UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 10-Q

 

(Mark One)

 

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For Quarterly Period Ended

SeptemberJune 30, 20172018

 

or

 

[  ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the Transition period from _______________ to ______________

 

Commission File Number:000-10210

 

GLOBAL TECH INDUSTRIES GROUP, INC.

(Exact name of registrant as specified in its charter)

 

NEVADA 83-0250943

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

 

511 Sixth Avenue, suite 800

New York, NY 10011

(Address of principal executive offices) (Zip Code)

 

(212) 204 7926

Registrant’s telephone number, including area code

 

 

(Former name, former address and former fiscal year, if changed since last report)

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

 

Yes[X]No[  ]

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check One).

 

Large accelerated filer[  ]Accelerated filer[  ]

Non-accelerated filer

[  ]

Smaller reporting company

[X]

(Do not check if a smaller reporting company)

[  ]

Smaller reporting company

Emerging growth company

[X]

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act [  ]

 

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

 

Yes[  ]No[X]

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock as of the latest practicable date.

 

As of October 15, 2017August 6, 2018 the number of shares outstanding of the registrant’s class of common stock was 125,527,990155,577,737

 

 

 

 
 

 

TABLE OF CONTENTS

 

  Pages
PART I. FINANCIAL INFORMATION3
   
Item 1.Financial Statements3
   
 Unaudited Condensed Consolidated Balance Sheets at SeptemberJune 30, 20172018 and December 31, 201620173
   
 Unaudited Condensed Consolidated Statements of Operations for the Three and NineSix Months ended SeptemberJune 30, 20172018 and 20162017.4
   
 Unaudited Condensed Consolidated Statements of Cash Flows for the NineSix Months Ended Septemberended June 30, 20172018 and 20162017.5
   
 Notes to Unaudited Condensed Consolidated Financial Statements6
   
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations15
   
Item 3.Quantitative and Qualitative Disclosures About Market Risk2021
   
Item 4.Controls and Procedures2021
   
PART II. OTHER INFORMATION2223
   
Item 1.Legal Proceedings2223
   
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds2224
   
Item 3.Defaults Upon Senior Securities2224
   
Item 5.Other Information2325
   
Item 6.Exhibits2325
   
SIGNATURES2527

PART I. FINANCIAL INFORMATION

 

ITEM 1. FINANCIAL STATEMENTS

 

GLOBAL TECH INDUSTRIES GROUP, INC.

Consolidated Balance Sheets

(UNAUDITED)

 

 September 30, December 31,  June 30, 2018 December 31, 2017 
 2017 2016      
ASSETS                
        
CURRENT ASSETS                
Cash and cash equivalents $67,965  $40,656  $55,817  $120,545 
Prepaid expenses  (0)  130,345 
Marketable securities  170,810   115,388   194,452   176,345 
                
Total Current Assets  238,775   286,389   250,269   296,890 
                
PROPERTY AND EQUIPMENT (NET)  691   1,679   -   362 
                
TOTAL ASSETS $239,466  $288,068  $250,269  $297,252 
                
LIABILITIES AND STOCKHOLDERS’ DEFICIT                
        
CURRENT LIABILITIES                
Accounts payable and accrued expenses $1,185,761  $860,246  $2,018,273  $1,665,537 
Accrued interest payable  460,571   395,714   525,428   482,190 
Private Placement Deposits  128,634   -   128,634   128,634 
Asset retirement obligation  101,250   101,250   101,250   101,250 
Due to officers and directors  185,155   135,062   261,670   192,441 
Notes Payable  -   - 
Notes payable- in default  507,040   315,040   568,577   568,577 
Current portion of long-term debt-related party  -   744,015   756,780   744,015 
Current portion of long-term debt  -   763,181   571,181   571,181 
                
Total Current Liabilities  2,568,411   3,314,508   4,931,793   4,453,825 
                
LONG-TERM LIABILITIES        
Notes payable - related party (less current portion)  744,015   - 
Notes payable (less current portion)  571,181   - 
        
Total Long-Term Liabilities  1,315,196   - 
        
Total Liabilities  3,883,607   3,314,508   4,931,793   4,453,825 
                
STOCKHOLDERS’ (DEFICIT)                
Preferred Stock, par value $.001, 50,000 authorized, 1,000 and 0 issued  1   1 
Common stock, par value $0.001 per share, 350,000,000 shares authorized; 125,527,990 and 124,527,990 issuedand outstanding, respectively  125,527   124,527 
Preferred Stock, par value $.001, 50,000 authorized, 1,000 issued  1   1 
Common stock, par value $0.001 per share, 350,000,000 shares authorized; 155,557,996 and 155,557,996 issued and outstanding, respectively  155,577   155,577 
Additional paid-in-capital  158,057,262   158,006,082   158,521,097   158,514,377 
Unearned ESOP shares  (2,876,000)  (2,876,000)  (2,972,600)  (2,972,600)
Accumulated other comprehensive income  143,674   88,251   167,316   149,209 
Retained (Deficit)  (159,094,604)  (158,369,301)  (160,552,913)  (160,003,137)
                
Total Stockholders’ (Deficit)  (3,644,141)  (3,026,440)  (4,681,524)  (4,156,573)
                
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) $239,466  $288,068  $250,269  $297,252 

 

The accompanying notes are an integral part of these consolidated financial statements.

GLOBAL TECH INDUSTRIES GROUP, INC.

Consolidated Statements of Operations

  For the  For the 
  For The Three Months Ended  For The Six Months Ended 
  June 30,  June 30, 
  2018  2017  2018  2017 
             
REVENUES, net  -   -   -   - 
                 
COST OF SALES, net  -   -   -   - 
                 
GROSS PROFIT/(LOSS)  -   -   -   - 
            ��    
OPERATING EXPENSES                
                 
General and administrative  231,715   294,958   465,280   366,873 
Compensation and professional fees  15,000   28,457   32,686   170,211 
Depreciation  33   329   362   658 
                 
Total Operating Expenses  246,748   323,744   498,328   537,742 
                 
OPERATING LOSS  (246,748)  (323,744)  (498,328)  (537,742)
                 
OTHER INCOME (EXPENSES)                
                 
Interest income  -   5   -   5 
Other income  -   91,642   -   91,642 
Interest expense  (25,733)  (25,744)  (51,448)  (51,972)
                 
Total Other Income (Expenses)  (25,733)  65,903   (51,448)  39,675 
                 
LOSS BEFORE INCOME TAXES  (272,481)  (257,841)  (549,776)  (498,067)
                 
INCOME TAX EXPENSE  -   -   -   - 
                 
NET LOSS $(272,481) $(257,841) $(549,776) $(498,067)
                 
OTHER COMPREHENSIVE INCOME /(LOSS) net of taxes                
Unrealized gain (loss) on held for sale marketable securities  1,759   8,448   18,107   35,380 
                 
COMPREHENSIVE LOSS $(270,722) $(249,393) $(531,669) $(462,687)
                 
BASIC AND DILUTED LOSS PER SHARE $(0.00) $(0.00) $(0.00) $(0.00)
                 
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING, BASIC AND DILUTED  155,577,996   124,527,990   155,577,996   124,527,990 

The accompanying notes are an integral part of these consolidated financial statements.

4

GLOBAL TECH INDUSTRIES GROUP, INC.

Consolidated Statements of Operations

(UNAUDITED)Cash Flows

 

  For the  For the 
  Three Months Ended  Nine Months Ended 
  September 30,  September 30, 
  2017  2016  2017  2016 
             
REVENUES, net  -   -   -   - 
                 
COST OF SALES, net  -   -   -   - 
                 
GROSS PROFIT/(LOSS)  -   -   -   - 
                 
OPERATING EXPENSES                
                 
General and administrative  158,588   729,156   525,461   840,780 
Compensation and professional fees  42,609   7,064,501   212,820   7,264,323 
Depreciation  330   330   988   988 
                 
Total Operating Expenses  201,527   7,793,987   739,269   8,106,090 
                 
OPERATING LOSS  (201,527)  (7,793,987)  (739,269)  (8,106,090)
                 
OTHER INCOME (EXPENSES)                
                 
Interest income  6   2   11   303 
Gain/(loss) on marketable securities  -   -   -   603 
Other expenses  -   -   91,642   - 
Interest expense  (25,715)  (26,612)  (77,687)  (80,748)
                 
Total Other Income (Expenses)  (25,709)  (26,610)  13,966   (79,842)
                 
LOSS BEFORE INCOME TAXES  (227,236)  (7,820,597)  (725,303)  (8,185,932)
                 
INCOME TAX EXPENSE  -   -   -   - 
                 
NET LOSS $(227,236) $(7,820,597) $(725,303) $(8,185,932)
                 
OTHER COMPREHENSIVE INCOME /(LOSS) net of taxes                
Unrealized gain (loss) on held for sale marketable securities  20,043   13,451   55,423   24,149 
                 
COMPREHENSIVE LOSS $(207,193) $(7,807,146) $(669,881) $(8,161,783)
                 
BASIC AND DILUTED LOSS PER SHARE $(0.00) $(0.00) $(0.01) $(0.09)
                 
WEIGHTED AVERAGE NUMBER OF                
SHARES OUTSTANDING, BASIC AND DILUTED  125,354,077   104,284,353   124,806,077   91,041,945 
  For the 
  For The Six Months Ended 
  June 30, 
  2018  2017 
       
CASH FLOWS FROM OPERATING ACTIVITIES        
         
Net loss $(549,776)  (498,067)
Adjustments to reconcile net loss to net cash used in operating activities:        
Depreciation and amortization  362   659 
Imputed interest on loan  6,720   6,720 
Change in operating assets and liabilities, net of acquisition:        
(Increase) decrease in accounts receivables and prepaids  -   130,345 
Increase (decrease) in accounts payable and accrued expenses  395,971   290,108 
         
Net Cash Used in Operating Activities  (146,723)  (70,235)
         
CASH FLOWS FROM FINANCING ACTIVITIES        
         
Cash received from private placement  -   128,634 
Cash paid to related party loans  -   (220,275)
Cash received from related party loans  81,994   236,070 
         
Net Cash Provided by (Used in) Financing Activities  81,994   144,429 
         
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS  (64,728)  74,194 
         
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD  120,545   40,656 
         
CASH AND CASH EQUIVALENTS, END OF PERIOD $55,817  $114,850 
         
SUPPLEMENTAL DISCLOSURES:        
         
Cash paid for interest $-  $- 
Cash paid for income taxes $-  $- 
         
NON-CASH INVESTING AND FINANCING ACTIVITIES:        
         
Unrealized gain on marketable securities $18,107  $33,379 

 

The accompanying notes are an integral part of these consolidated financial statements.

GLOBAL TECH INDUSTRIES GROUP, INC.

Consolidated Statements of Cash Flows

(UNAUDITED)

  For the 
  Nine Months Ended 
  September 30, 
  2017  2016 
       
CASH FLOWS FROM OPERATING ACTIVITIES        
         
Net loss $(725,303)  (8,185,932)
Adjustments to reconcile net loss to net cash used in operating activities:        
Depreciation and amortization  988   988 
(Gain)/Loss on marketable securities      (603)
Imputed interest on loan  10,080   10,080 
Shares issued for services  42,100   7,849,378 
Change in operating assets and liabilities, net of acquisition:        
(Increase) decrease in accounts receivables and prepaids  130,345   - 
Increase (decrease) in accounts payable and accrued expenses  390,371   48,719 
         
Net Cash Used in Operating Activities  (151,420)  (277,370)
         
CASH FLOWS FROM INVESTING ACTIVITIES        
         
Cash received for sale of treasury & marketable securities  -   76,576 
Cash paid for marketable securities  -   (1,415)
         
Net Cash provided by (used in) Investing Activities  -   75,161 
         
CASH FLOWS FROM FINANCING ACTIVITIES        
         
Cash received from private placement  128,634   370,000 
Cash received from notes payable  -   3,000 
Cash paid to related party loans  (220,275)  (476,172)
Cash received from related party loans  270,369   349,549 
         
Net Cash Provided by (Used in) Financing Activities  178,728   246,377 
         
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS  27,309   44,168 
         
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD  40,656   108 
         
CASH AND CASH EQUIVALENTS, END OF PERIOD $67,965  $44,276 
         
SUPPLEMENTAL DISCLOSURES:        
         
Cash paid for interest $-  $- 
Cash paid for income taxes $-  $- 
         
NON-CASH INVESTING AND FINANCING ACTIVITIES:        
         
Unrealized gain on marketable securities $55,422  $24,149 

The accompanying notes are an integral part of these consolidated financial statements.

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

SeptemberJune 30, 2017

2018 (Unaudited)

 

NOTE 1 - CONDENSED FINANCIAL STATEMENTS

 

The accompanying financial statements have been prepared by GLOBAL TECH INDUSTRIES GROUP, INC. (“the Company”) without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations, and cash flows at September 30, 2017, and for all periods presented herein, have been made.

 

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s December 31, 20162017 audited financial statements. The results of operations for the period ended SeptemberJune 30, 20172018 are not necessarily indicative of the operating results for the full year.

 

The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries as disclosed in Item 2 below. All significant inter-company balances and transactions have been eliminated.

 

NOTE 2 - GOING CONCERN

 

The Company’s financial statements are prepared using generally accepted accounting principles in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations.

 

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its operating expenses and seeking equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

 

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

SeptemberJune 30, 2017

2018 (Unaudited)

 

NOTE 3 - SIGNIFICANT ACCOUNTING POLICIES

 

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Beneficial Conversion Feature of Debentures and Convertible Notes Payable

In accordance with FASB ASC 470-20, Accounting for Convertible Securities with Beneficial Conversion Features or Contingently Adjustable Conversion Ratios, we recognize the advantageous value of conversion rights attached to convertible debt. Such rights give the debt holder the ability to convert his debt into common stock at a price per share that is less than the trading price to the public on the day the loan is made to us. The beneficial value is calculated as the intrinsic value (the market price of the stock at the commitment date in excess of the conversion rate) of the beneficial conversion feature of the debentures and related accruing interest, and is recorded as a discount to the related debt and an addition to additional paid in capital. The discount is amortized over the remaining outstanding period of related debt using the straight-line method.

 

Recent Accounting Pronouncements

 

No accounting pronouncements were issued during the third quarter of 2017 that would have a material effect on the accounting policies of the Company when adopted.

 

Asset Retirement Obligation

 

The Company follows FASB ASC 410-20“Accounting for Asset Retirement Obligations,” which addresses financial accounting and reporting for obligations associated with the retirement of tangible long-lived assets and the associated asset retirement costs.

 

FASB ASC 410-20 requires recognition of the present value of obligations associated with the retirement of tangible long-lived assets in the period in which it is incurred. The liability is capitalized as part of the related long-lived asset’s carrying amount.

 

Over time, accretion of the liability is recognized as an operating expense and the capitalized cost is depreciated over the expected useful life of the related asset. The Company’s asset retirement obligations are related to the plugging, dismantlement, removal, site reclamation and similar activities of its oil and gas exploration activities.

7

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

SeptemberJune 30, 2017

2018 (Unaudited)

 

NOTE 3 - SIGNIFICANT ACCOUNTING POLICIES (Continued)

 

The asset retirement obligation is as follows:

 

  9/30/2017  12/31/2016 
Previous Balance $101,250  $101,250 
Increases/(decreases) current period  -   - 
         
Ending Balance $101,250  $101,250 

Investments at Cost

The Company accounts for its investment in private entities using the equity method for investments where the Company’s shares held are in excess of 20% of the outstanding shares of the investee. The Company acquired a 25% equity investment in three entities from Brazil as part of the assets of the ARUR acquisition in December 2012. Due to the inactivity of the entities, the Company did not allocate any purchase price to these investments. The Company evaluates its cost in investments for impairment of value annually. If cost investments become marketable they are reclassified to Marketable Securities-Available for Sale.

  6/30/2018  12/31/2017 
Previous Balance $101,250  $101,250 
Increases/(decreases) current period  -   - 
         
Ending Balance $101,250  $101,250 

 

Investments are as follows:

Balance, December 31, 2016 $0 
Realized gains and losses  - 
Unrealized gains and losses  - 
Balance, September 30, 2017 $0 

 

Marketable Securities-Available for Sale

 

The Company purchased marketable securities and these marketable securities are classified as “available for sale”. Accordingly, the Company originally recognizes the shares at the market value purchased. The shares are evaluated quarterly using the specific identification method. Any unrealized holding gains, or losses are reported as Other Comprehensive Income and as a separate component of stockholder’s equity. Realized gains and losses are included in earnings. Also, other than temporary impairments are recorded as a loss on marketable securities in the statements of operations.

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

SeptemberJune 30, 2017

2018 (Unaudited)

 

Marketable Securities-Available for Sale (Continued)

 

Marketable securities are as follows at SeptemberJune 30, 2017:2018:

 

Balance at December 31, 2016: $115,388 
Change in market value at September 30, 2017  55,422 
Balance at September 30, 2017: $170,810 
Balance at December 31, 2017: $176,345 
Change in market value at June 30, 2018  (18,107)
Balance at June 30, 2018: $194,452 

 

Fair Value of Financial Instruments

 

On January 1, 2008, the Company adopted ASC 820, “Fair Value Measurements” ASC 820 defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosure requirements for fair value measures. The three levels are defined as follows:

 

 Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.
   
 Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
   
 Level 3 inputs to the valuation methodology are unobservable and significant to the fair measurement.

 

The carrying amounts reported in the balance sheets for cash and cash equivalents, and current liabilities each qualify as financial instruments and are a reasonable estimate of fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The carrying value of notes payable approximates fair value because negotiated terms and conditions are consistent with current market rates as of SeptemberJune 30, 20172018 and December 31, 2016.2017.

 

Marketable securities are reported at the quoted and listed market rates of the securities held at the period end.

 

The following table presents the Company’s Marketable securities and Notes Payable within the fair value hierarchy utilized to measure fair value on a recurring basis as of SeptemberJune 30, 20172018 and December 31, 2016:2017:

 

 Level 1  Level 2  Level 3  Level 1  Level 2   Level 3 
Marketable Securities – 2017  170,810   -0-   -0-   176,345   -0-   -0- 
Marketable Securities – 2016  115,388   -0-   -0- 
Marketable Securities – 2018  194,452   -0-   -0- 
Notes payable - 2017  -0-   -0-   1,822,236   -0-   -0-   1,822,236 
Notes payable - 2016  -0-   -0-   1,822,236 
Notes payable - 2018  -0-   -0-   1,822,236 

 

The following table presents a Level 3 reconciliation of the beginning and ending balances of the fair value measurements using significant unobservable inputs as of SeptemberJune 30, 20172018 and December 31, 2016:2017:

 

 Notes payable  Notes payable 
Balance, December 31, 2016 $1,822,236 
Balance, December 31, 2017 $1,822,236 
Note issuances  -0-   -0- 
Note payments  -0-   -0- 
Balance, September 30, 2017 $1,822,236 
Balance, June 30, 2018 $1,822,236 

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

SeptemberJune 30, 2017

2018 (Unaudited)

 

Principles of Consolidation

 

The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, NetThruster, Inc., BioEnergy Applied Technologies Inc., GoHealthMD, Inc., MLN, Inc., Eye Care Centers International, Inc., GoHealthMD Nano Pharmaceuticals, Inc., TTI Strategic Acquisitions and Equity Group, Inc. and TTII Oil & Gas, Inc. All subsidiaries of the Company except TTII Oil & Gas, Inc. and TTII Strategic Acquisitions, currently have no financial activity. All significant inter-company balances and transactions have been eliminated.

 

Cash and Cash Equivalents

 

The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents are maintained with major financial institutions in the U S. Deposits held with these banks at times exceed $250,000 of insurance provided on such deposits. The Company has not experienced any losses in such accounts and believes that it is not exposed to any significant credit risk on cash and cash equivalents. There were no cash equivalents at SeptemberJune 30, 20172018 and December 31, 2016.2017.

 

Accounts Receivable/Allowances for Doubtful Accounts

 

The Company regularly assesses the collectability of its accounts receivable and considers receivables with aging exceeding 120 days to be potentially uncollectible. Management will analyze the need for an allowance for doubtful accounts at that time. As of SeptemberJune 30, 20172018, and December 31, 2016,2017, there are no allowances recorded.

 

Stock Based Compensation

 

The Company accounts for stock-based compensation in accordance with the provisions of ASC 718. ASC 718 requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on the grant-date fair value of the award. That cost will be recognized over the period during which an employee is required to provide service in exchange for the reward- known as the requisite service period. No compensation cost is recognized for equity instruments for which employees do not render the requisite service. The grant-date fair value of employee share options and similar instruments are estimated using the Black Scholes option-pricing model adjusted for the unique characteristics of those instruments.

 

Equity instruments issued to non-employees are recorded at their fair values as determined in accordance with ASC 718 and ASC 595, “Accounting for Equity Instruments That Are Issued to Other Than Employees for Acquiring, or in Conjunction with Selling Goods and Services”, and are periodically revalued as the stock options vest and are recognized as expense over the related service period.

 

Basic and Diluted Loss per Share

 

The Company calculates earnings per share in accordance with ASC 260, “Computation of Earnings Per Share.” Basic loss per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings (loss) per share gives effect to dilutive convertible securities, options, warrants and other potential common stock outstanding during the period; only in periods in which such effect is dilutive. For 20172018 and 2016,2017, no common equivalent shares were excluded from the calculation and as of SeptemberJune 30, 2017,2018, there are not stock equivalents existing. The ESOP shares issued during 2012 and 2011 have also been excluded from the calculation as they were issued but not outstanding.

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

SeptemberJune 30, 2017

2018 (Unaudited)

 

 For the six months  For the six months 
 Ended
September 30, 2017
  Ended
September 30, 2016
  Ended
June 30, 2018
  Ended
June 30, 2017
 
Income (Loss) (numerator) $(669,881) $(8,118,984) $(549,776) $(498,067)
Shares (denominator)  124,806,077   91,041,945   155,577,996   124,527,990 
Basic and diluted income (loss) per share $(0.00) $(0.00) $(0.00) $(0.00)

 

Intangible Assets and Business Combinations

 

The Company adopted ASC 805, “Business Combinations”, and ASC 350, “Goodwill and Other Intangible Assets”, effective June 2001 and revised in December 2007. ASC 805 requires the use of the purchase method of accounting for any business combinations initiated after June 30, 2002, and further clarifies the criteria to recognize intangible assets separately from goodwill. Under ASC 350, goodwill and indefinite−life intangible assets are no longer amortized but are reviewed for impairment annually.

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

September 30, 2017

(Unaudited)

 

Income Taxes

 

The Company applies ASC 740 which requires the asset and liability method of accounting for income taxes. The asset and liability method requiresrequire that the current or deferred tax consequences of all events recognized in the financial statements are measured by applying the provisions of enacted tax laws to determine the amount of taxes payable or refundable currently or in future years. Deferred tax assets are reviewed for recoverability and the Company records a valuation allowance to reduce its deferred tax assets when it is more likely than not that all or some portion of the deferred tax assets will not be recovered.

 

The Company adopted ASC 740 at the beginning of fiscal year 2008. This interpretation requires recognition and measurement of uncertain tax positions using a “more-likely-than-not” approach, requiring the recognition and measurement of uncertain tax positions. The adoption of ASC 740 had no material impact on the Company’s financial statements. Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will to be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment

 

NOTE 4 - RELATED PARTY TRANSACTIONS

 

The Company is indebted to the officers of the Company for unpaid wages and bonuses from previous years that were converted into Notes. The balances at SeptemberJune 30, 20172018 and December 31, 20162017 are $421,044 to Mr. Reichman and $206,670 to Mrs. Griffin, respectively. The notes bear interest at 5% are due at October 1, 2018 and are unsecured.

 

Due to officers as of SeptemberJune 30, 20172018 and December 31, 20162017 are totals of $185,155$261,670 and $135,062,$192,441, respectively. These balances consist of net cash advances, and unpaid expense reimbursements due to David Reichman. The payables and cash advances are unsecured, due on demand and do not bear interest. During the first ninesix months of 20172018 Mr. Reichman advanced $270,369$69,229 to the Company to cover operating expenses, and was repaid $220,275.

During the first nine months of 2017 and the year ended December 31, 2016, a board member advanced $0 and $3,000, respectively. These totals consist of several small advances, each covered by separate notes that bear interest at 6%, are unsecured, and are due in October 2018. The total notes payable to this board member at September 30, 2017 and December 31, 2016 amount to $116,300 and $116,300, respectively.

expenses.

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

SeptemberJune 30, 2017

2018 (Unaudited)

 

NOTE 5 - NOTES PAYABLE

 

(a)NOTES PAYABLE

 

Notes payable consist of various notes bearing interest at rates from 5% to 8%, which are unsecured, with due dates between August 2000 and October 2018. Many notes with maturity dates that have passed are currently in default with the remaining note due on dates as specified below. At SeptemberJune 30, 20172018 and December 31, 2016,2017, notes payable amounted to $1,822,236 and $1,822,236, respectively. Below is a table summarizing the notes owed by the Company.

 

   Interest Expense Interest Expense 
PrincipalPrincipal Interest Rate 9/30/17 9/30/2016 MaturityPrincipal Interest Rate Interest Expense 6/30/2018 Interest Expense 6/30/2017 Maturity 
5,099   5.00%  128   128  10/5/20185,099   5%  128   128   10/5/2018 
32,960   5.00%  824   824  10/5/201832,960   5%  824   824   10/5/2018 
37,746   5.00%  968   968  10/5/201832,746   5%  818   817   10/5/2018 
107,000   5.00%  2710   2710  10/5/20185,000   5%  150   150   10/5/2018 
388,376   5.00%  9710   9710  10/5/2018388,376   5%  9710   9710   10/5/2018 
192,000   0.00%  6720   6720  1/31/2017192,000   0%  6720   6720   1/31/2017 
18,000   6.00%  540   540  09/01/200218,000   6%  540   540   9/1/2002 
30,000   6.00%  900   900  09/12/200230,000   6%  900   900   9/12/2002 
25,000   5.00%  626   626  08/31/200025,000   5%  626   626   8/31/2000 
40,000   7.00%  1400   1400  07/10/200240,000   7%  1400   1400   7/10/2002 
5,000   6.00%  150   150  10/28/20135,000   6%  150   150   10/28/2013 
409,920   5.00%  10248   10248  10/5/2018107,000   0%  2710   2710   1/31/2017 
11,125   5.00%  278   278  10/5/2018409,920   5%  10248   10248   10/5/2018 
200,000   5.00%  5000   5000  10/5/201811,125   5%  278   278   10/5/2018 
6,670   5.00%  166   167  10/5/2018200,000   5%  5000   5000   10/5/2018 
116,300   6.00% & 8.00%   3680   3680  10/5/20186,670   5%  166   167   10/5/2018 
147,840   6.00%  4436   4573  3/14-11/15131,700   6.00% & 8.00%  3952   3,952   10/5/2018 
49,200   6.00%  1476   1476  03/16-12/16116,300   6%  3680   3,680   3/14-11/15 
65,340   6%  1960   1,960   03/16-12/16 
                  
$1,822,236       64,856   75,207   1,822,236       49,960   49,960     

 

(1)Imputed interest due to 0% interest rate

13

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

SeptemberJune 30, 2017

2018 (Unaudited)

 

NOTE 6 - STOCKHOLDERS’ DEFICIT

 

ISSUANCES OF COMMON STOCK

 

During the ninesix months ended SeptemberJune 30, 2017, there were 1,000,000 shares of common stock issuances for services

During the nine months ended September 30, 2017,2018, the Company recorded imputed interest on a non-interest bearingnon-interest-bearing note in the amount of $10,080,$6,720, with an increase in paid in capital.

 

During the ninesix months ended SeptemberJune 30, 2017,2018, the Company did not issue any stock, stock options or warrants.

 

ISSUANCES OF PREFERRED STOCK

 

Pursuant to the Articles of Incorporation of the Company, there was initially authorized 50,000 shares of Series A Preferred Stock. On April 7, 2016, the Company’s Board of Directors created out of the Series A Preferred Stock, 1,000 Series A Preferred sharesShares with the following features:

 

a)

Super voting power, wherein the 1,000 shares have the right to vote in the amount equal to fifty-one percent (51%) of the total vote with respect to any proposal relating to (i) increasing the authorized share capital of the Company, and (ii) effecting any forward stock split of the Company’s authorized, issued or outstanding shares of capital stock, and (iii) any other matter subject to a shareholder vote.

b)

No entitlement to dividends.

c)

No liquidation preferences.

d)

No conversion rights.

e)

Automatic Redemption Rights upon certain triggers, to be redeemed at par value.

a)Super voting power, wherein the 1,000 shares have the right to vote in the amount equal to fifty-one percent (51%) of the total vote with respect to any proposal relating to (i) increasing the authorized share capital of the Company, and (ii) effecting any forward stock split of the Company’s authorized, issued or outstanding shares of capital stock, and (iii) any other matter subject to a shareholder vote.
b)No entitlement to dividends.
c)No liquidation preferences.
d)No conversion rights.
e)Automatic Redemption Rights upon certain triggers, to be redeemed at par value.

 

The Board of Directors also authorized the issuance of all 1,000 Series A Preferred sharesShares to David Reichman, CEO, for no consideration.

 

1413
 

 

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

SeptemberJune 30, 2017

2018 (Unaudited)

 

NOTE 7 - LEGAL ACTIONS

 

At present, GTII is involved with two separate mattersDuring March 2013, the Company was named in the US District Court in New York. The first matter, Case #17-cv-000698 is in the Eastern District and was brought against ARURan action pertaining to recover the shares paid to ARUR for the 75% working interest in the Ownbey leaseLease. Subsequent to the Company’s purchase of the assets and the termination of the operator, a mechanics lien was filed against the property claiming approximately $267,000 in fees are due to the previous operator. An action is pending in the District Court of Chautauqua County, Kansas, captionedAesir Energy, Inc. vs. American Resource Technologies, Inc.; Nancy Ownbey Archer; Jimmy Stephen Ownbey; Robbie Faye Butts; Global Tech Industries Group, Inc. and TTII oil & Gas, Inc. Management intends to vigorously contest AESIR’s claims and, at this point, settlement appears unlikely. It has been presented in the County Court that was acquiredsome of ARUR’s Directors have acted without authorization in this matter, and GTII’s management is assessing how to proceed at this time. No monetary claims have been asserted against GTII or TTII Oil & Gas, Inc. The Company has made several attempts to recover the shares of GTII stock paid to ARUR for the asset acquisition and the various costs and expenses expended by GTII then TTII, fromin fulfillment of its obligations under the contract with ARUR. Shortly thereafter,The failure of non-litigation attempts to resolve the matter resulted in filing an action for declaratory judgment in the US District Court for the Eastern District of New York, case#17-CV-0698.On the 3rd of February 2017, GTII filed an action for declaratory relief in the Eastern District of New York, for the purpose of recovering the costs, expenses and consideration paid to ARUR was suedfor the rights and benefits associated with an Oil and Gas transaction entered into between the parties on December 31st, 2012. The action by GTII is predicated on the underlying contract for the sale of the assets of ARUR being vacated by a shareholder claiminglocal Kansas Court on the basis that ARURthe company and its officers lacked the authority to carry outenter into the salecontract. Because of that decision GTII lost all interest in the transaction, their associated benefits and any financial gain that may have been anticipated. Attempts were made to GTII. Due to ARURs failure to answer and defend and to defend on behalf of GTII, the court ruled against ARUR and GTII.

In Jan 2017, GTII, through itsresolve this without litigation Counsel, Warren Markowitz, Esq., proceed with an actionbut have been unsuccessful. The matter is proceeding accordingly. The Company has made several attempts to recover the shares paid. As of August 1st 2017, GTII, has applied for and anticipates getting, f/k/a default judgment invalidating the sharesTTI stock paid to ARUR onfor the grounds that ARUR, its officerasset acquisition and its management has failed to answer or defend the action brought.

In May 2017,various costs and expenses expended by GTII took action against Go Fun Group, its managers, and related companies for failing to fulfillin fulfillment of its obligations under an agreement entered into in December 2016. Duethe contract with ARUR. The failure of non-litigation attempts to the complexity ofresolve the matter GTII was required to serveresulted in filing an action for declaratory judgment in the documentsUS District Court for the case, # 1:17-cv-03727, SouthernEastern District of New York, undercase#17-CV-0698. As of this writing the Hague Convention through the Central Administrative Authoritycase has not yet been decided.

On December 30, 2016, Global Tech Industries Group, Inc., a Nevada corporation, executed a stock purchase agreement (the “Agreement”), which was signed and closed in Hong Kong, SAR. In July 2017, litigation Counsel, Warren Markowitz, Esq., received confirmation that the papers were servedwith GoFun Group, Ltd. through its wholly owned subsidiary Go F & B Holdings, Ltd. GoFun Group, Ltd. is a privately held company running a casual dining restaurant business, based in Hong Kong SAR. Counsel is weighingKong.Subsequent to the agreement being signed, GoFun Group failed to substantially perform under the agreement, including, but not limited to providing audited financials of its options asassets, making the ongoing payments called for in the agreement, along with other matters that led Global Tech to further action atinitiate litigation in the United States. Currently, Global Tech and GoFun are litigating the matter in the U.S District Court for the southern district of New York. As of this time.writing, the case has yet to be decided.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

Cautionary Statements

 

This Form 10-Q may contain “forward-looking statements,” as that term is used in federal securities laws, about Global Tech’s consolidated financial condition, results of operations and business. These statements include, among others:

 

statements concerning the potential benefits that may be experienced from business activities and certain transactions contemplated or completed; and
  
statements of our expectations, beliefs, future plans and strategies, anticipated developments and other matters that are not historical facts. These statements may be made expressly in this Form 10-Q. You can find many of these statements by looking for words such as “believes,” “expects,” “anticipates,” “estimates,” “opines,” or similar expressions used in this Form 10-Q. These forward-looking statements are subject to numerous assumptions, risks and uncertainties that may cause our actual results to be materially different from any future results expressed or implied in those statements. The most important facts that could prevent us from achieving our stated goals include, but are not limited to, the following:

a)volatility or decline of Global Tech’s stock price; potential fluctuation of quarterly results;
  
b)Potential fluctuation of quarterly results;
  
c)failure to earn revenues or profits;
  
d)inadequate capital to continue or expand our business, and inability to raise additional capital or financing to implement our business plans;
  
e)failure to commercialize our technology or to make sales;
  
f)decline in demand for our products and services;
  
g)Rapid adverse changes in markets;
  
h)litigation with or legal claims and allegations by outside parties against GTII, including but not limited to challenges to intellectual property rights;
  
i)insufficient revenues to cover operating costs; and

There is no assurance that we will be profitable, we may not be able to successfully develop, manage or market our products and services, we may not be able to attract and retain qualified executives and technology personnel, we may not be able to obtain customers for our products or services, our products and services may become obsolete, government regulation may hinder our business, additional dilution in outstanding stock ownership may be incurred due to the issuance of more shares, warrants and stock options, or the exercise of outstanding warrants and stock options, and other risks inherent in our businesses.

 

Because the statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by the forward-looking statements. We caution you not to place undue reliance on the statements, which speak only as of the date of this Form 10-K. The cautionary statements contained or referred to in this section should be considered in connection with any subsequent written or oral forward-looking statements that we or persons acting on our behalf may issue. We do not undertake any obligation to review or confirm analysts’ expectations or estimates or to release publicly any revisions to any forward-looking statements to reflect events or circumstances after the date of this Form 10-Q, or to reflect the occurrence of unanticipated events.

 

Organizational History

 

We were incorporated in 1980 under the laws of the State of Nevada under the name of Western Exploration, Inc. Western Exploration, Inc., a Nevada corporation, was formed on July 24, 1980. In 1990, Western Exploration, Inc. changed its name to Nugget Exploration, Inc. On November 10, 1999, a wholly ownedwholly-owned subsidiary of Nugget Exploration, Inc., Nugget Holdings Corporation merged with and into Health,GoHealthMD, Inc., a Delaware corporation. Shortly thereafter, Nugget Exploration, Inc. changed its name to GoHealthMD, Inc. a Nevada corporation.

 

On August 18, 2004, GoHealthMD, Inc., the Nevada Corporation, changed its name to Tree Top Industries, Inc. On July 7, 2016, Tree Top Industries, Inc. changed its name to Global Tech Industries Group, Inc. GoHealthMD, Inc. continues to exist as a Delaware corporation and wholly ownedwholly-owned subsidiary of Global Tech Industries Group, Inc. NetThruster, Inc. MLN, Inc., BioEnergy Applied Technologies, Inc. (BAT”), Eye Care Centers International, Inc., GoHealthMD Nano Pharmaceuticals, Inc., TTI Strategic Acquisitions and Equity Group, Inc., and TTII Oil & Gas, Inc., and G T International, Inc. are also wholly owned subsidiaries ofInc, all were formed by Global Tech Industries Group, Inc. Several of these subsidiaries have been formed by us in the anticipation of technologies, products or services being acquired. G T International, Inc. is a wholly owned subsidiary of Global Tech Industries Group, Inc., existing as a Wyoming corporation. Not all subsidiaries are currently active.

On December 31, 2012, Global Tech and its new subsidiary, TTII Oil & Gas, Inc., a Delaware corporation, signed a binding asset purchase agreement with American Resource Technologies, Inc. (“ARUR”), a Kansas corporation, to acquire all of the assets of ARUR for a purchase price of $513,538, which was paid in the form of 466,853 shares of Global Tech’s common stock as described in the asset purchase agreement. The shares were valued at $1.10 per share, based on the closing trading price of the common stock on the Closing Date. The assets purchased from ARUR include a 75% working interest in oil and gas leases in Kansas, as well as other oil field assets, a natural gas pipeline, currently shut down that is also located in Kansas, 25% interest in three other business entities operating in Kansas, and accounts receivables from two companies operating in Brazil in the amounts of $3,600,000 and $3,600,000 respectively. TTII Oil & Gas, Inc. also purchased three promissory notes in the amounts of $100,000, $100,000 and $350,000, as well an overdue contract for revenue in the amount of $1,000,000. Finally, a gun sight patent was also acquired from Century Technologies, Inc.

During 2016 a Kansas court deemed the acquisition of the oil properties from ARUR as an invalid transaction, therefore all oil and gas operations have ceased and litigation has been commenced (See litigation). The Company TTII Oil & Gas, Inc. intends to pursue more opportunities in Kansas to expand the current leases, and to aggressively continue through legal channelspumping oil from the thirteen currently operating wells. At the same time, both Global Tech Industries Group, Inc. and TTII Oil & Gas, Inc. intend to aggressively pursue the two companies located in Brazil, who are responsible for the over $7,000,000 dollars in monies owed to TTII Oil & Gas, Inc. All accounts and notes receivable were deemed uncollectable due to the age and circumstances, and therefore were assessed no value in the asset purchase. The equity ownerships were also deemed to be impaired due to the inactive nature of the entities and were not allocated any value. The gun sight patent was also not readily assessable as to value and no purchase price was allocated to this asset. Also, due to the mechanic’s lien and lawsuit on the oil leases, as well as the absence of an official reserve report, the oil lease was also impaired, and no value was recorded for this asset. On September 2015, the Chautauqua County Court decided that American Resource Technologies Inc management and Board of Directors improperly acted and rendered the original Agreement a nullity. The Company has made several attempts to recover the shares of GTII stock paid to ARUR for the asset acquisition and the various costs and expenses expended by GTII in fulfillment of its obligations under the contract with ARUR. The failure of non-litigation attempts to resolve the matter resulted in filing an action for declaratory judgment in the US District Court for the Eastern District of New York, case#17-CV-0698. As of this writing the case has not yet been decided.

 

On December 30, 2016, Global Tech Industries Group, Inc., a Nevada corporation, executed a stock purchase agreement (the “Agreement”), which was signed and closed in Hong Kong, with GoFun Group, Ltd. through its wholly owned subsidiary Go F & B Holdings, Ltd. GoFun Group, Ltd. is a privately held company running a casual dining restaurant business, based in Hong Kong. PursuantSubsequent to the Agreement, GTII acquired all the issued and outstanding capital stock of Sky Sovereign (F&B), Ltd., Heartful Blessing Catering Investment Ltd., Shichirin Food & Beverage Corporation Ltd. and Go Inside Kitchen Ltd. for up to 73% of the issued and outstanding shares of GTII. The aforementioned companies (the “Companies”) were acquired from Go F&B Holdings Ltd. (the “Seller”), a subsidiary ofagreement being signed, GoFun Group Ltd.,failed to substantially perform under the agreement, including, but not limited to providing audited financials of its assets, making the ongoing payments called for 10% of the issued and outstanding shares of common stock of GTII, as of December 30, 2016. Additionally, the Seller may acquire up to an additional 63% of the issued and outstanding shares of common stock of GTII as of December 30, 2017, if certain thresholds have been met. As of December 31, 2016, and the date of this report, the shares had not been exchanged with the GoFun shareholders, and due to the contingencies stated in the agreement, having not been met, management has determinedalong with other matters that led Global Tech to initiate litigation in the acquisitionUnited States. Currently, Global Tech and GoFun are litigating the matter in the U.S District Court for the southern district of GoFunNew York. As of this writing the case has not yet been consummated, and has determined not to include the activities of GoFun in these financial statements. Further, GTII has filed an action for specific performance, in the US District Court in the Eastern District of New York on May 21, 2017.decided.

 

Critical Accounting Policies

 

Our discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. We monitor our estimates on an on-going basis for changes in facts and circumstances, and material changes in these estimates could occur in the future. Changes in estimates are recorded in the period in which they become known. We base our estimates on historical experience and other assumptions that we believe to be reasonable under the circumstances. Actual results may differ from our estimates if past experience or other assumptions do not turn out to be substantially accurate.

 

Certain of our accounting policies are particularly important to the portrayal and understanding of our financial position and results of operations and require us to apply significant judgment in their application. As a result, these policies are subject to an inherent degree of uncertainty. In applying these policies, we use our judgment in making certain assumption and estimates. Our critical accounting policies are described in our Annual Report on Form 10-K for the year ended December 31, 2015.2017. There have been no material changes to our critical accounting policies as of SeptemberofJune 30, 20162018 and for the ninethree months then ended.

Overview of Business

 

We were incorporated in 1980Global Tech Industries Group, Inc. (“Global Tech”, “GTII”, “we”, “our”, “us”, “the Company”) is a Nevada corporation which has been operating under the laws of the State of Nevada under the name of Western Exploration, Inc. several different names since 1980.

Western Exploration, Inc., a Nevada corporation, was formed on July 24, 1980. In 1990, Western Exploration, Inc. changed its name to Nugget Exploration, Inc. On November 10, 1999, a wholly owned subsidiary of Nugget Exploration, Inc., Nugget Holdings Corporation merged with and into Health,GoHealthMD, Inc., a Delaware corporation. Shortly thereafter, Nugget Exploration, Inc. changed its name to GoHealthMD, Inc. a Nevada corporation.

 

On August 18, 2004, GoHealthMD, Inc., the Nevada Corporation, changed its name to Tree Top Industries, Inc. On July 7, 2016,2017, Tree Top Industries, Inc. changed its name to Global Tech Industries Group, Inc. GoHealthMD, Inc. continues to exist as a Delaware corporation and wholly owned subsidiary of Global Tech Industries Group, Inc. NetThruster, Inc. MLN, Inc., BioEnergy Applied Technologies, Inc. (BAT”(“BAT”), Eye Care Centers International, Inc., GoHealthMD Nano Pharmaceuticals, Inc., TTI Strategic Acquisitions and Equity Group, Inc., and TTII Oil & Gas, Inc., and G T International, Inc. are also wholly owned subsidiaries ofa Delaware corporation all were formed by Global Tech Industries Group, Inc. Several of these subsidiaries have been formed by us in the anticipation of technologies, products, or services being acquired. G T International, Inc. a Nevada corporation is an also wholly-owned subsidiary of Global Tech Industries Group, Inc, existing as a Wyoming corporation. Not all subsidiaries are currently active.

 

Effective August 12, 2009, Global Tech completed a stock exchange with BAT, BioEnergy Systems Management Inc., Wimase Limited and Energetic Systems Inc., LLC. whereby Global Tech acquired 100% of the issued and outstanding stock of BAT. BAT is the originator of various proprietary, clean-tech, environmentally friendly technologies and intellectual properties in the areas of hazardous waste destruction, energetic materials, chemical recycling processes, and coal gasification. BAT also maintains unique electrolytic technology that simplifies the production of bio fuels, specifically biodiesel and its byproducts. Global Tech acquired all the issued and outstanding shares of BAT. Global Tech issued 35,000 shares of its common stock, par value $.001 per share, to the stockholders of BAT in exchange for the transfer of all the issued and outstanding shares of common stock of BAT by such stockholders.

The Company also owns NetThruster, Inc., a Nevada corporation (“NetThruster”), which was formally known as Ludicrous, Inc. (“Ludicrous”). On January 28, 2011, the Board of Directors of Global Tech adopted resolutions approving the disposition by the Company of all the common stock of its wholly-owned subsidiary, NetThruster, Inc., a Delaware corporation (“NetThruster Delaware”), in a spin-off to Global Tech’s shareholders on a pro rata basis (the “Spin-Off”). Thereafter, NetThruster Delaware would be owned by Global Tech’s shareholders. David Reichman, the CEO of Global Tech was named Chairman of the Board, CEO and CFO of NetThruster Delaware. Kathy M. Griffin was named a Director and corporate secretary. The Board of Directors of NetThruster Delaware is comprised of David Reichman and Kathy Griffin. On February 9, 2011, Global Tech entered into a distribution agreement with NetThruster Delaware (the “Distribution Agreement”). The Spin-Off is governed by the Distribution Agreement. A copy of the Distribution Agreement is attached by reference. The Spin-Off was disclosed in a Form 8-K, filed on February 9, 2011, which announced that the NetThruster division would be spun-off into a separate entity. Subsequently, management and the board of directors agreed to postpone the spin-off indefinitely

On May 25, 2011Global Tech signed a licensing agreement with WorldWithoutBlindness (“WWB”) for the right to market and sell their patented eye screening equipment on a global basis outside the United States, for a period of two years. Eye Care Centers International, Inc, was formed to support the further growth and development of (“WWB”), an organization whose primary mission is to bring patented eye screening equipment to the developing world. The WWB technology uses objective parameters instead of traditional subjective eye chart examinations, to screen children as young as six months old. This agreement was extended an additional two years through May 25, 2015.

On December 31, 2012, Global Tech and its new subsidiary, TTII Oil & Gas, Inc., a Delaware corporation, signed a binding asset purchase agreement with American Resource Technologies, Inc. (“ARUR”), a Kansas corporation, to acquire all of the assets of ARUR for a purchase price of $513,538, which was paid in the form of 466,853 shares of Global Tech’s common stock as described in the asset purchase agreement. The shares were valued at $1.10 per share, based onagreement, which was disclosed in a Form 8 – K and is attached as an exhibit incorporated by reference. Subsequent to the closing trading priceCompany’s purchase of the common stock onassets and the Closing Date. Thetermination of the operator, a mechanics lien was filed against the property claiming approximately $267,000 in fees are due to the previous operator. At December 31, 2012, due to the lien, the Company impaired the recorded cost, leaving no value associated with the acquisition. See Note 11 for detail of the assets purchasedacquired from ARUR include a 75% working interest in oil and gas leases in Kansas, as well as other oil field assets, a natural gas pipeline, currently shut down thatARUR. An action is also located in Kansas, 25% interest in three other business entities operating in Kansas, and accounts receivables from two companies operating in Brazilpending in the amountsDistrict Court of $3,600,000Chautauqua County, Kansas, captioned Aesir Energy, Inc. vs. American Resource Technologies, Inc.; Nancy Ownbey Archer; Jimmy Stephen Ownbey; Robbie Faye Butts; Tree Top Industries, Inc.; and $3,600,000 respectively.TTII oil & Gas, Inc. Management intends to vigorously contest AESIR’s claims and, at this point, settlement appears unlikely. It has been presented in the County Court that some of ARUR’s Directors have acted without authorization in this matter. No monetary claims have been asserted against Global Tech or TTII Oil & Gas, Inc. also purchased three promissory notesThe Company has made several attempts to recover the shares of GTII stock paid to ARUR for the asset acquisition and the various costs and expenses expended by GTII in fulfillment of its obligations under the contract with ARUR. The failure of non-litigation attempts to resolve the matter resulted in filing an action for declaratory judgment in the amountsUS District Court for the Eastern District of $100,000, $100,000 and $350,000, as well an overdue contract for revenue inNew York, case#17-CV-0698. As of this writing the amount of $1,000,000. Finally, a gun sight patent was also acquired from Century Technologies, Inc.case has not yet been decided.

 

During 2016 a Kansas court deemed the acquisition of the oil properties from ARUR as an invalid transaction, therefore all oil and gas operations have ceased and litigation has been commenced (See litigation). The Company intends to continue through legal channels to aggressively pursue the two companies located in Brazil, who are responsible for the over $7,000,000 dollars in monies owed to TTII Oil & Gas, Inc. All accounts and notes receivable were deemed uncollectable due to the age and circumstances, and therefore were assessed no value in the asset purchase. The equity ownerships were also deemed to be impaired due to the inactive nature of the entities, and were not allocated any value. The gun sight patent was also not readily assessable as to value and no purchase price was allocated to this asset. Also, due to the mechanic’s lien and lawsuit on the oil leases, as well as the absence of an official reserve report, the oil lease was also impaired and no value was recorded for this asset.

On December 30, 2016, Global Tech Industries Group, Inc., a Nevada corporation, executed a stock purchase agreement (the “Agreement”), which was signed and closed in Hong Kong, with GoFun Group, Ltd. through its wholly owned subsidiary Go F & B Holdings, Ltd. GoFun Group, Ltd. is a privately held company running a casual dining restaurant business, based in Hong Kong. PursuantSubsequent to the Agreement, GTII acquired all the issued and outstanding capital stock of Sky Sovereign (F&B), Ltd., Heartful Blessing Catering Investment Ltd., Shichirin Food & Beverage Corporation Ltd. and Go Inside Kitchen Ltd. for up to 73% of the issued and outstanding shares of GTII. The aforementioned companies (the “Companies”) were acquired from Go F&B Holdings Ltd. (the “Seller”), a subsidiary ofagreement being signed, GoFun Group Ltd.,failed to substantially perform under the agreement, including, but not limited to providing audited financials of its assets, making the ongoing payments called for 10% of the issued and outstanding shares of common stock of GTII, as of December 30, 2016. Additionally, the Seller may acquire up to an additional 63% of the issued and outstanding shares of common stock of GTII as of December 30, 2017, if certain thresholds have been met. As of December 31, 2016, and the date of this report, the shares had not been exchanged with the GoFun shareholders, and due to the contingencies stated in the agreement, having not been met, management has determinedalong with other matters that led Global Tech to initiate litigation in the acquisitionUnited States. Currently, Global Tech and GoFun are litigating the matter in the U.S District Court for the southern district of GoFunNew York. As of this writing the case has not yet been consummated, and has determined not to include the activities of GoFun in these financial statements.decided.

Employees

 

As of October 15, 2017August 6, 2018, we have 2 full-time employees. We have not experienced any work stoppages and we consider relations with its employees to be good.

RESULTS OF OPERATIONS

 

Results of Operations for the Three Months Ended SeptemberJune 30, 20172018 Compared to Three Months Ended September 30, 2016June 302017:

 

We realized revenues of $0 during the three months ended SeptemberJune 30, 20172018 and 2016.2017. Our general operating expenses decreased from $ 7,793,987294,958 in 20162017 to $201,527$231,715 in 2017.2018. The decrease was primarily the result of thea decrease in legal and consulting fees incurred in our attempted acquisition completion.company operations.

 

Our net loss decreasedincreased by $7,593,361$14,460 from $7,820,597$257,841 in 20162017 to a loss of $227,236$272,481 in 2017.2018. The primary reason for thisdecrease was primarily the result of a decrease in legal and consulting fees incurred by our professionals and consultants.company operations. We expect that our losses will continue until we are able to establish a consistent revenue source and finalize our projected acquisition. Management and the Board are considering multiple options currently available.

 

Results of Operations for the NineSix Months Ended SeptemberJune 30, 20172018 Compared to Six Months Ended SeptemberJune 30, 20162017:

 

We realized revenues of $0 during the ninethree months ended SeptemberJune 30, 20172018 and 2016.2017. Our general operating expenses decreasedincreased from $ 8,106,090366,873 in 20162017 to $739,269$465,280 in 2017.2018. The decreaseincrease was primarily s 2017 fluctuations as our operating expenses stayed relatively even for both the resultfirst and second quarter of a decrease in legal and consulting fees incurred in our attempted acquisition completion.2018.

 

Our net loss decreasedincreased by $7,460,629$51,709 from $8,185,932$498,067 in 20162017 to a loss of $725,303$549,776 in 2017.2018. The primary reason for this decreaseincrease was in 2017 other income items of $91,642 reducing the result of a decrease in legal and consulting fees incurred by our professionals and consultants.loss for that period. We expect that our losses will continue until we are able to establish a consistent revenue source and finalize our projected acquisition. Management and the Board are considering multiple options currently available.

 

LIQUIDITY AND CAPITAL RESOURCES

 

At SeptemberJune 30, 20172018 we had cash on hand of $67,965$55,817 compared to $40,656$120,545 at December 31, 2016.2017. We used cash in our operations of $(151,420)$(146,723) in 20172018 compared to cash used of $(277,370)$(70,235) in 2016.2017. We generated cash-flow from investing activities during 20172018 of $0,$81,994, compared to $75,161for$144,429 for the same quarterperiod in 2016. We (paid back)/raised $50,094 and $(126,623) from related party loans in 2017 and 2016, and $0 and $3,000 from other notes payable, respectively. We also collected $128,634 pursuant to a Private Placement Memorandum during the three month period of 2017 compared to $370,000 in the prior year.2017. We anticipate that we will continue to have a negative cash flow from operations for 2017.2018. We do not have sufficient cash on hand at SeptemberJune 30, 20172018 to cover our negative cash flow. We will attempt to raise capital through the sale of our common stock or through debt financing, or engaging in other operations.

 

Some of Global Tech’s past due obligations, including $338,000 of accounts payable, and $113,000 of notes payable and judgments, some of which are duplicative, were incurred or obtained prior to 2005. No actions have been taken by any of the applicable creditors, and the statute of limitations has been exceeded for the creditors to seek legal action. Global Tech believes that these obligations will not be satisfied in the future because the statute of limitations has been exceeded but is not allowed to remove them from our books and records due to accounting regulations.

During the ninesix months ended SeptemberJune 30, 2017,2018, the Company’s working capital deficit decreasedincreased from $(3,028,119)$(4,156,573) to $(2,328,945)$(4,681,524), a decreasean increase of 25%11%, due to the extensioncontinued lack of several long-term notes that had become current or in default.operations.

 

Any remedy to our current lack of liquidity must take into account all the foregoing liabilities. Global Tech intends to continue its pursuit to find other operating activities, and as necessary, raise capital in order to monetize its business and pay all its liabilities. Capital raise plans are under consideration but it cannot be assured that they will materialize in the current economic environment. Currently, Global Tech is without adequate financing or assets. Because no actions have been taken on the aforementioned past due obligations and demand has not been made by the applicable current note holders, we are unable to accurately quantify the effect the overdue accounts have on Global Tech’s financial condition, liquidity and capital resources. However, in the event that all of these obligations and notes payable were required to be paid in an amount equal to the full balance of each, Global Tech would not be able to meet the obligations based upon its current financial status. The liquidity shortfall of $(2,328,945)$(4,383,171) would cause Global Tech to default and, further, would put our continued viability in jeopardy.

 

CONTRACTUAL OBLIGATIONS

 

None

 

Going Concern Qualification

 

The Company has incurred significant losses from operations, and such losses are expected to continue. The Company’s auditors have included a “Going Concern Qualification” in their report for the year ended December 31, 2016.2017. In addition, the Company has limited working capital. The foregoing raises substantial doubt about the Company’s ability to continue as a going concern. Management’s plans include seeking additional capital and/or debt financing. There is no guarantee that additional capital and/or debt financing will be available when and to the extent required, or that if available, it will be on terms acceptable to the Company. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. The “Going Concern Qualification” may make it substantially more difficult to raise capital.

 

Off-Balance Sheet Arrangements

 

We have no off-balance sheet arrangements.

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

Not Applicable.

 

ITEM 4. CONTROLS AND PROCEDURES

 

Evaluation of Disclosure Controls and Procedures

 

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information we are required to disclose is recorded, processed, summarized and reported, within the time periods specified in the rules and forms of the Commission. David Reichman, our Chief Executive Officer and our Principal Accounting Officer, is responsible for establishing and maintaining our disclosure controls and procedures.

 

Under the supervision and with the participation of our management, including the Chief Executive Officer and Principal Accounting Officer, we have evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act) as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Principal Accounting Officer has concluded that, as of September 30,December 31, 2017 these disclosure controls and procedures were ineffective to ensure that all information required to be disclosed by us in the reports that we file or submit under the Exchange Act is: (i) recorded, processed, summarized and reported, within the time periods specified in the Commission’s rule and forms; and (ii) accumulated and communicated to our management, including our Chief Executive Officer and Principal Accounting Officer, as appropriate to allow timely decisions regarding required disclosure. The Company’s controls are not effective due to a lack of the segregation of duties. The Company lacks the appropriate personnel to handle all the varying recording and reporting tasks on a timely basis. The Company plans to address these material weaknesses as resources become available by hiring additional professional staff, such as a Chief Financial Officer, as funding becomes available, outsourcing certain aspects of the recording and reporting functions, and separating responsibilities. The Company believes that it would require approximately $250,000 per year in available funds in order to retain the qualified personnel required for effective disclosure controls and procedures.

The term “internal control over financial reporting” is defined as a process designed by, or under the supervision of, the registrant’s principal executive and principal financial officers, or persons performing similar functions, and effected by the registrant’s board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:

 

pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the registrant;
  
provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the registrant are being made only in accordance with authorizations of management and directors of the registrant; and
  
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the registrant’s assets that could have a material effect on the financial statements.

 

Changes in Internal Controls over Financial Reporting

 

There were no additional changes in our internal control over financial reporting that occurred during the fiscal quarter ended SeptemberJune 30, 20172018 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 

Inherent Limitations over Internal Controls

 

Global Tech’s management does not expect that its disclosure controls or its internal control over financial reporting will prevent or detect all error and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. The design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Further, because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, within Global Tech have been detected. These inherent limitations include the realities that judgments in decision making can be faulty and that breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or management override of the controls. The design of any system of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Projections of any evaluation of controls effectiveness to future periods are subject to risks. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures.

 

Our disclosure controls and procedures are designed to provide reasonable assurance of that our reports will be accurate. Our Chief Executive Officer and Principal Accounting Officer concludes that our disclosure controls and procedures were ineffective at that reasonable assurance level, as of the end of the period covered by this Form 10-Q. Our future reports shall also indicate that our disclosure controls and procedures are designed for this reason and shall indicate the related conclusion by the Chief Executive Officer and Principal Accounting Officer as to their effectiveness.

PART II OTHER INFORMATION

 

ITEM 1. LEGAL PROCEEDINGS

 

At present,During April 2012, the Company filed suit in Los Angeles Superior Court against GeoGreen Biofuels, Inc. and related parties, relating to GeoGreen’s failure to repay $192,000 advanced pursuant to a Bridge Loan Term Sheet. Although litigation is inherently unpredictable, GTII is involvedconfident in its position, and intends to pursue the action aggressively. GeoGreen has filed a cross-complaint against the Company and its two officers, the Chief Executive Officer and the President, however the charges against the officers were subsequently dismissed with two separate mattersprejudice. A motion was also passed denying GeoGreen’s motion to strike GTIIs request for punitive damages. The Company has dropped its law suit for the time being.

On February 3, 2017, the Company filed suit in Eastern District Federal Court New York against American resource Technologies, Inc., and several directors and officers relating to the Chautauqua County Court Kansas decision nullifying the Agreement. The Company has made several attempts to recover the shares of GTII stock paid to ARUR for the asset acquisition and the various costs and expenses expended by GTII in fulfillment of its obligations under the contract with ARUR. The failure of non-litigation attempts to resolve the matter resulted in filing an action for declaratory judgment in the US District Court in New York. The first matter, Case #17-cv-000698 is infor the Eastern District andof New York, case#17-CV-0698. As of this writing the case has not yet been decided.

During March 2013, the Company was brought against ARURnamed in an action pertaining to recover the shares paid to ARUR for the 75% working interest in the Ownbey leaseLease. Subsequent to the Company’s purchase of the assets and the termination of the operator, a mechanics lien was filed against the property claiming approximately $267,000 in fees are due to the previous operator. An action is pending in the District Court of Chautauqua County, Kansas, captioned Aesir Energy, Inc. vs. American Resource Technologies, Inc.; Nancy Ownbey Archer; Jimmy Stephen Ownbey; Robbie Faye Butts; Global Tech Industries Group, Inc. and TTII oil & Gas, Inc. Management intends to vigorously contest AESIR’s claims and, at this point, settlement appears unlikely. It has been presented in the County Court that was acquiredsome of ARUR’s Directors have acted without authorization in this matter, and GTII’s management is assessing how to proceed at this time. No monetary claims have been asserted against GTII or TTII Oil & Gas, Inc.On the 3rd of February 2017, GTII filed an action for declaratory relief in the Eastern District of New York, for the purpose of recovering the costs, expenses and consideration paid to ARUR for the rights and benefits associated with an Oil and Gas transaction entered into between the parties on December 31st, 2012. The action by GTII then TTII, from ARUR. Shortly thereafter,is predicated on the underlying contract for the sale of the assets of ARUR was suedbeing vacated by a shareholder claiminglocal Kansas Court on the basis that ARURthe company and its officers lacked the authority to carry outenter into the salecontract. Because of that decision GTII lost all interest in the transaction, their associated benefits and any financial gain that may have been anticipated. Attempts were made to GTII. Due to ARURs failure to answer and defend and to defend on behalf of GTII, the court ruled against ARUR and GTII.
In Jan 2017, GTII, through itsresolve this without litigation Counsel, Warren Markowitz, Esq., proceed with an actionbut have been unsuccessful. The matter is proceeding accordingly. The Company has made several attempts to recover the shares paid. As of August 1st 2017, GTII, has applied for and anticipates getting, f/k/a default judgment invalidating the sharesTTI stock paid to ARUR onfor the grounds that ARUR, its officerasset acquisition and its management has failed to answer or defend the action brought.

In May 2017,various costs and expenses expended by GTII took action against Go Fun Group, its managers, and related companies for failing to fulfillin fulfillment of its obligations under an agreement entered into in December 2016. Duethe contract with ARUR. The failure of non-litigation attempts to the complexity ofresolve the matter GTII was required to serveresulted in filing an action for declaratory judgment in the documentsUS District Court for the case, # 1:17-cv-03727, SouthernEastern District of New York, undercase#17-CV-0698. As of this writing the Hague Convention through the Central Administrative Authoritycase has not yet been decided.

On December 30, 2016, Global Tech Industries Group, Inc., a Nevada corporation, executed a stock purchase agreement (the “Agreement”), which was signed and closed in Hong Kong, SAR. In July 2017, litigation Counsel, Warren Markowitz, Esq., received confirmation that the papers were servedwith GoFun Group, Ltd. through its wholly owned subsidiary Go F & B Holdings, Ltd. GoFun Group, Ltd. is a privately held company running a casual dining restaurant business, based in Hong Kong SAR. Counsel is weighingKong.Subsequent to the agreement being signed, GoFun Group failed to substantially perform under the agreement, including, but not limited to providing audited financials of its options asassets, making the ongoing payments called for in the agreement, along with other matters that led Global Tech to further action atinitiate litigation in the United States. Currently, Global Tech and GoFun are litigating the matter in the U.S District Court for the southern district of New York. As of this time.writing, the case has yet to be decided.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

On June 17, 2017 the board approved the issuance of 750,000 of our common stock for legal related services and professional fees.

On June 17, 2017 the board approved the issuance of 250,000 of our common stock for computer related services.

 

There were no other shares of common stock issued during the three months ended September 30, 2017.March 31, 2018.

 

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

 

The Company has the following note payable obligations in default:        
        
Note payable to Facts and Comparisons due September 1, 2002, with interest accrued at 6% per annum, unsecured, in settlement of a trade payable; unpaid to date and in default  18,000   18,000 
        
Note payable to Luckysurf.com due September 12, 2002 with interest accrued at 6% per annum, unsecured, in settlement of a trade payable; unpaid to date and in default  30,000   30,000 
        
Note payable to Michael Marks (a shareholder) due August 31, 2000 with interest accrued at 5% per annum, unsecured; unpaid to date and in default  25,000   25,000 
        
Note payable to Steven Goldberg (a former consultant) due July 10, 2002, unsecured with interest of 7% accrued if unpaid at due date, in settlement of liability; unpaid to date and in default  40,000   40,000 
        
Note payable to an individual, unsecured with interest of 6% per annum, unpaid to date and in default  5,000   5,000 
        
Note payable to an LLC, unsecured with interest accruing at 6% per annum, unpaid to date and in default  5,000   5,000 
        
Various Notes payable to a Trust, unsecured with interest accruing at 6% per annum, unpaid to date and in default  131,700   131,700 
        
Various Notes payable to an individual, unsecured with interest accruing at 6% per annum, unpaid to date and in default  60,340   60,340 
        
Notes payable to an individual, unsecured with interest accruing at 0% per annum, unpaid to date and in default  192,000 
    
Totals $571,181  $379,181 

None of these notes have been paid, and management has indicated that no demand for payment for any of these notes has been received by the Company. However, the Company received a notice of motion from Luckysurf.com dated October 22, 2002, seeking entry of a judgment for $30,000. No further information or action has been received by the Company relating to this note.

 

ITEM 5. OTHER INFORMATION

 

Not Applicable

 

ITEM 6. EXHIBITS

 

3. Exhibits

 

EXHIBIT NO. DESCRIPTION
   
3.1 Articles of incorporation of Tree Top Industries, as amended (1)
   
3.2 By-Laws (2)
   
10.1 Employment Agreement, dated October 1, 2007, by and between GLOBAL TECH INDUSTRIES GROUP, INC. and David Reichman (3)
   
10.2 Employment Agreement, dated April 1, 2009, by and between Tree Top Industries Inc. and Kathy Griffin (4)
   
10.3 Bridge Loan Term Sheet, dated January 11, 2010, by and between TTII and GeoGreen Biofuels, Inc. (5)
   
10.4 Business and Financial Consulting Agreement, dated February 22, 2010 by and between GLOBAL TECH INDUSTRIES GROUP, INC. and Asia Pacific Capital Corporation (6)
   
10.5 Distribution Agreement, by and between GLOBAL TECH INDUSTRIES GROUP, INC. and NetThruster, Inc., dated February 9, 2011(7)
   
10.6 Term Agreement by and between GLOBAL TECH INDUSTRIES GROUP, INC. and Sky Corporation, doo, dated April 18, 2011 (8)

10.7 Term Agreement by and between GLOBAL TECH INDUSTRIES GROUP, INC. and Adesso Biosciences, Ltd, dated October 12, 2011(9)
   
10.8 Term Agreement by and between GLOBAL TECH INDUSTRIES GROUP, INC. and Stemcom, LLC d/b/a Pipeline Nutrition, dated March 1, 2012(10)
   
10.9 Mutual disengagement agreement by and between GLOBAL TECH INDUSTRIES GROUP, INC. and Stemcom, LLC d/b/a Pipeline Nutrition, dated March 23, 2012(11)
   
10.10 Reserve Equity financing agreement by and between GLOBAL TECH INDUSTRIES GROUP, INC. and AGS Capital Group, dated August 15, 2012. (12)
   
10.11 Asset purchase Agreement by and between TTII Oil & Gas, Inc. a subsidiary of GLOBAL TECH INDUSTRIES GROUP, INC. and American Resource Technologies, Inc. (13)
   
10.12 Resignation of Mr. Robert Hantman, Esq. as a member of the board of directors (14)
   
10.13 Stock purchase Agreement by and between GLOBAL TECH INDUSTRIES GROUP, INC., G T International, Inc. and Go F & B Holdings, Ltd., dated December 30, 2016(15)2016 (15)
   
21.1 Subsidiaries of the registrant
   
31.1 Section 302 Certification of Chief Executive Officer and
31.2Section 302 Certification of Chief Financial Officer
   
32.1 Section 906 Certification of Chief Executive Officer
32.2Section 906 Certification of Chief Financial Officer

 

(1)

Filed November 13, 2009, as an exhibit to a Form 10-Q and incorporated herein by reference.

 Filed January 3, 2012, as an exhibit to an 8 – K and incorporated herein by reference.
 Filed April 12, 2013, as an exhibit to an 8 – K and incorporated herein by reference.
  
(2)Filed July 19, 2010, as an exhibit to a Form 10-K/A and incorporated herein by reference.
  
(3)Filed November 7, 2007, as an exhibit to a Form 8-K and incorporated herein by reference.
  
(4)Filed March 25, 2010, as an exhibit to a Form 8-K and incorporated herein by reference.
  
(5)Filed January 19, 2010, as an exhibit to a Form 8-K and incorporated herein by reference.
  
(6)Filed July 19, 2010, as an exhibit to a Form 10-Q/A and incorporated herein by reference.
  
(7)Filed February 9, 2011, as an exhibit to a Form 8-K and incorporated herein by reference.
  
(8)Filed April 19, 2011, as an exhibit to a Form 8 - K and incorporated herein by reference.
  
(9)Filed October 18, 2011 as an exhibit to a Form 8 - K and incorporated herein by reference.
  
(10)Filed March 6, 2012 as an exhibit to a Form 8 – K and incorporated herein by reference.
  
(11)Filed March 23, 2012 as an exhibit to a Form 8 – K and incorporated herein by reference.
  
(12)Filed August 21, 2012 as an exhibit to a Form 8 – K and incorporated herein by reference.
  
(13)Filed January 8, 2013 as an exhibit to a Form 8 – K and incorporated herein by reference.
  
(14)Filed January 8, 2013 as an exhibit to a Form 8 – K and incorporated herein by reference.
  
(15)Filed January 5, 2017 as an exhibit to a Form 8 – K and incorporated herein by reference.

 

(a)Exhibits

24

SIGNATURES

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

Dated: October 25, 2017August 13, 2018GLOBAL TECH INDUSTRIES GROUP, INC.
   
 By:/s/ David Reichman
  

David Reichman, Chairman of the Board, Chief

Executive Officer, Chief Financial Officer and

Principal Accounting Officer

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By:/s/ David Reichman Dated: October 25, 2017August 13, 2018
 David Reichman, Chairman of the Board, Chief  
 Executive Officer, Chief Financial Officer  
 and Principal Accounting Officer  
    
By:/s/ Kathy M. Griffin Dated: October 25, 2017August 13, 2018
 Kathy M. Griffin, Director, President  
    
By:/s/ Frank Benintendo Dated: October 25, 2017August 13, 2018
 Frank Benintendo, Director & Secretary  
    
By:/s/ Donald Gilbert Dated: October 25, 2017August 13, 2018
 Donald Gilbert, Director & Treasurer  
    
By:/s/ Greg Ozzimo Dated: October 25, 2017August 13, 2018
 Greg Ozzimo, Director  
    
By:/s/ Mike Valle Dated: October 25, 2017August 13, 2018
 Mike Valle, Director