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EX-31.1 - CERTIFICATION - FREESTONE RESOURCES, INC.ex31one.htm

 

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

  

(Mark One)

 

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended March 31, 2015

 

OR

 

[    ]  TRANSITION REPORT UNDER SECTION 13 OF 15(d) OF THE EXCHANGE ACT OF 1934

 

Commission File Number 000-28753

 

 

 

 

FREESTONE RESOURCES, INC.

 

(Exact name of small business issuer as specified in its charter)

 

 Nevada   90-0514308
 (State or other jurisdiction of incorporation or organization)   (IRS Employer Identification No.)

 

 

Republic Center, Suite 1350

325 N. St. Paul Street Dallas, TX 75201

(Address of principal executive offices)

 

(214) 880-4870

(Issuer's telephone number)

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

 

 

1
 

 

Indicate by check mark whether the registrant (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: Yes [X] No [ ]

 

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

 

Large Accredited Filer [  ]  Accelerated Filer [  ]  
Non-Accredited Filer   [  ]  Smaller Reporting Company [X]  

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

 

Indicate by check mark whether the registrant has submitted electronically and posted on its website, if any, every Interactive File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (SS325.405 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 [X] No [ ]

  

As of May 15, 2015 there were 75,988,177 shares of Common Stock of the issuer outstanding.

 

 

 

 

 

 

 

 

2
 

 

  

 

Freestone Resources, Inc.

Consolidated Balance Sheets

As of March 31, 2015 and June 30, 2014

 

 

Assets  
           
    (Unaudited)      
    March 31,
2015
    June 30,
2014
 
           
Current Assets:          
  Cash  $91,850   $73,106 
  Accounts receivable   1,520    81 
  Repaid Expenses and Other Assets   1,875    —   
    Total Current Assets   95,245    73,187 
           
Fixed assets, net of accumulated depreciation of $28,163 and $19,689   64,711    48,480 
Total fixed assets, net   64,711    48,480 
           
Investment in Aqueous Services   14,778    31,000 
Other assets   8,010    3,625 
           
Total Assets  $182,744   $156,292 
           
           
                                          Liabilities and Stockholders' Equity
           
Current Liabilities:          
 Accounts payable  $10,796   $9,320 
 Accrued expenses   466    466 
 Derivative liability - warrants   59,064    59,819 
  Total Current Liabilities   70,326    69,605 
           
           
 Long-term Liabilities:          
 Asset retirement obligations   14,470    14,470 
   Total Liabilities   84,796    84,075 
           
Stockholders' Equity (Deficit):          
 Common stock, $.001 par value, 100,000,000 shares          
  authorized, 75,988,177 and 75,543,177 shares issued          
  and outstanding, respectively   75,988    73,543 
 Additional paid in capital   18,711,241    18,471,686 
 Accumulated deficit   (18,689,281)   (18,473,012)
  Stockholders' Equity (Deficit)   97,948    72,217 
Total Liabilities and Stockholders’  Equity  $182,744   $156,292 

 

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

 

 

3
 

 

 

Freestone Resources, Inc.

Consolidated Statements of Operations

For the Three and Nine Months Ended March 31, 2015 and 2014

(unaudited)

 

   Three Months
Ended
March 31, 2015
  Three Months
Ended
March 31, 2014
  Nine Months
Ended
March 31, 2015
  Nine Months
Ended
March 31, 2014
                     
Revenue:                    
Oil and gas revenues resulting from research activities  $2,723   $117   $2,723   $1,335 
Other oil and gas related revenues         __    __   11,390 
Total revenue   2,723    117    2,723    12,725 
                     
Operating expenses:                    
  Cost of revenue   —      —      —      5,511 
  Lease operating costs   912    2,919    7,410    25,306 
  Depreciation   3,233    1,932    10,324    15,987 
  Stock Based Compensation   —      189,800    —      189,800 
 Revision to ARO estimate   —      —      —      (26,027)
 (Gain) Loss on Equity    Method Investment   5,506    8,793    16,222    23,076 
  General and administrative   72,758    69,167    186,856    229,608 
    Total operating expenses   82,409    272,611    220,812    463,261 
                     
Operating loss   (79,686)   (272,494)   (218,089)   (450,536)
                     
Other income (expense):                    
Gain (loss) on change in valuation of derivative liability   67,172    8,323    756    75,046 
                     
Gain (Loss) on sale of asset   530    —      1,064    (15,000)
Other income (expense)   —      —      —      836 
                     
                     
Total other income (expense)   67,702    8,323    1,820    60,882 
                     
Net loss  $(11,984)  $(264,171)  $(216,269)  $(389,654)
                     
                     
Basic and diluted loss per share  $(0.00)  $(0.00)  $(0.00)  $(0.01)
                     
Weighted average shares outstanding:                    
Basic and diluted   74,543,177    68,943,177    74,738,907    68,943,177 

 

 

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

 

 

4
 

  

  

Freestone Resources, Inc.

Consolidated Statement of Stockholders’ Equity

And the Nine Months Ended March 31, 2015

(Unaudited)

 

            
    Common Stock   

Additional

Paid in

    Accumulated 
    Shares    Amount    Capital    Deficit    Total 
                          
Balance, June 30, 2014   73,543,177   $73,543   $18,471,686   $(18,473,012)  $72,217 
                          
Common stock issued for cash   2,445,000    2,445    239,555         242,000 
                          
Net loss                  (216,269)   (216,269)
Balance, March 31, 2015   75,988,177   $75,988   $18,711,241   $(18,689,281)  $97,948 
                          

 

  

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

 

 

5
 

 

 

 

 

 

Freestone Resources, Inc.

Consolidated Statements of Cash Flows

Nine Months Ended March 31, 2015 and 2014

(Unaudited)

 

  

Nine Months Ended

March 31, 2015

 

Nine Months Ended

March 31, 2014

           
CASH FLOWS FROM OPERATING ACTIVITIES:          
Net income (loss)  $(216,269)  $(389,654)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:          
    Depreciation and amortization   10,324    15,987 
    (Gain) loss on change in valuation of derivative liability   (756)   (75,046)
    (Gain) loss on equity method investment   16,222    23,076 
   (Gain) loss on sale of asset   (1,064)   15,000 
    (Decrease) increase of ARO estimate   —      (26,027)
   Shares issued for services   —      189,800 
Changes in operating assets and liabilities:          
    Change in account receivable   (1,439)   (81)
    Change in other assets   (6,260)   5,285 
   Change in accounts payable   1,477    (22)
    Change in accrued expenses   —      (5,318)
  Net cash provided used in operating activities   (197,765)   (247,000)
           
CASH FLOWS FROM INVESTING ACTIVITIES:          
   Sale of asset   3,840    5,000 
   Purchases of fixed assets   (29,331)   (6,211)
  Net cash used in investing activities   (25,491)   (1,211)
           
CASH FLOWS FROM FINANCING ACTIVITES:          
    Proceeds from sale of stock   242,000    50,000 
   Stock returned upon settlement of litigation   —      —   
 Net cash provided by financing activities   242,000    50,000 
           
NET CHANGE IN CASH   18,744    (198,211)
CASH AT BEGINNING OF PERIOD   73,106    205,767 
CASH AT END OF PERIOD  $91,850   $7,556 
Supplemental cash flow information:          
   Cash paid for interest  $—     $22 
Stock Based Compensation  $—     $189,800 

 

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

  

6
 

 

Freestone Resources, Inc.

Notes to Unaudited Consolidated Financial Statements

March 31, 2015

(Unaudited)

 

 

NOTE 1 – NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES

 

Nature of Activities, History and Organization:

 

Freestone Resources, Inc. (the “Company” or “Freestone”) is an oil and gas technology development company that is actively developing and marketing technologies and solvents designed to benefit various sectors in the oil and gas industry. During the quarter ended December 31, 2014, the Company has elected to early adopt Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. The adoption of this ASU allows the Company to remove the inception to date information and all references to development stage. The Company has re-launched its Petrozene solvent after months of working with manufactures to develop a new and improved formula. Petrozene is predominantly used for paraffin buildup. Petrozene can be used for pipelines, oil storage tanks, oil sludge build up, de-emulsification, well treatment, as a corrosion inhibitor and as a catalyst in opening up formations thereby aiding in oil production. More information about Petrozene can be found at http://www.petrozene.com.

 

On November 16, 2012, the Company entered into a Company Agreement of Aqueous Services, LLC (“Aqueous”), a Texas limited liability company, with International Aqueous Investments, LLC and Pajarito W&M, LP. Aqueous is a joint venture between the Company and the two aforementioned parties, whereas the Company owns a 33.33% interest in Aqueous. Aqueous is a full water management company with access to a fresh water well that has been permitted to up to one thousand five hundred acre-feet of water per annum. A facility has been constructed that is owned and operated by Aqueous for the purpose of providing water for oil and gas activities in the Eagle Ford. This site includes a designated location for the recycling frack water and produced water. More information about Aqueous Services can be found at http://www.aqueousservices.com.

 

Unaudited Interim Financial Statements:

 

The accompanying unaudited interim consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission. These financial statements are unaudited and, in the opinion of management, include all adjustments (consisting of normal recurring accruals) necessary to present fairly the balance sheet, statement of operations, statement of stockholders’ equity and statement of cash flows for the periods presented in accordance with accounting principles generally accepted in the United States. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to SEC rules and regulations. It is presumed that users of this interim financial information have read or have access to the audited financial statements and footnote disclosure for the preceding fiscal year contained in the Company’s Annual Report on Form 10-K. The results of operations for the three months ended September 30, 2014 are not necessarily indicative of the results of operations for the full year or any other interim period.  The information included in this Form 10-Q should be read in conjunction with Management's Discussion and Analysis and Financial Statements and notes thereto included in the Company’s June 30, 2014 Form 10-K.   

  

Recently Issued Accounting Pronouncements:

 

The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position or cash flow.

 

7
 

 

 

NOTE 2 – FIXED ASSETS

 

Fixed assets at March 31, 2015 and June 30, 2014 are as follows:

 

    3/31/15   6/30/14
Computers & office furniture   $ 8,968     $ 8,968  
Collectable Art Work (not depreciated)     13,000       13,000  
Oil and gas properties used for research and development     70,906       46,201  
Total fixed assets     92,874       68,169  
Less: Accumulated depreciation     (28,163 )     (19,689 )
Total fixed assets, net of accumulated depreciation   $ 64,711     $ 48,480  

 

Depreciation expense was $10,324 and $15,987 for the nine months ended March 31, 2015 and 2014, respectively.

 

NOTE 3 – EQUITY TRANSACTIONS

 

The Company is authorized to issue 100,000,000 common shares at a par value of $0.001 per share. These shares have full voting rights.  At March 31, 2015 and June 30, 2014, there were 75,988,177and 73,543,177 respectively, common shares outstanding. During the nine months ended March 31, 2015 the Company sold 2,445,000 shares for cash proceeds of $242,000. 

 

NOTE 4 – INVESTMENT IN AQUESOUS SERVICES, LLC.

 

On November 16, 2012 the Company formed Aqueous Services, LLC (“Aqueous”), a Texas limited liability company, with International Aqueous Investments, LLC and Pajarito W&M, LP. The Company made an initial capital contribution of $100,000 in exchange for a 33.33% interest in the joint venture. Aqueous is a full water management company with access to a fresh water well that has been permitted to extract up to one thousand five hundred acre-feet (approximately 500 million gallons) of water per annum. Aqueous constructed and operates a facility to provide fresh water for oil and gas activities in the Eagle Ford. This site also includes a designated location for the recycling frack and production water.

  

The joint venture is accounted for under the equity method as follows:

 

   March 31, 2015 

June 30, 2014

           
Beginning Balance   $31,000   $70,000 
Capital Contributions   —      —   
Equity in Loss of JV   (16,222)   (31,340)
Impairment of Investment   —      (7,660)
Period End Balance  $14,778   $31,000 
           

 

 

 

 

 

8
 

 

  

NOTE 5 – GOING CONCERN

 

As reflected in the accompanying consolidated financial statements, Freestone incurred operating losses, and has a negative working capital position as of March 31, 2015.  The above factors raise substantial doubt about Freestone's ability to continue as a going concern.  Freestone's continued existence is dependent on its ability to obtain additional equity and/or debt financing to fund its operations.  Freestone plans to raise additional financing and to increase sales volume.  There is no assurance that Freestone will obtain additional financing or achieve profitable operations or cash inflows.  The consolidated financial statements do not include any adjustments relating to the recoverability or classification of recorded asset amounts or the amount and classification of liabilities that might be necessary as a result of this uncertainty.

 

 

NOTE 6 – FAIR VALUE MEASUREMENTS

 

Cash, accounts receivable, accounts payable and other accrued expenses and other current assets and liabilities are carried at amounts which reasonably approximate their fair values because of the relatively short maturity of those instruments.

 

Accounting Standards Codification (“ASC”) Topic 820, “Fair Value Measurements and Disclosures”, establishes a framework for measuring fair value. That framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under ASC 820 are described as follows:

 

 

Level 1 - Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Company has the ability to access.

 

Level 2 - Inputs to the valuation methodology include:

-quoted prices for similar assets or liabilities in active markets;

-quoted prices for identical or similar assets or liabilities in inactive markets;

-inputs other than quoted prices that are observable for the asset or liability;

-inputs that are derived principally from or corroborated by observable market data by correlation or other means.

 

If the asset or liability has a specified (contractual) term, the Level 2 input must be observable for substantially the full term of the asset or liability.

 

Level 3 - Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

 

The asset or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs.

 

Asset retirement obligations are recorded based on the present value of the estimated cost to retire the oil and gas properties and are depleted over the useful life of the asset. The settlement date fair value is discounted at the Company’s credit adjusted risk-free rate in determining the abandonment liability.

 

The preceding method described may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, although the Company believes its valuation method is appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. The Company’s liabilities all valued at Level 3, at fair value as of March 31, 2015 and June 30, 2014 were $84,796 and $84,075, respectively.

 

9
 

 

  

NOTE 7 – COMMITMENTS AND CONTINGENCIES

 

The Company leases office space under a non-cancelable operating lease that expires in July 2018.  The lease requires fixed escalations and payment of electricity costs.  Rent expense, included in general and administrative expenses, totaled approximately $19,709 and $19,476 for the Nine months ended March 31, 2015 and 2014 respectively.

  

 

NOTE 8- CORRECTION OF AN ERROR

 

During the preparation of our quarterly report, we identified an error related to the overstatement of our derivative liability, which is required to be marked-to-market each reporting period. The error reported in our income statement amounted to $75,046 for the nine months ended March 31, 2014 and $8,323for the quarter ended March 31, 2014. In addition, the derivative liability was overstated by $219,806 at June 30, 2014.

 

During the years ended June 30, 2014 and 2013, we evaluated the investment in Aqueous and recorded an impairment of $7,660 and $39,763, respectively. The impairment was due to recurring losses incurred by Aqueous from inception. The error reported had no effect on net income for the nine months ended March 31, 2014. At June 30, 2014 the investment in Aqueous Services was overstated by $47,423.

 

Management evaluated these errors both quantitatively and qualitatively, and determined that the errors were immaterial to the prior year. Pursuant to the SEC SAB Topic 108, the prior period numbers have been corrected in this filing.

 

The following table reflects the impact of the error:

 

Statement of Operations for the three months ended March 31, 2014:
         
    As reported      Adjustment   As adjusted
             
Net Operating Income (Loss)  $(272,494)         $(272,494)
Total other expense          8,323   8,323
Net loss  $(272,494)    $8,323   $(264,171)
Basic and diluted loss per common share  $0.00     $0.00   $0.00
             

 

 

Statement of Operations for the nine months ended March 31, 2014:

        
             
    As reported      Adjustment   As adjusted
             
Net Operating Income (Loss)  $(450,536)    $—     $(450,536)
Total other expense   (14,164)     75,046   60,882
Net loss  $(464,700)    $75,046   $(389,654)
Basic and diluted loss per common share  $0.00     $0.00   $0.00

 

 

10
 

 

Balance Sheet for the year ended June 30, 2014:
          
    As reported    Adjustment    As adjusted 
                
Total Assets  $203,715   $(47,423)  $156,292 
 
 
Derivative liability
  $279,625   $(219,806)  $59,819 
                
Total liabilities   303,881    (219,806)   84,075 
Stockholders’ equity   (100,166)   172,383    72,217 
Total Liabilities and Stockholders’ Equity  $203,715   $(47,423)  $156,292 
                
                

 

  

 

 

 

11
 

 

 

ITEM 2:   MANAGEMENT’S DISCUSSION AND ANALYSIS

  

This report contains forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The Company’s actual results could differ materially from those set forth on the forward looking statements as a result of the risks set forth in the Company’s filings with the Securities and Exchange Commission, general economic conditions, and changes in the assumptions used in making such forward looking statements.

 

General

 

Freestone Resources, Inc. (“Freestone” or the “Company”) is an oil and gas technology development company. The Company is located in Dallas, Texas and is incorporated under the laws of the State of Nevada.

 

The Company’s primary business is the development of new technologies that allow for the utilization of oil and gas resources in an environmentally responsible and cost effective way, as well as the development of technologies that can be used in the environmental cleanup of oil-based contaminant byproducts.

 

The Company currently markets and sells Petrozene, which is a solvent derived from recycled hydrocarbons. Petrozene can cost effectively decrease paraffin buildup in oil and gas wells, and can be utilized to clean oil storage facilities. Furthermore, Petrozene has been shown to reduce bottom sediment and water in oil storage tanks and act as a de-emulsification agent.

 

The Company owns a 33.33% interest in Aqueous Services, LLC (“Aqueous”). Aqueous is a full water management company with access to a fresh water well that has been permitted to up to one thousand five hundred acre-feet of water per annum.

  

Results of Operations

 

Three and nine months Ended March 31, 2014 compared to three and nine months Ended March 31, 2013

 

Revenue - Our revenue for the three months ended March 31, 2015 was $2,723 compared to $117 for the same period in 2014 due to the reversal of a second quarter sale Revenue for the nine months ended March 31, 2015 was $2,723 compared to $12,725 for the same period in 2014. The decrease was due to a decline in Petrozene™ sales.

 

Cost of Revenues – Cost of sales (Petrozene) for the three months ended March 31, 2015 and 2014 were $0 and $0, respectively. Cost of sales for the nine months ended March 31, 2015 and 2014 were 0 and $5,511, respectively. The drop in cost is reflective of the drop in sales. The cost is related to purchasing and transporting the product.

 

Lease Operating Expense - Lease operating expense for the three months ended March 31, 2014 was $912 compared to $2,919 for the same period in 2015 and $7,410 for the nine months ended March 31, 2014 compared to $25,306 for the same period in 2014.  The decrease is due to the drop in production activity.

 

Operating Expense - Total operating expenses for the three months ended March 31, 2015 were $3,233 of depreciation expense, loss on equity investment of $5,506 and $72,758 of general and administrative expenses, respectively, compared to $1,932 of depreciation, loss on equity investment of $8,793, stock compensation of $189,800 and $69,167 of general and administrative expenses for the same period in 2014.    

 

Total operating expenses for the nine months ended March 31, 2015 were $10,324 of depreciation expense, loss on equity investment of $16,222 and $186,856 of general and administrative expenses, respectively, compared to $15,987 of depreciation expense, loss on equity investment of $23,076, a gain on the revision of the ARO liability of $26,027, stock based compensation of $189,800 and $229,608 of general and administrative expenses for the same period in 2014. The decrease in general and administrative cost was due primarily to a decrease in consulting and payroll expenses.

12
 

 

 

Net Income (Loss) - Net loss for the three months ended March 31, 2015 was $11,984 compared to net loss of $264,171 for the same period in 2014.  Net loss for the nine months ended March 31, 2015 was $216,269 compared to $389,654 for the same period in 2014. The decrease in loss was primarily due to the no stock compensation in 2015.  

 

Liquidity and Capital Resources

 

We have little cash reserves and liquidity to the extent we receive it from operations and from the sale of stock.

 

Net cash provided by the Company was $18,744 for the nine months ended March 31, 2015 compared to cash used of $198,211 for the same period in 2014. The change was due largely to the increase in funds from sales of stock.  We continue to explore working capital. Our cash balance at March 31, 2015 was $91,850.

 

Employees

 

As of March 31, 2015, Freestone had two employees.

 

Need for Additional Financing

 

No commitments to provide additional funds have been made by management or other stockholders.  Our independent auditors included a going concern explanatory paragraph in their report included in our annual report on Form 10-K for the year ended June 30, 2014, which raises substantial doubt about our ability to continue as a going concern.

 

 

ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

Not applicable.

 

 

ITEM 4: CONTROLS AND PROCEDURES

 

Evaluation of Disclosure Controls and Procedures

 

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of March 31, 2015.  This evaluation was accomplished under the supervision and with the participation of our chief executive officer/principal executive officer, and chief financial officer/principal financial officer who concluded that our disclosure controls and procedures are not effective.

 

 

13
 

 

Based upon an evaluation conducted for the period ended March 31, 2014, our Chief Executive and Chief Financial Officer as of March 31, 2015 and as of the date of this Report, has concluded that as of the end of the periods covered by this report, we have identified the following material weakness of our internal controls:

 

  Lack of sufficient accounting staff which results in a lack of segregation of duties necessary for a good system of internal control and financial statement presentation.

 

Changes in Internal Controls over Financial Reporting

 

We have not yet made any changes in our internal controls over financial reporting that occurred during the period covered by this report on Form 10-Q that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

 

 

PART II

 

Items No. 1, 3, 4, 5 - Not Applicable.

  

Item 6 - Exhibits and Reports on Form 8-K

 

(a)  The Company filed a Form 8-K on February 11, 2015 related the Company’s decision to change certifying accountants.

  

(b)   Exhibits

 

Exhibit Number

 

31.1  Certification of Chief Executive Officer, pursuant to Rule 13a-14(a) of the Exchange Act, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002.
   
31.2 Certification of Chief Financial Officer, pursuant to Rule 13a-14(a) of the Exchange Act, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002.
   
32.1 Certification of Chief Executive Officer and Chief Financial Officer, pursuant to 18 United States Code Section 1350, as enacted by Section 906 of the Sarbanes-Oxley Act of 2002.
   

  

SIGNATURES

 

In accordance with the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

FREESTONE RESOURCES, INC.

 

By /s/ Clayton Carter

 

Clayton Carter, CEO

 

Date: May 15, 2015

 

 

 

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