Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Mar. 03, 2021 | Jun. 30, 2020 | |
Document and Entity Information | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2020 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | RIDGEFIELD ACQUISITION CORP | ||
Entity Central Index Key | 0000812152 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Trading Symbol | RDGA | ||
Title of 12(g) Security | Common Stock, $0.001 par value | ||
Entity Common Stock, Shares Outstanding | 1,260,773 | ||
Entity Shell Company | true | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | true | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Public Float | $ 371,028 | ||
ICFR Auditor Attestation Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 2,816 | $ 6,271 |
TOTAL ASSETS | 2,816 | 6,271 |
CURRENT LIABILITIES | ||
Accounts payable and accrued expenses | 820 | 5,462 |
Accrued expenses - related party | 2,800 | 2,800 |
Related party note and interest payable | 338,785 | 269,368 |
TOTAL CURRENT LIABILITIES | 342,405 | 277,630 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS' DEFICIT | ||
Preferred stock, $.01 par value; authorized - 5,000,000 shares; issued - none | 0 | 0 |
Common stock, $.001 par value; authorized - 30,000,000 shares; issued and outstanding - 1,260,773 on December 31, 2020 and December 31, 2019 | 1,261 | 1,261 |
Additional paid in capital | 1,516,419 | 1,516,419 |
Accumulated deficit | (1,857,269) | (1,789,039) |
TOTAL STOCKHOLDERS' DEFICIT | (339,589) | (271,359) |
TOTAL LIABILITIES & STOCKHOLDERS' DEFICIT | $ 2,816 | $ 6,271 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Consolidated Balance Sheets | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 30,000,000 | 30,000,000 |
Common stock, shares issued | 1,260,773 | 1,260,773 |
Common stock, shares outstanding | 1,260,773 | 1,260,773 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
OPERATING EXPENSES | ||
General and administrative expenses | $ (42,075) | $ (33,255) |
Total Operating Expenses | (42,075) | (33,255) |
OPERATING LOSS | (42,075) | (33,255) |
OTHER EXPENSE | ||
Other expense | (2,738) | (3,631) |
Interest expense | (23,417) | (19,026) |
Total Other Expense | (26,155) | (22,657) |
NET LOSS | $ (68,230) | $ (55,912) |
NET LOSS PER COMMON SHARE | ||
Basic | $ (0.05) | $ (0.04) |
Dilutive | $ (0.05) | $ (0.04) |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - | ||
Basic | 1,260,773 | 1,260,773 |
Dilutive | 1,260,773 | 1,260,773 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Deficit - USD ($) | Common Stock | Additional Paid in Capital | Accumulated Deficit | Total |
Balance at Dec. 31, 2018 | $ 1,261 | $ 1,516,419 | $ (1,733,127) | $ (215,447) |
Balance (in shares) at Dec. 31, 2018 | 1,260,773 | |||
Net loss | $ 0 | 0 | (55,912) | (55,912) |
Balance at Dec. 31, 2019 | $ 1,261 | 1,516,419 | (1,789,039) | (271,359) |
Balance (in shares) at Dec. 31, 2019 | 1,260,773 | |||
Net loss | $ 0 | 0 | (68,230) | (68,230) |
Balance at Dec. 31, 2020 | $ 1,261 | $ 1,516,419 | $ (1,857,269) | $ (339,589) |
Balance (in shares) at Dec. 31, 2020 | 1,260,773 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
OPERATING ACTIVITIES | ||
Net loss | $ (68,230) | $ (55,912) |
Changes in assets and liabilities: | ||
Increase in accrued interest - related party | 23,417 | 19,026 |
Increase (decrease) in accounts payable and accrued expenses | (4,642) | 5,762 |
Net cash used in operating activities | (49,455) | (31,124) |
FINANCING ACTIVITIES | ||
Proceeds from related party note payable | 46,000 | 35,711 |
Net cash provided by financing activities | 46,000 | 35,711 |
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | (3,455) | 4,587 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 6,271 | 1,684 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 2,816 | 6,271 |
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES | ||
Cash paid for interest | 0 | 0 |
Cash paid for income taxes | $ 0 | $ 0 |
THE COMPANY AND SUMMARY OF SIGN
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2020 | |
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 – THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES ORGANIZATION AND NATURE OF OPERATIONS Ridgefield Acquisition Corp. (“we”, “us”, “our”, “Ridgefield” or the “Company”) was incorporated under the laws of the State of Colorado on October 13, 1983. Effective June 23, 2006, the Company was reincorporated under the laws of the State of Nevada through the merger of the Company with a wholly-owned subsidiary of the Company. Since July 2000, the Company has suspended all operations, except for necessary administrative matters. The Company has no principal operations or revenue producing activities. The Company is now pursuing an acquisition strategy whereby it is seeking to arrange for a merger, acquisition or other business combination with a viable operating entity. GOING CONCERN AND LIQUIDITY At December 31, 2020, the Company had a working capital deficit and an accumulated deficit. The Company has continued to sustain losses from operations. In addition, the Company has not generated positive cash flow from operations. Management is aware that its current cash resources are not adequate to fund its operations for the following year. The Company cannot provide any assurances as to if and when it will be able to attain profitability. These conditions, among others, raise substantial doubt about the Company’s ability to continue operations as a going concern. No adjustment has been made in the consolidated financial statements to the amounts and classification of assets and liabilities, which could result, should the Company be unable to continue as a going concern. The Company will be dependent upon the raising of additional capital through debt or the placement of our common stock in order to implement its business plan or merge with an operating company. The officers and directors have committed to advancing certain operating costs of the Company. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty. PRINCIPLES OF CONSOLIDATION The accompanying financial statements include the accounts of the Company and its wholly owned subsidiary. All inter-company transactions have been eliminated in consolidation. INCOME TAXES We account for income taxes under the asset and liability method, whereby deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss and tax credit carryforwards. We assess the likelihood that our deferred tax assets will be recovered from future taxable income and to the extent we believe that recovery is not determinable beyond a “more likely than not” standard, we establish a valuation allowance. To the extent we establish a valuation allowance or increase or decrease this allowance in a period, we include an expense or benefit within the tax provision in the statement of operations. We also utilize a “more likely than not” recognition threshold and measurement analysis for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The Company does not have any uncertain tax positions. We recognize potential accrued interest and penalties related to unrecognized tax benefits within the consolidated statements of operations as income tax expense. INCOME PER COMMON SHARE Basic income (loss) per common share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the year. Diluted income per common share is calculated by adjusting outstanding shares, assuming conversion of all potentially dilutive convertible equity instruments consisting of options. There is no difference in the calculation of basic and diluted income per share for 2020 and 2019, respectively. CASH EQUIVALENTS The Company considers as cash equivalents all highly liquid investments with a maturity of 90 days or less at the time of purchase. At December 31, 2020 and 2019, the Company had no cash equivalents. RELATED PARTIES The Company defines a related person as any director, executive officer, nominee for director, or greater than 5% beneficial owner of our common stock, in each case since the beginning of the most recently completed year, and any of their immediate family members. Transactions with related parties are conducted on terms equivalent to those prevailing in arm’s-length transactions with unrelated parties. USE OF ESTIMATES The preparation of consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and disclosures made in the accompanying notes to the consolidated financial statements. Management regularly evaluates estimates and assumptions related to revenue recognition, allowances for doubtful accounts, warranty reserves, inventory valuation reserves, stock-based compensation, purchased intangible asset valuations and useful lives, asset retirement obligations, and deferred income tax asset valuation allowances. These estimates and assumptions are based on current facts, historical experience and various other factors that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. The actual results we experience may differ materially and adversely from our original estimates. To the extent there are material differences between the estimates and the actual results, our future results of operations will be affected. RISK AND UNCERTAINTIES Our future results of operations involve a number of risks and uncertainties. Factors that could affect our business or future results and cause actual results to vary materially from historical results include, but are not limited to, the ability to raise additional capital, complying with the requirements of being a public company, and our ability to execute our acquisition strategy. NEW ACCOUNTING STANDARDS In February 2016, the FASB issued ASU No. 2016‑02, “Leases (Topic 842)”, which replaces the existing guidance in ASC Topic 840, “Leases”. The new standard establishes a right-of-use (ROU) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years and requires retrospective application. The Company did not have any significant lease contracts and there was no impact of ASU 2016‑02 to its consolidated financial statements. In January 2017, the FASB issued ASU 2017‑01, “Business Combinations (Topic 805): Clarifying the Definition of a Business”, clarifying the definition of a business, reducing the number of transactions that need to be further evaluated and providing a framework to assist entities in evaluating whether both an input and a substantive process are present. The amendments in the ASU specify that when the fair value of the gross assets acquired or disposed of is concentrated in a single identifiable asset or a group of similar identifiable assets, the integrated set of assets and activities is not a business. The guidance also requires that an integrated set of assets and activities must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output to be considered a business, and removes the evaluation of whether a market participant could replace the missing elements. The ASU is effective for annual periods beginning after December 15, 2018, and interim periods within annual periods beginning after December 15, 2019, with early adoption permitted. The was no impact on our consolidated financial statements from the application of this accounting standard. We reviewed all other recently issued accounting pronouncements and concluded they are not applicable or not expected to be material to our financial statements. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2020 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | NOTE 2 – RELATED PARTY TRANSACTIONS The Company previously occupied a portion of the offices leased by BKF Capital Group, Inc., on a month to month basis for a rental fee of $50 per month that was intended to cover administrative costs. Steven N. Bronson, the Company’s Chairman, CEO, and majority shareholder, is also the Chairman, CEO and majority shareholder of BKF Capital Group, Inc. Effective June 30, 2019, the Company terminated this arrangement with BKF Capital Group, Inc., and leased an administrative office from an unrelated party on a month-to-month basis for a minimum of $10 per month. Additional charges, if any, are based upon services provided by the lessor. At both December 31, 2020 and December 31, 2019, we owed BKF $2,800 for this previous arrangement. There were no payments made to BKF during the twelve months ended December 31, 2020. Steven N. Bronson, the Company’s Chairman, President, CEO, and majority shareholder has loaned the Company money to fund working capital needs to pay operating expenses. The loans are repayable upon demand and accrue interest at the rate of 10% per annum and are unsecured. During the twelve months ended December 31, 2020 and December 31, 2019, the Company borrowed the following amounts under the Note: Principal Interest Balance January 1, 2019 $ 169,450 $ 45,181 Additions 35,711 19,026 Cash Payments — — Balance December 31, 2019 $ 205,161 $ 64,207 Balance January 1, 2020 $ 205,161 $ 64,207 Additions 46,000 23,417 Cash Payments — — Balance December 31, 2020 $ 251,161 $ 87,624 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2020 | |
INCOME TAXES | |
INCOME TAXES | NOTE 3 – INCOME TAXES Income tax provision (benefit) consists of the following for the twelve months ended December 31, 2020 and 2019: Years Ended December 31, 2020 2019 INCOME TAX PROVISION (BENEFIT): Current Federal $ — $ — State, net of federal benefit — — Valuation Allowance — — Total current — — Deferred: Federal (15,379) (11,658) State, net of federal benefit 2,657 (5,239) Valuation Allowance 12,722 16,897 Total deferred — — Total income tax provision (benefit) $ — $ — A reconciliation of the income tax provision (benefit) by applying the statutory United States federal income tax rate to net income before income tax provision (benefit) is as follows: Twelve Months Ended December 31, 2020 2019 $ % $ % Federal income tax provision (benefit) at statutory rate $ (15,379) 21.0 % $ (11,742) 21.0 % State tax expense net of federal tax benefit (1,841) 2.5 % (5,239) 9.4 % Nondeductible expenses — — % 84 (0.1) % Return-to-provision adjustments 4,498 (6.1) — — % Change in valuation allowance 12,722 (17.4) % 16,897 (30.3) % Income tax provision (benefit) $ — — % $ — 0.0 % Deferred tax assets and liabilities are recognized for future tax consequences between the carrying amounts of assets and liabilities and their respective tax basis using enacted tax rates in effect for the fiscal year in which the differences are expected to reverse. Significant deferred tax assets and liabilities, consist of the following: Twelve Months Ended December 31, 2020 2019 DEFERRED TAX ASSETS, NET Net operating loss carryforward $ 187,153 $ 177,012 Accruals 21,340 18,759 Total deferred tax assets $ 208,493 $ 195,771 Valuation allowance (208,493) (195,771) Net deferred tax assets $ — $ — At December 31, 2020, the Company has a federal net operating loss carry-forward of $754,402 available to offset future federal taxable income. The Company’s remaining federal net operating loss carry-forward will expire between 2020 and 2037, with the exception of $125,564 which may be carried forward indefinitely. Utilization of future net operating losses may be limited due to ownership changes under applicable sections of the Internal Revenue Code. At December 31, 2020, the Company has a state net operating loss carry-forward in California of $411,357 available to offset future state taxable income in that state. The Company’s remaining California net operating loss carry-forward will expire between 2028 and 2040. Utilization of future net operating losses may be limited due to ownership changes under applicable sections of the California Revenue and Taxation Code. At December 31, 2020, the Company also has a state net operating loss carry-forward in Florida of $416,892 available to offset future state taxable income in that state. The Company's remaining Florida net operating loss carry-forward will expire between 2021 and 2033. Utilization of future net operating losses may be limited due to ownership changes under applicable sections of the Florida Income Tax Code. Because the Company no longer has taxable nexus in Florida, we do not expect to have taxable income there in the future. As a result, the Company permanently wrote-off the related deferred tax assets. However, since the Company maintained a full valuation allowance against these deferred tax assets, this write-off had no impact on tax expense. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The ultimate realization of deferred income tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. Management considers the scheduled reversal of deferred income tax liabilities, projected future taxable income, cumulative losses, and tax planning strategies in making this assessment. Based on consideration of these items, management has determined that enough uncertainty exists relative to the realization of the deferred income tax asset balances to warrant the application of a full valuation allowance as of December 31, 2020. The valuation allowance at December 31, 2020 was $208,493, an increase of $12,722 from December 31, 2019 when the balance was $195,771. Under GAAP, we use the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. U.S. federal income tax returns after 2016 remain open to examination. Generally, state income tax returns after 2014 remain open to examination. No income tax returns are currently under examination. As of December 31, 2020, and December 31,2019, the Company does not have any unrecognized tax benefits, and continues to monitor its current and prior tax positions for any changes. The Company recognizes penalties and interest related to unrecognized tax benefits as income tax expense. For the years ended December 31, 2020 and December 31,2019, there were no penalties or interest recorded in income tax expense. |
THE COMPANY AND SUMMARY OF SI_2
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
ORGANIZATION AND NATURE OF OPERATIONS | ORGANIZATION AND NATURE OF OPERATIONS Ridgefield Acquisition Corp. (“we”, “us”, “our”, “Ridgefield” or the “Company”) was incorporated under the laws of the State of Colorado on October 13, 1983. Effective June 23, 2006, the Company was reincorporated under the laws of the State of Nevada through the merger of the Company with a wholly-owned subsidiary of the Company. Since July 2000, the Company has suspended all operations, except for necessary administrative matters. The Company has no principal operations or revenue producing activities. The Company is now pursuing an acquisition strategy whereby it is seeking to arrange for a merger, acquisition or other business combination with a viable operating entity. |
GOING CONCERN AND LIQUIDITY | GOING CONCERN AND LIQUIDITY At December 31, 2020, the Company had a working capital deficit and an accumulated deficit. The Company has continued to sustain losses from operations. In addition, the Company has not generated positive cash flow from operations. Management is aware that its current cash resources are not adequate to fund its operations for the following year. The Company cannot provide any assurances as to if and when it will be able to attain profitability. These conditions, among others, raise substantial doubt about the Company’s ability to continue operations as a going concern. No adjustment has been made in the consolidated financial statements to the amounts and classification of assets and liabilities, which could result, should the Company be unable to continue as a going concern. The Company will be dependent upon the raising of additional capital through debt or the placement of our common stock in order to implement its business plan or merge with an operating company. The officers and directors have committed to advancing certain operating costs of the Company. The accompanying financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
PRINCIPLES OF CONSOLIDATION | PRINCIPLES OF CONSOLIDATION The accompanying financial statements include the accounts of the Company and its wholly owned subsidiary. All inter-company transactions have been eliminated in consolidation. |
INCOME TAXES | INCOME TAXES We account for income taxes under the asset and liability method, whereby deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and operating loss and tax credit carryforwards. We assess the likelihood that our deferred tax assets will be recovered from future taxable income and to the extent we believe that recovery is not determinable beyond a “more likely than not” standard, we establish a valuation allowance. To the extent we establish a valuation allowance or increase or decrease this allowance in a period, we include an expense or benefit within the tax provision in the statement of operations. We also utilize a “more likely than not” recognition threshold and measurement analysis for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. The Company does not have any uncertain tax positions. We recognize potential accrued interest and penalties related to unrecognized tax benefits within the consolidated statements of operations as income tax expense. |
INCOME PER COMMON SHARE | INCOME PER COMMON SHARE Basic income (loss) per common share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the year. Diluted income per common share is calculated by adjusting outstanding shares, assuming conversion of all potentially dilutive convertible equity instruments consisting of options. There is no difference in the calculation of basic and diluted income per share for 2020 and 2019, respectively. |
CASH EQUIVALENTS | CASH EQUIVALENTS The Company considers as cash equivalents all highly liquid investments with a maturity of 90 days or less at the time of purchase. At December 31, 2020 and 2019, the Company had no cash equivalents. |
RELATED PARTIES | RELATED PARTIES The Company defines a related person as any director, executive officer, nominee for director, or greater than 5% beneficial owner of our common stock, in each case since the beginning of the most recently completed year, and any of their immediate family members. Transactions with related parties are conducted on terms equivalent to those prevailing in arm’s-length transactions with unrelated parties. |
USE OF ESTIMATES | USE OF ESTIMATES The preparation of consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and disclosures made in the accompanying notes to the consolidated financial statements. Management regularly evaluates estimates and assumptions related to revenue recognition, allowances for doubtful accounts, warranty reserves, inventory valuation reserves, stock-based compensation, purchased intangible asset valuations and useful lives, asset retirement obligations, and deferred income tax asset valuation allowances. These estimates and assumptions are based on current facts, historical experience and various other factors that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about carrying values of assets and liabilities that are not readily apparent from other sources. The actual results we experience may differ materially and adversely from our original estimates. To the extent there are material differences between the estimates and the actual results, our future results of operations will be affected. |
RISK AND UNCERTAINTIES | RISK AND UNCERTAINTIES Our future results of operations involve a number of risks and uncertainties. Factors that could affect our business or future results and cause actual results to vary materially from historical results include, but are not limited to, the ability to raise additional capital, complying with the requirements of being a public company, and our ability to execute our acquisition strategy. |
NEW ACCOUNTING STANDARDS | NEW ACCOUNTING STANDARDS In February 2016, the FASB issued ASU No. 2016‑02, “Leases (Topic 842)”, which replaces the existing guidance in ASC Topic 840, “Leases”. The new standard establishes a right-of-use (ROU) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years and requires retrospective application. The Company did not have any significant lease contracts and there was no impact of ASU 2016‑02 to its consolidated financial statements. In January 2017, the FASB issued ASU 2017‑01, “Business Combinations (Topic 805): Clarifying the Definition of a Business”, clarifying the definition of a business, reducing the number of transactions that need to be further evaluated and providing a framework to assist entities in evaluating whether both an input and a substantive process are present. The amendments in the ASU specify that when the fair value of the gross assets acquired or disposed of is concentrated in a single identifiable asset or a group of similar identifiable assets, the integrated set of assets and activities is not a business. The guidance also requires that an integrated set of assets and activities must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output to be considered a business, and removes the evaluation of whether a market participant could replace the missing elements. The ASU is effective for annual periods beginning after December 15, 2018, and interim periods within annual periods beginning after December 15, 2019, with early adoption permitted. The was no impact on our consolidated financial statements from the application of this accounting standard. We reviewed all other recently issued accounting pronouncements and concluded they are not applicable or not expected to be material to our financial statements. |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
RELATED PARTY TRANSACTIONS | |
Schedule of related party transactions | Principal Interest Balance January 1, 2019 $ 169,450 $ 45,181 Additions 35,711 19,026 Cash Payments — — Balance December 31, 2019 $ 205,161 $ 64,207 Balance January 1, 2020 $ 205,161 $ 64,207 Additions 46,000 23,417 Cash Payments — — Balance December 31, 2020 $ 251,161 $ 87,624 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
INCOME TAXES | |
Schedule of Components of Income Tax Expense (Benefit) | Years Ended December 31, 2020 2019 INCOME TAX PROVISION (BENEFIT): Current Federal $ — $ — State, net of federal benefit — — Valuation Allowance — — Total current — — Deferred: Federal (15,379) (11,658) State, net of federal benefit 2,657 (5,239) Valuation Allowance 12,722 16,897 Total deferred — — Total income tax provision (benefit) $ — $ — |
Schedule of Effective Income Tax Rate Reconciliation | Twelve Months Ended December 31, 2020 2019 $ % $ % Federal income tax provision (benefit) at statutory rate $ (15,379) 21.0 % $ (11,742) 21.0 % State tax expense net of federal tax benefit (1,841) 2.5 % (5,239) 9.4 % Nondeductible expenses — — % 84 (0.1) % Return-to-provision adjustments 4,498 (6.1) — — % Change in valuation allowance 12,722 (17.4) % 16,897 (30.3) % Income tax provision (benefit) $ — — % $ — 0.0 % |
Schedule of Deferred Tax Assets and Liabilities | Twelve Months Ended December 31, 2020 2019 DEFERRED TAX ASSETS, NET Net operating loss carryforward $ 187,153 $ 177,012 Accruals 21,340 18,759 Total deferred tax assets $ 208,493 $ 195,771 Valuation allowance (208,493) (195,771) Net deferred tax assets $ — $ — |
THE COMPANY AND SUMMARY OF SI_3
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Revenue | $ 0 | $ 0 |
Cash Equivalents | $ 0 | $ 0 |
Related Party Transactions, Ownership Percentage | 5.00% |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - Management [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Principal Amount [Member] | ||
Balance | $ 205,161 | $ 169,450 |
Additions | 46,000 | 35,711 |
Cash Payments | 0 | 0 |
Balance | 251,161 | 205,161 |
Interest Accrued [Member] | ||
Balance | 64,207 | 45,181 |
Additions | 23,417 | 19,026 |
Cash Payments | 0 | 0 |
Balance | $ 87,624 | $ 64,207 |
RELATED PARTY TRANSACTIONS - Ad
RELATED PARTY TRANSACTIONS - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | |
Accrued Rent | $ 2,800 | $ 2,800 |
Payments made to related parties | 0 | 0 |
BKF Capital Group, Inc. [Member] | ||
Operating Lease, Expense | 50 | $ 50 |
BKF Capital Group, Inc. [Member] | Minimum | ||
Operating Lease, Expense | $ 10 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Current | ||
Federal | $ 0 | $ 0 |
State, net of federal benefit | 0 | 0 |
Valuation Allowance | 0 | 0 |
Total current | 0 | 0 |
Deferred: | ||
Federal | (15,379) | (11,658) |
State, net of federal benefit | 2,657 | (5,239) |
Valuation Allowance | 12,722 | 16,897 |
Total deferred | 0 | 0 |
Total income tax provision (benefit) | $ 0 | $ 0 |
INCOME TAXES - Reconciliation (
INCOME TAXES - Reconciliation (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
INCOME TAXES | ||
Federal income tax provision (benefit) at statutory rate | $ (15,379) | $ (11,742) |
State tax expense net of federal tax benefit | (1,841) | (5,239) |
Nondeductible expenses | 0 | 84 |
Return-to-provision adjustments | 4,498 | 0 |
Change in valuation allowance | 12,722 | 16,897 |
Income tax provision (benefit) | $ 0 | $ 0 |
Federal income tax provision (benefit) at statutory rate, Percent | 21.00% | 21.00% |
State tax expense net of federal tax benefit, Percent | 2.50% | 9.40% |
Nondeductible expenses, Percent | 0.00% | (0.10%) |
Return-to-provision adjustments, Percent | (6.10%) | 0.00% |
Change in valuation allowance, Percent | (17.40%) | (30.30%) |
Income tax provision (benefit), Percent | 0.00% | 0.00% |
INCOME TAXES - Deferred Taxes (
INCOME TAXES - Deferred Taxes (Details) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
DEFERRED TAX ASSETS, NET | ||
Net operating loss carryforward | $ 187,153 | $ 177,012 |
Accruals | 21,340 | 18,759 |
Total deferred tax assets | 208,493 | 195,771 |
Valuation allowance | (208,493) | (195,771) |
Net deferred tax assets | $ 0 | $ 0 |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Valuation allowance | $ 208,493 | $ 195,771 | |
Valuation Allowance, Deferred Tax Asset, Change in Amount | $ 12,722 | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 21.00% | |
Penalties and interest recorded | $ 0 | $ 0 | |
Domestic Tax Authority [Member] | |||
Operating Loss Carryforwards | $ 754,402 | ||
Operating Loss Carryforwards without expiry | $ 125,564 | ||
Operating Loss Carryforwards, Expiration Years | 2020 and 2037 | ||
State and Local Jurisdiction [Member] | |||
Operating Loss Carryforwards, Expiration Years | 2028 and 2040 | ||
State and Local Jurisdiction [Member] | California | |||
Operating Loss Carryforwards | $ 411,357 | ||
State and Local Jurisdiction [Member] | Florida | |||
Operating Loss Carryforwards | $ 416,892 |