SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
12 Months Ended |
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Dec. 31, 2025 | |
| Accounting Policies [Abstract] | |
| SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The financial statements of the Company have been prepared in accordance with GAAP. This basis of accounting involves the application of accrual accounting and consequently, revenues and gains are recognized when earned, and expenses and losses or recognized when incurred.
Use of Estimates
The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of accrued liabilities and the reported amounts of revenues and expenses during the reporting period. The most significant estimates relate to revenue recognition, valuation of accounts receivable and the allowance for doubtful accounts, inventories, and contingencies. The Company bases its estimates on historical experience, known or expected trends, and various other assumptions that are believed to be reasonable given the quality of information available as of the date of these financial statements. The results of these assumptions provide the basis for making estimates about the carrying amounts of assets and liabilities that are not readily apparent from other sources. Actual results could differ from these estimates.
Revenue Recognition and Cost of Consulting Labor
The Company adopted Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”), using the modified retrospective method applied to those contracts which were not completed as of January 1, 2018. Results for reporting periods beginning after January 1, 2018, are presented under ASC 606. During the period from January 1, 2018 through December 31, 2023 we did not generate any revenue.
The Company will recognize revenue in accordance with Accounting Standards Codification No. 606, “Revenue from Contracts with Customers” (“ASC-606”). ASC 606 directs entities to recognize revenue when the promised goods or services are transferred to the customer. The amount of revenue recognized should equal the total consideration an entity expects to receive in return for the goods or services. The Financial Accounting Standards Board (FASB) created a five-step approach that entities should apply when determining the amount and timing of revenue recognition:
Step 1: Identify the contract with a customer
Step 2: Identify the performance obligations in the contract
Step 3: Determine the transaction price
Step 4: Allocate the transaction price to the performance obligations in the contract
Step 5: Recognize revenue when (or as) the entity satisfies a performance obligation
During the year ended December 31, 2025 we generated $71,268 in consulting revenue and $346,500 in product sales related to Sagtec transaction. The cost of consulting labor was $66,749.
During the year ended December 31, 2024 we generated $210,584 in consulting revenue. The cost of consulting labor was $157,776.
Cash and Cash Equivalents
The Company considers all highly liquid temporary cash investments with an original maturity of three months or less to be cash equivalents. As of December 31, 2025 and December 31, 2024, the Company’s cash and cash equivalents totaled $7,767 and $4,947, respectively.
Software Development Costs
The Company accounts for software development costs in accordance with applicable accounting guidance for internally developed software. Costs incurred in the preliminary project stage and post-implementation stages are expensed as incurred. Management evaluates software development expenditures to determine whether capitalization criteria have been met.
During the year ended December 31, 2025, the Company incurred costs related to the development and enhancement of its software platform and technology infrastructure. Management determined that the expenditures did not meet the criteria for capitalization, or alternatively elected to expense such costs as incurred due to the nature and stage of development activities. Accordingly, all software development costs incurred during the period were recorded as operating expenses in the accompanying statements of operations.
Had such costs been capitalized, the Company’s total assets and net loss may have differed from the amounts reported in the accompanying financial statements. Management believes that expensing these costs results in a conservative presentation of the Company’s financial position and results of operations.
Revenue Recognition – Sagtec Transaction
During the year ended December 31, 2025, the Company entered into a transaction with Sagtec Global Limited (“Sagtec”) related to the Company’s technology platform and related services. As of December 31, 2025, certain aspects of the transaction, including final implementation, delivery obligations, acceptance provisions, supporting documentation, and/or other contractual performance conditions, remained subject to ongoing review and evaluation.
Management evaluated the transaction in accordance with Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers, including assessment of the identification of performance obligations, transfer of control, collectability considerations, and timing of revenue recognition.
Based on management’s assessment of the facts and circumstances existing as of December 31, 2025, the Company recognized revenue to the extent management determined that the applicable revenue recognition criteria had been satisfied. Amounts associated with undelivered elements, unresolved contingencies, customer acceptance provisions, or other pending matters, if any, were deferred pending resolution of such matters.
The Company continues to evaluate the transaction and related accounting treatment in conjunction with its auditors. Accordingly, additional information, revisions to estimates, or subsequent developments related to the Sagtec transaction could result in adjustments to the timing or amount of revenue recognized in future periods. Management does not currently believe that any such potential adjustments would materially impact the Company’s previously issued financial statements; however, no assurance can be provided that additional adjustments will not be required.
Investment in Equity
The Company accounts for its investment transactions in accordance with ASC 321, Investments – Equity Securities, ASC 320 (where applicable), and other relevant U.S. GAAP guidance. Investments consist primarily of equity securities and non-cash consideration received in connection with licensing and development arrangements, including shares of publicly traded companies.
Investments received as non-cash consideration are initially recorded at fair value at the date of receipt, consistent with ASC 606 and ASC 321. Equity securities with readily determinable fair values are measured at fair value, with changes in fair value recognized in earnings. During the year ended December 31, 2025, the Company recognized investment income of $65,540.
Investments are classified as current or non-current assets based on management’s intent and expected timing of realization. As of December 31, 2025, the Company reported investments of $10,460,540, primarily related to equity received from licensing and development arrangements.
Stock-based Compensation
The Company accounts for stock-based compensation using the fair value method following the guidance outlined in Section 718-10 of the FASB Accounting Standards Codification for disclosure about Stock-Based Compensation. This section requires a public entity to measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). That cost will be recognized over the period during which an employee is required to provide service in exchange for the award- the requisite service period (usually the vesting period). No compensation cost is recognized for equity instruments for which employees do not render the requisite service.
Customer Concentration
During 2025 the Company continued AI consulting practice along with the development of products to allow clients to generate AI projects and sold this product under a multi-year licensing agreement that also provided for revenue share on products produced using the platform.
Income taxes
The Company accounts for income taxes under FASB ASC 740, “Accounting for Income Taxes”. Under FASB ASC 740, 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. Under FASB ASC 740, the effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. FASB ASC 740-10-05, “Accounting for Uncertainty in Income Taxes” prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more-likely-than-not to be sustained upon examination by taxing authorities.
The amount recognized is measured as the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement. The Company assesses the validity of its conclusions regarding uncertain tax positions on a quarterly basis to determine if facts or circumstances have arisen that might cause it to change its judgment regarding the likelihood of a tax position’s sustainability under audit.
On Dec. 18, 2019, the Financial Accounting Standards Board (FASB) released Accounting Standards Update (ASU) 2019-12, which affects general principles within Topic 740, Income Taxes. The amendments of ASU 2019-12 are meant to simplify and reduce the cost of accounting for income taxes. The FASB has stated that the ASU is being issued as part of its Simplification Initiative, which is meant to reduce complexity in accounting standards by improving certain areas of generally accepted accounting principles (GAAP) without compromising information provided to users of financial statements. The Company adopted this guidance on January 1, 2021 which had no impact on the Company’s financial statements.
Net loss per common share is computed by dividing net loss by the weighted average common shares outstanding during the period as defined by Financial Accounting Standards, ASC Topic 260, “Earnings per Share.” Basic earnings per common share (“EPS”) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding.
Segment Reporting
We operate in a operating segment and a reportable segment focused on artificial intelligence consulting, software development, AI platform licensing, and related services. Operating segments are defined as components of an enterprise for which separate financial information is regularly reviewed by the chief operating decision maker (“CODM”) in deciding how to allocate resources and assess performance. The Company’s chief executive officer serves as the CODM and evaluates performance and allocates resources based on consolidated financial information. Because the Company operates as a single operating and reportable segment, all financial segment information required by ASC 280 is included in the consolidated financial statements.
Recent Accounting Pronouncements
In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which establishes a new lease accounting model for lessees. The updated guidance requires an entity to recognize assets and liabilities arising from financing and operating leases, along with additional qualitative and quantitative disclosures. The amended guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, with early adoption permitted. In March 2019, the FASB issued ASU 2019-01, Codification Improvements, which clarifies certain aspects of the new lease standard. The FASB issued ASU 2018-10, Codification Improvements to Topic 842, Leases in July 2018. Also in 2018, the FASB issued ASU 2018-11, Leases (Topic 842) Targeted Improvements, which provides an optional transition method whereby the new lease standard is applied at the adoption date and recognized as an adjustment to retained earnings. The amendments have the same effective date and transition requirements as the new lease standard. On November 15, 2019, the FASB issued ASU 2019-10, which amends the effective dates for three major accounting standards. The ASU defers the effective dates for the credit losses, derivatives, and lease standards for certain companies.
During 2024 the Company adopted ASU 2016-12 and recorded a right-of-use lease asset and liability of $82,897 for its office lease.
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