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Document and Entity Information
3 Months Ended
Feb. 28, 2015
Apr. 14, 2015
Document And Entity Information
Entity Registrant Name Lans Holdings, Inc.
Entity Central Index Key 0001422059
Document Type 10-Q
Document Period End Date Feb 28, 2015
Amendment Flag false
Current Fiscal Year End Date --11-30
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 Common Stock, Shares Outstanding 133,300,000
Document Fiscal Period Focus Q1
Document Fiscal Year Focus 2015
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Balance Sheets (USD $)
Feb. 28, 2015
Nov. 30, 2014
Statement of Financial Position [Abstract]
TOTAL ASSETS      
Current Liabilities
Accounts payable and accrued expenses 21,138 7,892
Short-term loan payable to related party 25,000 25,000
Due to related party 150,000 150,000
Total Liabilities 196,138 182,892
Stockholders Deficit
Preferred stock, 100,000,000 shares authorized, $0.001 par value; no shares issued and outstanding      
Common stock, 500,000,000 shares authorized, $0.001 par value; 133,300,000 shares issued and outstanding 133,300 133,300
Additional paid-in capital 75,814 75,814
Accumulated deficit (405,252) (392,006)
Total Stockholders Deficit (196,138) (182,892)
TOTAL LIABILITIES AND STOCKHOLDERS DEFICIT      
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Balance Sheets (Parenthetical) (USD $)
Feb. 28, 2015
Nov. 30, 2014
Statement of Financial Position [Abstract]
Common stock, par value $ 0.001 $ 0.001
Common stock, shares authorized 500,000,000 500,000,000
Common stock, issued 133,300,000 133,300,000
Preferred stock, par value $ 0.001 $ 0.001
Preferred stock, shares authorized 100,000,000 100,000,000
Preferred stock, issued 0 0
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Statements of Operations (USD $)
3 Months Ended
Feb. 28, 2015
Feb. 28, 2014
Income Statement [Abstract]
REVENUES      
OPERATING EXPENSES
General and administrative 13,246 3,581
TOTAL OPERATING EXPENSES 13,246 3,581
NET LOSS $ (13,426) $ (3,581)
LOSS PER COMMON SHARE: BASIC AND DILUTED $ 0 $ 0
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING: BASIC AND DILUTED 133,300,000 133,300,000
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Statements of Cash Flows (USD $)
3 Months Ended
Feb. 28, 2015
Feb. 28, 2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (13,426) $ (3,581)
Change in operating assets and liabilities:
Prepaid expenses    (500)
Accounts payable and accrued expenses 13,246 (1,081)
Net Cash Used In Operating Activities    (2,000)
CASH FLOWS FROM FINANCING ACTIVITIES
Advances from related party    2,000
Net Cash Provided by Financing Activities    2,000
Net Increase in cash and cash equivalents      
Cash, end of period   
SUPPLEMENTARY CASH FLOW INFORMATION:
Interest paid      
Income taxes paid      
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NATURE OF BUSINESS
3 Months Ended
Feb. 28, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NATURE OF BUSINESS

Nature of Business

Lans Holdings, Inc. (the “Company”) was incorporated in Nevada on November 13, 2007. In 2014, The Company acquired a license to a software payment platform which allows merchants to advertise and sell goods and process payments so that they can cash in sales of their goods at the Company’s online store.

 

The Company has incurred losses since inception, has negative working capital, and has not yet generated revenues from sales of products or services. These factors create substantial doubt about the Company’s ability to continue as a going concern. The financial statements do not include any adjustment that might be necessary if the Company is unable to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company generating cash from the sale of its common stock and/or obtaining debt financing and attaining future profitable operations. Management’s plans include selling its equity securities and obtaining debt financing to fund its capital requirement and ongoing operations; however, there can be no assurance the Company will be successful in these efforts.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
3 Months Ended
Feb. 28, 2015
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

These financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States and are expressed in US dollars. The Company’s fiscal year end is November 30.

 

Interim Financial Statements

The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC"), and should be read in conjunction with the audited financial statements and notes thereto contained elsewhere in this prospectus. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year end November 30, 2014 have been omitted.

 

Use of Estimates

The preparation of financial statements in conformity with United States generally accepted accounting principles 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. The Company regularly evaluates estimates and assumptions related to deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.

 

Financial Instruments

The Company’s financial instruments consist of cash, accounts payable and accrued expenses, loans payable and an amount due to an officer. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.

 

Cash and Cash Equivalents

The Company considers all highly liquid instruments with maturity of three months or less to be cash equivalents. At February 28, 2015 and November 30, 2014, the Company had $0 of cash.

  

Intangible Assets

Software, licenses and other rights have been capitalized in accordance with ASC 350-40 “Intangibles – Goodwill and Other – Internal-Use Software.” Amortization is calculated on a straight line basis over its estimated useful life of 20 years.

 

If the total of the expected undiscounted future cash flows is less than the carrying amount of the asset, a loss is recognized for the excess of the carrying value over the fair value of the asset.

 

Income Taxes

The Company utilizes the liability method of accounting for income taxes. Under the liability method deferred tax assets and liabilities are determined based on the differences between financial reporting basis and the tax basis of the assets and liabilities and are measured using enacted tax rates and laws that will be in effect, when the differences are expected to reverse. An allowance against deferred tax assets is recognized, when it is more likely than not, that such tax benefits will not be realized.

 

Any deferred tax asset is considered immaterial and has been fully offset by a valuation allowance because at this time Company believes that it is more likely than not that the future tax benefit will not be realized as the Company has no current operations.

 

Revenue Recognition

The Company will recognize revenue when products are fully delivered or services have been provided and collection is reasonably assured.

 

Subsequent Events

The Company has evaluated all transactions through the date the financial statements were issued for subsequent event disclosure consideration.

 

Loss Per Common Share

Basic earnings per share is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing Diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. As of February 28, 2015 and November 30, 2014, the Company has no potentially dilutive securities outstanding.

 

Recent Accounting Pronouncements

The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

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INTANGIBLE ASSET
3 Months Ended
Feb. 28, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
INTANGIBLE ASSET

On November 21, 2014, the Company entered into a license agreement (the “License Agreement”) with PayFlex Systems (“Payflex”). The President of PayFlex is also, the Company’s Chief Executive Officer. Pursuant to the License Agreement, the Company obtained an exclusive worldwide license to use all of PayFlex’s payment processor codes, patent and intellectual rights, contracts, permits and licenses. The license is for twenty years unless terminated earlier as provided for in the License Agreement.

 

In exchange for the license, the Company is required to pay PayFlex $150,000 in cash for the license and raise $200,000 for its own working capital needs within 90 days of closing the License Agreement. The Company is also required to issue a number of shares of the Company’s common stock necessary to give 55% of the total issued and outstanding shares of the Company to PayFlex or its nominees within 90 days of closing the License Agreement.

 

In addition, the Company would be required to issue a number of shares of the Company’s common stock necessary to give 70% of the total issued and outstanding shares of the Company to PayFlex or its nominees on the anniversary of the License Agreement in which the Company’s audited filed financial statements for gross annual revenues attributable to the business exceeds $5,000,000.

 

The Company has not made the required cash and share payments. The cash requirement of $150,000 was recorded by the company as expense and payable to related party. The Company has not raised the $200,000 required by the License Agreement. As of the date of the financial statements, the amount has not been paid and the Company has obtained a 60-day extension.

 

The Company evaluated this transaction by reviewing the ownership percentages of the new shareholders as of the acquisition date and SAB Topic 5G. The Company is determined to be both the legal acquirer and the accounting acquirer of these assets. Since the new shareholders simultaneously obtained the control of the Company, with an overall ownership percentage of approximately 55%, the assets acquired from PayFlex were recorded at the cash requirement of $150,000.

 

At November 30, 2014, due to the Company’s uncertain future revenues generated by the license, the Company performed impairment tests as prescribed by ASC 350. As a result, the Company recorded an impairment charge totaling $150,000.

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ACCOUNTS PAYABLE AND ACCRUED EXPENSES
3 Months Ended
Feb. 28, 2015
Notes to Financial Statements
ACCRUED EXPENSES

Accounts payable and accrued expenses of $21,138 and $7,892 at February 28, 2015 and November 30, 2014, respectively, consist of amounts owed to the Company’s outside legal counsel, consultants, transfer agent and independent auditor for services rendered.

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LOAN PAYABLE
3 Months Ended
Feb. 28, 2015
Debt Disclosure [Abstract]
LOAN PAYABLE TO RELATED PARTY

On November 24, 2014, the Company issued a $25,000 promissory note to a director of the Company pursuant to the Agreement of Conveyance, Transfer and Assignment of Obligations described in Note 6. The promissory note is unsecured, non-interest bearing and due within six months of the date of issuance.

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DUE TO RELATED PARTY
3 Months Ended
Feb. 28, 2015
Related Party Transactions [Abstract]
DUE TO RELATED PARTY

The amount due of $77,370 at November 30, 2013, consisted of amounts owed to an officer and shareholder of the Company for amounts advanced to pay for professional services provided by the Company’s outside independent auditors, attorneys and stock transfer agent for services rendered. The amounts were unsecured, due upon demand, and non-interest bearing.

 

On November 21, 2014, the Company entered into an Agreement of Conveyance, Transfer and Assignment of Assets and Assumption of Obligations with directors of the Company. Pursuant to the agreement, the Company transferred all assets and business operations associated with hexagon fishing nets to the directors of the Company. In exchange, the directors of the Company agreed to cancel 73,315,000 shares in the Company and assume and cancel all liabilities relating to the Company’s former business, including officer loans amounting to $100,814. A director of the Company will retain 1,085,000 shares of common stock in the Company. In consideration for the cancellation of amounts due to officer and the return of the shares, the Company issued a $25,000 promissory note to the director of the Company. Refer to Note 5. As a result, of the forgiveness of the loans and cancellation of stock, the Company recognized $75,814 as a contribution to capital. The 73,315,000 shares have not yet been cancelled. The directors are assembling the paperwork necessary to submit to the Company’s transfer agent to cancel the shares.

 

On November 21, 2014, the Company entered into a License Agreement with the Chief Executive Officer of the Company (Note 3). At November 30, 2014, the Company is indebted to the Chief Executive Officer of the Company for $150,000 related to the License Agreement. The amount is unsecured, non-interest bearing and due by February 19, 2015. As of the date of the financial statements, the amount has not been paid and the Company has obtained a 60-day extension.

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COMMITMENTS
3 Months Ended
Feb. 28, 2015
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS

The Company neither owns nor leases any real or personal property. An officer of the Company has provided office services without charge. There is no obligation for the officer to continue this arrangement. Such costs are immaterial to the financial statements and accordingly are not reflected herein. The officers and directors of the Company are involved in other business activities and most likely will become involved in other business activities in the future.

 

On November 19, 2014, the Company entered into an investor relations services agreement. Pursuant to the agreement, the Company will pay $2,500 a month for investor relations services for a term of one year.

 

The Company entered into the agreement described in Note 3 with the Chief Executive Officer of the Company. Pursuant to the agreement, the Company is required to pay $150,000 in cash for the license and issue a number of shares of the Company’s common stock necessary to give 55% of the total issued and outstanding shares of the Company to PayFlex or its nominees. In addition, the Company would be required to issue a number of shares of the Company’s common stock necessary to give 70% of the total issued and outstanding shares of the Company to PayFlex or its nominees on the anniversary of the Licensing Agreement in which the Company’s audited filed financial statements for gross annual revenues attributable to the business exceeds $5,000,000. The President of PayFlex is also the Company’s Chief Executive Officer.

 

The Company is also required to raised $200,000 for its own working capital needs within 90 days of closing the License Agreement.

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SUBSEQUENT EVENTS
3 Months Ended
Feb. 28, 2015
Accounting Policies [Abstract]
SUBSEQUENT EVENTS

On March 26, 2015, the company entered into a $75,000 loan agreement with a non-related party. The loan is unsecured, bears interest at 7.5% per year, and is due on March 31, 2016.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)
3 Months Ended
Feb. 28, 2015
Accounting Policies [Abstract]
Basis of Presentation

These financial statements of the Company have been prepared in accordance with generally accepted accounting principles in the United States and are expressed in US dollars. The Company’s fiscal year end is November 30.

Interim Financial Statements

The accompanying unaudited interim financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission ("SEC"), and should be read in conjunction with the audited financial statements and notes thereto contained elsewhere in this prospectus. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements for the most recent fiscal year end November 30, 2014 have been omitted.

Use of Estimates

The preparation of financial statements in conformity with United States generally accepted accounting principles 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. The Company regularly evaluates estimates and assumptions related to deferred income tax asset valuation allowances. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company’s estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.

Financial Instruments

The Company’s financial instruments consist of cash, accounts payable and accrued expenses, loans payable and an amount due to an officer. The carrying amount of these financial instruments approximates fair value due either to length of maturity or interest rates that approximate prevailing market rates unless otherwise disclosed in these financial statements.

Cash and Cash Equivalents

The Company considers all highly liquid instruments with maturity of three months or less to be cash equivalents. At February 28, 2015 and November 30, 2014, the Company had $0 of cash.

Intangible Assets

Software, licenses and other rights have been capitalized in accordance with ASC 350-40 “Intangibles – Goodwill and Other – Internal-Use Software.” Amortization is calculated on a straight line basis over its estimated useful life of 20 years.

 

If the total of the expected undiscounted future cash flows is less than the carrying amount of the asset, a loss is recognized for the excess of the carrying value over the fair value of the asset.

Income Taxes

The Company utilizes the liability method of accounting for income taxes. Under the liability method deferred tax assets and liabilities are determined based on the differences between financial reporting basis and the tax basis of the assets and liabilities and are measured using enacted tax rates and laws that will be in effect, when the differences are expected to reverse. An allowance against deferred tax assets is recognized, when it is more likely than not, that such tax benefits will not be realized.

 

Any deferred tax asset is considered immaterial and has been fully offset by a valuation allowance because at this time Company believes that it is more likely than not that the future tax benefit will not be realized as the Company has no current operations.

Revenue Recognition

The Company will recognize revenue when products are fully delivered or services have been provided and collection is reasonably assured.

Subsequent Events

The Company has evaluated all transactions through the date the financial statements were issued for subsequent event disclosure consideration.

Loss Per Common Share

Basic earning per share is computed by dividing net income (loss) available to common shareholders (numerator) by the weighted average number of shares outstanding (denominator) during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method and convertible preferred stock using the if-converted method. In computing Diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential shares if their effect is anti-dilutive. As of February 28, 2015 and November 30, 2014, the Company has no potentially dilutive securities outstanding.

Recent Accounting Pronouncements

The Company has implemented all new accounting pronouncements that are in effect and that may impact its financial statements and does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

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NATURE OF BUSINESS (Details Narrative)
3 Months Ended
Feb. 28, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Date of Incorporation Nov 13, 2007
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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) (USD $)
3 Months Ended
Feb. 28, 2015
Accounting Policies [Abstract]
Current Fiscal Year End --11-30
Cash   
Estimate Useful Life 20 years
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INTANGIBLE ASSET (Details Narrative) (USD $)
3 Months Ended 12 Months Ended
Feb. 28, 2015
Nov. 30, 2014
Due to related party $ 150,000 $ 150,000
Impairment 150,000
License Agmt
Date of Agreement Nov 21, 2014
License Cost $ 150,000
License Agreement Terms

In exchange for the license, the Company is required to pay PayFlex $150,000 in cash for the license and contribute $200,000 for its own working capital needs within 90 days of closing the License Agreement. The Company is also required to issue a number of shares of the Company’s common stock necessary to give 55% of the total issued and outstanding shares of the Company to PayFlex or its nominees within 90 days of closing the License Agreement.

 

In addition, the Company would be required to issue a number of shares of the Company’s common stock necessary to give 70% of the total issued and outstanding shares of the Company to PayFlex or its nominees on the anniversary of the License Agreement in which the Company’s audited filed financial statements for gross annual revenues attributable to the business exceeds $5,000,000.

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ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details Narrative) (USD $)
Feb. 28, 2015
Nov. 30, 2014
Notes to Financial Statements
Accounts payable and accrued expenses $ 21,138 $ 7,892
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LOAN PAYABLE (Details Narrative) (USD $)
12 Months Ended
Nov. 30, 2014
Feb. 28, 2015
Debt Instrument $ 75,000
Prom Note #1
Date of Agreement Nov 24, 2014
Debt Instrument $ 25,000
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DUE TO RELATED PARTY (Details Narrative) (USD $)
12 Months Ended
Nov. 30, 2014
Feb. 28, 2015
Due To Officer $ 77,370
Debt Instrument 75,000
Due to related party 150,000 150,000
Prom Note #1
Date of Agreement Nov 24, 2014
Debt Instrument 25,000
License Agmt
Date of Agreement Nov 21, 2014
Directors Agmt
Date of Agreement Nov 21, 2014
Cancellation of stock 73,315,000
Liabilites Assumed 100,814
Contribution to capital $ 75,814
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COMMITTMENTS (Details Narrative) (USD $)
3 Months Ended 12 Months Ended
Feb. 28, 2015
Feb. 28, 2014
Nov. 30, 2014
Operating Expense $ 13,246 $ 3,581
License Agmt
Date of Agreement Nov 21, 2014
License Cost 150,000
License Agreement Terms

In exchange for the license, the Company is required to pay PayFlex $150,000 in cash for the license and contribute $200,000 for its own working capital needs within 90 days of closing the License Agreement. The Company is also required to issue a number of shares of the Company’s common stock necessary to give 55% of the total issued and outstanding shares of the Company to PayFlex or its nominees within 90 days of closing the License Agreement.

 

In addition, the Company would be required to issue a number of shares of the Company’s common stock necessary to give 70% of the total issued and outstanding shares of the Company to PayFlex or its nominees on the anniversary of the License Agreement in which the Company’s audited filed financial statements for gross annual revenues attributable to the business exceeds $5,000,000.

Investor Relations Agmt
Date of Agreement Nov 19, 2014
Operating Expense $ 2,500
Term of Agreement P1Y
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SUBSEQUENT EVENTS (Details Narrative) (USD $)
3 Months Ended
Feb. 28, 2015
Subsequent Events Details Narrative
Date of Agreement Mar 26, 2015
Debt Instrument $ 75,000
Interest 7.50%
Due date Mar 31, 2016
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