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Related Party Transactions
12 Months Ended
Dec. 31, 2013
Notes to Financial Statements  
12. Related Party Transactions

Beginning July 1, 2013, a director is to be paid $3,000 per month and is entitled to expense reimbursements as compensation for serving on the Company’s Board committees. The director served on an Independent Committee (See Footnote 10 – Litigation) starting in July 2013 and concluding in November 2013.  As a result, the director earned $12,000 during the year ended December 31, 2013.   During 2012, the director provided general, financial and business consulting services.  As a result, the director earned $93,800 related to these services during the year ended December 31, 2012.   During the years ended December 31, 2013 and 2012, the director was paid $0 and $93,800, respectively.

 

Between June 2009 and April 2012, an employee who is the son of the managing member of a limited liability company that beneficially owns approximately 12% of the Company’s Common Stock received advances from the Company in various forms. As of December 31, 2012, the balance of these advances totaled $391,469 including interest, and the outstanding balance of these advances was $156,469. The Company also provided fulfillment services at no charge to a business partly owned by a member of his household. The Company’s Board of Directors determined that not all of these advances were approved in accordance with the Company’s policy on related party transactions, documented appropriately or recorded correctly in the Company’s accounting system. As a result, the Company was not able to monitor the outstanding amount of these advances on a continuous basis. In April 2012, this employee voluntarily resigned from the Company. Principal repayments towards the outstanding advances aggregating $235,000 have been made through December 31, 2013. The individual agreed to repay the remaining balance with interest based on prime rate on the first business day of the calendar quarter. Previously included in accounts receivable, the amount has been reclassified under Stockholders’ Deficiency as the Company has determined to exercise its rights through a pledge agreement for 42,860 shares as collateral.  At December 31, 2013 and 2012, the Company estimated the value of the collateral at $9,001 and $18,858, respectively.

 

From March 2011 to April 2013, a wife of a director served as the agent for the Company's D&O insurance. During years ended December 31, 2013 and 2012, the Company recorded insurance premium expense of $24,329 and $47,930, respectively.

 

See Note 8 – Stockholders’ Deficiency – Common Stock for details regarding the exchange of Common Stock and warrants in satisfaction of related party notes payable, advances and accounts payable.