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5. Capital Stock | 3 Months Ended
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Mar. 31, 2014
Stockholders' Equity Note [Abstract] |
Stockholders' Equity Note Disclosure [Text Block] | 5. Capital Stock a) Authorized share capital 500,000,000 shares of common stock with a par value of $0.001 per share and 500,000,000 shares of preferred stock with a par value of $0.001 per share. b) Issued share capital On January 2, 2013, a consultant of the Company exercised their option to acquire 1,000,000 shares of common stock of the Company at an exercise price of $0.03 per share. As consideration, the Company recorded a reduction of $30,000 in accrued interest due and payable to a Director and Officer of the Company. On November 15, 2013, a consultant of the Company exercised their option to acquire 2,000,000 shares of common stock of the Company at an exercise price of $0.03 per share. As consideration, the Company recorded a reduction of $60,000 of accrued accounts payable to the consultant. c) Stock options On January 1, 2013, the Company granted a consultant options to acquire 1,000,000 shares of its common stock at an exercise price of $0.03 per share for a term of five years. The stock based compensation expense recognized related to the grant of the options was $29,983. During the year ended December 31, 2013, these options were exercised in full. On January 28, 2013, the Company granted the option to acquire 2,300,000 shares of common stock of the Company that vest as follow:
- | 700,000 immediately
- | 50,000 per month for ten consecutive months, commencing January 31, 2013 for a total of 500,000
- | 200,000 on January 27, 2014
- | 200,000 on January 27, 2015
- | 200,000 in November 2014 subject to approval from the COO of the Company
- | 200,000 in December 2015 subject to approval from the COO of the Company
- | 300,000 subject to performance vesting criteria
The Company recognized compensation expense of $61,956 related to the options that vested during the year. The stock based compensation expense related to the unvested stock options to be recognized if the options vest is $29,979. On March 26, 2013, the Company granted a consultant the options to acquire 500,000 shares of its common stock at an exercise price of $0.03 per share for a term of five years. The option does not vest until the consultant enters into a full-time employment or equivalent role with the Company. Therefore, no compensation expense related to these options has been recognized. The stock based compensation expense related to the unvested stock options to be recognized if the options vest is $17,489.
| On April 1, 2013, the Company granted a consultant the option to acquire 1,250,000 shares of its common stock at an exercise price of $0.07 per share for a term of five years. The stock-based compensation expense related to the grant of this option was $43,706.
On April 9, 2013, the Company granted two consultants each the respective and individual option to acquire 1,000,000 shares (500,000 shares each) of its common stock at an exercise price of $0.03 per share for a term of five years. The option does not vest for either consultant until the individuals enter into a full-time employment or equivalent role with the Company. Therefore, no compensation expense related to these options has been recognized. The stock based compensation expense related to the unvested stock options to be recognized if the options vest is $19,987. On May 1, 2013, the Company granted one consultant the option to acquire 2,000,000 shares of common stock of the Company at an exercise price of $0.03 per share for a period of five years. The stock based compensation expense recognized related to this option grant was $99,937. During the year ended December 31, 2013, these options were exercised in full. On October 1, 2013, the Company granted the option to acquire 500,000 shares of common stock at an exercise price of $0.03 per share to a consultant of the Company. The option to acquire the shares of common stock vests as follows:
- | 250,000 at the time of the grant
- | 250,000 one year from the date of grant
The compensation expense recognized related to this option grant was $9,331. The compensation expense related to the unvested stock options to be recognized if the options vest is $5,598.
1) | the option to acquire 300,000 shares of common stock at an exercise price of $0.03 per share to a consultant of the Company. The option to acquire the shares of common stock vest as follows:
- | 150,000 at the time of the grant
2) | the option to acquire 400,000 shares of common stock at an exercise price of $0.03 per share to a consultant of the Company. The option to acquire the shares of common stock vest as follows:
- | 100,000 at the time of grant
- | Three respective performance conditions, each for the option to acquire 100,000 shares, with respect to sales and partnership arrangements for the Company's Health-e-Connect product.
A summary of stock option activity is as follows:
|  | Three Months Ended |  |  | Year Ended |
|  | March 31, 2014 (unaudited) |  |  | December 31, 2013 |
|  | Number of |  |  | Weighted Average |  |  | Number of |  |  | Weighted Average |
|  | Options |  |  | Exercise Price |  |  | Options |  |  | Exercise Price |
Outstanding, beginning of period |  |  | 130,550,000 |  |  | $ | 0.03 |  |  |  | 125,000,000 |  |  | $ | 0.04 |
Granted |  |  | 700,000 |  |  |  | 0.04 |  |  |  | 8,550,000 |  |  |  | 0.04 |
Exercised |  |  | - |  |  |  | - |  |  |  | (3,000,000 | ) |  |  | (0.03 | )
Outstanding, end of period |  |  | 131,250,000 |  |  | $ | 0.04 |  |  |  | 130,550,000 |  |  | $ | 0.04 |
Exercisable, end of period |  |  | 128,250,000 |  |  | $ | 0.04 |  |  |  | 127,800,000 |  |  | $ | 0.04 |
The options outstanding at March 31, 2014 and December 31, 2013 were as follows:
|  | March 31, 2014 |  |  | December 31, 2013 |  |  |  |
Expiry Date |  | Options |  |  | Exercise Price |  |  | Intrinsic Value |  |  | Options |  |  | Exercise Price |  |  | Intrinsic Value |
March 7, 2015 |  |  | 20,000,000 |  |  | $ | 0.05 |  |  |  | - |  |  |  | 20,000,000 |  |  | $ | 0.05 |  |  |  | - |
September 30, 2015 |  |  | 1,200,000 |  |  | $ | 0.25 |  |  |  | - |  |  |  | 1,200,000 |  |  | $ | 0.25 |  |  |  | - |
November 29, 2015 |  |  | - |  |  | $ | 0.05 |  |  |  | - |  |  |  | - |  |  | $ | 0.05 |  |  |  | - |
March 6, 2016 |  |  | 35,750,000 |  |  | $ | 0.05 |  |  |  | - |  |  |  | 35,750,000 |  |  | $ | 0.05 |  |  |  | - |
May 4, 2016 |  |  | 1,000,000 |  |  | $ | 0.05 |  |  |  | - |  |  |  | 1,000,000 |  |  | $ | 0.05 |  |  |  | - |
May 23, 2016 |  |  | 100,000 |  |  | $ | 0.05 |  |  |  | - |  |  |  | 100,000 |  |  | $ | 0.05 |  |  |  | - |
May 27, 2017 |  |  | 700,000 |  |  | $ | 0.05 |  |  |  | - |  |  |  | 700,000 |  |  | $ | 0.05 |  |  |  | - |
May 31, 2017 |  |  | 500,000 |  |  | $ | 0.25 |  |  |  | - |  |  |  | 500,000 |  |  | $ | 0.05 |  |  |  | - |
August 16, 2017 |  |  | 500,000 |  |  | $ | 0.05 |  |  |  | - |  |  |  | 500,000 |  |  | $ | 0.05 |  |  |  | - |
December 28, 2017 |  |  | 14,250,000 |  |  | $ | 0.05 |  |  |  | - |  |  |  | 14,250,000 |  |  | $ | 0.05 |  |  |  | - |
December 28, 2017 |  |  | 51,000,000 |  |  | $ | 0.03 |  |  |  | - |  |  |  | 51,000,000 |  |  | $ | 0.03 |  |  |  | - |
January 28, 2018 |  |  | 2,300,000 |  |  | $ | 0.05 |  |  |  | - |  |  |  | 2,300,000 |  |  | $ | 0.05 |  |  |  | - |
March 26, 2018 |  |  | 500,000 |  |  | $ | 0.03 |  |  |  | - |  |  |  | 500,000 |  |  | $ | 0.03 |  |  |  | - |
April 1, 2018 |  |  | 1,250,000 |  |  | $ | 0.07 |  |  |  | - |  |  |  | 1,250,000 |  |  | $ | 0.07 |  |  |  | - |
April 9, 2018 |  |  | 1,000,000 |  |  | $ | 0.03 |  |  |  | - |  |  |  | 1,000,000 |  |  | $ | 0.03 |  |  |  | - |
October 1, 2018 |  |  | 500,000 |  |  | $ | 0.03 |  |  |  | - |  |  |  | 500,000 |  |  | $ | 0.03 |  |  |  | - |
February 7, 2019 |  |  | 700,000 |  |  | $ | 0.03 |  |  |  | - |  |  |  | - |  |  | $ | - |  |  |  | - |
Total |  |  | 131,250,000 |  |  | $ | 0.04 |  |  |  | - |  |  |  | 130,550,000 |  |  | $ | 0.04 |  |  |  | - |
Weighted Average Remaining Contractual Life |  |  | 2.80 |  |  |  |  |  |  |  |  |  |  |  | 3.03 |  |  |  |  |  |  |  |  |
The Company uses the fair value method for determining stock-based compensation for all options granted during the fiscal periods. The fair value was determined using the Black-Scholes Option Pricing Model based on the following weighted average assumptions:
|  | March 31, 2014 (unaudited) |  |  | December 31, 2013 |
Risk-free interest rate |  |  | 2.52 | % |  |  | 2.52 | %
Expected life |  | 5 years |  |  | 5 Years |
Expected dividends |  |  | 0 | % |  |  | 0 | %
Expected volatility |  |  | 305 | % |  |  | 299 | %
Forfeiture rate |  |  | 0 | % |  |  | 0 | %
The weighted average fair value for the options granted during the three months ended March 31, 2014 was $0.04 (2012: $Nil). The compensation cost of the stock options granted was allocated as follows:
|  | Three months ended March 31, 2014 (unaudited) |  |  | Three months ended March 31, 2013 (unaudited) |
General, selling and administration |  |  |  |  |  |
Unrelated parties |  | $ | - |  |  | $ | 65,458 |
|  | $ | - |  |  | $ | 65,458 |

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- Definition The entire disclosure for shareholders' equity, comprised of portions attributable to the parent entity and noncontrolling interest, if any, including other comprehensive income (as applicable). Including, but not limited to: (1) balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings; (2) accumulated balance for each classification of other comprehensive income and total amount of comprehensive income; (3) amount and nature of changes in separate accounts, including the number of shares authorized and outstanding, number of shares issued upon exercise and conversion, and for other comprehensive income, the adjustments for reclassifications to net income; (4) rights and privileges of each class of stock authorized; (5) basis of treasury stock, if other than cost, and amounts paid and accounting treatment for treasury stock purchased significantly in excess of market; (6) dividends paid or payable per share and in the aggregate for each class of stock for each period presented; (7) dividend restrictions and accumulated preferred dividends in arrears (in aggregate and per share amount); (8) retained earnings appropriations or restrictions, such as dividend restrictions; (9) impact of change in accounting principle, initial adoption of new accounting principle and correction of an error in previously issued financial statements; (10) shares held in trust for Employee Stock Ownership Plan (ESOP); (11) deferred compensation related to issuance of capital stock; (12) note received for issuance of stock; (13) unamortized discount on shares; (14) description, terms, and number of warrants or rights outstanding; (15) shares under subscription and subscription receivables, effective date of new retained earnings after quasi-reorganization and deficit eliminated by quasi-reorganization and, for a period of at least ten years after the effective date, the point in time from which the new retained dates; and (16) retroactive effective of subsequent change in capital structure. + References Reference 1: http://www.xbrl.org/2003/role/presentationRef -Publisher SEC -Name Staff Accounting Bulletin (SAB) -Number Topic 4 -Section E Reference 2: http://www.xbrl.org/2003/role/presentationRef -Publisher FASB -Name Statement of Financial Accounting Standard (FAS) -Number 5 -Paragraph 15 -LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. 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