Green Technology Solutions, Inc. - FORM 10-K

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EX-32.1 - CERTIFICATION - Green Technology Solutions, Inc.	v337294_ex32-1.htm
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EX-31.1 - CERTIFICATION - Green Technology Solutions, Inc.	v337294_ex31-1.htm

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form 10-K

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2012

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________to _________

Commission File Number 1-11248

GREEN TECHNOLOGY SOLUTIONS, INC.

(Exact name of registrant as specified in its charter)

Delaware		84-0938688
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

2880 Zanker Road, Suite 203
San Jose, CA		95134
(Address of principal		(Zip Code)
executive offices)

Registrant's telephone number, including area code: (408) 432-7285

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act: Common stock, $0.001 par value

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes o No þ

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes o No þ

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 þ No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes þ No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405) is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

Yes o No þ

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

Large accelerated filer	o	Accelerated filer	o

Non-accelerated filer	o	Smaller reporting company	þ

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

Yes o No þ

The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant, based on the closing price on June 30, 2012 was $11,552,062.

There were 41,475,966 shares of the registrant’s common stock issued and outstanding as of March 27, 2013.

IMPORTANT INFORMATION REGARDING THIS FORM 10-K

Unless otherwise indicated, references to “we,” “us,” and “our” in this Annual Report on Form 10-K refer to Green Technology Solutions, Inc.

Readers should consider the following information as they review this Annual Report:

Forward-Looking Statements

The statements contained or incorporated by reference in this Annual Report on Form 10-K that are not historical facts are “forward-looking statements” (as such term is defined in the Private Securities Litigation Reform Act of 1995), within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements other than statements of historical fact are, or may be deemed to be, forward-looking statements. Forward-looking statements include any statement that may project, indicate or imply future results, events, performance or achievements. The forward-looking statements contained herein are based on current expectations that involve a number of risks and uncertainties. These statements can be identified by the use of forward-looking terminology such as “believes,” “expect,” “may,” “will,” “should,” “intend,” “plan,” “could,” “estimate” or “anticipate” or the negative thereof or other variations thereon or comparable terminology, or by discussions of strategy that involve risks and uncertainties.

Given the risks and uncertainties relating to forward-looking statements, investors should not place undue reliance on such statements. Forward-looking statements included in this Annual Report on Form 10-K speak only as of the date of this Annual Report on Form 10-K and are not guarantees of future performance. Although we believe that the expectations reflected in the forward-looking statements are reasonable, such expectations may prove to have been incorrect. All subsequent written and oral forward-looking statements attributable to us, or persons acting on our behalf, are expressly qualified in their entirety by these cautionary statements.

Except to the extent required by applicable securities laws, we expressly disclaim any obligation or undertakings to release publicly any updates or revisions to any statement or information contained in this Annual Report on Form 10-K, including the forward-looking statements discussed above, to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any statement or information is based.

GREEN TECHNOLOGY SOLUTIONS, INC.

FORM 10-K

TABLE OF CONTENTS

PART I

Item 1. Business.		1
Item 1A. Risk Factors.		3
Item 1B. Unresolved Staff Comments.		3
Item 2. Properties		3
Item 3. Legal Proceedings		3
Item 4. Mine Safety Disclosures		3

PART II

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.		3
Item 6. Selected Financial Data.		4
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.		5
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.		7
Item 8. Financial Statements and Supplementary Data		8

Reports of Independent Registered Public Accounting Firm		8
Consolidated Balance Sheets as of December 31, 2012 and 2011		9
Consolidated Statements of Operations for the years ended December 31, 2012 and 2011 and for the period from June 12, 2010 (date re-entered development stage) through December 31, 2012		10
Consolidated Statement of Changes in Stockholders’ Deficit for the years ended December 31, 2012 and 2011		11
Consolidated Statements of Cash Flows for the years ended December 31, 2012 and 2011 and from the period from June 12, 2010 (date re-entered development stage) through December 31, 2012		12
Notes to Consolidated Financial Statements		13

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.		18
Item 9A. Controls and Procedures.		18
Item 9B. Other Information.		18

PART III

Item 10. Directors, Executive Officers and Corporate Governance.		19
Item 11. Executive Compensation.		20
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.		21
Item 13. Certain Relationships and Related Transactions, and Director Independence.		21
Item 14. Principal Accountant Fees and Services.		22

PART IV.

Item 15. Exhibits and Consolidated Financial Statement Schedules.		23

Signatures		24

PART I

ITEM 1. BUSINESS

Company History

Green Technology Solutions, Inc. (“GTSO”, “we”, “us”, “our” or the “Company”) was incorporated as XCL Sunrise, Inc. in the State of Delaware on April 1, 1991. We changed our name to Sunrise Energy Resources, Inc. on November 1, 2004. On October 26, 2010, we changed our name to Green Technology Solutions, Inc.

On September 20, 2012 GTSO formed two subsidiaries which may be used to hold GTSO’s urban and traditional mining operations. The new subsidiaries are GTSO Urban Mining LLC and GTSO Resources LLC.

GTSO is in the business of identifying and acquiring rights in early stage, breakthrough green technologies, with the plan to develop these technologies into marketable products. To date, we have identified the following market segments: (1) the advancement of cleaner world-wide mining technologies, with an emphasis on rare earth and precious metals mining applications, (2) the development of additional markets for environmentally friendly methods of recovering minerals from electronic waste and (3) smart grid technology. Our mission is to focus our resources on discovering the best available new innovative technologies and processes in this industry space and we intend to work with young companies and inventors to deliver innovation in the real world.

In addition to the foregoing, we plan to focus our resources on successfully identifying new green technologies that have greatest potential to produce near term profits. Due to our limited management and employees, we expect to continue to form strategic joint venture relationships with early stage development technology companies whose goals and objectives are similar to ours. Moreover, we anticipate continued use of and reliance upon industry consultants who have the knowledge and expertise in the areas of our existing and future business ventures. We have located our new offices in the Silicon Valley city of Palo Alto, California, which management believes may increase access to cutting edge technologies. As of February 28, 2013, the Company has one employee.

On June 12, 2010, five purchasers acquired control of 82,519 shares (16,503,817 pre-split shares) of our issued and outstanding common stock representing approximately 69.67% of the total number of issued and outstanding shares from Burisma Holdings Limited. The aggregate purchase price for the shares was $270,000. Cambridge Securities of Panama, a Panama corporation, acquired 60,411 shares of common stock, and four other unrelated corporations each acquired control of 5,527 shares of common stock. As a result of this transaction, there was a change in control of the Company, and Cambridge Securities of Panama became the Company’s majority shareholder.

On October 13, 2011, the Company’s majority shareholder approved a one-for-300 reverse stock split and an increase in the authorized capital to 100 million post-split shares. These changes became effective upon approval by FINRA on January 10, 2012.

On November 2, 2011, John Shearer, Director and Chief Executive Officer (“CEO”) of the Company, resigned from all positions held with the Company, including resigning from Board service. There was no disagreement between the Company and Mr. Shearer at the time of his resignation from the Company.

Also on November 2, 2011, the Company appointed Paul Watson as Director, CEO and President to replace Mr. Shearer. A seasoned executive, Mr. Watson, age 37, brings a wealth of experience in finance, corporate strategy and management to GTSO. From 2005 through 2009, Mr. Watson served as a mergers and acquisitions advisor and private equity group manager for KPMG Financial Advisory Services in Shanghai, China. From 2009 until 2011, he was Managing Director of Hermes Investment Group, a merchant bank focused on clean technology and environmental science established in Shanghai China, and headquartered in the United States; where he continues to advise portfolio operations and venture finance. Mr. Watson also currently serves as a Director and CEO of OBJ Enterprises, Inc. He is a graduate of the University of Houston, Bauer College of Business with a bachelor’s degree in finance. He speaks English, Chinese and Spanish.

Current Plan of Operations

We are currently identifying possible early stage companies and technology across a range of green technologies and environmentally friendly practices for the purpose of acquiring rights to them, joint venture partnerships and developing them into marketable products. We have already identified several potential new technology endeavors and management is studying these endeavors for their potential inclusion into our development process.

On January 29, 2011, we entered into a Profit Participation Agreement with Integrated Smart Solutions, Inc. (“ISS”), a California corporation that develops smart grid technologies. Smart grid technology is an electric network which uses two-way digital communication to control appliances at consumers' homes to achieve energy savings, reduced costs and increased reliability. Pursuant to the agreement, we will receive up to five percent of the net profits realized by ISS, if any, in exchange for six monthly payments of $10,000. We have no guarantee that ISS will achieve profitable operations. As of December 31, 2012, GTSO has no further plans to pursue this joint venture. All amounts paid in relation to this joint venture had been expensed as incurred. As a result, there were no additional expenses related to our discontinuing participating in this joint venture.

On January 30, 2011, we entered into a Joint Venture Agreement with Rare Earth Exporters of Mongolia Pte. Ltd. (“REEM”), whose mission is to supply worldwide industrial and manufacturing economies with necessary rare earth minerals. Under the terms of our agreement, we will have a 50% interest in REEM’s profits in exchange for our agreement to provide operating capital. REEM is contributing its knowledge and product development skills in the market. Our initial task is to determine whether certain properties we have identified have mining claims with commercial viability. We will need to raise significant additional capital in order to fully realize the value of our claims in the joint venture if our claims reveal that they contain the rare earth minerals we are seeking to mine. We currently do not have any plan or efforts underway to raise such a significant amount of capital and are not sure when, if ever, we will be able to do so to pursue the exploitation of these mining claims if they prove to exist. As of December 31, 2012, GTSO has no further plans to pursue the joint venture. All amounts paid in relation to this joint venture had been expensed as incurred. As a result, there were no additional expenses related to our discontinuing participating in this joint venture.

On October 20, 2011, we signed an option agreement regarding the potential acquisition of Chery Minerals, LLC. The option agreement provides us with 45 days to perform due diligence and negotiate a final purchase price. We paid $5,000 for this option. Chery Minerals, LLC is in the business of rare earth metals exploration and mineral development with a focus on gold in Africa. We did not complete our due diligence as of the close of the option date. The acquisition was not consummated and we expensed the option payment as of the end of the option period. This agreement will not be pursued after December 2012.

On November 2, 2011, we entered into an agreement with New World Energy Ltd. to form a joint venture (“NEWCO”) for the purpose of exploring potential mineral claims in Indonesia. Each party will own 50% of the joint venture. NEWCO will acquire the mineral rights, make any and all necessary disbursements on behalf of NEWCO, and collect and distribute profits in accordance with the ownership percentages of the joint venture. We have committed to fund the portions of the cash flow requirements of NEWCO. New World Energy Ltd. will manage and operate NEWCO as its contribution to the joint venture. After further review, management has decided to discontinue negotiations with the target company and pursue other traditional and urban mining targets.

On December 15, 2011, we signed a letter of intent regarding the potential acquisition or joint venture agreement with Diamond V Associates, Inc. The letter of intent provides us with 90 days to perform due diligence and negotiate a final purchase price. Diamond V Associates is in the business of rare earth and precious metals exploration and mineral development with a focus on gold in Alaska and Africa.

On June 8, 2012, we signed a joint venture agreement with Diamond V Associates, Inc. to fund the research, planning and development of tungsten and other rare earths and precious metals in North America and Africa. According to the agreement, all profits, losses and other allocations to the joint venture shall be allocated as follows at the conclusion of each fiscal year on a 50:50 basis between GTSO and Diamond V Associates. We will contribute $2,000 per month to the joint venture for working capital for the joint venture’s operations. GTSO reserves the right to reduce or increase this contribution based on performance by Diamond V Associates. If we determine that additional funding is required after projects are identified, we will negotiate the amount of any contribution that we would make with Diamond V Associates. GTSO paid $10,000 during the year as working capital. As od December 31, 2012, Management determined that it was necessary to write off the intangible asset related to this joint venture agreement due to the fact the joint venture will need to raise significant additional capital in order to fully realize the value of our claims in the joint venture.

On July 10, 2012, we signed a letter of intent regarding the potential acquisition of Global Cell Buyers, LLC. The letter of intent provides us with 90 days to perform due diligence and negotiate a final purchase price. Global Cell Buyers, LLC is a development stage business which plans to buy, sell and recycle cell phones.

On October 30 2012, we entered into a purchase agreement with Global Cell Buyers, LLC regarding the acquisition of existing methods, brand name, and current operating plans. Global Cell Buyers was acquired by GTSO for the purchase price of $10,000 payable in cash and common stock. The purpose of of this acquisition is to expand recycling and urban mining operations from cell phones to other electronic waste for the purpose of mineral and other reusable metal and plastic recovery. GTSO also plans to expand the brand name of Global Cell Buyers leveraging its parent operations Green Technology Solutions, Inc. On November 14, 2012, GTSO rebranded Global Cell Buyers under the name “Global Urban Mining” to build and expand its e-recycling platform within the United States and eventual global expansion plans.

The purchase price was allocated entirely to intangible assets related to the Global Cell Buyers’ infrastructure plans related to mineral recovery from cell phone waste. Global Cell Buyers had no other tangible assets or liabilities. As of December 31, 2012, Management determined that it was necessary to write off the intangible asset related to this acquisition due to the fact that Global Cell Buyers was in the early development stages and did not have adequate operating history to support retaining the intangible asset on the consolidated balance sheet.

Through GTSO’s newest initiatives in traditional and urban mining, rare earth and precious metals sector, the Company plans to create the necessary processes, logistics and distribution channels to mine, recover, distribute and sell precious and other metals to the global marketplace. The Company intends to be a driving force behind a more competitive minerals and metals mining and recovery market. The Company’s alliances in South America, Asia and Africa provide a strategic advantage and access to one of the most plentiful rare earth and minerals deposits in the world. GTSO has also identified additional joint venture and acquisition targets in China, Africa and South America. The mission is to meet the growing demand for gold, silver, tungsten and other precious and rare metals, while introducing sustainable and environmentally friendly practices that also create new products and reduce greenhouse gas pollutants through the use of biomass and organic carbon sequestration.

GTSO will continue traditional mining operations through joint ventures such as Diamond V Associates, but the current acquisition and joint venture focus for 2013 will be building sustainable recovery methods of precious, rare and other metals and minerals through utilizing existing electronic waste. The first two quarters of 2013 will be building its US operations through the purchase of Global Cell Buyers and branding strategy under the name “Green Urban Mining”. In addition, GTSO has identified several target companies in emerging market such as Latin America to leverage current collection and distribution of e-waste for the use of valuable metals they contain. GTSO plans to continue support of traditional mining operations such as placer mining through Diamond V Associates and other innovative prospectors and operators on a case by case scenario.

ITEM 1A. RISK FACTORS.

As a smaller reporting company, we are not required to provide the information required by this Item.

ITEM 1B. UNRESOLVED STAFF COMMENTS.

Not applicable.

ITEM 2. PROPERTIES.

Executive Offices

Our executive offices are located at 2880 Zanker Road, Suite 203, San Jose, California. We rent office space on a month-to-month basis for $300 per month. The aforesaid property is in good condition and we believe it will be suitable for our purposes for the next 12 months. There is no affiliation between us and any of our principals or agents and our landlord or any of its principals or agents. Our CEO also rents office space in Houston, Texas on an as needed basis through a management agreement.

ITEM 3. LEGAL PROCEEDINGS.

None.

ITEM 4. MINE SAFETY DISCLOSURE.

Not applicable.

PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

Market Information

Our common stock began trading on the "Over the Counter" Bulletin Board ("OTC") under the symbol “GTSO” in December 2010. The following table sets forth, for the period indicated, the prices of the common stock in the over-the-counter market, as reported and summarized by the OTC. These quotations represent inter-dealer quotations, without adjustment for retail markup, markdown or commission and may not represent actual transactions. There is an absence of an established trading market for the Company's common stock, as the market is limited, sporadic and highly volatile, which may affect the prices listed below.

	High		Low
Fiscal Year Ended December 31, 2011
First Quarter	$	1,501.50	$	384.38
Second Quarter	$	975.98	$	195.20
Third Quarter	$	285.29	$	24.02
Fourth Quarter	$	42.04	$	7.51

Fiscal Year Ended December 31, 2012
First Quarter	$	2.00	$	10.36
Second Quarter	$	6.00	$	1.02
Third Quarter	$	2.37	$	0.17
Fourth Quarter	$	0.38	$	0.06

The above prices have been adjusted to reflect the one-for-300 reverse stock split effected on January 21, 2012.

Common Stock

We are authorized to issue 100,000,000 shares of common stock, with a par value of $0.001. The closing price of our common stock on March 27, 2013, as quoted by the OTC, was $0.04. There were 41,475,966 shares of common stock issued and outstanding as of March 27, 2013. All shares of common stock have one vote per share on all matters including election of directors, without provision for cumulative voting. The common stock is not redeemable and has no conversion or preemptive rights. The common stock currently outstanding is validly issued, fully paid and non- assessable. In the event of liquidation of the Company, the holders of common stock will share equally in any balance of the Company's assets available for distribution to them after satisfaction of creditors and preferred shareholders, if any. The holders of common stock of the Company are entitled to equal dividends and distributions per share with respect to the common stock when, as and if, declared by the Board of Directors from funds legally available.

Record Holders

As of March 27, 2013, there were approximately 1,272 holders of record of our common stock.

Dividends on Common Stock

Since inception, no dividends have been paid on our common stock. We have incurred losses since inception. However, should we become profitable, we intend to retain any earnings for use in our business activities. Therefore, it is not expected that any dividends on our common stock will be declared and paid in the foreseeable future.

Any future dividends will be at the discretion of the Board of Directors, after taking into account various factors, including among others, operations, current and anticipated cash needs and expansion plans, the income tax laws then in effect, the requirements of Delaware law, and any restrictions that may be imposed by our future credit arrangements.

Securities Authorized for Issuance under Equity Compensation Plans

The following table shows the number of shares of common stock that could be issued upon exercise of outstanding options and warrants, the weighted average exercise price of the outstanding options and warrants, and the remaining shares available for future issuance as of December 31, 2012.

Plan category

Number of securities to be
issued upon exercise of
outstanding options, warrants
and rights

Weighted average exercise
price of outstanding
options, warrants and rights

Number of securities
remaining available
for future issuance

Equity compensation plans approved by security holders

—

Equity compensation plans not approved by security holders

—

Total

—

Changes in Securities

On October 13, 2011, the Company’s majority shareholders approved a one-for-300 reverse stock split and an increase in the authorized capital to 100 million post-split shares. These changes became effective upon approval by FINRA on January 10, 2012. All share and per share numbers in this Annual Report on Form 10-K have been restated to reflect the reverse split.

Recent Sales of Unregistered Securities

On October 15, 2012, we issued 4,500,000 shares of common stock in a partial conversion and satisfaction of $135,000 of debt in accordance with the terms of the debt.

The issuance of common stock upon conversion of the Convertible Notes Payable was exempt from the registration requirements of the Securities Act under Regulation D and Section 4(2) of the Securities Act as the conversion did not involve a public offering of securities. No underwriters were used in the offering, and there were no underwriting discounts or commissions. The issuances were made to accredited investors.

ITEM 6. SELECTED FINANCIAL DATA.

As a smaller reporting company, we are not required to provide the information required by this Item.

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION.

FORWARD LOOKING STATEMENTS

Caution Regarding Forward-Looking Information

All statements contained in this Form 10-K, other than statements of historical facts, that address future activities, events or developments are forward-looking statements, including, but not limited to, statements containing the words "believe," "expect," "anticipate," "intends," "estimate," "forecast," "project," and similar expressions . All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including any statements of the plans, strategies and objectives of management for future operations; any statements concerning proposed new acquisitions, products, services, developments or industry rankings; any statements regarding future economic conditions or performance; any statements of belief; and any statements of assumptions underlying any of the foregoing. These statements are based on certain assumptions and analyses made by us in light of our experience and our assessment of historical trends, current conditions and expected future developments as well as other factors we believe are appropriate under the circumstances. However, whether actual results will conform to the expectations and predictions of management is subject to a number of risks and uncertainties described under “Risk Factors” under Item 1A above that may cause actual results to differ materially.

Consequently, all of the forward-looking statements made in this Form 10-K are qualified by these cautionary statements and there can be no assurance that the actual results anticipated by management will be realized or, even if substantially realized, that they will have the expected consequences to or effects on our business operations. Readers are cautioned not to place undue reliance on such forward-looking statements as they speak only of the Company's views as of the date the statement was made. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

The following discussion and analysis should be read in connection with the Company’s financial statements and related notes thereto, as included in this report.

The following is management's discussion and analysis of certain significant factors that have affected our financial position and operating results during the periods included in the accompanying financial statements, as well as information relating to the plans of our current management.

Results of Operations and Going Concern

We incurred a net loss of $1,417,312 for the year ended December 31, 2012, and had a working capital deficit of $338,929 as of December 31, 2012. We do not anticipate having positive net income in the immediate future. Net cash used by operations for the year ended December 31, 2012 was $253,755. These conditions create an uncertainty as to our ability to continue as a going concern.

We continue to rely on advances to fund operating shortfalls and do not foresee a change in this situation in the immediate future. There can be no assurance that we will continue to have such advances available. We will not be able to continue operations without them. We are pursuing alternate sources of financing, but there is no assurance that additional capital will be available to the Company when needed or on acceptable terms.

Results of Operations for the year ended December 31, 2012 compared to the year ended December 31, 2011

General and Administrative Expenses

General and administrative expenses decreased in the year ended December 31, 2012 as compared to the year ended December 31, 2011 from $995,440 to $295,423. During the year ended December 31, 2011, we incurred stock based compensation in the amount of $210,000 and expense of $224,910 related to joint ventures and other agreements entered into during the year. No such costs were incurred during the year ended December 31, 2012. The remaining decrease in general and administrative expense was primarily related to decreased professional fees related to a lower level of compensation for our CEO and fewer consultants being engaged by the Company.

Loss from Operations

The decrease in our operating loss for the year ended December 31, 2012 as compared to the comparable period of 2011 from $995,440 to $295,423 is due to the decrease in general and administrative expenses described above.

Other Income (Expense)

Interest expense increased during the year ended December 31, 2012 compared to the same period of 2011 from $198,398 to $1,101,889, primarily related to the increase in amortization of discounts on notes payable from $72,776 in 2011 to $1,031,468 in 2012.

Net Income (Loss)

We recognized a net loss of $1,417,312 for the year ended December 31, 2012 as compared to a net loss of $1,193,838 for the same period of 2011. Changes in net income (loss) are primarily attributable to changes in operating income and interest expense, each of which is described above.

Liquidity and Capital Resources

Net cash used by operating activities was $253,755 and $770,775 for the years ended December 31, 2012 and 2011, respectively. The decrease is mainly attributable to having less available cash to spend on operations.

Cash used by investing activities was $10,000 and $0 for the years ended December 31, 2012 and 2011, respectively. During the year ended December 31, 2012, we made an investment in a joint venture.

Cash provided by financing activities was $263,648 and $769,141 for the years ended December 31, 2012 and 2011, respectively. The decrease is mainly attributable to a reduction in proceeds from advances received which were required to fund the Company’s operations.

We had negative working capital of $338,929 as of December 31, 2012 compared to $279,974 as of December 31, 2011. Our cash position decreased to $872 at December 31, 2012 compared to $979 at December 31, 2011.

Our monthly cash requirement amount is approximately $21,000, and as of December 31, 2012, cash on hand would fund operations for less than one month.

The Company anticipates it will require around $500,000 to sustain operations and effectively evaluate new business opportunities over the next twelve months. However, if our mining claims show significant deposits then we may require several million dollars of additional financing. The Company intends to seek to raise these funds through equity and debt financing; however, there is no guarantee that funds will be raised and the Company has no agreements in place as of the date of this filing for any financing.

We do not have any material commitments for capital expenditures. However, should we execute our business plan as anticipated, we would incur substantial capital expenditures and require financings in addition to what is required to fund our present operations.

Additional Financing

Additional financing is required to continue operations. Although actively searching for available capital, the Company does not have any current arrangements for additional outside sources of financing and cannot provide any assurance that such financing will be available.

Off Balance Sheet Arrangements

None

Critical Accounting Policies and Recent Accounting Pronouncements

Our consolidated financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principled (“US GAAP”) applied on a consistent basis. The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods.

We have identified the policies below as critical to our business operations and the understanding of our financial statements. A complete discussion of our accounting policies is included in Notes 2 and 3 of the Notes to Consolidated Financial Statements.

Use of Estimates

The preparation of financial statements in accordance with United States generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could materially differ from these estimates.

Going Concern

The accompanying financial statements have been prepared on a going concern basis which assumes that adequate sources of financing will be obtained as required and that our assets will be realized and liabilities settled in the ordinary course of business. Accordingly, the financial statements do not include any adjustments related to the recoverability of assets and classification of assets and liabilities that might be necessary should we be unable to continue as a going concern.

As shown in the financial statements, the Company incurred a net loss of $1,417,312 for the year ended December 31, 2012, while the Company’s current liabilities exceeded its current assets by $338,929 as of December 31, 2012.

In view of the matters described in the preceding paragraph, recoverability of a major portion of the recorded asset amounts shown in the accompanying balance sheet is dependent upon continued operations of the Company, which in turn is dependent upon the Company’s ability to meet its financing requirements on a continuing basis by raising additional funds through debt or equity financing. The Company expects to satisfy its cash requirements by obtaining additional loans; however, there is no assurance that additional capital will be available to the Company when needed and on acceptable terms. The financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence.

Accordingly, our independent auditors included an explanatory paragraph in their report on the December 31, 2012 financial statements regarding concerns about our ability to continue as a going concern. Our financial statements contain additional notes and disclosures describing the circumstances that lead to this disclosure by our independent auditors.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

As a smaller reporting company, we are not required to provide the information required by this Item.

ITEM 8. CONSOLIDATED FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

Report of Independent Registered Public Accounting Firm

To the Board of Directors

Green Technology Solutions, Inc.

(A Development Stage Company)

We have audited the accompanying consolidated balance sheets of Green Technology Solutions, Inc (the “Company”) (A Development Stage Company) as of December 31, 2012 and 2011 and the related consolidated statements of operations, stockholders' equity (deficit), and cash flows for the years then ended and for the period the Company re-entered the development stage (June 12, 2010) through December 31, 2012. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of Green Technology Solutions, Inc. as of December 31, 2012 and 2011 and the results of its operations and cash flows for the period described above in conformity with accounting principles generally accepted in the United States of America.

The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the consolidated financial statements, the Company suffered a net loss from operations and has a net working capital deficiency, which raises substantial doubt about its ability to continue as a going concern. Management’s plans regarding those matters are also described in Note 2. The consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ M&K CPAS, PLLC

www.mkacpas.com
Houston, Texas
April 1, 2013

GREEN TECHNOLOGY SOLUTIONS, INC.

(A Development Stage Company)

CONSOLIDATED BALANCE SHEETS

	December 31,
	2012			2011
ASSETS

CURRENT ASSETS
Cash and cash equivalents	$	872		$	979
Total current assets		872			979

TOTAL ASSETS	$	872		$	979

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
Accounts payable and accrued expenses	$	76,153		$	29,485
Advances payable		263,648			251,468
Total current liabilities		339,801			280,953

Convertible notes payable, net of discount of $326,580 and $1,106,580, respectively		163,653			123,524

TOTAL LIABILITIES		503,454			404,477

STOCKHOLDERS’ EQUITY (DEFICIT)
Common Stock, $0.001 par value, 100,000,000 authorized, 34,202,694 and 142,594 issued and outstanding as of December 31, 2012 and 2011, respectively		34,203			146
Common stock payable		5,000			-
Additional Paid-in Capital		9,868,728			8,589,557
Accumulated deficit		(7,113,753	)		(7,113,753	)
Deficit accumulated during the development stage		(3,296,760	)		(1,879,448	)
Total stockholders' deficit		(502,582	)		(403,498	)

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)	$	872		$	979

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

GREEN TECHNOLOGY SOLUTIONS, INC.

(A Development Stage Company)

CONSOLIDATED STATEMENTS OF OPERATIONS

	Year ended December 31,						For the period from June 12, 2010 (date re- entered development stage) through December 31,
	2012			2011			2012

OPERATING EXPENSES
General and administrative expenses	$	295,423		$	995,440		$	1,672,477

LOSS FROM OPERATIONS		(295,423	)		(995,440	)		(1,672,477	)

OTHER INCOME (EXPENSE)
Interest expense, net		(1,101,889	)		(198,398	)		(1,344,283	)
Impairment of investments		(20,000	)		-			(280,000	)
Total other income (expense)		(1,121,889	)		(198,398	)		(1,624,283	)

NET INCOME (LOSS)	$	(1,417,312	)	$	(1,193,838	)	$	(3,296,760	)

NET INCOME (LOSS) PER COMMON SHARE – Basic and fully diluted	$	(0.05	)	$	(11.53	)

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING		31,000,752			103,570

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

GREEN TECHNOLOGY SOLUTIONS, INC.

(A Development Stage Company)

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (DEFICIT)

													Deficit
													accumulated
					Additional			Common					during the
	Common Stock				Paid-In			Stock		Accumulated			development			Equity
	Shares		Amount		Capital			Payable		Deficit			stage			Total
BALANCE, JUNE 12, 2010		395	$	-	$	6,650,413		$	-	$	(7,113,753	)	$	-		$	(463,340	)

Correction in number of shares outstanding		1		-		-			-		-			-			-
Issuance of shares for conversion of note payable		50		-		30,000			-		-			-			30,000
Issuance of shares for conversion of note payable		66,667		67		199,933			-		-			-			200,000
Imputed interest expense		-		-		25,808			-		-			-			25,808
Net loss		-		-		-			-		-			(685,610	)		(685,610	)

BALANCE, DECEMBER 31, 2010		67,113	$	67	$	6,906,154			-	$	(7,113,753	)	$	(685,610	)	$	(893,142	)

Issuance of shares for conversion of note payable		70,000		70		209,930			-		-			-			210,000
Issuance of shares for consulting services		5,000		5		209,995			-		-			-			210,000
Share rounding on reverse split		3		-		-			-		-			-			-
Beneficial conversion feature on convertible note payable		-		-		1,179,356			-		-			-			1,179,356
Imputed interest expense		-		-		84,126			-		-			-			84,126
Net loss for the year		-		-		-			-		-			(1,193,838	)		(1,193,838	)

BALANCE, DECEMBER 31, 2011		142,116	$	142	$	8,589,561			-	$	(7,113,753	)	$	(1,879,448	)	$	(418,907	)

Issuance of shares for conversion of notes payable		34,056,100		34,057		987,626			-		-			-			1,021,683
Share rounding on reverse split		4,478		4		(4	)		-		-			-			-
Common stock payable on investment		-		-		-			5,000		-			-			5,000
Beneficial conversion feature on convertible note payable		-		-		251,468			-		-			-			251,468
Imputed interest expense		-		-		40,077			-		-			-			40,077
Net loss for the year		-		-		-			-		-			(1,417,312	)		(1,417,312	)

BALANCE, DECEMBER 31, 2012		34,202,694	$	34,203	$	9,868,728			5,000	$	(7,113,753	)	$	(3,296,760	)	$	(502,582	)

On January 21, 2012, the Company effected a one-for-300 reverse stock split. All share and per share numbers have been restated to reflect the reverse split.

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

GREEN TECHNOLOGY SOLUTIONS, INC.

(A Development Stage Company)

CONSOLIDATED STATEMENTS OF CASH FLOWS

							For the
							period from
							June 12,
							2010 (date
							re-entered
							development
							stage)
	For the year ended						through
	December 31,						December 31,
	2012			2011			2012

OPERATING ACTIVITIES:
Net loss	$	(1,417,312	)	$	(1,193,838	)	$	(3,296,760	)
Adjustments to reconcile net loss to net cash in operating activities:
Stock issued for services		-			210,000			210,000
Impairment of investment in joint venture and intangible asset		20,000			-			280,000
Imputed interest expense		40,077			84,126			150,011
Amortization of discount on convertible note payable		1,031,468			72,776			1,104,244
Changes in operating assets and liabilities:
Accounts payable and accrued liabilities		41,668			14,665			28,530
Accrued interest payable		30,344			41,496			100,375
NET CASH USED IN OPERATING ACTIVITIES		(253,755	)		(770,775	)		(1,423,600	)

INVESTING ACTIVITIES:
Investment in joint venture		(10,000	)		-			(270,000	)
NET CASH USED IN FINANCING ACTIVITIES		(10,000	)		-			(270,000	)

FINANCING ACTIVITIES:
Proceeds from advances		263,648			769,141			1,694,472
NET CASH PROVIDED BY FINANCING ACTIVITIES		263,648			769,141			1,694,472

INCREASE (DECREASE) IN CASH		(107	)		(1,634	)		872
CASH, at the beginning of the period		979			2,613			-

CASH, at the end of the period	$	872		$	979		$	872

Supplemental Disclosures of Cash Flow Information:
Cash paid during the period for:
Interest	$	-		$	-		$	-
Taxes	$	-		$	-		$	-

Noncash investing and financing transactions:
Issuance of stock for consulting services	$	-		$	210,000		$	210,000
Refinancing of demand notes to convertible notes payable	$	251,468		$	1,179,356		$	1,851,541
Issuance of stock for conversion of convertible notes payable	$	1,021,683		$	210,000		$	1,461,683
Acquisition of Global Cell Buyers for accrued liability and stock payable	$	10,000		$	-		$	10,000

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

GREEN TECHNOLOGY SOLUTIONS, INC.

(A Development Stage Company)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. NATURE OF BUSINESS

Company History

On September 20, 2012 GTSO formed two subsidiaries which may be used to hold GTSO’s urban and traditional mining operations. The new subsidiaries are GTSO Urban Mining LLC and GTSO Resources LLC.

In accordance with ASC 915, the Company is considered to have re-entered into the development stage on June 12, 2010 as it discontinued its previous operations and did not have revenues for the period from June 12, 2010 through December 31, 2012.

2. PRESENTATION OF FINANCIAL STATEMENTS

Basis of Presentation– The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”).

Principles of Consolidation – The consolidated financial statements for the years ended December 31, 2012 and 2011 include the accounts of GTSO Urban Mining LLC and GTSO Resources LLC. All intercompany transactions and balances have been eliminated in consolidation.

Going Concern — The Company’s consolidated financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. As shown in the consolidated financial statements, the Company incurred a net loss of $1,417,312 for the year ended December 31, 2012, while the Company’s current liabilities exceeded its current assets by $338,929 as of December 31, 2012.

In view of the matters described in the preceding paragraph, recoverability of a major portion of the recorded asset amounts shown in the accompanying balance sheet is dependent upon continued operations of the Company, which in turn is dependent upon the Company’s ability to meet its financing requirements on a continuing basis by raising additional funds through debt or equity financing. The Company expects to satisfy its cash requirements by obtaining additional loans; however, there is no assurance that additional capital will be available to the Company when needed and on acceptable terms. The consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or amounts and classification of liabilities that might be necessary should the Company be unable to continue in existence.

Use of Estimates and Assumptions– The preparation of consolidated financial statements in accordance with United States generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could materially differ from these estimates.

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Cash and Cash Equivalents – Cash includes petty cash and cash held on current bank accounts. Cash equivalents include short-term investments with an original maturity of three months or less that are readily convertible to known amounts of cash which are subject to insignificant risk of changes in value. Cash and cash equivalents as of December 31, 2012 and 2011 consisted mainly of USD denominated current accounts held at major banks.

Accounts Receivable – Accounts receivable are stated at their net realizable value after deducting provisions for uncollectible amounts.

Trade and Other Payables– Liabilities for trade and other amounts payable are stated at their nominal value.

Loans and Other Borrowings– All loans and borrowings are recorded at the proceeds received, net of direct issue costs.

Borrowing Costs– Borrowing costs are recognized as an expense in the period in which they are incurred.

Income Taxes– Income tax has been computed based on the results for the year as adjusted for items that are non-assessable or non-tax deductible.

The Company has adopted accounting rules under which the deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising from differences between the carrying amount of assets and liabilities in the financial statements and the corresponding tax basis used in the computation of taxable profit. Deferred tax liabilities are generally recognized for all taxable temporary differences and deferred tax assets are recognized to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilized. Deferred tax assets and liabilities are offset when they relate to income taxes levied by the same taxation authority and the Company intends to settle its tax assets and liabilities on a net basis.

Deferred tax is calculated at rates that are expected to apply to the period when the asset is realized or the liability is settled. It is charged or credited to the income statement, except when it relates to items credited or charged directly to equity, in which case the deferred tax is also dealt with in equity.

Fair Value of Financial Instruments – The Company follows the FASB standard related to fair value measurement. The standard defines fair value, establishes a framework for measuring fair value and expands disclosure of fair value measurements. The standard applies under other accounting pronouncements that require or permit fair value measurements and, accordingly, does not require any new fair value measurements. The standard clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. The recorded values of long-term debt approximate their fair values, as interest approximates market rates. As a basis for considering such assumptions, the standard established a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows.

Level 1. Observable inputs such as quoted prices in active markets;

Level 2. Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and

Level 3. Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.

The Company’s financial instruments are cash, accounts payable and long-term debt. The recorded values of cash and accounts payable approximate their fair values based on their short-term nature.

The following table presents assets that were measured and recognized at fair value as of December 31, 2012 and 2011 and the years then ended on a recurring and nonrecurring basis:

Total

Realized

Description

Level 1

Level 2

Level 3

Loss

Totals

Revenue Recognition – The Company is not currently generating revenue; however, revenue generated in the future will be recognized in accordance with SEC rules. The four criteria that must be met in order to recognize revenue are: (1) persuasive evidence of an arrangement exists; (2) delivery has occurred; (3) the selling price is fixed and determinable; and (4) collectability is reasonably assured.

Earnings (Loss) per Share – Earnings (loss) per share are computed in accordance with current accounting literature. Basic earnings (loss) per share are calculated by dividing the net income (loss) available to common stockholders by the weighted average number of shares outstanding during the year. Diluted earnings per share reflect the potential dilution of securities that could share in earnings of an entity. In a loss year, dilutive common equivalent shares are excluded from the loss per share calculation as the effect would be anti-dilutive.

Comprehensive Income (Loss) – Current accounting literature establishes standards for reporting and displaying of comprehensive income, its components and accumulated balances. Comprehensive income (loss) is defined to include all changes in equity except those resulting from investments by owners and distributions to owners. Among other disclosures, current accounting literature requires that all items that are required to be recognized under current accounting standards as components of comprehensive income (loss) be reported in a financial statement that is displayed with the same prominence as other financial statements. Foreign exchange translation gains and losses of the Company are reflected in comprehensive gains and losses.

4. INVESTMENT IN JOINT VENTURE

On June 8, 2012, the Company signed a joint venture agreement with Diamond V Associates, Inc. to fund the research, planning and development of tungsten and other rare earths and precious metals in North America and Africa. According to the agreement, all profits, losses and other allocations to the joint venture shall be allocated a 50:50 basis between GTSO and Diamond V Associates. GTSO will contribute $2,000 per month to the joint venture for working capital for the joint venture’s operations. GTSO reserves the right to reduce or increase this contribution based on performance by Diamond V Associates. If we determine that additional funding is required after projects are identified, we will negotiate the amount of any contribution that we would make with Diamond V Associates. During the year ended December 31, 2012, the Company paid $10,000 as working capital. As of December 31, 2012, management determined that it was necessary to write off the intangible asset related to this joint venture agreement due to the fact the joint venture will need to raise significant additional capital in order to fully realize the value of our claims in the joint venture

5. ACQUISITION OF GLOBAL CELL BUYERS

On October 30, 2012, we entered into an agreement to acquire Global Cell Buyers, LLC. Global Cell Buyers was acquired by GTSO Resources, LLC, for the purpose of expanding recycling and urban mining operations from cell phones to other electronic waste for the purpose of mineral recovery. GTSO Resources also plans to expand the brand name of Global Cell Buyers leveraging its parent operations Green Technology Solutions, Inc. The purchase price is $10,000 which will be paid $5,000 in cash and $5,000 through the issuance of 41,667 shares of common stock of GTSO. As of March 31, 2013, the stock has not been issued and the cash portion of the purchase price has not been paid.

The purchase price was allocated entirely to intangible assets related to Global Cell Buyers’ infrastructure plans related to mineral recovery from cell phone waste. Global Cell Buyers had no other tangible assets or liabilities. As of December 31, 2012, Management determined that it was necessary to write off the intangible asset related to this acquisition due to the fact that Global Cell Buyers was in the early development stages and did not have adequate operating history to support retaining the intangible asset on the consolidated balance sheet.

On November 14, 2012, GTSO rebranded Global Cell Buyers under the name “Global Urban Mining LLC” to build and expand its e-recycling platform within the United States and eventual global expansion plans.

6. CONVERTIBLE NOTE PAYABLE

On May 23, 2010, the Company entered into a 10% Subordinated Convertible Note payable with Infox Ltd. (a related party) in the amount of $297,567 in repayment of demand notes in the amount of $275,091 and accrued interest of $22,476. The note bears interest at 10% per annum, matures on March 31, 2013 and is convertible into shares of common stock at $0.01 per share. The note requires quarterly payments of interest or, upon agreement of both parties, the interest may be capitalized to principal each quarter. There have been no payments of interest on the note. During 2010, Infox Ltd. assigned assigned this note to an unrelated third party. All interest accrued during the year ended December 31, 2012 was capitalized to principal. The principal balance of this note, including interest added to principal, was $7,446 as of December 31, 2012.

On May 23, 2010, the Company entered into a 10% Subordinated Convertible Note payable with Zaccam Trading Ltd. (a related party) in the amount of $109,441 in repayment of demand notes in the same amount. The note bears interest at 10% per annum, matures on March 31, 2013 and is convertible into shares of common stock at $0.01 per share. The note requires quarterly payments of interest or, upon agreement of both parties, the interest may be capitalized to principal each quarter. There have been no payments of interest on the note. During 2010, Zaccam Trading Ltd. assigned assigned this note to an unrelated third party. All interest accrued during the year ended December 31, 2012 was capitalized to principal. The principal balance of this note, including interest added to principal, was $10,594 as of December 31, 2012.

On June 2, 2010, the Company entered into a 10% Subordinated Convertible Note payable with Zaccam Trading Ltd. (a related party) in the amount of $13,709 in repayment of demand notes in the same amount. The note bears interest at 10% per annum, matures on March 31, 2013 and is convertible into shares of common stock at $0.01 per share. The note requires quarterly payments of interest or, upon agreement of both parties, the interest may be capitalized to principal each quarter. There have been no payments of interest on the note. During 2010, Zaccam Trading Ltd. assigned assigned this note to an unrelated third party. All interest accrued during the year ended December 31, 2012 was capitalized to principal. The principal balance of this note, including interest added to principal, was $5,432 as of December 31, 2012.

The Company evaluated the application of ASC 470-50-40/55, Debtor’s Accounting for a Modification or Exchange of Debt Instrument as it applies to the three notes listed above and concluded that the revised terms constituted a debt modification rather than a debt extinguishment because the present value of the cash flows under the terms of each of the new instruments was less than 10% from the present value of the remaining cash flows under the terms of the original notes. No gain or loss on the modifications was required to be recognized.

The Company evaluated the terms of the three notes in accordance with ASC Topic No. 815 – 40, Derivatives and Hedging - Contracts in Entity’s Own Stock and determined that the underlying common stock is indexed to the Company’s common stock. The Company determined that the conversion feature did not meet the definition of a liability and therefore did not bifurcate the conversion feature and account for it as a separate derivative liability. The Company evaluated the conversion feature for a beneficial conversion feature. The effective conversion price was compared to the market price on the date of the notes and was deemed to be greater than the market value of underlying common stock at the inception of the note. Therefore, no beneficial conversion feature was recognized.

On October 7, 2011, the Company signed a Convertible Promissory Note which refinanced non-interest bearing advances in the amount of $661,683 into a convertible note payable. The Convertible Promissory Note bears interest at 10% per annum and is payable along with accrued interest on December 31, 2012. The Convertible Promissory Note is convertible into common stock at the option of the holder at the rate of $0.03 per share.

Additionally, on October 7, 2011, the Company signed a Convertible Promissory Note which refinanced non-interest bearing advances in the amount of $517,673 into a convertible note payable. The Convertible Promissory Note bears interest at 10% per annum and is payable along with accrued interest on June 30, 2013. The Convertible Promissory Note is convertible into common stock at the option of the holder at the rate of $0.03 per share.

The Company evaluated the terms of these notes in accordance with ASC Topic No. 815 – 40, Derivatives and Hedging - Contracts in Entity’s Own Stock and determined that the underlying common stock is indexed to the Company’s common stock. The Company determined that the conversion features did not meet the definition of a liability and therefore did not bifurcate the conversion features and account for them as a separate derivative liabilities. The Company evaluated the conversion features for a beneficial conversion feature. The effective conversion price was compared to the market price on the date of the notes and was deemed to be less than the market value of underlying common stock at the inception of the note. Therefore, the Company recognized beneficial conversion features in the amounts of $661,683 and $517,673 on October 7, 2011. The beneficial conversion features were recorded as an increase in additional paid-in capital and a discount to the Convertible Notes Payable. The discounts to the Convertible Notes Payable will be amortized to interest expense over the life of the respective notes.

On January 9, 2012, the holder of the $661,683 Convertible Note Payable elected to convert the entire principal in the amount of $661,683 into 22,056,100 shares of common stock. On that date, the unamortized discount related to this principal was $618,583. This amount was immediately amortized to interest expense. The principal amount of $661,683 was recognized as an increase in stockholders’ equity as a result of this conversion. There was no gain or loss on the conversion, because it was effected in accordance with the terms of the convertible note agreement.

On January 12, 2012, the holder of the $517,673 Convertible Note Payable assigned principal in the amount of $270,000 to six entities ($45,000 each). The new holders of the $517,673 Convertible Note Payable elected to convert principal in the amount of $270,000 into 9,000,000 shares of common stock. On that date, the unamortized discount related to this principal was $253,872. This amount was immediately amortized to interest expense. The converted principal amount of $270,000 was recognized as an increase in stockholders’ equity as a result of this conversion. There was no gain or loss on the conversion, because it was effected in accordance with the terms of the convertible note agreement.

On October 15, 2012, the holders of the $517,673 Convertible Note Payable elected to convert principal in the amount of $90,000 into 3,000,000 shares of common stock. On that date, the unamortized discount related to this principal was $70,706. This amount was immediately amortized to interest expense. The converted principal amount of $90,000 was recognized as an increase in stockholders’ equity as a result of this conversion. There was no gain or loss on the conversion, because it was effected in accordance with the terms of the convertible note agreement.

On October 31, 2012, the Company signed a Convertible Promissory Note which refinanced non-interest bearing advances in the amount of $251,468 into a convertible note payable. The Convertible Promissory Note bears interest at 10% per annum and is payable along with accrued interest on April 30, 2013. The Convertible Promissory Note is convertible into common stock at the option of the holder at the rate of $0.02 per share.

The Company evaluated the terms of these notes in accordance with ASC Topic No. 815 – 40, Derivatives and Hedging - Contracts in Entity’s Own Stock and determined that the underlying common stock is indexed to the Company’s common stock. The Company determined that the conversion features did not meet the definition of a liability and therefore did not bifurcate the conversion features and account for them as a separate derivative liabilities. The Company evaluated the conversion features for a beneficial conversion feature. The effective conversion price was compared to the market price on the date of the notes and was deemed to be less than the market value of underlying common stock at the inception of the note. Therefore, the Company recognized beneficial conversion features in the amounts of $251,468 on October 31, 2012. The beneficial conversion features were recorded as an increase in additional paid-in capital and a discount to the Convertible Notes Payable. The discounts to the Convertible Notes Payable will be amortized to interest expense over the life of the note.

7. ADVANCES PAYABLE

During the years ended December 31, 2012 and 2011, the Company received working capital advances in the amount of $263,648 and $769,141, respectively. These advances are non-interest bearing and payable upon demand. The Company has imputed interest on these advances in the amounts of $40,077 and $84,126 for the years ended December 31, 2012 and 2011, respectively. The imputed interest was recorded as an increase in Additional paid-in capital.

8 SHAREHOLDERS’ EQUITY (DEFICIT)

No dividends were declared or paid by the Company during the years ended December 31, 2012 and 2011.

On January 21, 2012, the Company effected a one-for-300 reverse stock split. All share and per share numbers have been restated to reflect the reverse split.

On March 2, 2011, the Company issued 16,667 shares of common stock for the conversion of $50,000 of principal of the 10% Subordinated Convertible Notes Payable.

On July 6, 2011, the Company issued 30,000 shares of common stock for the conversion of $90,000 of principal of the 10% Subordinated Convertible Notes Payable.

On September 20, 2011, the Company issued 23,333 shares of common stock for the conversion of $70,000 of principal of the 10% Subordinated Convertible Notes Payable.

On September 14, 2011, the Company issued 5,000 shares of common stock for consulting services. The stock was valued at $42 per share based on the market price of the stock on the date the agreement was made to issue the stock. The Company recognized stock-based compensation expense of $210,000 as a result of this issuance.

On January 9, 2012, the Company issued 22,056,100 shares of common stock upon conversion of the $661,683 Convertible Note Payable. This issuance of common stock resulted in a change in control of the Company.

On January 12, 2012, the Company issued 9,000,000 shares of common stock upon conversion of a portion of the $517,673 Convertible Note Payable in the amount of $270,000.

On October 15, 2012, the Company issued 3,000,000 shares of common stock upon conversion of a portion of the $517,673 Convertible Note Payable in the amount of $90,000.

On October 30, 2012, the Company agreed to issue 41,667 shares of common stock for the acquisition of Global Cell Buyers, LLC. The shares have not been issued as of the filing of this report.

The Company has imputed interest on advances in the amount of $40,077 for the year ended December 31, 2012. The imputed interest was recorded as an increase in additional paid-in capital.

9. INCOME TAXES

The Company has not recognized an income tax benefit for its operating losses generated based on uncertainties concerning its ability to generate taxable income in future periods. The tax benefit for the periods presented is offset by a valuation allowance established against deferred tax assets arising from net operating losses and other temporary differences, the realization of which could not be considered more likely than not. In future periods, tax benefits and related deferred tax assets will be recognized when management considers realization of such amounts to be more likely than not. The Company currently has net operating loss carryforwards aggregating approximately $9,026,270, which expire through 2032. The Company’s deferred income tax assets have been fully reserved as follows as of December 31, 2012 and 2011.

	2012			2011
Deferred tax asset	$	3,068,932		$	2,944,545
Valuation allowance for deferred tax assets		(3,068,932	)		(2,944,545	)
Net deferred tax asset	$	–		$	–

10 SUBSEQUENT EVENTS

The holders of the $517,673 Convertible Note Payable elected to convert principal as follows:

Date	Principal Converted		Common stock issued upon conversion
January 14, 2013	$	84,000		2,800,000
February 28, 2013		18,000		600,000
March 11, 2013		57,000		1,900,000
March 18, 2013		36,303		1,210,088
Total	$	195,303		6,510,088

As a result of these conversion, unamortized discount in the total amount of $73,315 was immediately amortized to interest expense. The converted amount of principal and accrued unpaid interest in the total amount of $195,303 was recognized as an increase in stockholders’ equity as a result of these conversions. There was no gain or loss on the conversion, because it was effected in accordance with the terms of the convertible note agreement.

On February 28, 2013, the holder of the 10% Subordinated Convertible Note Payable dated May 23, 2010 elected to convert principal in the amount of $7,632 into 763,184 shares of common stock. There was no gain or loss on the conversion, because it was effected in accordance with the terms of the convertible note agreement.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

None.

ITEM 9A. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

We carried out an evaluation, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)). Based upon that evaluation, our principal executive officer and principal financial officer concluded that, as of the end of the period covered in this report, our disclosure controls and procedures were not effective to ensure that information required to be disclosed in reports filed under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the required time periods and is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

Limitations on Systems of Controls

Our management, including our principal executive officer and principal financial officer, does not expect that our disclosure controls and procedures or our internal controls will prevent all error or fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, 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. Due to the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. To address the material weaknesses identified in our evaluation, we performed additional analysis and other post-closing procedures in an effort to ensure our consolidated financial statements included in this annual report have been prepared in accordance with generally accepted accounting principles. Accordingly, management believes that the financial statements included in this report fairly present in all material respects our financial condition, results of operations and cash flows for the periods presented.

Management’s Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f). Management is required to base its assessment of the effectiveness of our internal control over financial reporting on a suitable, recognized control framework, such as the framework developed by the Committee of Sponsoring Organizations (COSO). The COSO framework, published in Internal Control-Integrated Framework , is known as the COSO Report. Our principal executive officer and our principal financial officer, have has chosen the COSO framework on which to base its assessment. Based on this evaluation, our management concluded that our internal control over financial reporting was not effective as of December 31, 2012.

This annual report on Form 10-K does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management's report was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit us to provide only management's report in this annual report on Form 10-K. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the company's annual or interim financial statements will not be prevented or detected on a timely basis. We have identified the following material weaknesses:

As of December 31, 2012, we did not maintain effective controls over the control environment. Specifically we have not developed and effectively communicated to our employees its accounting policies and procedures. This has resulted in inconsistent practices. Further, the Board of Directors does not currently have any independent members and no director qualifies as an audit committee financial expert as defined in Item 407(d)(5)(ii) of Regulation S-K. Since these entity level programs have a pervasive effect across the organization, management has determined that these circumstances constitute a material weakness.

As of December 31, 2012, we did not maintain effective controls over financial statement disclosure. Specifically, controls were not designed and in place to ensure that all disclosures required were originally addressed in our consolidated financial statements. Accordingly, management has determined that this control deficiency constitutes a material weakness.

Because of these material weaknesses, management has concluded that the Company did not maintain effective internal control over financial reporting as of December 31, 2012, based on the criteria established in "Internal Control-Integrated Framework" issued by the COSO.

Changes In Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting that occurred during the three months ended December 31, 2012, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

ITEM 9B. OTHER INFORMATION.

None.

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANACE.

The Directors and Executive Officers of the Company and certain information concerning them are set forth below as of December 31, 2012:

Name	Position	Age

Paul Watson	Chief Executive Officer and Director	37

Paul Watson. Mr. Watson, age 37, brings a wealth of experience in finance, corporate strategy and management to GTSO. From 2005 through 2009, Mr. Watson served as a mergers and acquisitions advisor and private equity group manager for KPMG Financial Advisory Services in Shanghai, China. From 2009 until 2011, he was Managing Director of Hermes Investment Group, a merchant bank focused on clean technology and environmental science established in Shanghai China, and headquartered in the United States; where he continues to advise portfolio operations and venture finance. Mr. Watson also currently serves as a director and CEO of OBJ Enterprises, Inc. He is a graduate of the University of Houston, Bauer College of Business with a bachelor’s degree in Finance. He speaks English, Chinese and Spanish.

Composition of the Board of Directors

The Board of Directors has responsibility for establishing broad corporate policies and reviewing our overall performance rather than day-to-day operations. The primary responsibility of our board of directors is to oversee the general direction and management of our Company and, in doing so, serve the best interests of the Company and our shareholders. The Board of Directors selects, evaluates and provides for the succession of executive officers and, subject to shareholder election, directors. It reviews and approves corporate objectives and strategies, and evaluates significant policies and proposed major commitments of corporate resources. Our Board of Directors also participates in decisions that have a potential major economic impact on our Company. Management is responsible for day-to-day operations of the Company.

Our Board of Directors currently consists of one member: Mr. Paul Watson. Each of our directors is elected annually at our annual meeting. All Board action requires the approval of a majority of the directors in attendance at a meeting at which a quorum is present. We plan to increase the size of our Board of Directors as we deem necessary to accommodate the growth of our business.

Independence

As of the date hereof, the Company has not adopted a standard of independence nor does it have a policy with respect to independence requirements for its Board members or that a majority of its Board be comprised of “independent directors.” As of the date hereof, none of our directors would qualify as “independent” under any recognized standards of independence.

Board Committees

We do not currently have a standing audit, nominating or compensation committee of the board of directors, or any committee performing similar functions. Our Board of Directors performs the functions of audit, nominating and compensation committees. As of the date of this filing, no member of our Board of Directors qualifies as an “audit committee financial expert” as defined in Item 407(d)(5) of Regulation S-K promulgated under the Securities Act and our Board does not believe such an expert is necessary at this time due to the relatively simple nature of the Company’s operations. Since the Board of Directors currently consists of only one member, it does not believe that establishing separate audit, nominating or compensation committees are necessary for effective governance.

Compliance with Section 16(a) of the Exchange Act

Section 16(a) of the Securities Exchange Act of 1934 requires our directors and executive officers, and persons who own beneficially more than ten percent of our common stock, to file reports of their stock ownership and changes of their stock ownership with the Securities and Exchange Commission. Based solely on our review of Forms 3, 4 and 5 furnished to us and on written representations from certain reporting persons, we believe that the directors, executive officers, and our greater than ten percent beneficial owners have complied in a timely manner with all applicable filing requirements for the fiscal year ended December 31, 2012, except as follows: Eastern Rim Funds (one Form 3 not Filed).

Code of Ethics

Our Board of Directors has discussed the adoption of a code of business conduct and ethics for directors, officers and employees but has not yet adopted a Code of Ethics due to the extremely small size of our management team. It is anticipated that the Board of Directors will adopt a Code of Ethics meeting the requirements of Item 406 of Regulation S-K in the near future.

Procedure for Nominating Directors

In 2012, we have not made any material changes to the procedures by which security holders may recommend nominees to our Board of Directors.

Family Relationships

There are no family relationships among our directors, executive officers or persons nominated to become executive officers or directors.

Involvement in Certain Legal Proceedings

During the past ten (10) years, none of our directors, persons nominated to become directors, executive officers, promoters or control persons was involved in any of the legal proceedings listen in Item 401 (f) of Regulation S-K.

Arrangements

There are no arrangements or understandings between an executive officer, director or nominee and any other person pursuant to which he was or is to be selected as an executive officer or director.

ITEM 11. EXECUTIVE COMPENSATION.

Mr. Watson received cash compensation of $60,000 during the year ended December 31, 2012. He received no other form of compensation.

Summary Compensation Table

Name	Fiscal Year End		Salary ($)		Total ($)
Paul Watson, Chief Executive Officer (1)		2012	$	60,000	$	60,000
		2011	$	10,000	$	10,000

John Shearer, Former Chief Executive Officer (2, 3)		2011	$	85,500	$	82,500
		2010	$	25,000	$	25,000

Dean McCall, Former Chief Executive Officer		2010		-		-

(1)

Mr. Watson was appointed as sole director and CEO in November 2011 and received two months of salary during the year ended December 31, 2011.

(2)

Mr. Shearer was appointed as sole director and CEO in August 2010 and received five months of salary during the year ended December 31, 2010.

(3)

Mr. Shearer resigned as sole director and CEO in November 2011 and received ten months of salary during the year ended December 31, 2011.

Employment Agreements & Retirement Benefits

None of our executive officers are subject to employment agreements, but we may enter into such agreements with them in the future. We have no plans providing for the payment of any retirement benefits.

Director Compensation

Our Board of Directors is comprised of Paul Watson. Mr. Watson also serves as the CEO of the Company. None of our directors has or had a compensation arrangement with the Company and for director services, nor have any of them been compensated for director services since the Company’s inception.

We reimburse our directors for all reasonable ordinary and necessary business related expenses, but we did not pay director's fees or other cash compensation for services rendered as a director in the year ended December 31, 2012 to any of the individuals serving on our Board during that period. We have no standard arrangement pursuant to which our directors are compensated for their services in their capacity as directors. We may pay fees for services rendered as a director when and if additional directors are appointed to the Board of Directors.

Compensation Committee Interlocks and Insider Participation

As a smaller reporting company, the Company is not required to provide this disclosure.

Compensation Committee Report

As a smaller reporting company, the Company is not required to provide this disclosure.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

The following table sets forth certain information as of February 28, 2013, with respect to the beneficial ownership of shares of the Company’s common stock by (i) each person known to us who owns beneficially more than 5% of the outstanding shares of the Company’s common stock, (ii) each of our Directors, (iii) each of our Executive Officers, and (iv) all of our Executive Officers and Directors as a group. Unless otherwise indicated, each stockholder has sole voting and investment power with respect to the shares shown. As of February 28, 2013, there were 37,002,694 shares of the Company’s common stock issued and outstanding.

Name and address of beneficial owner	Relationship to Registrant	Number of Shares of Common Stock		Percentage of Common Stock ⁽¹⁾

Eastern Rim Funds Inc. San Francisco 65 E St House No 35 Panama City Panama	Shareholder		22,056,100		59.6	%

Paul Watson 2880 Zanker Road, Suite 203 San Jose, CA 95134	Sole Director and CEO		-nil-		0.0	%

All Officers and Directors as a group (total of 1)			-nil-		0.0	%

(1)

Under Rule 13d-3 promulgated under the Exchange Act, a beneficial owner of a security includes any person who, directly or indirectly, through any contract, arrangement, understanding, relationship, or otherwise has or shares: (i) voting power, which includes the power to vote, or to direct the voting of shares; and (ii) investment power, which includes the power to dispose or direct the disposition of shares. Certain shares may be deemed to be beneficially owned by more than one person (if, for example, persons share the power to vote or the power to dispose of the shares). In addition, shares are deemed to be beneficially owned by a person if the person has the right to acquire the shares (for example, upon exercise of an option) within 60 days of the date as of which the information is provided. In computing the percentage ownership of any person, the amount of shares is deemed to include the amount of shares beneficially owned by such person (and only such person) by reason of these acquisition rights. As a result, the percentage of outstanding shares of any person as shown in this table does not necessarily reflect the person’s actual ownership or voting power with respect to the number of shares of common stock actually outstanding on February 28, 2013.

As of December 31, 2012, there were convertible notes outstanding in the amount of $490,806, including accrued interest. These notes are convertible into 17,924,979 shares of common stock.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

Related Transactions

None.

Director Independence

Using the standards of the NYSE Amex (which the Company is not subject to), the Company's Board has determined that Mr. Watson does not qualify under such standards as an independent director. The Company did not consider any relationship or transaction between itself and its sole director not already disclosed in this report in making this determination.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES. The following is a summary of the fees billed to the Company by its independent accountants, M&K CPAs PLLC and John A. Braden & Co. P.C., for the years ended December 31, 2012 and 2011:

Fee Category	2012		2011

Audit Fees	$	17,250	$	25,281

Audit-Related Fees (1)		—		—

Tax Fees (2)		—		—

All Other Fees (3)		—		—

Total Fees	$	17,250	$	25,281

Notes to the Accountants Fees Table:

(1)

Consists of fees for assurance and related services by our principal accountants that are reasonably related to the performance of the audit or review of the Company's financial statements and are not reported under "Audit Fees."

(2)

Consists of fees for professional services rendered by our principal accountants for tax related services.

(3)

Consists of fees for products and services provided by our principal accountants, other than the services reported under "Audit Fees," "Audit-Related Fees" and "Tax Fees" above.

As part of its responsibility for oversight of the independent registered public accountants, the Board has established a pre-approval policy for engaging audit and permitted non-audit services provided by our independent registered public accountants. In accordance with this policy, each type of audit, audit-related, tax and other permitted service to be provided by the independent auditors is specifically described and each such service, together with a fee level or budgeted amount for such service, is pre-approved by the Board. All of the services provided by M&K CPAs PLLC described above were approved by our Board.

The Company’s principal accountant did not engage any other persons or firms other than the principal accountant’s full-time, permanent employees.

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.

Exhibit No.		Description of Exhibit

3.1		Amended and Restated Certificate of Incorporation of the Company (1)
3.2		Bylaws of the Company (1)
10.1		Stock Purchase Agreement and Plan of Reorganization (2)
10.1		Joint Venture Agreement (3)
10.12		Sale and Assignment of Rights Under Joint Venture Agreement (3)
10.13		Profit Participation Agreement dated January 29, 2011 with Integrated Smart Solutions, Inc. (4)
10.4		Joint Venture Agreement dated January 30, 2011 with Rare Earth Exporters of Mongolia Pte. Ltd. (4)
10.5		Sale and Assignment of Rights Under Joint Venture Agreement dated November 8, 2010 (4)
14		Code of Ethics (2)
31.1		Section 302 Certification (5)
32.1		Section 906 Certification (5)
101		XBRL Interactive Data ⁽⁵⁾

(1)

Incorporated by reference from the Form SB-2 filed on September 15, 2006.

(2)

Incorporated by reference from the 10-QSB for the Quarterly Period Ended September 30, 2004.

(3)

Incorporated by reference from the 8-K filed on December 13, 2010.

(4)

Incorporated by reference from the 10-K for the Annual Period Ended December 31, 2010.

(5)

Filed or furnished herewith.

SIGNATURES

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

		Green Technology Solutions, Inc.

	By:	/s/ Paul Watson
		Paul Watson
		Sole Director and CEO
		(Principal Executive Financial Officer and
		Accounting Officer)

Date: April 1, 2013

Green Technology Solutions, Inc. - FORM 10-K - April 1, 2013

Attached files

Green Technology Solutions, Inc. Reports