock, shares authorized	50,000,000	50,000,000
Common stock, shares issued	39,538,007	39,538,007
Common stock, shares outstanding	39,538,007	39,538,007
Common stock, shares to be issued	145,000	145,000
Series H Convertible
Convertible preferred stock, shares authorized	276,000	276,000
Convertible preferred stock, shares issued	1,000	1,000
Convertible preferred stock, shares outstanding	1,000	1,000
Common stock, par value	$ 1,000	$ 1,000

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Revenue:
Mobile banking technology revenue	$ 30,591	$ 47,080
Other revenue, related party	80,252	22,900
Total revenue	110,843	69,980
Cost of Sales	54,236	58,560
Gross Profit	56,607	11,420
Operating Expenses:
General and administrative	164,053	170,442
Sales and marketing		5,170
Research and development	9,158	10,740
Total Operating Expenses	173,211	186,352
Loss from Operations	(116,604)	(174,932)
Other Expense:
Change in fair value of derivative liabilities	463,000
Gain on settlement of note payable to former officer		364,690
Interest expense, including $50,327 and $40,265, respectively, to related parties	(57,061)	(47,000)
Total other income (expense)	405,939	317,690
Net Income	$ 289,335	$ 142,758
Net Loss Per Common Share - Basic and Diluted	$ 0.01	$ 0
Weighted Average Number of Shares Outstanding - Basic and Diluted	39,538,007	39,538,007

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Operations (Unaudited) (Parenthetical) - USD ($)	3 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Income Statement [Abstract]
Interest expense, related parties	$ 50,327	$ 40,265

Condensed Consolidated Stateme6

Condensed Consolidated Statement of Stockholders' Deficiency (Unaudited)	3 Months Ended
	Sep. 30, 2017USD ($)shares
Preferred Stock
Beginning balance, Shares | shares	1,000
Beginning balance, Amount	$ 1,000
Net Income
Ending balance, Shares | shares	1,000
Ending balance, Amount	$ 1,000
Common Stock
Beginning balance, Shares | shares	39,538,007
Beginning balance, Amount	$ 395,380
Net Income
Ending balance, Shares | shares	39,538,007
Ending balance, Amount	$ 395,380
Common Stock to be Issued
Beginning balance, Amount	12,500
Net Income
Ending balance, Amount	12,500
Additional Paid-In Capital
Beginning balance, Amount	17,974,576
Net Income
Ending balance, Amount	17,974,576
Accumulated Deficit
Beginning balance, Amount	(22,951,435)
Net Income	289,335
Ending balance, Amount	(22,662,100)
Beginning balance, Amount	(4,567,979)
Net Income	289,335
Ending balance, Amount	$ (4,278,644)

Condensed Consolidated Stateme7

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income	$ 289,335	$ 142,758
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities
Depreciation		101
Amortization	16,042	16,038
Gain on settlement of note payable to former officer		(364,690)
Change in fair value of derivative liabilities	(463,000)
Beneficial conversion feature on issuance of convertible notes payable-related party		8,750
Interest accrued on notes payable	57,061	38,248
Changes in operating assets and liabilities:
Accounts receivable	1,249	2,029
Prepaid expenses	890	(3,863)
Accounts payable	28,997	22,087
Accounts payable - related party	4,577
Accrued expenses	(11,460)	(13,950)
Payroll tax liabilities		(87,018)
Deferred revenues	(12,501)	(25,710)
Net cash used in operating activities	(88,810)	(265,220)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from convertible notes payable-related party		124,000
Proceeds from notes payable, related party	97,042	114,987
Net cash provided by (used in) financing activities	97,042	238,987
NET INCREASE (DECREASE) IN CASH	8,232	(26,233)
CASH AT BEGINNING OF PERIOD	46,693	60,953
CASH AT END OF PERIOD	54,925	34,720
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash paid for interest
NON CASH INVESTING AND FINANCING ACTIVITIES
Reclassification of customer deposit to accounts payable

Nature of Business and Summary

Nature of Business and Summary of Significant Accounting Policies	3 Months Ended
	Sep. 30, 2017
Accounting Policies [Abstract]
Significant Accounting Policies	NOTE 1 – NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The Company Veritec, Inc. (Veritec) was formed in the State of Nevada on September 8, 1982. Veritec’s wholly owned subsidiaries include Veritec Financial Systems, Inc., Tangible Payment Systems, Inc., and Public Bell, Inc. (collectively the “Company”). Nature of Business The Company is primarily engaged in the development, sales, and licensing of products and providing services related to its mobile banking solutions. Mobile Banking Solutions On January 12, 2009, Veritec formed Veritec Financial Systems, Inc., a Delaware corporation, to bring its Mobile Banking Technology, products and related professional services to market. In 2009 through 2016, the Company has had agreements with various banks, including Security First Bank (terminated in October 2010), Palm Desert National Bank (which was later assigned to First California Bank and subsequently Pacific Western Bank that terminated in June 2013), and Central Bank of Kansas City (“CBKC”). Late in the fiscal year ended June 30, 2016, the relationship between CBKC and the Company ended and the Company is currently seeking a bank to sponsor its Prepaid Card programs. As a Cardholder Independent Sales Organization, Veritec is able to promote and sell Visa branded card programs. As a Third-Party Servicer, Veritec provides back-end cardholder transaction processing services for Visa branded card programs on behalf of its sponsoring bank. The Company has a portfolio of five United States and eight foreign patents. In addition, the Company has seven U.S. and twenty-eight foreign pending patent applications. BASIS OF PRESENTATION The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with United States of America generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q. Accordingly, the Condensed Consolidated Financial Statements do not include all of the information and footnotes required for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended September 30, 2017 are not necessarily indicative of the results that may be expected for the year ending June 30, 2018. The Condensed Consolidated Balance Sheet information as of June 30, 2017 was derived from the Company’s audited Consolidated Financial Statements as of and for the year ended June 30, 2017 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on October 10, 2017. These financial statements should be read in conjunction with that report. The accompanying Condensed Consolidated Financial Statements include the accounts of Veritec and its wholly owned subsidiaries, Veritec Financial Systems, Inc., Tangible Payment Systems, Inc., and Public Bell, Inc. Inter-company transactions and balances were eliminated in consolidation. GOING CONCERN The accompanying Condensed Consolidated Financial Statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. During the period ended September 30, 2017, the Company incurred a loss from operations of $116.604 and used cash in operating activities of $88,810, and at September 30, 2017, the Company had a working capital deficit of $4,123,645 and a stockholders’ deficiency of $4,278,644. In addition, as of September 30, 2017, the Company is delinquent in payment of $735,457 of its notes payable. These factors, among others, raise substantial doubt about our ability to continue as a going concern within one year of the date that the financial statements are issued. In addition, the Company’s independent registered public accounting firm, in its report on our June 30, 2017 financial statements, has raised substantial doubt about the Company’s ability to continue as a going concern. The Company’s financial statements do not include any adjustments that might result from the outcome of this uncertainty be necessary should we be unable to continue as a going concern. The Company believes it will require additional funds to continue its operations through fiscal 2018 and to continue to develop its existing projects and plans to raise such funds by finding additional investors to purchase the Company’s securities, generating sufficient sales revenue, implementing dramatic cost reductions or any combination thereof. There is no assurance that the Company can be successful in raising such funds, generating the necessary sales or reducing major costs. Further, if the Company is successful in raising such funds from sales of equity securities, the terms of these sales may cause significant dilution to existing holders of common stock. The Condensed Consolidated Financial Statements do not include any adjustments that may result from this uncertainty. Use of Estimates The preparation of Condensed Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that may affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Those estimates and assumptions include estimates for reserves of uncollectible accounts, analysis of impairments of long lived assets, accruals for potential liabilities, and assumptions used in valuing derivatives and stock-based compensation, and the valuation of deferred taxes. Fair Value of Financial Instruments Fair value measurements adopted by the Company are based on the authoritative guidance provided by the Financial Accounting Standards Board (“FASB”) which defines fair value as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. FASB authoritative guidance establishes a fair value hierarchy, which prioritizes the inputs used in measuring fair value into three broad levels as follows: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Inputs, other than the quoted prices in active markets that are observable either directly or indirectly. Level 3 - Unobservable inputs based on the Company's assumptions. The carrying amounts reported in the Condensed Consolidated Balance Sheet for cash and cash equivalents, accounts receivable, and current liabilities, including notes payable and convertible notes, approximate their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest. At September 30, 2017 and June 30, 2017, the Company’s Condensed Consolidated Balance Sheet included the fair value of derivative liabilities of $265,000 and $728,000, respectively, which was based on Level 2 measurements. Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the Condensed Consolidated Statements of Operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. In the case of insufficient authorized share capital available to fully settle outstanding contracts, the Company utilizes the earliest inception date sequencing method to prioritize its convertible securities. At each reporting date, the Company reviews its convertible securities to determine their classification is appropriate. Net Income (Loss) per Common Share Basic earnings (loss) per share are computed by dividing the net income (loss) applicable to Common Stockholders by the weighted average number of shares of Common Stock outstanding during the year. Diluted earnings (loss) per share is computed by dividing the net income (loss) applicable to Common Stockholders by the weighted average number of common shares outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential common shares had been issued, using the treasury stock method. Potential common shares are excluded from the computation as their effect is antidilutive. For the three months ended September 30, 2017 and 2016, the calculations of basic and diluted loss per share are the same because potential dilutive securities would have an anti-dilutive effect. At September 30, 2017, the Company’s Series H Preferred Stock, Convertible Notes Payable and Options were antidilutive because their exercise prices and conversion prices were out of the money. As of September 30, 2017 and 2016, we excluded the outstanding securities summarized below, which entitle the holders thereof to acquire shares of common stock, from our calculation of earnings per share, as their effect would have been anti-dilutive. As of September 30, 2017 2016 Series H Preferred Stock 10,000 10,000 Convertible Notes Payable 18,274,580 12,298,052 Options 2,500,000 2,500,000 Total 20,784,580 14,808,052 Concentrations During the three months ended September 30, 2017, the Company had one customer, a related party, that represented 72% of our revenues and one customer that represented 11% of our revenues. During the three months ended September 30, 2016, the Company had one customer, a related party that represented 33% of our revenues and three other customers that represented an aggregate of 45% (19%, 15% and 11%) of our revenue. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers In February 2016, the FASB issued ASU No. 2016-02, Leases In July 2017, the FASB issued ASU 2017-11 , Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company's present or future financial statements.

Intangible Assets and Contingen

Intangible Assets and Contingent Earnout Liability	3 Months Ended
	Sep. 30, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets and Contingent Earnout Liability	NOTE 2 – INTANGIBLE ASSETS AND CONTINGENT EARNOUT LIABILITY In 2014, the Company acquired Tangible Payments LLC, which developed online payment technology that encrypts sensitive information securely between customers and merchants during online transactions. The purchase price for the acquisition was comprised of 250,000 shares of restricted common stock of Veritec valued at $37,500, and an earnout payment of $155,000 for an aggregate purchase price of $192,500. The earnout payment is payable on a monthly basis from the net profits derived from the acquired assets commencing three months after the closing. The earnout payment is accelerated and the balance of the earnout payment shall be due in full at such time as Veritec receives equity investments aggregating $1,300,000. From the date of the acquisition and up to September 30, 2017, there was no net profit derived from the acquired assets and accordingly, no payments were made on the earnout. The Company assigned $192,500 of the purchase price to contract commitments which were amortized over a three year period. For the three months ended September 30, 2017 and 2016, the Company recorded $16,042 and $16,038 of amortization expense related to this intangible which is included in general and administrative expense in the Condensed Consolidated Statements of Operations.

Notes Payable

Notes Payable	3 Months Ended
	Sep. 30, 2017
Debt Disclosure [Abstract]
Notes Payable	NOTE 3 – NOTES PAYABLE Notes payable-in default Notes payable includes principal and accrued interest and consists of the following at September 30, 2017 and June 30, 2017: September 30, 2017 June 30, 2017 (a) Convertible notes-in default $ 207,481 $ 205,116 (b) Notes payable-in default 374,576 370,207 Total notes-third parties $ 582,057 $ 575,323 (a) The notes are unsecured, convertible into common stock at amounts ranging from $0.08 to $0.30 per share, bear interest at rates ranging from 5% to 8% per annum, were due through 2011 and are in default or due on demand. (b) The notes and either secured by the Company’s intellectual property or unsecured and bear interest ranging from 6.5% to 10% per annum, due in 2012, and in default. At June 30, 2017, the notes totaled $370,207. During the period ended September 30, 2017, interest of $4,369 was added to principal, leaving a balance owed of $374,576 at September 30, 2017. At September 30, 2017, $338,293 of notes are secured by the Company’s intellectual property and $36,283 of notes are unsecured. Notes payable-related party Notes payable-related party includes principal and accrued interest and consists of the following at September 30, 2017 and June 30, 2017: September 30, 2017 June 30, 2017 (c) Convertible notes-The Matthews Group $ 1,263,903 $ 1 ,236,943 (d) Notes payable-The Matthews Group 922,104 805,195 (e) Convertible notes-other related-in default 255,228 251,728 Total notes-related party $ 2,441,235 $ 2,293,866 (c) The notes are unsecured, convertible into common stock at $0.08 per share, bear interest at rates ranging from 8% to 10% per annum, and are due on demand. The Matthews Group (see Note 8) is owned 50% by Ms. Van Tran, the Company’s CEO, and 50% by Larry Johanns, a significant shareholder of the Company. At June 30, 2017, convertible notes due to The Matthews Group was $1,236,943. During the period ended September 30, 2017, interest of $26,960 was added to principal leaving a balance owed of $1,263,903 at September 30, 2017. At September 30, 2017, $1,263,903 of the notes are convertible at a conversion price of $0.08 per share into 15,798,789 shares of the Company’s common stock. (d) The notes are unsecured, accrue interest at 10% per annum, and are due on demand. The notes were issued relating to a management services agreement with The Matthews Group (see Note 8) dated September 30, 2015. At June 30, 2017, notes payable totaled $805,195. During the period ended September 30, 2017, $97,042 of notes payable were issued and interest of $19,867 was added to principal leaving a balance due of $922,104 at September 30, 2017. (e) The notes are due to a current and a former director, are unsecured, convertible into common stock at per share amounts ranging from $0.08 to $0.30, and bear interest at rates ranging from 8% to 10% per annum. At June 30, 2017, convertible notes due other related parties totaled $251,728. During the period ended September 30, 2017, interest of $3,500 was added to principal leaving a balance owed of 255,228 at September 30, 2017. At September 30, 2017, $190,374 of the notes are convertible at a conversion price of $0.30 per share into 634,581 shares of the Company’s common stock, $23,505 of the notes are convertible at a conversion price of $0.10 per share into 235,050 shares of the Company’s common stock, and $41,349 of the notes are convertible at a conversion price of $0.08 per share into 516,863 shares of the Company’s common stock.

Derivative Liabilities

Derivative Liabilities	3 Months Ended
	Sep. 30, 2017
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative Liabilities	NOTE 5 - DERIVATIVE LIABILITIES From time to time, the Company issues convertible notes payable with embedded conversion features and options to purchase common stock. Pursuant to the FASB authoritative guidance on determining whether an instrument (or embedded feature) is indexed to an entity’s own stock, when there are insufficient authorized shares, the obligation for the exercise of the convertible instrument should be classified as a liability and measured at fair value. During the year ended June 30, 2017, the Company determined that there were not sufficient authorized shares of common stock available for issuance upon conversion of certain of its convertible notes. At June 30, 2017, the total derivative liabilities were $728,000. During the three months ended September 30, 2017, the Company recorded a change in the fair value of the derivative liabilities of $463,000. At September 30, 2017, total derivative liabilities were $265,000. The conversion feature of the notes is re-measured at the end of every reporting period with the change in value reported in the Condensed Consolidated Statements of Operations. The derivative liability was valued at the following dates using a Black-Scholes-Merton model with the following assumptions: September 30, 2017 June 30, 2017 Conversion feature: Risk-free interest rate 1.31 % 1.5 % Expected volatility 81 % 179 % Expected life (in years) 1 year 1 year Expected dividend yield — — Fair Value: Conversion feature $ 265,000 $ 728,000 The risk-free interest rate was based on rates established by the Federal Reserve Bank. The Company used its own historical stock’s volatility as the estimated volatility. The expected life of the conversion feature of the notes or options was based on the estimated remaining terms of the notes or options, or expected settlement date for notes due on demand or that have matured. The expected dividend yield was based on the fact that the Company has not customarily paid dividends to its holders of common stock in the past and does not expect to pay dividends to holders of its common stock in the future.

Stockholders' Deficiency

Stockholders' Deficiency	3 Months Ended
	Sep. 30, 2017
Equity [Abstract]
Stockholders' Deficiency	NOTE 6 - STOCKHOLDERS’ DEFICIENCY As of both September 30, 2017 and June 30, 2017, 145,000 shares of common stock to be issued with an aggregate value of $12,500 have not been issued and are reflected as common stock to be issued in the accompanying Condensed Consolidated Balance Sheets.

Stock Options

Stock Options	3 Months Ended
	Sep. 30, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock Options	NOTE 7 – STOCK OPTIONS Stock Options A summary of stock options for the three months ended September 30, 2017 is as follows: Number of Weighted - Average Shares Exercise Price Outstanding at June 30, 2017 2,500,000 $ 0.08 Granted — — Forfeited — — Outstanding at September 30, 2017 2,500,000 $ 0.08 Exercisable at September 30, 2017 2,500,000 $ 0.08 At September 30, 2017, the Company had 2,500,000 of options outstanding and exercisable. The options expire in February, 2020, and are exercisable at $0.08 per share. There were no options granted during the three months ended September 30, 2017 and the Company recognized no stock-based compensation expense related to stock options during the three months ended September 30, 2017 and 2016, respectively. As of September 30, 2017, there was no remaining unrecognized compensation costs related to stock options and no intrinsic value. Additional information regarding options outstanding as of September 30, 2017 is as follows: Options Outstanding at September 30, 2017 Options Exercisable at September 30, 2017 Range of Exercise Number of Shares Outstanding Weighted Average Remaining Contractual Life (Years) Weighted Average Exercise Price Number of Shares Exercisable Weighted Average Exercise Price $ 0.08 2,500,000 2.39 $ 0.08 2,500,000 $ 0.08 2,500,000 2,500,000 The weighted-average remaining contractual life of stock options outstanding and exercisable at September 30, 2017 is 2.39 years.

Related Party Transactions

Related Party Transactions	3 Months Ended
	Sep. 30, 2017
Related Party Transactions [Abstract]
Related Party Transactions	NOTE 8 – RELATED PARTY TRANSACTIONS The Matthews Group is owned 50% by Ms. Van Tran, the Company’s CEO/Executive Chair and a director, and 50% by Larry Johanns, a significant stockholder of the Company. The Company has relied on The Matthews Group for funding (see Note 4). Management Services Agreement and Related Notes Payable with Related Party On September 30, 2015, the Company sold all of its assets of its Barcode Technology comprised solely of its intellectual property to The Matthews Group. The Company’s Barcode Technology was originally invented by the founders of Veritec as a product identification system for identification and tracking of parts, components and products mostly in the liquid crystal display (LCD) markets and for secure identification documents, financial cards, medical records and other high security applications. The Company has a management services agreement with The Matthews Group to manage all facets of the barcode technology operations, on behalf of The Matthews Group, through July 31, 2018. The Matthews Group bears the risk of loss from the barcode operations and has the right to the residual benefits of the barcode operations. In consideration, the Company earns a fee of 20% of all revenues up to May 31, 2017, and 35% of all revenues from June 1, 2017 to July 31, 2018 from the barcode technology operations. During the three months ended September 30, 2017 and 2016, the Company recorded management fee revenue related to this agreement of $80,252 and $22,900, respectively. Pursuant to the management services agreement, all cash flow (all revenues collected less direct costs paid) of the barcode technology operations is retained by the Company as proceeds from unsecured notes payable due The Matthews Group. During the three months ended September 30, 2017 and 2016, cash flow loans of $97,042 and $114,987, respectively, were made to the Company at 10% interest per annum and due on demand. At September 30, 2017, cash flow loans of $922,104 are due to The Matthews Group (see Note 4). Advances from Related Parties As of September 30, 2017 and June 30, 2017, $100,687 and $96,100 of advances due to Ms. Van Tran have been presented as accounts payable, related party on the accompanying Condensed Consolidated Balance Sheets, respectively. The advances are unsecured, non-interest bearing, and due on demand. Other Transactions with Related Parties The Company leases its office facilities from Ms. Tran. For both the three months ended September 30, 2017 and 2016, rental payments to Ms. Van Tran totaled $12,600.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Sep. 30, 2017
Commitments and Contingencies
Commitments and Contingencies	NOTE 9 – COMMITMENTS AND CONTINGENCIES On September 22, 2016, the Company announced that it has entered into a Non-Binding Letter of Intent (“LOI”) to acquire all of Flathead Bancorporation, Inc.’s (“FB”) issued and outstanding shares. FB is the majority owner of First Citizens Bank of Polson, Montana (“Citizens Bank”). If the Company is successful with its proposal to FB, the Company plans to use its mobile banking technology products and services with Citizens Bank. Under the proposed terms of the LOI, Veritec would acquire 9.9 percent of FB’s issued and outstanding shares for $320,000 at the closing date. Veritec plans to purchase the remaining 90.1 percent of FB’s outstanding common shares within three years of the closing date for $2,880,000. The transaction is subject to, among other things, Veritec being able to obtain funding and obtain regulatory approval from applicable banking authorities. The Company is currently evaluating its options related to this transaction including its termination. On January 17, 2016, Veritec Inc. (the “Company”) entered into an agreement with Vietnam Alliance Capital (“VAC”), which is domiciled in Vietnam, to form a joint venture (“JV’) to operate a debit card business in Vietnam. The JV will be named Veritec Asia. The Company will be a 30% member in the JV and VAC will be a 70% member in the JV. Pursuant to the agreement, the Company will grant a license of certain products to the JV, and provide certain technologies and technological support to the JV. VAC will manage, control, and conduct its day-to-day business and development activities. In addition VAC has agreed to raise all funds to capitalize the JV. As of September 30, 2017, the JV has not received funding and the Company is currently evaluating its options related to the JV including its termination. Incentive Compensation Bonus Plan On December 5, 2008, the Company adopted an incentive compensation bonus plan to provide payments to key employees in the aggregated amount of 10% of pre-tax earnings in excess of $3,000,000 after the end of each fiscal year to be distributed annually to employees. As of September 30, 2017, the Company had not achieved an annual pre-tax earnings in excess of $3,000,000.

Nature of Business and Summar16

Nature of Business and Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Sep. 30, 2017
Accounting Policies [Abstract]
Basis of Presentation	BASIS OF PRESENTATION The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with United States of America generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q. Accordingly, the Condensed Consolidated Financial Statements do not include all of the information and footnotes required for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended September 30, 2017 are not necessarily indicative of the results that may be expected for the year ending June 30, 2018. The Condensed Consolidated Balance Sheet information as of June 30, 2017 was derived from the Company’s audited Consolidated Financial Statements as of and for the year ended June 30, 2017 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on October 10, 2017. These financial statements should be read in conjunction with that report. The accompanying Condensed Consolidated Financial Statements include the accounts of Veritec and its wholly owned subsidiaries, Veritec Financial Systems, Inc., Tangible Payment Systems, Inc., and Public Bell, Inc. Inter-company transactions and balances were eliminated in consolidation.
Going Concern	GOING CONCERN The accompanying Condensed Consolidated Financial Statements have been prepared assuming the Company will continue as a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. During the period ended September 30, 2017, the Company incurred a loss from operations of $116.604 and used cash in operating activities of $88,810, and at September 30, 2017, the Company had a working capital deficit of $4,123,645 and a stockholders’ deficiency of $4,278,644. In addition, as of September 30, 2017, the Company is delinquent in payment of $735,457 of its notes payable. These factors, among others, raise substantial doubt about our ability to continue as a going concern within one year of the date that the financial statements are issued. In addition, the Company’s independent registered public accounting firm, in its report on our June 30, 2017 financial statements, has raised substantial doubt about the Company’s ability to continue as a going concern. The Company’s financial statements do not include any adjustments that might result from the outcome of this uncertainty be necessary should we be unable to continue as a going concern. The Company believes it will require additional funds to continue its operations through fiscal 2018 and to continue to develop its existing projects and plans to raise such funds by finding additional investors to purchase the Company’s securities, generating sufficient sales revenue, implementing dramatic cost reductions or any combination thereof. There is no assurance that the Company can be successful in raising such funds, generating the necessary sales or reducing major costs. Further, if the Company is successful in raising such funds from sales of equity securities, the terms of these sales may cause significant dilution to existing holders of common stock. The Condensed Consolidated Financial Statements do not include any adjustments that may result from this uncertainty.
Use of Estimates	Use of Estimates The preparation of Condensed Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that may affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Those estimates and assumptions include estimates for reserves of uncollectible accounts, analysis of impairments of long lived assets, accruals for potential liabilities, and assumptions used in valuing derivatives and stock-based compensation, and the valuation of deferred taxes.
Fair Value of Financial Instruments	Fair Value of Financial Instruments Fair value measurements adopted by the Company are based on the authoritative guidance provided by the Financial Accounting Standards Board (“FASB”) which defines fair value as the price that would be received to sell an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. FASB authoritative guidance establishes a fair value hierarchy, which prioritizes the inputs used in measuring fair value into three broad levels as follows: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Inputs, other than the quoted prices in active markets that are observable either directly or indirectly. Level 3 - Unobservable inputs based on the Company's assumptions. The carrying amounts reported in the Condensed Consolidated Balance Sheet for cash and cash equivalents, accounts receivable, and current liabilities, including notes payable and convertible notes, approximate their fair values because of the short period of time between the origination of such instruments and their expected realization and their current market rates of interest. At September 30, 2017 and June 30, 2017, the Company’s Condensed Consolidated Balance Sheet included the fair value of derivative liabilities of $265,000 and $728,000, respectively, which was based on Level 2 measurements.
Derivative Financial Instruments	Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the Condensed Consolidated Statements of Operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. In the case of insufficient authorized share capital available to fully settle outstanding contracts, the Company utilizes the earliest inception date sequencing method to prioritize its convertible securities. At each reporting date, the Company reviews its convertible securities to determine their classification is appropriate.
Net Income (Loss) per Common Share	Net Income (Loss) per Common Share Basic earnings (loss) per share are computed by dividing the net income (loss) applicable to Common Stockholders by the weighted average number of shares of Common Stock outstanding during the year. Diluted earnings (loss) per share is computed by dividing the net income (loss) applicable to Common Stockholders by the weighted average number of common shares outstanding plus the number of additional common shares that would have been outstanding if all dilutive potential common shares had been issued, using the treasury stock method. Potential common shares are excluded from the computation as their effect is antidilutive. For the three months ended September 30, 2017 and 2016, the calculations of basic and diluted loss per share are the same because potential dilutive securities would have an anti-dilutive effect. At September 30, 2017, the Company’s Series H Preferred Stock, Convertible Notes Payable and Options were antidilutive because their exercise prices and conversion prices were out of the money. As of September 30, 2017 and 2016, we excluded the outstanding securities summarized below, which entitle the holders thereof to acquire shares of common stock, from our calculation of earnings per share, as their effect would have been anti-dilutive. As of September 30, 2017 2016 Series H Preferred Stock 10,000 10,000 Convertible Notes Payable 18,274,580 12,298,052 Options 2,500,000 2,500,000 Total 20,784,580 14,808,052
Concentrations	Concentrations During the three months ended September 30, 2017, the Company had one customer, a related party, that represented 72% of our revenues and one customer that represented 11% of our revenues. During the three months ended September 30, 2016, the Company had one customer, a related party that represented 33% of our revenues and three other customers that represented an aggregate of 45% (19%, 15% and 11%) of our revenue.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers In February 2016, the FASB issued ASU No. 2016-02, Leases In July 2017, the FASB issued ASU 2017-11 , Earnings Per Share (Topic 260); Distinguishing Liabilities from Equity (Topic 480); Derivatives and Hedging (Topic 815): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company's present or future financial statements.

Nature of Business and Summar17

Nature of Business and Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Sep. 30, 2017
Accounting Policies [Abstract]
Summary of securities excluded from EPS calculation	As of September 30, 2017 2016 Series H Preferred Stock 10,000 10,000 Convertible Notes Payable 18,274,580 12,298,052 Options 2,500,000 2,500,000 Total 20,784,580 14,808,052

Notes Payable (Tables)

Notes Payable (Tables)	3 Months Ended
	Sep. 30, 2017
Debt Disclosure [Abstract]
Notes Payable	September 30, 2017 June 30, 2017 (a) Convertible notes-in default $ 207,481 $ 205,116 (b) Notes payable-in default 374,576 370,207 Total notes-third parties $ 582,057 $ 575,323
Notes payable- related party	September 30, 2017 June 30, 2017 (c) Convertible notes-The Matthews Group $ 1,263,903 $ 1 ,236,943 (d) Notes payable-The Matthews Group 922,104 805,195 (e) Convertible notes-other related-in default 255,228 251,728 Total notes-related party $ 2,441,235 $ 2,293,866

Derivative Liabilities (Tables)

Derivative Liabilities (Tables)	3 Months Ended
	Sep. 30, 2017
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Schedule Of Derivative Liabilities	September 30, 2017 June 30, 2017 Conversion feature: Risk-free interest rate 1.31 % 1.5 % Expected volatility 81 % 179 % Expected life (in years) 1 year 1 year Expected dividend yield — — Fair Value: Conversion feature $ 265,000 $ 728,000

Stock Options (Tables)

Stock Options (Tables)	3 Months Ended
	Sep. 30, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Summary of Stock Options	Number of Weighted - Average Shares Exercise Price Outstanding at June 30, 2017 2,500,000 $ 0.08 Granted — — Forfeited — — Outstanding at September 30, 2017 2,500,000 $ 0.08 Exercisable at September 30, 2017 2,500,000 $ 0.08
Additional information regarding outstanding options	Options Outstanding at September 30, 2017 Options Exercisable at September 30, 2017 Range of Exercise Number of Shares Outstanding Weighted Average Remaining Contractual Life (Years) Weighted Average Exercise Price Number of Shares Exercisable Weighted Average Exercise Price $ 0.08 2,500,000 2.39 $ 0.08 2,500,000 $ 0.08 2,500,000 2,500,000

Summary of securities excluded

Summary of securities excluded from EPS calculation (Details) - shares	3 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Series H Preferred Stock	10,000	10,000
Convertible Notes Payable	18,274,580	12,298,052
Options	2,500,000	2,500,000
Total	20,784,580	14,808,052

Nature of Business and Summar22

Nature of Business and Summary of Significant Accounting Policies (Details Narrative) - USD ($)	3 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Jun. 30, 2017
Net income (loss)	$ 289,335	$ 142,758
Loss from Operations	(116,604)	(174,932)
Cash used in operating activities	88,810	265,220
Working capital deficit	4,123,645
Stockholders' deficiency	(4,278,644)		$ (4,567,979)
Derivative liabilities	$ 265,000	$ 728,000	$ 728,000
Customer 1
Sales percentage from major customers	72.00%	33.00%
Customer 2
Sales percentage from major customers	11.00%	19.00%
Customer 3
Sales percentage from major customers		15.00%
Customer 4
Sales percentage from major customers		11.00%

Intangible Assets and Conting23

Intangible Assets and Contingent Earnout Liability (Details Narrative) - USD ($)	3 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2014
Amortization expense	$ 16,042	$ 16,038
Tangible Payments LLC
Aggregate purchase price			$ 192,500
Earnout Payment			155,000
Equity investments received			$ 1,300,000
Restricted shares issued			250,000
Restricted shares issued, value			$ 37,500

Notes Payable - Notes Payable (

Notes Payable - Notes Payable (Details) - USD ($)	Sep. 30, 2017	Jun. 30, 2017
Debt Disclosure [Abstract]
Convertible notes payable - in default	$ 207,481	$ 205,116
Notes payable - in default	374,576	370,207
Total Notes payable	$ 582,057	$ 575,323

Notes Payable - Notes Payable R

Notes Payable - Notes Payable Related Party (Details) - USD ($)	Sep. 30, 2017	Jun. 30, 2017
Notes Payable Related Party	$ 2,441,235	$ 2,293,866
The Matthews Group
Convertible Notes, Related Party	1,263,903	1,236,943
Notes Payable Related Party	922,104	805,195
Other
Convertible Notes, Related Party	$ 255,228	$ 251,728

Notes Payable (Details Narrativ

Notes Payable (Details Narrative) - USD ($)	3 Months Ended
	Sep. 30, 2017	Jun. 30, 2017
Note Terms	NOTE 3 – NOTES PAYABLE Notes payable-in default Notes payable includes principal and accrued interest and consists of the following at September 30, 2017 and June 30, 2017: September 30, 2017 June 30, 2017 (a) Convertible notes-in default $ 207,481 $ 205,116 (b) Notes payable-in default 374,576 370,207 Total notes-third parties $ 582,057 $ 575,323 (a) The notes are unsecured, convertible into common stock at amounts ranging from $0.08 to $0.30 per share, bear interest at rates ranging from 5% to 8% per annum, were due through 2011 and are in default or due on demand. (b) The notes and either secured by the Company’s intellectual property or unsecured and bear interest ranging from 6.5% to 10% per annum, due in 2012, and in default. At June 30, 2017, the notes totaled $370,207. During the period ended September 30, 2017, interest of $4,369 was added to principal, leaving a balance owed of $374,576 at September 30, 2017. At September 30, 2017, $338,293 of notes are secured by the Company’s intellectual property and $36,283 of notes are unsecured. Notes payable-related party Notes payable-related party includes principal and accrued interest and consists of the following at September 30, 2017 and June 30, 2017: September 30, 2017 June 30, 2017 (c) Convertible notes-The Matthews Group $ 1,263,903 $ 1 ,236,943 (d) Notes payable-The Matthews Group 922,104 805,195 (e) Convertible notes-other related-in default 255,228 251,728 Total notes-related party $ 2,441,235 $ 2,293,866 (c) The notes are unsecured, convertible into common stock at $0.08 per share, bear interest at rates ranging from 8% to 10% per annum, and are due on demand. The Matthews Group (see Note 8) is owned 50% by Ms. Van Tran, the Company’s CEO, and 50% by Larry Johanns, a significant shareholder of the Company. At June 30, 2017, convertible notes due to The Matthews Group was $1,236,943. During the period ended September 30, 2017, interest of $26,960 was added to principal leaving a balance owed of $1,263,903 at September 30, 2017. At September 30, 2017, $1,263,903 of the notes are convertible at a conversion price of $0.08 per share into 15,798,789 shares of the Company’s common stock. (d) The notes are unsecured, accrue interest at 10% per annum, and are due on demand. The notes were issued relating to a management services agreement with The Matthews Group (see Note 8) dated September 30, 2015. At June 30, 2017, notes payable totaled $805,195. During the period ended September 30, 2017, $97,042 of notes payable were issued and interest of $19,867 was added to principal leaving a balance due of $922,104 at September 30, 2017. (e) The notes are due to a current and a former director, are unsecured, convertible into common stock at per share amounts ranging from $0.08 to $0.30, and bear interest at rates ranging from 8% to 10% per annum. At June 30, 2017, convertible notes due other related parties totaled $251,728. During the period ended September 30, 2017, interest of $3,500 was added to principal leaving a balance owed of 255,228 at September 30, 2017. At September 30, 2017, $190,374 of the notes are convertible at a conversion price of $0.30 per share into 634,581 shares of the Company’s common stock, $23,505 of the notes are convertible at a conversion price of $0.10 per share into 235,050 shares of the Company’s common stock, and $41,349 of the notes are convertible at a conversion price of $0.08 per share into 516,863 shares of the Company’s common stock.
Minimum
Conversion price	$ .08
Maximum
Conversion price	$ .10
Unsecured; $0.08 per share; Due on Demand
Note Terms	The Matthews Group (see Note 8) is owned 50% by Ms. Van Tran, the Company’s CEO, and 50% by Larry Johanns, a significant shareholder of the Company. At June 30, 2017, convertible notes due to The Matthews Group was $1,236,943. During the period ended September 30, 2017, interest of $26,960 was added to principal leaving a balance owed of $1,263,903 at September 30, 2017. At September 30, 2017, $1,263,903 of the notes are convertible at a conversion price of $0.08 per share into 15,798,789 shares of the Company’s common stock.
Convertible Notes Payable (In Default)
Conversion price	$ .30
Notes payable	$ 207,481	$ 205,116
Accrued interest	2,365
Notes in Default	170,506
Balance due on demand	$ 36,975
Convertible Notes Payable (In Default) | Minimum
Conversion price	$ 0.08
Shares issued upon conversion	462,181
Interest rate	5.00%	6.50%
Convertible Notes Payable (In Default) | Maximum
Conversion price	$ 0.30
Shares issued upon conversion	568,354
Interest rate	8.00%	10.00%
Secured or Unsecured Interest Bearing Notes
Accrued interest	$ 4,369
Notes in Default	$ 374,576	$ 370,207
Note Terms	At September 30, 2017, $338,293 of notes are secured by the Company’s intellectual property and $36,283 of notes are unsecured.
Unsecured; 10% Interest; Due on Demand
Note Terms	The notes were issued relating to a management services agreement with The Matthews Group (see Note 8) dated September 30, 2015. At June 30, 2017, notes payable totaled $805,195. During the period ended September 30, 2017, $97,042 of notes payable were issued and interest of $19,867 was added to principal leaving a balance due of $922,104 at September 30, 2017.
Minimum
Conversion price	$ .08
Interest rate	8.00%
Maximum
Conversion price	$ .30
Interest rate	10.00%
Due to Current and Former Director; Unsecured
Note Terms	At June 30, 2017, convertible notes due other related parties totaled $251,728. During the period ended September 30, 2017, interest of $3,500 was added to principal leaving a balance owed of 255,228 at September 30, 2017. At September 30, 2017, $190,374 of the notes are convertible at a conversion price of $0.30 per share into 634,581 shares of the Company’s common stock, $23,505 of the notes are convertible at a conversion price of $0.10 per share into 235,050 shares of the Company’s common stock, and $41,349 of the notes are convertible at a conversion price of $0.08 per share into 516,863 shares of the Company’s common stock.

Derivative Liabilities - Schedu

Derivative Liabilities - Schedule Of Derivative Liabilities (Details) - USD ($)	3 Months Ended	12 Months Ended
	Sep. 30, 2017	Jun. 30, 2017	Sep. 30, 2016
Conversion feature:
Risk-free interest rate	1.31%	1.50%
Expected volatility	81.00%	179.00%
Expected life (in years)	1 year	1 year
Expected dividend yield
Fair Value:
Conversion feature	$ 265,000	$ 728,000	$ 728,000

Derivative Liabilities (Details

Derivative Liabilities (Details Narrative) - USD ($)	Sep. 30, 2017	Jun. 30, 2017	Sep. 30, 2016
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Derivative liabilities	$ 265,000	$ 728,000	$ 728,000
Change in the fair value of the derivative liabilities	$ 463,000	$ 546,000

Stockholders Deficiency (Detail

Stockholders Deficiency (Details Narrative) - USD ($)	Sep. 30, 2017	Jun. 30, 2017
Equity [Abstract]
Common stock to be issued	145,000	145,000
Common stock to be issued, value	$ 12,500	$ 12,500

Stock Options - Summary of Stoc

Stock Options - Summary of Stock Options (Details) - $ / shares	3 Months Ended	12 Months Ended
	Sep. 30, 2017	Jun. 30, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Beginning number of shares; outstanding	2,500,000	2,500,000
Beginning weighted-average exercise price; outstanding	$ 0.08	$ .08
Options Granted
Options granted, weighted average exercise price
Options Forfeited
Options Forfeited, weighted average exercise price
Ending number of shares; outstanding		2,500,000
Ending weighted-average exercise price; outstanding		$ .08
Number of Shares; exercisable	2,500,000	2,500,000
Weighted-average exercise price; exercisable	$ 0.08	$ .08

Stock Options - Additional info

Stock Options - Additional information regarding outstanding options (Details)	3 Months Ended
	Sep. 30, 2017$ / sharesshares
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Options outstanding, shares | shares	2,500,000
Weighted average remaining contractual life	2 years 4 months
Weighted average exercise price | $ / shares	$ 0.08
Options excercisable | shares	2,500,000
Options exercisable, weighted average exercise price | $ / shares	$ 0.08

Stock Options (Details Narrativ

Stock Options (Details Narrative)	Sep. 30, 2017USD ($)$ / sharesshares
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Options outstanding | shares	2,500,000
Weighted average exercise price | $ / shares	$ 0.08
Intrinsic value of options | $

Related Party Transactions (Det

Related Party Transactions (Details Narrative)	3 Months Ended		14 Months Ended	20 Months Ended
	Sep. 30, 2017USD ($)	Sep. 30, 2016USD ($)	Jul. 31, 2018	May 31, 2017	Jun. 30, 2017USD ($)
Accounts payable, related party	$ 100,687				$ 96,110
Managament fee, percent of revenue			0.35	0.20
Other revenue, related party	80,252	$ 22,900
Proceeds from notes payable, related party	97,042	114,987
Notes Payable Related Party	2,441,235				2,293,866
The Matthews Group
Proceeds from notes payable, related party	97,042
Notes Payable Related Party	$ 922,104
Unsecured related party note, interest	10.00%
Unsecured related party note	$ 97,042
Matthews Group #2
Proceeds from notes payable, related party		$ 114,987
Unsecured related party note, interest		10.00%
Unsecured related party note		$ 114,987
Van Tran
Advances due to related party	100,687				$ 96,100
Rental Payments	$ 12,600	$ 12,600
Larry Johanns
Ownership of TMG	50.00%
Van Tran
Ownership of TMG	50.00%

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($)	Sep. 22, 2016	Jan. 17, 2016	Dec. 05, 2008
Incentive compensation plan percentage			10.00%
Incentive Compensation Bonus, Minimum Threshold			$ 3,000,000
Acquired
Acquired shares	9.90%
Acquired shares value	$ 320,000
Plans to Purchase
Acquired shares	90.10%
Acquired shares value	$ 2,880,000
Veritec Inc
Member in joint venture		30.00%
Vietnam Alliance Capital
Member in joint venture		70.00%