Significant Accounting Policies (Policies)

3 Months Ended

Sep. 30, 2018

Basis of Accounting, Policy [Policy Text Block]

Basis of Presentation and Accounting Principles

The Company has prepared the accompanying financial statements on a consolidated basis. In the opinion of management, the accompanying consolidated balance sheets and related statements of income and comprehensive income, and cash flows include all adjustments, consisting only of normal recurring items, necessary for their fair presentation, prepared on an accrual basis, in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The information included in this Form

-Q should be read in conjunction with information included in the Company’s

2018

Form

-K filed on

September 28, 2018

with the U.S. Securities and Exchange Commission.

Consolidation, Policy [Policy Text Block]

Principles of Consolidation

The accompanying condensed consolidated financial statements, which are referred to herein as the “Financial Statements” include the accounts of Concierge and its wholly owned subsidiaries, Wainwright, Gourmet Foods, Brigadier and Original Sprout.

All significant inter-company transactions and accounts have been eliminated in consolidation.

Use of Estimates, Policy [Policy Text Block]

Use of Estimates

The preparation of the Financial Statements are in conformity with U.S. GAAP which 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.

Cash and Cash Equivalents, Policy [Policy Text Block]

Cash and Cash Equivalents

Cash and cash equivalents include all highly liquid debt instruments with original maturities of

three

months or less. The Company maintains its cash and cash equivalents in financial institutions in the United States, Canada, and New Zealand. Accounts in the United States are insured by the Federal Deposit Insurance Corporation up to

$250,000

per depositor, and accounts in Canada are insured by the Canada Deposit Insurance Corporation up to

CD$100,000

per depositor. Accounts in New Zealand are uninsured. The Company has, at times, held deposits in excess of insured amounts, but the Company does

not

expect any losses in such accounts.

Premiums Receivable, Allowance for Doubtful Accounts, Estimation Methodology, Policy [Policy Text Block]

Accounts Receivable - Related Parties and Accounts Receivable, net

Accounts receivable - related parties, consist of fund asset management fees receivable from the Wainwright business. Management fees receivable generally consist of

one

month of management fees which are collected in the month after they are earned. As of

September 30, 2018,

and

June 30, 2018,

there is

allowance for doubtful accounts as all amounts are deemed collectible.

Accounts receivable, net, consist of receivables from the Brigadier, Gourmet Foods and Original Sprout businesses. The Company does

not

currently maintain an allowance for doubtful accounts as it believes all accounts are collectible. Management regularly reviews the composition of accounts receivable and analyzes customer credit worthiness, customer concentrations, current economic trends and changes in customer payment patterns to determine whether or

not

an account should be deemed uncollectible. Reserves, if any, are recorded on a specific identification basis. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. As of

September 30, 2018

and

June 30, 2018,

the Company had

nil

and

$51,747,

respectively, listed as doubtful accounts.

Major Customers, Policy [Policy Text Block]

Major Customers & Suppliers – Concentration of Credit Risk

Concierge, through Brigadier, is dependent upon its contractual relationship with an alarm monitoring company who pays Brigadier for supplying and installing alarm systems and continues to remit monthly recurring revenues in exchange for customer service and support functions. Sales to the largest customer, which includes system installations and recurring monthly payments, totaled

59%

and

49%

of the total Brigadier revenues for the

three

month periods ended

September 30, 2018

and

2017,

respectively. The same customer accounted for approximately

35%

of Brigadier's accounts receivable as of the balance sheet date of

September 30, 2018

as compared to

40%

as of

June 30, 2018.

second

customer accounted for

10%

of Brigadier's revenues for the

three

months ended

September 30, 2018

and

20%

of the accounts receivable as of

September 30, 2018.

This customer had insignificant sales for the corresponding

three

month period ended

September 30, 2017

and insignificant amounts owing as of

June 30, 2018.

Concierge, through Gourmet Foods, has

three

major customer groups comprising the gross revenues to Gourmet Foods;

) grocery,

) gasoline convenience stores, and

) independent retailers. For the quarter ended

September 30, 2018,

Gourmet Foods’ largest customer in the grocery industry, who operates through a number of independently branded stores, accounted for approximately

24%

of Gourmet Foods sales revenues as compared to

22%

for the

three

months ended

September 30, 2017.

This customer accounted for

30%

of the accounts receivable at

September 30, 2018

as compared to

33%

as of

June 30, 2018.

The

second

largest in the grocery industry accounted for approximately

13%

of Gourmet Foods sales revenues for the quarter ended

September 30, 2018

as compared to

12%

for the

three

months ended

September 30, 2017.

This same group accounted for

17%

of Gourmet Foods accounts receivable as of

September 30, 2018

as compared to

16%

as of

June 30, 2018.

In the gasoline convenience store market Gourmet Foods supplies

two

major channels. The largest is a marketing consortium of gasoline dealers operating under the same brand who, for the

three

months ended

September 30, 2018,

accounted for approximately

40%

of Gourmet Foods’ gross sales revenues as compared to

41%

for the

three

months ended

September 30, 2017.

single member of the consortium is responsible for a significant portion of Gourmet Foods’ accounts receivable. The

third

category of independent retailers and cafes accounted for the balance of Gourmet Foods’ gross sales revenue, however the group members are independently owned and individually responsible for their financial obligations with

one

customer accounting for a significant portion of revenues or accounts receivable.

Concierge, through Original Sprout, had

two

significant customers for the

three

month period ended

September 30, 2018.

The largest customer accounted for

15%

and the

second

largest for

11%

of gross revenues and

23%

and

14%

respectively of accounts receivable as of the balance sheet date of

September 30, 2018

as compared to

20%

and

10%

respectively as of

June 30, 2018.

June 30, 2018

there was another customer who accounted for

13%

of accounts receivable whose balance owing at

September 30, 2018

was insignificant as were sales attributed to this customer during the

three

month period ending

September 30, 2018.

There is

comparison data for the prior year as the business operation was only begun as of

December 18, 2017.

Original Sprout is dependent upon its relationship with a product packaging company who, at the direction of Original Sprout, manufactures the products, packages them in appropriate containers, and delivers the finished goods to Original Sprout for distribution to its customers. All of Original Sprout’s products are currently produced by this packaging company, although if this relationship were to fail there are other similar packaging companies available to Original Sprout at competitive pricing.

For our subsidiary, Wainwright, the concentration of risk and the relative reliance on major customers are found within the various funds it manages and the associated

three

months revenues as of

September 30, 2018

and

September 30, 2017

along with the accounts receivable at

September 30, 2018

as compared with the year ended

June 30, 2018

as depicted below.

	Three Months Ended September 30, 2018				Three Months Ended September 30, 201 7
	Revenue				Revenue
Fund
USO	$	1,984,921	47	%	$	2,943,844	57	%
USCI		1,253,859	30	%		978,617	19	%
UNG		504,862	12	%		697,856	14	%
All Others		479,342	11	%		537,631	10	%
Total	$	4,222,984	100	%	$	5,157,948	100	%

	September 30, 2018				June 30, 2018
	Accounts Receivable				Accounts Receivable
Fund
USO	$	620,792	47	%	$	674,535	46	%
USCI		389,695	30	%		431,288	30	%
UNG		150,863	11	%		182,399	12	%
All Others		160,460	12	%		169,937	12	%
Total	$	1,321,810	100	%	$	1,458,159	100	%

Inventory, Policy [Policy Text Block]

Inventories

Inventories, consisting primarily of food products and packaging in New Zealand, hair and skin care finished products and components in the U.S. and security system hardware in Canada, are valued at the lower of cost (determined on a FIFO basis) or net realizable value. Inventories include product cost, inbound freight and warehousing costs where applicable. Management compares the cost of inventories with the net realizable value and an allowance is made for writing down the inventories to their net realizable value, if lower. For the

three

months ended

September 30, 2018

and

September 30, 2017

impairment to inventory value was recorded as

and

$0,

respectively. An assessment is made at the end of each reporting period to determine what inventory items have remained in stock from the close of the corresponding prior year reporting period. If such items exist, either a reserve is established to reduce inventory value by the value of these items, or these items are removed from the inventory valuation and recorded as an expense. For the

three

months ended

September 30, 2018

and

September 30, 2017,

the expense for slow moving or obsolete inventory was

and

$0,

respectively. As of

September 30, 2018,

and year ended

June 30, 2018

there was

reserve established for slow moving inventory valuation.

Property, Plant and Equipment, Impairment [Policy Text Block]

Property and Equipment

Property and equipment are stated at cost. Expenditures for maintenance and repairs are charged to earnings as incurred; additions, renewals and leasehold improvements are capitalized. Office furniture and equipment include office fixtures, computers, printers and other office equipment plus software and applicable packaging designs. Leasehold improvements, which are included in plant and equipment, are depreciated over the shorter of the useful life of the improvement and the length of the lease. When property and equipment are retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. Depreciation is computed using the straight-line method over the estimated useful life of the asset (see Note

to the Financial Statements).

Intangible Assets, Finite-Lived, Policy [Policy Text Block]

Intangible Assets

Intangible assets consist of brand names, domain names, recipes, non-compete agreements and customer lists. Intangible assets with finite lives are amortized over the estimated useful life and are evaluated for impairment at least on an annual basis and whenever events or changes in circumstances indicate that the carrying value

may

not

be recoverable. The Company assesses recoverability by determining whether the carrying value of such assets will be recovered through the discounted expected future cash flows. If the future discounted cash flows are less than the carrying amount of these assets, the Company recognizes an impairment loss based on the excess of the carrying amount over the fair value of the assets. There was

impairment recorded for the

three

months ended

September 30, 2018

or the

three

months ended

September 30, 2017.

Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block]

Goodwill

Goodwill represents the excess of the aggregate purchase price over the fair value of the net assets acquired in a purchase businesses combination. Goodwill is tested for impairment on an annual basis during the

fourth

quarter of our fiscal year, or more frequently if events or changes in circumstances indicate that the carrying amount of goodwill

may

be impaired. The goodwill impairment test is a

two

-step test. Under the

first

step, the fair value of the reporting unit is compared with its carrying value including goodwill. If the fair value of the reporting unit exceeds its carrying value, step

two

does

not

need to be performed. If the fair value of the reporting unit is less than its carrying value, an indication of goodwill impairment exists for the reporting unit and the enterprise must perform step

two

of the impairment test. Under step two, an impairment loss is recognized for any excess of the carrying amount of the reporting unit’s goodwill over the implied fair value of that goodwill. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation. The residual fair value after this allocation is the implied fair value of the reporting unit goodwill. There was

impairment recorded for the

three

months ended

September 30, 2018

2017.

Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block]

Impairment of Long-Lived Assets

The Company tests long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset

may

not

be recoverable through the estimated undiscounted cash flows expected to result from the use and eventual disposition of the assets. Whenever any such impairment exists, an impairment loss will be recognized for the amount by which the carrying value exceeds the fair value. There was

impairment recorded for the

three

months ended

September 30, 2018

2017.

Investments and Fair Value of Financial Instruments, Policy [Policy Text Block]

Investments and Fair Value of Financial Instruments

Investments are classified as available-for-sale securities. The Company measures the investments at fair value at period end with any changes in fair value reflected as unrealized gains or (losses) on the condensed consolidated statements of comprehensive income. The Company values its investments in accordance with Accounting Standards Codification ("ASC")

820

–

Fair Value Measurements and Disclosures

(“ASC

820”

). ASC

820

defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurement. The changes to past practice resulting from the application of ASC

820

relate to the definition of fair value, the methods used to measure fair value, and the expanded disclosures about fair value measurement. ASC

820

establishes a fair value hierarchy that distinguishes between: (

) market participant assumptions developed based on market data obtained from sources independent of the Company (observable inputs) and (

) The Company’s own assumptions about market participant assumptions developed based on the best information available under the circumstances (unobservable inputs). The

three

levels defined by the ASC

820

hierarchy are as follows:

Level

– Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.

Level

– Inputs other than quoted prices included within Level

that are observable for the asset or liability, either directly or indirectly. Level

assets include the following: quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are

not

active, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market-corroborated inputs).

Level

– Unobservable pricing input at the measurement date for the asset or liability. Unobservable inputs shall be used to measure fair value to the extent that observable inputs are

not

available.

In some instances, the inputs used to measure fair value might fall within different levels of the fair value hierarchy. The level in the fair value hierarchy within which the fair value measurement in its entirety falls shall be determined based on the lowest input level that is significant to the fair value measurement in its entirety. There were

transfers between levels during the

three

months ended

September 30, 2018

and

2017.

Revenue Recognition, Policy [Policy Text Block]

Revenue Recognition

Revenue consists of fees earned through management of investment funds, sale of gourmet meat pies and related bakery confections in New Zealand, security alarm system installation and monitoring service in Canada, and wholesale distribution of hair and skin care products. Revenue is accounted for net of sales taxes, sales returns, trade discounts. Product is considered delivered to the customer once it has been shipped and title, risk of loss and rewards of ownership have been transferred. For most of the Company’s product sales or services, these criteria are met at the time the product is shipped, the subscription period commences, or the management fees are accrued. For our Brigadier subsidiary in Canada, the Company operates under contract with an alarm monitoring company that pays a percentage of their recurring monitoring fee to Brigadier in exchange for continued customer service and support functions with respect to each customer maintained under contract by the monitoring company.

Recently Adopted Accounting Pronouncements -

May 2014,

the Financial Accounting Standards Board (“FASB”) issued authoritative guidance that set forth a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. The Company adopted this new standard and its related amendments as of

July 1, 2018

using the modified retrospective transition method, whereby the cumulative effect of initially applying the new standard recognized as an adjustment to the opening balance of stockholders equity. Results for reporting periods commencing on or after

July 1, 2018

are presented under the new standard, while prior period amounts are

not

adjusted and continue to be reported under the accounting standards in effect for that prior period. The impact of adoption did

not

have a material effect on our financial results. The adoption of the new standard impacted the identification of separate obligations for certain sales of security systems and related monitoring sales. The Company generates revenue primarily through contractual monthly recurring fees received for providing ongoing customer support services to monitoring company clientele. The

five

-step process governing contract revenue reporting includes:

Identifying the contract(s) with customers

Identifying the performance obligations in the contract

Determining the transaction price

Allocate the transaction price to the performance obligations in the contract

Recognize revenue when or as the performance obligation is satisfied

In the event the Company does provide monitoring services under contract but maintains ownership of the security systems, the Company's performance obligations would primarily include monitoring, related services (such as maintenance agreements), and a material right associated with the non-refundable fees received in connection with the initiation of a monitoring contract that the customer would

not

need to pay upon a renewal of the contract. The portion of the transaction price that would be associated with the monitoring and related services would be recognized when the services are provided to the customer, and would be reflected as a component of security alarm revenue in the Condensed Consolidated Statements of Operations. As of

September 30, 2018,

the Company does

not

provide monitoring services under contract or retain ownership of any customer security systems under a lease or any other similar arrangement, thus there is

impact due to adoption of the new standard with respect to this segment.

In transactions involving security systems that are sold outright to the customer, the Company's performance obligations include customer support services and the sale and installation of the security systems. For such arrangements, the Company allocates a portion of the transaction price to each performance obligation based on a relative stand-alone selling price. Revenue associated with the sale and installation of security systems is recognized once installation is complete, and is reflected as security alarm revenue in the Condensed Consolidated Statements of Operations. Revenue associated with customer support services is recognized as those services are provided, and is included as a component of security alarm revenue in the Condensed Consolidated Statements of Operations, which for the

three

months ended

September 30, 2018,

was approximately

$217

thousand or approximately

20%

of the total security alarm revenues or approximately

of total consolidated revenues.

None

of the other subsidiaries of the Company generate revenues from long term contracts.

Because the Company has

contract with the end user, and the monthly payments for customer support services are made to the Company by the monitoring company who has a contract with the end user, and end user customers are subject to cancellation through

control of the Company; therefore,

deferred revenues or contingent liability reserves have been established with respect to these contracts. The services are deemed delivered as payment is received or the obligation acknowledged. Other impacts due to adoption of the new standard include a reclassification of certain expenses from selling, general and administrative expense to cost of goods sold. These reclassifications applied to all expenses that are incurred due to receipt of revenues or recording of a sales invoice and included such items as sales commissions, credit card processing fees, technician wages for warranty services, out-bound shipping, and customer support functions. The overall effect was a slight increase to cost of goods sold and an equal reduction in selling, general and administrative expenses with

change in operating income. These reclassifications were applied to all subsidiary companies and had

material effect on a consolidated basis to our condensed consolidated statements of operations.

Income Tax, Policy [Policy Text Block]

Income Taxes

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for 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. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in income in the period that includes the enactment date. A valuation allowance is provided for deferred tax assets if it is more likely than

not

that these items will either expire before the Company is able to realize their benefits or if future deductibility is uncertain.

When tax returns are filed, it is highly certain that some positions taken would be sustained upon examination by the taxing authorities, while others are subject to uncertainty about the merits of the position taken or the amount of the position that would be ultimately sustained. The benefit of a tax position is recognized in the financial statements in the period during which, based on all available evidence, management believes it is more likely than

not

that the position will be sustained upon examination, including the resolution of appeals or litigation processes, if any. Tax positions taken are

not

offset or aggregated with other positions. Tax positions that meet the more-likely-than-

not

recognition threshold are measured as the largest amount of tax benefit that is more than

percent likely of being realized upon settlement with the applicable taxing authority. The portion of the benefits associated with tax positions taken that exceeds the amount measured as described above is reflected as a liability for unrecognized tax benefits in the balance sheets along with any associated interest and penalties that would be payable to the taxing authorities upon examination. Applicable interest and penalties associated with unrecognized tax benefits are classified as additional income taxes in the statements of operations.

Advertising Costs, Policy [Policy Text Block]

Marketing and Advertising Costs

The Company expenses the cost of marketing and advertising as incurred. Marketing and advertising costs for the

three

months ended

September 30, 2018

and

2017,

were approximately

$0.9

million and

$0.8

million, respectively.

Comprehensive Income, Policy [Policy Text Block]

Other Comprehensive Income (Loss)

Foreign Currency Translation

We record foreign currency translation adjustments and transaction gains and losses in accordance with ASC

830

30,

Foreign Currency Translation

. The accounts of Gourmet Foods use the New Zealand dollar as the functional currency. The accounts of Brigadier Security System use the Canadian dollar as the functional currency. Assets and liabilities are translated at the exchange rate on the balance sheet date, and operating results are translated at the weighted average exchange rate throughout the period. Foreign currency transaction gains and (losses) can also occur if a transaction is settled in a currency other than the entity's functional currency. Accumulated currency translation gains and (losses) are classified as an item of accumulated other comprehensive income (loss) in the stockholders’ equity section of the consolidated balance sheet. Other comprehensive income, foreign currency translation (loss) gain was approximately (

$12

) thousand and

$43

thousand for the

three

months ended

September 30, 2018

and

2017,

respectively.

Short-Term

Investment Valuation

January 2016,

the FASB issued authoritative guidance related to the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. Under the new guidance, equity investments with readily determinable fair values, except those accounted for under the equity method, will be measured at fair value with changes in fair value recognized in earnings rather than other comprehensive income (loss). In addition, this update clarifies the guidance related to the valuation allowance assessment when recognizing deferred tax assets resulting from the unrealized losses on certain debt securities. The Company adopted this guidance effective on

July 1, 2018.

See Recent Accounting Pronouncements below related to

July 1, 2018

reclassification of accumulated other comprehensive income to retained earnings. Besides this reclassification there was

material impact to Consolidated Financial Statements as a result of the adoption.

Segment Reporting, Policy [Policy Text Block]

Segment Reporting

The Company defines operating segments as components about which separate financial information is available that is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performances. The Company allocates its resources and assesses the performance of its sales activities based on the geographic locations of its subsidiaries (Refer to Note

of the Financial Statements).

Business Combinations Policy [Policy Text Block]

Business Combinations

We allocate the fair value of purchase consideration to the tangible assets acquired, liabilities assumed and intangible assets acquired based on their estimated fair values. The excess of the fair value of purchase consideration over the fair values of these identifiable assets and liabilities is recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Significant estimates in valuing certain intangible assets include, but are

not

limited to, future expected cash flows from acquired users, acquired trade names from a market participant perspective, useful lives and discount rates. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results

may

differ from estimates. During the measurement period, which is

one

year from the acquisition date, we

may

record adjustments to the assets acquired and liabilities assumed. For the each of the

three

months ended

September 30, 2018

and

2017,

a determination was made that

adjustments were necessary, except for the amount provisionally recorded to goodwill as related to the purchase of assets by Original Sprout. After the results of an independent valuation of the identifiable intangible assets were known, the Company's subsidiary Original Sprout restated its purchase price allocation in accordance with the table found in Note

to these financial statements.

New Accounting Pronouncements, Policy [Policy Text Block]

Recent Accounting Pronouncements

July 1, 2018

the Company adopted Accounting Standards Update ("ASU")

2016

Financial Instruments - Recognition and Measurement of Financial Assets and Financial Liabilities

and Accounting Standards Codification ("ASC")

606

Revenue from Contracts with Customers

("ASC

606"

). A summary of the effects of the initial adoption of ASU

2016

and ASC

606

follows:

	ASU 2016-01			ASC 606			Total
Increase (decrease):
Assets	$	-		$	-	$	-
Liabilities	$	-		$	-	$	-
Accumulated other comprehensive income	$	(279,951	)	$	-	$	(279,951	)
Retained earnings	$	279,951		$	-	$	279,951

The above (“ASU

2016

01”

) entry reclasses accumulated gains from changes in short-term investment valuations previously recorded in comprehensive income to retained earnings. ASU

2016

requires that unrealized gains and losses arising from changes in market values of our investments in equity securities be recorded in the condensed consolidated statements of operations rather than in accumulated other comprehensive income (loss) on the balance sheet. Prior to

July 1-

2018,

investment gains and losses related to equity securities were generally recorded when we sold, redeemed or exchanged investments.

The Company has reviewed new accounting pronouncements issued between

September 28, 2018,

the filing date of our most recent prior Annual Report on Form

-K, and the filing date of this Quarterly Report on Form

-Q and has determined that

new pronouncements issued are relevant to the Company, and/or have, or will have, a material impact on the Company’s consolidated financial position, results of operations or disclosure requirements.

Estimated Useful Life (in

years)

Plant and equipment:

Furniture and office equipment: