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Document and Entity Information - USD ($)
 12 Months Ended
Dec. 31, 2017
Mar. 27, 2018
Jun. 30, 2017
Document And Entity Information      
Entity Registrant Name ECO TEK 360 INC    
Entity Central Index Key 0001338929    
Document Type 10-K    
Document Period End Date Dec. 31, 2017    
Amendment Flag false    
Current Fiscal Year End Date --12-31    
Is Entity a Well-known Seasoned Issuer? No    
Is Entity a Voluntary Filer? No    
Is Entity's Reporting Status Current? Yes    
Entity Filer Category Smaller Reporting Company    
Entity Public Float     $ 1,307,000
Entity Common Stock, Shares Outstanding   19,171,427  
Document Fiscal Period Focus FY    
Document Fiscal Year Focus 2017    
Consolidated Balance Sheets - USD ($)
Dec. 31, 2017
Dec. 31, 2016
Current assets:    
Cash and cash equivalents $ 36,208
Prepaid interest and deposits 35,333 21,622
Loan and interest receivable - related party 5,537
Assets Current 40,870 57,830
Property and equipment 1,493 1,873
Total Assets 42,363 59,703
Current liabilities:    
Accounts payable and accrued liabilities 282,820 338,520
Accrued compensation 476,250 413,250
Unsecured notes and accrued interest payable 172,050 149,539
Convertible notes and accrued interest - related party 59,500 55,500
Advances from related party 125,238 39,048
Related party loans and accrued interest 223,880 289,741
Current liabilities from discontinued operations 84,281 84,281
Total Current Liabilities 1,424,019 1,369,879
Commitments and contingencies
Stockholders' deficit    
Preferred stock, Class B, $0.001 par value, 1,000,000 shares authorized, 200,000 shares issued and outstanding as of December 31, 2017 and 2016, respectively 200 200
Common stock $0.001 par value, 400,000,000 shares authorized, 18,738,927 and 19,209,161 shares issued and outstanding, 1,761,166 and 871,166 issuable as of December 31, 2017 and December 31, 2016, respectively 20,500 20,080
Additional paid-in capital 29,175,692 28,410,437
Stock subscription receivable (10,000)
Accumulated deficit (30,578,048) (29,730,893)
Stockholders' deficit (1,381,656) (1,310,176)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 42,363 $ 59,703
Consolidated Balance Sheets (Parenthetical) - $ / shares
Dec. 31, 2017
Dec. 31, 2016
Statement of Financial Position [Abstract]    
Preferred Stock, par or stated value $ 0.001 $ 0.001
Preferred Stock, shares authorized 1,000,000 1,000,000
Preferred Stock, shares issued 200,000 200,000
Preferred Stock, shares outstanding 200,000 200,000
Common Stock, par or stated value $ 0.001 $ 0.001
Common Stock, shares authorized 400,000,000 400,000,000
Common Stock, shares issued 18,738,927 19,209,161
Common Stock, shares outstanding 18,738,927 19,209,161
Common Stock, shares issuable 1,761,166 871,166
Statements of Operations - USD ($)
 12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Income Statement [Abstract]    
REVENUE $ 18,750
OPERATING EXPENSES    
General and administrative 295,001 844,086
Consulting fees share expense 45,615 380,696
Stock based compensation 585,360 50,000
Gain on extinguishment of debt - related party (130,859)
Total Operating Expenses 795,117 1,274,782
LOSS FROM OPERATIONS (795,117) (1,256,032)
OTHER EXPENSE    
Interest expense and financing costs 37,490 189,906
Interest expense - related parties 14,548 8,841
Total other expense 52,038 198,747
Loss from continuing operations (847,155) (1,454,779)
Discontinued operations 635,764
Provision for income taxes
NET LOSS $ (847,155) $ (819,015)
Net loss per share from continuing operations, basic and diluted $ (0.04) $ (0.08)
Net loss per share from discontinued operations, basic and diluted 0.03
Net loss per share $ (0.04) $ (0.04)
Weighted average common shares outstanding, basic and diluted 20,161,820 18,824,588
Statements of Cash Flows - USD ($)
 12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
CASH FLOWS FROM OPERATING ACTIVITIES    
Net loss $ (847,155) $ (819,015)
Net income from discontinued operations, net of taxes and minority interest (635,764)
Net loss from continuing operations (847,155) (1,454,779)
Adjustments to reconcile net income (loss) to net cash from operating activities:    
Gain on extinguishment of debt - related party (130,859)
Depreciation 380 379
Non-cash interest 21,622 178,378
Stock based compensation expense 585,360 50,000
Expenses paid directly by related party 164,660
Consulting fees share expense 45,615 380,696
Changes in operating assets and liabilities:    
Accounts payable and accrued expenses 7,300 592,662
Accrued interest 31,059 20,368
Prepaid interest and deposits (833)
Net cash used in operating activities (122,851) (232,296)
CASH FLOWS FROM INVESTING ACTIVITIES    
Loans issued – related party (20,000)
Loan repayments-related party  
Net cash used in investing activities (20,000)
CASH FLOWS FROM FINANCING ACTIVITIES    
Advances from related party 88,300
Proceeds from Related party loans 160,650 284,900
Proceeds from unsecured notes 10,000 27,200
Repayment of related party advance (64,007) (164,885)
Net cash provided by financing activities 106,643 235,515
Net increase (decrease) in cash and cash equivalents (36,208) 3,219
Cash and cash equivalents - beginning of period 36,208 32,989
Cash and cash equivalents - end of period 36,208
Discontinued activities
Supplemental Cash Flow Disclosures    
Cash paid for interest
Cash paid for income taxes
Non-Cash Investing and Financing Activity:    
Related party loans converted to equity 110,200
Common stock issued for reduction of debt, net 150,000
Increase in prepaid expense from stock issuance $ 34,500
Consolidated Statements of Stockholders Deficit - USD ($)
Preferred Stock
Common Stock
Additional Paid-In Capital
Accumulated Deficit
Stock Subscription Receivable [Member]
Total
Beginning Balance, Shares at Dec. 31, 2015 200,000 18,915,327        
Beginning Balance, Amount at Dec. 31, 2015 $ 200 $ 18,915 $ 27,630,906 $ (28,911,878)   $ (1,261,857)
Adjustments to correct shares issuable, shares   10,000        
Adjustments to correct shares issuable, amount   $ 10 (10)      
Common stock issued for compensation, shares   50,000        
Common stock issued for compensation, amount   $ 50 49,950     50,000
Common stock issued for services, shares   305,000        
Common stock issued for services, amount   $ 305 302,445     302,750
Common stock issued for - loan extension, shares   200,000        
Common stock issued for - loan extension, amount   $ 200 199,800     200,000
Common stock issued for debt settlement, shares   600,000        
Common stock issued for debt settlement, amount   $ 600 149,400     150,000
Common stock issued for subscription, amount         $ (10,000) (10,000)
Options issued for consulting services     77,946     77,946
Net Loss       (819,015)   (819,015)
Ending Balance, Shares at Dec. 31, 2016 200,000 20,080,327        
Ending Balance, Amount at Dec. 31, 2016 $ 200 $ 20,080 28,410,437 (29,730,893) (10,000) (1,310,176)
Common stock issued for services, shares   29,766        
Common stock issued for services, amount   $ 30 8,885     8,915
Common stock issuable for settlment of payables, amount   $ 10 2,190     2,200
Common stock issued for debt settlement, shares   580,000        
Common stock issued for debt settlement, amount   $ 580 109,620     110,200
Common stock issued for subscription, amount     (10,000)   $ 10,000
Common stock issuable for consulting services, shares   310,000        
Common stock issuable for consulting, amount   $ 310 70,890     71,200
Options issued for consulting services     585,360     585,360
Common stock - cancelled, shares   (500,000)        
Common stock - cancelled, amount   $ (500) 500    
Net Loss       (847,155)   (847,155)
Ending Balance, Shares at Dec. 31, 2017 200,000 20,500,093        
Ending Balance, Amount at Dec. 31, 2017 $ 200 $ 20,500 $ 29,175,692 $ 30,578,048   $ (1,381,656)
Description of Business
 12 Months Ended
Dec. 31, 2017
Description Of Business  
Description of Business

NOTE 1 – DESCRIPTION OF BUSINESS


Eco Tek 360, Inc. ("the Company") was incorporated in Nevada on March 25, 2005. As of December 31, 2017 and December 31, 2016, the Company had 400,000,000 shares of authorized common stock.

During the second quarter, 2014 the Company formed Leading Edge Fashions, LLC of which it controls 51%. Effective December 31, 2014 the Company's Board of Directors determined it was in the best interest of the Company to discontinue the operations of Leading Edge Fashions, LLC.

The Company created a new limited liability company, Pure361, LLC ("Pure361") in May 2015 for the purpose of operating the portion of the Company's business that is involved with the collection, rejuvenation and manufacturing of garments and other accessories for the uniform marketplace that serves the hospitality, food service, medical, manufacturing, education, military, transportation and other commercial uniform industries. The Company owns 51% of Pure361. Pure361 entered into a license agreement with Pure System International Ltd. ("Pure"), the minority owner of Pure 361, related to potential future operations in which Pure361 was granted the exclusive license to use certain licensed intellectual property related to the manufacturing of uniforms from recyclable waste. Pure361 has had no operations to date nor did it have assets or liabilities as of December 31, 2017 and 2016, respectively..

The Company created a new wholly owned subsidiary, Progressive Fashions Inc. ("PFI") in February 2016 for the purpose of designing, producing and marketing the EMME® Activewear Collection. On June 5, 2017 the Company and True Beauty, LLC (the company that controls the EMME® trademark) terminated the license agreement. PFI has had no operations to date nor did it have assets or liabilities as of December 31, 2017 and 2016, respectively..

Going Concern

 

The accompanying financial statements have been prepared in accordance with U.S. generally accepted accounting principles, which contemplates continuation of the Company as a going concern. The Company has an accumulated deficit of $30,578,048 and $29,730,893 as of December 31, 2017 and December 31, 2016, respectively, which include net losses of $847,155 and $819,015 for the years ended December 31, 2017, and 2016, respectively.  Consequently, the aforementioned items raise substantial doubt about the Company's ability to continue as a going concern within one year after the date that the financial statements are issued. Management plans to raise additional debt or equity and continue to settle obligations by issuing stock. Management plans to continue to raise additional debt and equity until the Company has positive cash flows from an operating company.

 

The Company's ability to continue as a going concern is dependent upon its ability to repay or settle its current indebtedness, generate positive cash flow from an operating company, and/or raise capital through equity and debt financing or other means on desirable terms. If the Company is unable to obtain additional funds when they are required or if the funds cannot be obtained on favorable terms, management may be required to restructure the Company or cease operations. The financial statements do not include any adjustments that might result from the outcome of these uncertainties.
Summary of Significant Accounting Policies
 12 Months Ended
Dec. 31, 2017
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

NOTE 2 –SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

Principles of Consolidation

 

The accompanying consolidated financial statements include all of the accounts of the Company and its wholly owned subsidiaries, Trident Merchant Group, Inc. and Progressive Fashions Inc., and its majority owned subsidiaries, Leading Edge Fashion, LLC and Pure361, LLC which are 51% owned.  All significant intercompany accounts and transactions have been eliminated. As noted above in Note 1, our 51% owned subsidiaries, Pure361 and Leading Edge Fashions, LLC, had no operations, assets or liabilities as of December 31, 2017 or 2016. Because of this, a non-controlling interest is not reflected in these financial statements.

  

Reclassifications

 

Certain amounts in the prior period financial statements have been reclassified to conform to the current period presentation. These reclassifications had no effect on reported consolidated net (loss).

Cash and Cash Equivalents

 

Cash and cash equivalents include cash on hand and investments in money market funds. The Company considers all highly-liquid instruments with an original maturity of 90 days or less at the time of purchase to be cash equivalents.

    

Equipment

 

Property and equipment are stated at cost. Costs of replacements and major improvements are capitalized, and maintenance and repairs are charged to operations as incurred. Depreciation expense is provided primarily by the straight-line method over the estimated useful lives of the assets which is seven years. Depreciation expense amounted to $380 and $379 for the years ended December 31, 2017 and 2016, respectively.

 

Prepaid interest and deposits 

Prepaid interest and deposits consist of prepaid consulting fees, debt discounts, amounts paid for deposits on property, plant and equipment and other prepaid items. Prepaid interest is amortized over the life of the related liability.

 

Revenue Recognition

 

Revenue for the women's fashion division will be recognized at the point-of-sale for retail store sales, net of estimated customer returns. Revenue will be recognized at the completion of a job or service for the consulting division. The Company maintains an allowance for doubtful accounts for its consulting service accounts receivable, which management reviews on a regular basis and believes is sufficient to cover potential credit losses and billing adjustments. Deposits for consulting services are recognized as a sale upon completion of service. 

 

Income Taxes

 

Income taxes are accounted for under the asset and liability method as stipulated by ASC 740 "Income Taxes." 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 and operating loss and tax credit carry forwards. 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. Under ASC 740, the effect on deferred tax assets and liabilities or a change in tax rate is recognized in income in the period that includes the enactment date. Deferred tax assets are reduced to estimated amounts to be realized by the use of a valuation allowance. A valuation allowance is applied when in management's view it is more likely than not that such deferred tax asset will be unable to be utilized.

 

The Company adopted certain provisions under ASC Topic 740, which provide interpretative guidance for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Effective with the Company's adoption of these provisions, interest related to the unrecognized tax benefits is recognized in the financial statements as a component of income taxes.

 

In the unlikely event that an uncertain tax position exists in which the Company could incur income taxes, the Company would evaluate whether there is a probability that the uncertain tax position taken would be sustained upon examination by the taxing authorities. Reserves for uncertain tax positions would be recorded if the Company determined it is probable that a position would not be sustained upon examination or if payment would have to be made to a taxing authority and the amount is reasonably estimated. As of December 31, 2017 and 2016, the Company does not believe it has any uncertain tax positions that would result in the Company having a liability to the taxing authorities. The Company's tax returns are subject to examination by the federal and state tax authorities for the years ended 2006 through 2017.

 

Impairment or Disposal of Long-Lived Assets

 

ASC Topic 360 (formerly FASB issued Statement No. 144), "Accounting for the Impairment or Disposal of Long-Lived Assets" ("FAS 144"), clarifies the accounting for the impairment of long-lived assets and for long-lived assets to be disposed of, including the disposal of business segments and major lines of business.  Long-lived assets are reviewed when facts and circumstances indicate that the carrying value of the asset may not be recoverable.  When necessary, impaired assets are written down to their estimated fair value based on the best information available. No impairment was necessary as of December 31, 2017, or December 31, 2016.

 

Stock-based Compensation

 

We account for stock-based awards at fair value on the date of grant, and recognize compensation over the service-period that they are expected to vest. We estimate the fair value of stock options and stock purchase warrants using the Black-Scholes option pricing model. The estimated value of the portion of a stock-based award that is ultimately expected to vest, taking into consideration estimated forfeitures, is recognized as expense over the requisite service periods. The model includes subjective input assumptions that can materially affect the fair value estimates. The expected volatility is estimated based on the most recent historical period of time, of other comparative securities, equal to the weighted average life of the options. The estimate of stock awards that will ultimately vest requires judgment, and to the extent that actual forfeitures differ from estimated forfeitures, such differences are accounted for as a cumulative adjustment to compensation expenses and recorded in the period that estimates are revised.

 

Use of Accounting Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include the valuation of stock based awards issued.

 

Fair Value

 

FASB ASC 820, Fair Value Measurements and Disclosures ("ASC 820") establishes a framework for all fair value measurements and expands disclosures related to fair value measurement and developments. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

 

ASC 820 requires that assets and liabilities measured at fair value are classified and disclosed in one of the following three categories:

 

Level 1—Quoted market prices for identical assets or liabilities in active markets or observable inputs;

Level 2—Significant other observable inputs that can be corroborated by observable market data; and

Level 3—Significant unobservable inputs that cannot be corroborated by observable market data.

 

The carrying amounts of cash, accrued compensation, accounts payable and other liabilities, accrued interest payable, and short-term portion of notes payable approximate fair value because of the short-term nature of these items.

 

Concentration of Credit Risk

 

The carrying value of short-term financial instruments, including cash, restricted cash, trade accounts receivable, accounts payable, accrued expenses and short-term debt, approximates the fair value of these instruments. These financial instruments generally expose the Company to limited credit risk and have no stated maturities or have short-term maturities and carry interest rates that approximate market.  The Company maintains cash balances at financial institutions that are insured by the FDIC.  At December 31, 2017, and December 31, 2016, the Company had no amounts in excess of the FDIC limit.

 

New Accounting Pronouncements

 

In January 2018, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2018-01, Land Easement Practical Expedient for Transition to Topic 842, which amends ASC Topic 842. Among other things, the new standard requires us to recognize a right of use asset and a lease liability on our balance sheet for leases. It also changes the presentation and timing of lease-related expenses. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018. Early adoption is permitted. The Company is currently evaluating the effect this guidance may have on its financial position, results of operations, comprehensive income, cash flows and disclosures.

 

In December 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2016-20, Revenue from Contracts with Customers, which amends ASC Topic 606. The standard eliminates the transaction- and industry-specific revenue recognition guidance under current U.S. GAAP and replace​s it with a principle​s-based approach for revenue recognition​with disclosures. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018. Early adoption is permitted. The Company is currently evaluating the effect this guidance may have on its financial position, results of operations, comprehensive income, cash flows and disclosures.
Capital Stock
 12 Months Ended
Dec. 31, 2017
Equity [Abstract]  
Capital Stock

 NOTE 3 – CAPITAL STOCK

 

Preferred Stock

 

The Company has designated a "Class B Convertible Preferred Stock" (the "Class B Preferred").  The number of authorized shares totals 1,000,000 and the par value is $.001 per share.  The Class B Preferred shareholders vote together with the common stock as a single class.  The holders of Class B Preferred are entitled to receive all notices relating to voting as are required to be given to the holders of the Common Stock.  The holders of shares of Class B Preferred shall be entitled to 10,000 votes per share.  The Class B Preferred Stock will have the rights to liquidation as all classes of the Common Stock of the Company.  The Class B Preferred stockholders are entitled to receive non-cumulative dividends at the rate of 8% per annum, and are accrued daily.  The Class B Preferred Stock shall be redeemed by the Corporation for 100% of the original purchase price plus the amount of cash dividends accrued on the earlier of 6 months from the date of issuance, or the date that the Corporation received its funding from any outside source in conjunction with a merger, reverse merger or any change of control.  In the event of any liquidation, dissolution or winding up of the Corporation, either voluntary or involuntary, the holders of the Class B Preferred Stock shall be entitled to receive, prior and in preference to any distribution of any assets of the Corporation to the holders of the Common Stock, the amount of $.035 per share plus any and all accrued but unpaid dividends.

During the fourth quarter, 2011, 200,000 shares of the Series B Preferred Stock were issued to a related party for reimbursement of $7,500 of legal and accounting fees paid on behalf of the Company.

 

Common Stock

 

As of December 31, 2017 and December 31, 2016, the Company had 18,738,927 and 19,209,161 shares of its $0.001 par value common stock issued and outstanding, respectively.   In addition, as of December 31, 2017, and December 31, 2016, the Company had 1,761,166 and 871,166 shares of common stock issuable, respectively.

   

In February 2016, the Company issued 50,000 shares of its common stock at a value of $1.00 per share for $50,000 to a board director for payment of services.

 

In March 2016, the Company issued 250,000 shares of its common stock at a value of $1.00 per share for $250,000 in payment for consulting services.  In addition, the Company granted a warrant to the consultant to purchase 250,000 shares of common stock at $0.50 per share exercisable for a period of two years.  The fair value of these warrants at the time they were granted was approximately $170,000 and was calculated using the Black-Scholes-Merton model. During the years ended December 31, 2017, and 2016, $0 and $77,946 was expensed, respectively.

 

The following assumptions were used for the warrants granted in March 2016 are as follows:

 

Fair value of common stock at measurement date  $1.15 
Expected term at issuance   2 years 
Expected average volatility   141.42%
Expected dividend yield   —   
Risk-free interest rate   .70%

 

 

The following table summarizes information relating to outstanding and exercisable stock warrants as of December 31, 2017:

 

 Warrants Outstanding       Warrants Exercisable 
 Number of Shares    

 

Weighted Average Remaining
Contractual life (in years)

     Weighted Average
Exercise Price		     Number of Shares 
 250,000    .244   $0.50    250,000 

 

In March 2016, the Company issued 50,000 shares of its common stock at a value of $1.00 per share for $50,000 as payment for consulting services.

 

In the year ended December 31, 2016, the Company issued 200,000 shares of its common stock at a value of $1.00 per share, in conjunction with the extension of the maturity date of the $100,000 note.  $150,000 was amortized as of September 2016, and $50,000 was amortized for the period ended August 31, 2017. The unamortized portion as of December 31, 2017 and December 31, 2016 was $0 and $21,622, respectively. Amortization expense for the years ended December 31, 2017, and 2016, was $21,622 and $28,378, respectively.

 

In March 2016, the Company issued 884,001 shares of its common stock at approximately $0.25 per share amounting to $250,000 to two individuals for monies received in 2015 from subscription agreements that were entered into with the Company in 2015.  115,100 shares remain issuable related to these subscription agreements as of December 31, 2017.

 

During the year ended December 31, 2017, the Company issued 29,766 common stock valued at $0.30 per share for $8,915 of consulting services.

 

In June 2017, the Company entered into a consulting agreement and agreed to issue 300,000 shares of fully vested common stock valued at $0.23 per share as of the execution date of the agreement. The consulting firm is required to provide services for one year from the date of its agreement with the Company. The total value of the common stock to be issued at $$0.23 per share totaling $69,000 is being amortized over the one year service period. As of December 31, 2017, prepaid consulting expense related to this agreement was $34,500. In February 2018, 150,000 shares of common stock were issued to the consulting firm and 150,000 shares remain issuable as of the date these financial statements.

 

In December 2017, the Company agreed to issue 10,000 shares of fully vested common stock valued at $0.22 per share for $2,200 of consulting services. In January 2018, the 10,000 shares of common stock were issued to the consulting firm.

 

On February 14, 2017, the Chief Technical Officer resigned. On June 8, 2017, the Company authorized the cancellation of 500,000 shares held by the Chief Technical Officer. As of December 31, 2017 the shares were voluntarily returned, and were cancelled by the Company in August 2017.

 

Stock Options

 

In the year ended December 31, 2017 the Company granted 2,650,000 options to consultants, employees and management. One hundred thousand of those options had an exercise price of $.0001, and 250,000 options at an exercise price of $0.01 vested immediately and were valued at the fair value of the Company’s stock at the measurement date less the exercise price. The value of the options was $151,490 and recorded as stock based compensation. The other 2,300,000 of options vested immediately and the fair value of these options were calculated using the Black-Scholes-Merton model. The stock compensation expense related to these options for the year ended December 31, 2017 was $433,870.

The following assumptions were used for the options granted in the period ended December 31, 2017 are as follows:

 

   At December 31, 2017 
Fair values   $0.17 - $0.45 
Exercise price   $0.17-$1.50 
Expected term at issuance   2 - 10 years 
Expected average volatility   75.93% to 85.41% 
Expected dividend yield   —   
Risk-free interest rate   1.23%– 2.45% 

 

A summary of the change in stock purchase options outstanding for the period ended December 31, 2017 is as follows: 

            Average
      Weighted  Weighted  Remaining
      Average  Average  Contractual
   Options  Exercise  Grant Date  Life
   Outstanding  Price  Fair Value  (Years)
Balance – December 31, 2016   —      —      —      —   
Options issued   2,650,000   $0.33   $0.30    6.26 
Options expired   —      —      —      —   
Options exercised   —      —      —      —   
Balance – December 31, 2017   2,650,000   $0.33   $0.30    6.26 

 

The following table shows information on our vested and unvested options outstanding during the year ended December 31, 2017:  

            Average
      Weighted  Weighted  Remaining
      Average  Average  Contractual
   Options  Exercise  Grant Date  Life
   Outstanding  Price  Fair Value  (Years)
Balance – December 31, 2016, unvested   —      —      —      —   
Options issued   2,650,000   $0.33   $0.30    6.26 
Options vested   2,650,000   $0.33   $0.30    6.26 
Options expired   —      —      —      —   
Options exercised   —      —      —      —   
Balance – December 31, 2017, unvested   —     $—     $—      —   

 

As of December 31, 2017, the intrinsic value of 350,000 options was $42,990.
Notes Payable
 12 Months Ended
Dec. 31, 2017
Notes Payable  
Notes Payable

NOTE 4 – NOTES PAYABLE

 

Unsecured Notes Payable

 

On November 25, 2014, the Company issued an unsecured promissory note to an individual in the amount of $100,000 at 10% interest and due on April 1, 2015. On April 1, 2016 the Company entered into a forbearance agreement.  The Company was granted an extension of the note through September 30, 2016 in consideration of 150,000 shares of common stock valued at $150,000 with interest accruing after March 29, 2016 at 12%.  The lender was issued an additional 50,000 shares valued at $50,000 to extend the note to August 31, 2017.  The note and accrued interest was $134,333 and $122,333 as of December 31, 2017, and December 31, 2016.  The initial extension fee was amortized ratably over the extension period of 180 days. The subsequent extension fee is amortized over the period of the extension. During the years ended December 31, 2017, and 2016, the amortization expense on the extension fees were $21,622, and $178,378, respectively. The note remains unpaid as of December 31, 2017, and is currently in default.

 

During the year ended December 31, 2016, the Company received two separate payments of $12,500, totaling $25,000, as secured notes. The notes are non-interest bearing, and have no terms of repayment. The balance of the notes was $25,000 as of December 31, 2017.

 

On December 12, 2016, the Company issued an unsecured promissory note to an investor. The note bears interest at 5% and matured on June 30, 2017. As of December 31, 2016, payments from the investor are $2,200. On January 11, 2017 the investor loaned an additional $5,000 related to the promissory note. The balance of this note plus accrued interest totals $7,557 as of December 31, 2017. The notes are currently unpaid and in default.

 

On March 14, 2017, the Company issued an unsecured promissory note to an investor in the amount of $5,000. The note bears interest at 4% and matures on March 14, 2018. The balance of this note plus interest totals $5,159 as of December 31, 2017.

 

Convertible Notes Payable

 

In August 2015, The Company issued an unsecured promissory note to an investor in the amount of $50,000, convertible to common stock at $1.00 per share.  The note bears an interest rate of 8% per annum and matured on August 8, 2016.  The note is currently unpaid and in default.  The note was also issued with a warrant for this investor to purchase 25,000 shares of common stock at $1.50 for a period of 2 years.  The fair value of these warrants was approximately $3,909 as of December 31, 2016 and was calculated using the Black-Scholes-Merton model. The note does not contain a beneficial conversion feature. The balance of this note plus accrued interest totals were $59,500 and $55,500 at December 31, 2017 and December 31, 2016, respectively.
Discontinued Operations
 12 Months Ended
Dec. 31, 2017
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations

NOTE 5 – DISCONTINUED OPERATIONS

 

During 2014, the Company's Leading Edge Fashions, LLC retail businesses, of which it owned 51%, was classified as discontinued operations.  Based on the Company's strategy to allocate resources to its businesses relative to their growth potential and those with the greater right to win in the marketplace, the Company determined that this business did not align with the Company's long-term growth plans.

 

As of December 31, 2017, and December 31, 2016 current liabilities from discontinued operations includes $84,281 accounts payable. In July 2016, a loan payable from discontinued operations was converted to common stock, which resulted in a gain on the extinguishment of debt related to discontinued operations in the amount of $635,764.
Related Party Transactions
 12 Months Ended
Dec. 31, 2017
Related Party Transactions [Abstract]  
Related Party Transactions

NOTE 6 – RELATED PARTY TRANSACTIONS

 

During the year ended December 31, 2017, the Company repaid advances from related parties in the amount of $64,007. The President of the Company was owed $125,238 and $39,048 at December 31, 2017 and December 31, 2016, respectively. 

 

During 2016, the Company received loans from the CEO and a member of the board of directors totaling $284,900. In the year ended December 31, 2017, the Company received additional loans from these individuals in the amount of $160,650. The loans bear interest at 5% per annum and matured on June 30, 2017 and September 30, 2017. During the year ended December 31, 2017, $241,059 of the notes and interest was converted at approximately $0.19 for 580,000 common shares. The conversion of debt resulted in a gain on extinguishment of debt in the amount of $130,859. The balance of these loans plus accrued interest was $223,880 and $289,741 at December 31, 2017 and December 31, 2016, respectively. These loans are currently unpaid and are in default.

 

In March 2017, the Company loaned a related party $20,000. The loan bears interest at the rate of 5% per annum and has a term of six months. During the year ended December 31, 2017, $14,463 was repaid. As of December 31, 2017, an amount of $5,537 is receivable.
Income Taxes
 12 Months Ended
Dec. 31, 2017
Income Tax Disclosure [Abstract]  
Income Taxes

NOTE 7 – INCOME TAXES

 

The Company uses the liability method, whereby deferred taxes and liabilities are determined based on the expected future tax consequences of temporary differences between the carrying amounts of assets and liabilities for financial and income tax reporting purposes.  The net deferred tax asset generated by the loss carryforward has been fully reserved.  The cumulative net operating loss carry-forward is approximately $13,875,000 at December 31, 2017, and will expire in the years 2027 through 2037.

At December 31, 2017 and 2016, deferred tax assets consisted of the following:

   2017  2016
       
Allowance for doubtful accounts  $—     $—   
Accrued expenses   —      —   
Current deferred tax asset   —      —   
           
Intangible and fixed assets   —      —   
NOL carryforward   4,717,000    4,657,000 
Long-term deferred tax asset   4,717,000    4,657,000 
           
Total deferred tax asset   4,717,000    4,657,000 
Less valuation allowance   (4,717,000)   (4,657,000)
           
Net deferred tax asset  $—     $—   

 

  

The benefit for income taxes differed from the amount computed using the U.S. federal income tax rate of 34% for December 31, 2017 and 2016 as follows:   

   2017  2016
Income tax benefit (federal and state)  $(262,000)  $(278,000)
Non-deductible items   202,000    146,000 
State and other benefits included in valuation   —      —   
Change in valuation allowance   60,000    132,000 
Income tax benefit   —      —   

 

The utilization of the carryforwards is dependent upon the Company's ability to generate sufficient taxable income during the carryforward period. In addition, utilization of these carryforwards may be limited due to ownership changes as defined in the Internal Revenue Code.
Commitments and Contingencies
 12 Months Ended
Dec. 31, 2017
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

NOTE 8 – COMMITMENTS AND CONTINGENCIES

 

On March 15, 2015 the Company entered into a trademark license agreement with True Beauty, LLC which controls the trademark EMME.  EMME is a market pioneer and trusted voice of the "Full-Figured" market. Under this licensing agreement the Company has the right to design, produce and market the EMME® Activewear Collection.  On April 13, 2016, the agreement was amended regarding the term and minimum royalties.  The royalty expense was $38,500 for the year ended December 31, 2017. On June 5, 2017, the Company and True Beauty, LLC, entered into an agreement to terminate the agreement. The Company is scheduled to make twelve repayments totaling of $37,500 to resolve all amounts outstanding. As of December 31, 2017, $16,394 is outstanding.

 

As of the date of this filing, the Company is a party to three pending litigation matters. The Company does not believe it has any liability nor has it accrued any liability as of December 31, 2017 and 2016 for the following:

One matter is entitled Randazzo LLC v. Avani Holdings LLC & Global Fashion Technologies, Inc.  This litigation was initiated by the plaintiff in order to evict Avani Holdings LLC from its rented premises in California and to recover unpaid rent.  ECTX does not operate out of the premises in question and has never signed any leases or other documents with the plaintiff.  A judgment of eviction was entered, but ECTX does not operate out of the premises in question and therefore did not appear in the matter to oppose the judgment of eviction.  The plaintiff is also seeking unpaid rent in the amount of $26,595.

The second matter is entitled Patricia Witthuhn v. Global Fashion Technologies, Inc.  This litigation was initiated by the plaintiff in order to collect wages allegedly due pursuant to her employment with Avani Holdings LLC.  The Company never hired Ms. Witthuhn and never acquired Avani Holdings, LLC.  Consequently, there is no legitimate cause of action against the Company.  However, due to cash flow constraints, the Company is unable to hire outside counsel for this litigation.  The amount being sought by the plaintiff is approximately $15,000.

The third matter is entitled William Corso v. Global Fashion Technologies, Inc.  This litigation was initiated by the plaintiff in order to collect wages allegedly due pursuant to his employment with Avani Holdings LLC.  The Company never hired Mr. Corso and never acquired Avani Holdings, LLC.  Consequently, there is no legitimate cause of action against the Company.  However, due to cash flow constraints, the Company is unable to hire outside counsel for this litigation.  The amount being sought by the plaintiff is approximately $40,000. 
Net Loss Per Share
 12 Months Ended
Dec. 31, 2017
Earnings Per Share [Abstract]  
Net Loss Per Share

NOTE 9 – NET LOSS PER SHARE

 

Potentially dilutive securities are excluded from the calculation of net loss per share when their effect would be anti-dilutive. For all periods presented in the consolidated financial statements, all potentially dilutive securities have been excluded from the diluted share calculations as they were anti-dilutive as a result of the net losses incurred for the respective periods. Accordingly, basic shares equal diluted shares for all periods presented.

 

Potentially dilutive securities were comprised of the following:  

 

    December 31,     December 31,
    2017     2016
Warrants     250,000       275,000
Options     2,650,000       -
Convertible notes payable, including accrued interest     59,500       55,500
Contingently issuable shares     -       -
      2,959,500       330,500

 
Summary of Significant Accounting Policies (Policies)
 12 Months Ended
Dec. 31, 2017
Accounting Policies [Abstract]  
Principles of Consolidation

Principles of Consolidation

 

The accompanying consolidated financial statements include all of the accounts of the Company and its wholly owned subsidiaries, Trident Merchant Group, Inc. and Progressive Fashions Inc., and its majority owned subsidiaries, Leading Edge Fashion, LLC and Pure361, LLC which are 51% owned.  All significant intercompany accounts and transactions have been eliminated. As noted above in Note 1, our 51% owned subsidiaries, Pure361 and Leading Edge Fashions, LLC, had no operations, assets or liabilities as of December 31, 2017 or 2016. Because of this, a non-controlling interest is not reflected in these financial statements.
Reclassification

Reclassifications

 

Certain amounts in the prior period financial statements have been reclassified to conform to the current period presentation. These reclassifications had no effect on reported consolidated net (loss).
Cash and Cash Equivalents

Cash and Cash Equivalents

 

Cash and cash equivalents include cash on hand and investments in money market funds. The Company considers all highly-liquid instruments with an original maturity of 90 days or less at the time of purchase to be cash equivalents.
Equipment

Equipment

 

Property and equipment are stated at cost. Costs of replacements and major improvements are capitalized, and maintenance and repairs are charged to operations as incurred. Depreciation expense is provided primarily by the straight-line method over the estimated useful lives of the assets which is seven years. Depreciation expense amounted to $380 and $379 for the years ended December 31, 2017 and 2016, respectively.
Prepaid interest and deposits

Prepaid interest and deposits 

Prepaid interest and deposits consist of prepaid consulting fees, debt discounts, amounts paid for deposits on property, plant and equipment and other prepaid items. Prepaid interest is amortized over the life of the related liability.
Revenue Recognition

Revenue Recognition

 

Revenue for the women's fashion division will be recognized at the point-of-sale for retail store sales, net of estimated customer returns. Revenue will be recognized at the completion of a job or service for the consulting division. The Company maintains an allowance for doubtful accounts for its consulting service accounts receivable, which management reviews on a regular basis and believes is sufficient to cover potential credit losses and billing adjustments. Deposits for consulting services are recognized as a sale upon completion of service. 
Income taxes

Income Taxes

 

Income taxes are accounted for under the asset and liability method as stipulated by ASC 740 "Income Taxes." 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 and operating loss and tax credit carry forwards. 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. Under ASC 740, the effect on deferred tax assets and liabilities or a change in tax rate is recognized in income in the period that includes the enactment date. Deferred tax assets are reduced to estimated amounts to be realized by the use of a valuation allowance. A valuation allowance is applied when in management's view it is more likely than not that such deferred tax asset will be unable to be utilized.

 

The Company adopted certain provisions under ASC Topic 740, which provide interpretative guidance for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. Effective with the Company's adoption of these provisions, interest related to the unrecognized tax benefits is recognized in the financial statements as a component of income taxes.

 

In the unlikely event that an uncertain tax position exists in which the Company could incur income taxes, the Company would evaluate whether there is a probability that the uncertain tax position taken would be sustained upon examination by the taxing authorities. Reserves for uncertain tax positions would be recorded if the Company determined it is probable that a position would not be sustained upon examination or if payment would have to be made to a taxing authority and the amount is reasonably estimated. As of December 31, 2017 and 2016, the Company does not believe it has any uncertain tax positions that would result in the Company having a liability to the taxing authorities. The Company's tax returns are subject to examination by the federal and state tax authorities for the years ended 2006 through 2017.
Impairment or Disposal of Long-Lived Assets

Impairment or Disposal of Long-Lived Assets

 

ASC Topic 360 (formerly FASB issued Statement No. 144), "Accounting for the Impairment or Disposal of Long-Lived Assets" ("FAS 144"), clarifies the accounting for the impairment of long-lived assets and for long-lived assets to be disposed of, including the disposal of business segments and major lines of business.  Long-lived assets are reviewed when facts and circumstances indicate that the carrying value of the asset may not be recoverable.  When necessary, impaired assets are written down to their estimated fair value based on the best information available. No impairment was necessary as of December 31, 2017, or December 31, 2016.
Stock Based Compensation

Stock-based Compensation

 

We account for stock-based awards at fair value on the date of grant, and recognize compensation over the service-period that they are expected to vest. We estimate the fair value of stock options and stock purchase warrants using the Black-Scholes option pricing model. The estimated value of the portion of a stock-based award that is ultimately expected to vest, taking into consideration estimated forfeitures, is recognized as expense over the requisite service periods. The model includes subjective input assumptions that can materially affect the fair value estimates. The expected volatility is estimated based on the most recent historical period of time, of other comparative securities, equal to the weighted average life of the options. The estimate of stock awards that will ultimately vest requires judgment, and to the extent that actual forfeitures differ from estimated forfeitures, such differences are accounted for as a cumulative adjustment to compensation expenses and recorded in the period that estimates are revised.
Use of Accounting Estimates

Use of Accounting Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include the valuation of stock based awards issued.
Fair Value

Fair Value

 

FASB ASC 820, Fair Value Measurements and Disclosures ("ASC 820") establishes a framework for all fair value measurements and expands disclosures related to fair value measurement and developments. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

 

ASC 820 requires that assets and liabilities measured at fair value are classified and disclosed in one of the following three categories:

 

Level 1—Quoted market prices for identical assets or liabilities in active markets or observable inputs;

Level 2—Significant other observable inputs that can be corroborated by observable market data; and

Level 3—Significant unobservable inputs that cannot be corroborated by observable market data.

 

The carrying amounts of cash, accrued compensation, accounts payable and other liabilities, accrued interest payable, and short-term portion of notes payable approximate fair value because of the short-term nature of these items.
Concentration of credit risk

Concentration of Credit Risk

 

The carrying value of short-term financial instruments, including cash, restricted cash, trade accounts receivable, accounts payable, accrued expenses and short-term debt, approximates the fair value of these instruments. These financial instruments generally expose the Company to limited credit risk and have no stated maturities or have short-term maturities and carry interest rates that approximate market.  The Company maintains cash balances at financial institutions that are insured by the FDIC.  At December 31, 2017, and December 31, 2016, the Company had no amounts in excess of the FDIC limit.
New Accounting Pronouncements

New Accounting Pronouncements

 

In January 2018, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2018-01, Land Easement Practical Expedient for Transition to Topic 842, which amends ASC Topic 842. Among other things, the new standard requires us to recognize a right of use asset and a lease liability on our balance sheet for leases. It also changes the presentation and timing of lease-related expenses. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018. Early adoption is permitted. The Company is currently evaluating the effect this guidance may have on its financial position, results of operations, comprehensive income, cash flows and disclosures.

 

In December 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update No. 2016-20, Revenue from Contracts with Customers, which amends ASC Topic 606. The standard eliminates the transaction- and industry-specific revenue recognition guidance under current U.S. GAAP and replace​s it with a principle​s-based approach for revenue recognition​with disclosures. This ASU is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018. Early adoption is permitted. The Company is currently evaluating the effect this guidance may have on its financial position, results of operations, comprehensive income, cash flows and disclosures.
Capital Stock (Tables)
 12 Months Ended
Dec. 31, 2017
Capital Stock Tables  
Assumptions for warrants

 

Expected term at issuance   2 years      
Expected average volatility     141.42 %    
Expected dividend yield     -      
Risk-free interest rate   .70%      
Stock Warrants

 

Warrants Outstanding      Warrants Exercisable  
                           
Number of Shares      Weighted Average Remaining
Contractual life (in years)		      Weighted Average
Exercise Price		      Number of Shares        
  250,000     .244     $ 0.50       250,000          
                                     
Assuptions for stock options

 

    At December 31, 2017
Fair values     $0.17 - $0.45      
Exercise price     $0.17-$1.50      
Expected term at issuance   2 - 10 years      
Expected average volatility     75.93% to 85.41%      
Expected dividend yield     -      
Risk-free interest rate   1.23%– 2.45%      
Stock purchase options outstanding
            Average
      Weighted  Weighted  Remaining
      Average  Average  Contractual
   Options  Exercise  Grant Date  Life
   Outstanding  Price  Fair Value  (Years)
Balance – December 31, 2016   —      —      —      —   
Options issued   2,650,000   $0.33   $0.30    6.26 
Options expired   —      —      —      —   
Options exercised   —      —      —      —   
Balance – December 31, 2017   2,650,000   $0.33   $0.30    6.26 
Vested and unvested options outstandingested and unvested options outstanding
            Average
      Weighted  Weighted  Remaining
      Average  Average  Contractual
   Options  Exercise  Grant Date  Life
   Outstanding  Price  Fair Value  (Years)
Balance – December 31, 2016, unvested   —      —      —      —   
Options issued   2,650,000   $0.33   $0.30    6.26 
Options vested   2,650,000   $0.33   $0.30    6.26 
Options expired   —      —      —      —   
Options exercised   —      —      —      —   
Balance – December 31, 2017, unvested   —     $—     $—      —   
Income Taxes (Tables)
 12 Months Ended
Dec. 31, 2017
Income Taxes Tables  
Deferred Tax Asset

 

   2017  2016
       
Allowance for doubtful accounts  $—     $—   
Accrued expenses   —      —   
Current deferred tax asset   —      —   
           
Intangible and fixed assets   —      —   
NOL carryforward   4,717,000    4,657,000 
Long-term deferred tax asset   4,717,000    4,657,000 
           
Total deferred tax asset   4,717,000    4,657,000 
Less valuation allowance   (4,717,000)   (4,657,000)
           
Net deferred tax asset  $—     $—   
Benefit for income taxes
   2017  2016
Income tax benefit (federal and state)  $(262,000)  $(278,000)
Non-deductible items   202,000    146,000 
State and other benefits included in valuation   —      —   
Change in valuation allowance   60,000    132,000 
Income tax benefit   —      —   
Net Loss Per Share (Tables)
 12 Months Ended
Dec. 31, 2017
Net Loss Per Share Tables  
Potentially dilutive securities

 

    December 31,     December 31,
    2017     2016
Warrants     250,000       275,000
Options     2,650,000       -
Convertible notes payable, including accrued interest     59,500       55,500
Contingently issuable shares     -       -
      2,959,500       330,500
Description of Business (Details Narrative) - shares
Dec. 31, 2017
Dec. 31, 2016
Description Of Business Details Narrative    
Common Stock, shares authorized 400,000,000 400,000,000
Non-controlling interest 51.00%  
Going Concern (Details Narrative) - USD ($)
 12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Going Concern Details Narrative    
Accumulated deficit $ (30,578,048) $ (29,730,893)
Net loss $ (847,155) $ (819,015)
Summary of Significant Accounting Policies (Details) - USD ($)
 12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Summary Of Significant Accounting Policies Details    
Depreciation $ 380 $ 379
Capital Stock (Details Narrative 1) - USD ($)
 2 Months Ended 3 Months Ended 6 Months Ended 8 Months Ended 9 Months Ended 12 Months Ended
Feb. 28, 2018
Feb. 28, 2016
Mar. 31, 2016
Jun. 30, 2017
Aug. 17, 2017
Sep. 30, 2016
Dec. 31, 2017
Dec. 31, 2016
Dec. 31, 2011
Sep. 30, 2017
Mar. 30, 2016
Preferred Stock, par or stated value             $ 0.001 $ 0.001      
Preferred Stock, shares authorized             1,000,000 1,000,000      
Preferred Stock, shares issued             200,000 200,000      
Preferred Stock, shares outstanding             200,000 200,000      
Class B Preferred Stock Voting Rights             10,000 votes per share        
Class B Dividend Rate             8.00%        
Class B Redemption Price per share                   $ 0.35  
Shares cancelled             500,000        
Common Stock, par or stated value             $ 0.001 $ 0.001      
Common Stock, shares issued             18,738,927 19,209,161      
Common Stock, shares outstanding             18,738,927 19,209,161      
Common Stock, shares issuable             1,761,166 871,166      
Common stock issuable for consulting services, amount             $ 2,200        
Stock and option expense for services             45,615 $ 380,696      
Stock option expense             $ 433,870        
Consulting [Member]                      
Class B Preferred stock issue for services, shares                 200,000    
Class B Preferred stock issue for services, amount                 $ 7,500    
Share Price     $ 1.00                
Shares issued for Services     250,000       29,766        
Shares issued for Services, amount     $ 250,000       $ 8,915        
Common stock issuable for consulting services, shares 150,000     300,000     10,000        
Common stock issuable for consulting services, amount       $ 69,000     $ 2,200        
Share price     $ 0.50 $ 0.23              
Stock option awards     250,000                
Stock option awards, value     $ 170,000                
Stock option expense     $ 77,946                
Directors Fee [Member]                      
Share Price   $ 1.00                  
Shares issued for Services   50,000                  
Shares issued for Services, amount   $ 50,000                  
Share price   $ 1.00                  
Additional Consulting [Member]                      
Shares issued for Services     50,000                
Shares issued for Services, amount     $ 50,000                
Note Payable [Member]                      
Shares issued for debt           200,000          
Shares issued for debt, amount           $ 100,000          
Unamortized expense           0 28,378 $ 21,622      
Amortization expense         $ 50,000 $ 150,000 21,622        
Share price           $ 1.00          
Warrant, per share           $ 0.50          
Common Stock [Member]                      
Stock subscriptions, shares outstanding                     115,100
Stock subscriptions, shares                     $ 884,001
Stock subscriptions received                     $ 250,000
Share Price                     $ .25
Prepaid Consulting Expense             $ 69,000        
Share price             $ .22       $ 1.00
Capital Stock Additional (Details Narrative)
 12 Months Ended
Dec. 31, 2017
$ / shares
shares
Exepected Life (years) 2 years
Fair value of common stock at measurement date $ 1.15
Expected volatility 141.42%
Annual Dividend Yield
Risk-free Interest 0.70%
Warrants Outstanding [Member]  
Warrants outstanding and exercisable | shares 250,000
Weighted Average Remaining contractual life 2 months 44 days
Weighted Average Exercise price $ 0.50
Capital Stock- Stock Options (Details Narrative ) - USD ($)
 12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Number of shares, Otustanding and exercisable 2,650,000
Number of shares, vested 2,300,000  
Stock option expense $ 433,870  
Expected dividend yield  
Minimum [Member]    
Fair values $ 0.17  
Exercise price $ 0.17  
Expected term at issuance 2 years  
Expected average volatility 75.93%  
Risk-free interest rate 1.23%  
Maximum [Member]    
Fair values $ 0.45  
Exercise price $ 1.50  
Expected term at issuance 10 years  
Expected average volatility 85.41%  
Risk-free interest rate 2.45%  
Stock options #1 [Member]    
Number of shares, Otustanding and exercisable 100,000  
Stock option expense $ 151,490  
Exercise price $ .0001  
Stock Options #2 [Member]    
Number of shares, Otustanding and exercisable 250,000  
Exercise price $ .01  
Capital Stock- Stock Options Roll Forward (Details Narrative )
 12 Months Ended
Dec. 31, 2017
USD ($)
$ / shares
shares
Stock Options Roll Forward  
Number of shares outstanding, beginning | shares
Options issued | shares 2,650,000
Options expired | shares
Options exercised | shares
Number of shares outstanding, ending | shares 2,650,000
Weighted average excercise price Roll Forward  
Weighted average exercise price, beginning
Weighted average exercise price, issued 0.33
Weighted average exercise price, expired
Weighted average exercise price, exercised
Weighted average exercise price,ending 0.33
Weighted average grant date fair value Roll Forward  
Weighted average grant date fair value, beginning
Weighted average grant date fair value, issued 0.30
Weighted average grant date fair value, ending $ 0.30
Weighted average remaining contractual life Roll Forward  
Weighted average contractual life, issued 6 years 2 months 6 days
Weighted average contractual life, ending 6 years 2 months 6 days
Instrinsic value of options, shares | shares 350,000
Instrinsic value, amount | $ $ 42,990
Notes Payable (Details) - USD ($)
 12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Proceeds from unsecured notes $ 10,000 $ 27,200
Unsecured Notes Payable- November 25,2014 [Member]    
Date Issued Nov. 25, 2014  
Note Payable Issued $ 100,000  
Interest Rate 10.00%  
Notes Payable $ 134,333 122,333
Shares issued for debt 150,000  
Shares issued for debt, amount $ 150,000  
Amortization expense 21,622 178,378
Unsecured Notes Payable [Member]    
Proceeds from unsecured notes 12,500  
Gross proceeds from unsecured notes 25,000  
Notes Payable $ 25,000  
Investor [Member]    
Date Issued Dec. 12, 2016  
Maturity Date Jun. 30, 2017  
Proceeds from unsecured notes $ 5,000  
Interest Rate 5.00%  
Monthly Payment $ 2,200  
Notes Payable $ 7,557  
Additional Investor [Member]    
Date Issued Mar. 14, 2017  
Maturity Date Mar. 31, 2018  
Note Payable Issued $ 5,000  
Interest Rate 4.00%  
Notes Payable $ 5,149  
Convertible notes payable[Member]    
Date Issued Aug. 01, 2015  
Maturity Date Aug. 08, 2016  
Note Payable Issued $ 50,000  
Convertible rate, per share $ 1.00  
Interest Rate 8.00%  
Notes Payable $ 59,500 $ 55,500
Warrant for common shares 25,000  
Warrant, per share $ 1.50  
Fair value of warrants $ 3,909  
Discontinued Opeartions - Leading Edge Fashions, LLC (Details Narrative)
Dec. 31, 2014
Business Combinations [Abstract]  
Ownership 51.00%
Discontinued Operations (Details Narrative) - USD ($)
 12 Months Ended
Dec. 31, 2016
Dec. 31, 2017
Discontinued Operations and Disposal Groups [Abstract]    
Current liabilities from discontinued operations $ 84,281 $ 84,281
Gain on the extinguishment of debt $ 635,764  
Related Party Transactions (Details Narrative) - USD ($)
 12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Advances from related party $ 125,238 $ 39,048
Related party loans and accrued interest 223,880 289,741
Repayment of related party advance (64,007) (164,885)
Related party loans 88,300
Gain on extinguishment of debt - related party 130,859
Loan and interest receivable $ 5,537
Related Party [Member]    
Maturity Date Jun. 30, 2017  
Proceeds from Related Party $ 160,659 284,900
Interest rate 5.00%  
Shares issued for debt 580,000  
Shares issued for debt, amount $ 241,059  
Price per share $ 0.19  
Gain on extinguishment of debt - related party $ 130,859  
Accrued Interest $ 223,880 $ 289,741
Loan to Related Party[Member]    
Date Issued Mar. 01, 2017  
Interest rate 5.00%  
Loan to related party $ 20,000  
Reduction of loans receivable, related party for payment of an accrued liability 14,463  
Loan and interest receivable $ 5,537  
Income Taxes (Details Narrative)
 12 Months Ended
Dec. 31, 2016
USD ($)
Income Tax Disclosure [Abstract]  
Net Operating loss carry-forward $ 13,875,000
Expiration Dec. 31, 2027
Income Taxes - Deferred Tax Asset (Details) - USD ($)
Dec. 31, 2017
Dec. 31, 2016
Deferred tax assets    
Net operating loss carry forward $ 4,717,000 $ 4,657,000
Long-term deferred tax asset 4,717,000 4,657,000
Total deferred tax asset 4,717,000 4,657,000
Valuation allowance (4,717,000) (4,657,000)
Net deferred tax asset
Income Taxes - Tax Benefit (Details) - USD ($)
 12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Income Taxes - Tax Benefit Details    
Income tax benefit (federal and state) $ (262,000) $ (278,000)
Non-deductible items 202,000 146,000
State and other benefits included in valuation
Change in valuation allowance 60,000 132,000
Provision for income taxes
Commitments and Contingencies (Details Narrative)
 12 Months Ended
Dec. 31, 2017
USD ($)
Litigation [Member]  
Date 3/15/2015
Allegations

trademark license agreement with True Beauty, LLC
Alleged Damages $ 38,500
Settlement 37,500
Settlement outstanding $ 16,394
Pending Litigation #1 [Member]  
Allegations
unpaid rent
Alleged Damages $ 26,595
Pending Litigation #2 [Member]  
Allegations

collect wages
Alleged Damages $ 15,000
Pending Litigation #3 [Member]  
Allegations

collect wage
Alleged Damages $ 40,000
Net Loss Per Share (Details) - shares
 12 Months Ended
Dec. 31, 2017
Dec. 31, 2016
Potentially dilutive securities 2,959,500 330,500
Warrants [Member]    
Potentially dilutive securities 250,000 275,000
Stock options #1 [Member]    
Potentially dilutive securities 2,650,000
Convertible notes payable[Member]    
Potentially dilutive securities 59,500 55,500
Contingently issuable shares[Member]    
Potentially dilutive securities