UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB/A
[x] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934
For the Quarter Ended June 30, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT
OF
1934
For the transition period from ______________ to _________________
Commission File Number 000-31233
GREEN DOLPHIN SYSTEMS CORPORATION
(Name of Small Business in its charter)
DELAWARE 88-0432539
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
2338 W Beaver Creek Rd., Powell, TN 37849
(Address of principal executive offices) (Zip Code)
Issuer's Telephone number: ( 888 ) 379-8693
State the share outstanding of each of the issuer's classes of common equity,
as of the latest practicable date:
Class Outstanding as of June 30, 2000
Common Stock 11,513,060
Transitional Small business Disclosure Format (Check one): Yes [] No[x]
PART I
Item 1. FINANCIAL STATEMENTS
GREEN DOLPHIN SYSTEMS CORPORATION
FINANCIAL STATEMENTS
JUNE 30, 2000
CONTENTS PAGE
NOTICE TO READER 1
FINANCIAL STATEMENTS
Balance Sheet 2
Statement of Income and Accumulated Deficit 3
Statement of Stockholders' Equity 4
Notes to the Financial Statement 5-6
Statement of Income for the Current Quarter 7
REVIEW ENGAGEMENT REPORT
To the directors
Green Dolphin Systems Corporation
We have reviewed the balance sheet of GREEN DOLPHIN SYSTEMS CORPORATION.
as at June 30, 2000 and the statements of income and deficit, and changes in
stockholders position, for the six months then ended. Our review was made in
accordance with generally accepted standards for review engagements and
accordingly consisted primarily of enquiry, analytical procedures, and
discussion related to information supplied to us by managment.
A review does not constitute an audit and consequently we do not express
an audit opinion on these financial statements.
Based on our review, nothing has come to our attention that causes us to
believe that these financial statements are not, in all material respects, in
accordance with generally accepted accounting
principles.
/s/Wood Pelton
Peterborough, Ontario Wood, Pelton
August 15, 2000 Chartered Accountants
<PAGE>
GREEN DOLPHIN SYSTEMS CORPORATION
BALANCE SHEET
AS AT JUNE 30, 2000
ASSETS 2000 1999
Current
Cash $12,710 $-
Accounts receivable 35,248 -
Inventory 13,371 -
Prepaid expenses 1,650 -
______ ______
62,979 -
------ ------
Capital
Shop equipment 9,266 -
Office furniture and equipment 1,558 -
------ ------
10,824 -
Less: Accumulated amortization 1,082 -
______ ______
9,742 -
______ ______
Other Assets
Due from related company (note 4) 24,335 -
Trademarks and copyrights
(net of amortization) 276,664 150
______ ______
300,999 150
______ ______
$373,720 $150
========= ======
LIABILITIES AND SHAREHOLDERS' EQUITY
Current
Accounts payable and accured liabilities $ 5,778 $-
Long-term debt due in one year 56,899 -
-------- --------
62,677 -
Long-term
Long term debt, less current
portion (Note 2) 100,000 -
Due to related companies (Note 4) - 150
------- --------
162,677 150
------- --------
Shareholders' equity
Share capital (Note 5) 11,513 -
Paid in capital 194,077 -
Retained Earnings 5,453 -
------- --------
211,043
-
------- --------
$373,720 $ 150
======== ========
The accompanying notes are an integral part of these interim financial
statements
2
GREEN DOLPHIN SYSTEM CORPORATION
STATEMENT OF INCOME AND DEFICIT
FOR THE SIX MONTHS ENDED JUNE 30, 2000
2000 1999
Sales $ 255,262 $-
Cost of Sales $ 101,506 $-
Gross margin 153,756 -
------- -------
Expenses
Rent 11,718 -
Contract services 49,986 -
Bank charges and interest 466 -
Office expense 1,308 -
Telephone 2,504 -
Utilities 1,082 -
Licenses and fee 1,810 -
Equipment costs 1,201 -
Advertising and promotion 8,552 -
Travel and entertainment 862 -
Professional fees 210 -
Leasing costs 979 -
Amortization and depreciation 11,085 -
-------- --------
91,763 -
-------- --------
Net income 61,993 -
Deficit, beginning of period (56,540) -
-------- --------
Deficit, end of period $ 5,453 $-
======== ========
The accompanying notes are an integral part of these interim financial
statements 3
GREEN DOLPHIN SYSTEMS CORPORATION
STATEMENT OF STOCKHOLDERS' EQUITY
FOR THE PERIOD ENDED JUNE 30, 2000
Additional
Common Stock Paid-in Retained
Shares Amount Capital Earnings Total
Balance
January 1, 2000 11,513,060 $11,513 $ 194,077 $ (56,540) $ 149,050
Net income
for period - - - 61,993
61,993
Balance
June 30, 2000 11,513,060 $11,513 $194,077 $ 5,453 $ 211,043
The accompanying notes are an integral part of these interim financial
statements
4
GREEN DOLPHIN SYSTEMS CORPORATION
NOTES TO THE FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDING JUNE 30, 2000
1.Significant accounting policies
Inventories
Inventories are stated at the lower of cost (first-in, first-our method) or
market.
Capital assets and amortization
Fixed assets are recorded at cost. Amortization of the equipment is recorded
using the straight line method at 20% annually.
Upon disposal of an asset the gain or los (if significant) is included in the
computation of net income for the year and the respective cost and
accumulated
amortization are removed from the
accounts.
Trademarks and copyrights
Trademarks and copyrights are recorded at cost and being amortized on a
straight-line basis over a period of fifteen years.
2 Long-term debt
The long-term debt consists of an amount due to Penta Deltex Ltd. pursuant to
an agreement dated April 21, 1999, whereby the Company agreed to pay $300,000
for the exclusive rights to proprietary assets owned by Penta Deltex Ltd.
The
debt bears no interest and is unsecured.
The debt is scheduled to be repaid as follows:
2000 56,899
2001 100,000
While the debt is scheduled to be repaid, repayment will be dictated by the
availability of cash.
2.Commitments
The company leases its administrative and warehouse space under an operating
lease expiring on November 30, 2004.
The annual future minimum lease payments under the non-cancelable operating
lease are as follows:
2001 $ 30,500
2002 30,500
2003 30,500
2004 31,130
2005 27,958
3.Amounts due to or from related company
Amounts due to and from the related company are unsecured, bear no interest
and have no specific terms of repayment.
4.Amounts due to or from related company
Amounts due to and from the related company are unsecured, bear no interest
and have no specific terms of repayment.
5. Share capital 2000 1999
Authorized-unlimited number of common shares
Issued-11,513,060 common shares $11,513 $ -
In addition to the issued common stock, the company has obtained equity
investment of $194,077, which will be converted to common stock.
6. Organization and comparative amounts
Green Dolphin Systems Corporation (the company) was organized under the laws
of the state of Nevada on January 12, 1999. The financial statements report
comparative amounts in the Balance Sheet as at March 30, 1999, and the
results
of operations for the period ending March 31, 1999. Inasmuch the company did
not commence operating until May 1999, there were no operations to report on
in the comparative period.
GREEN DOLPHIN SYSTEMS CORPORATION
STATEMENT OF INCOME AND DEFICIT
FOR THE SIX MONTHS ENDED JUNE 30, 2000
Second YTD YTD
Quarter
2000 2000 1999
Sales $101,692 $255,262 -
Cost of Sales 15,167 101,506 -
------- -------- -------
Gross Margin 86,525 153,756 -
------- -------- -------
Expenses
Rent 8,418 11,718 -
Contract services 49,566 49,986 -
Bank charges and interest 283 466 -
Office Expense 831 1,308 -
Telephone 1,423 2,504 -
Utilities 330 1,082 -
Licenses and fees - 1,810 -
Equipment costs 408 1,201 -
Advertising and promotion 6,597 8,552 -
Travel and entertainment 311 862 -
Professional fees - 210 -
Leasing costs 862 979 -
Amortization and depreciation 5,541 11,085 -
-------- -------- --------
74,570 91,763 -
-------- -------- --------
Net income 11,955 61,993 -
======= ======= =======
6
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
The following information should be read in conjunction with the financial
statements and notes thereto appearing elsewhere in this Form 10-QSB.
General
_____________________________
The Company has been developing, manufacturing and distributing a broad range
of specialty chemicals throughout Canada since 1986.
Green Dolphin is engaged in the continued growth , market research, product
and service development and manufacturing of applied environmental
solutions.
The Company's proven line of products and services combine high performance
and cost effectiveness with a commitment to environmental responsibility. We
intend to become a leader in the blossoming service of the "Do-it-yourself"
market sectors by providing a diversity of specialized products, services and
training programs.
The North American market for ceiling and wall cleaning, fabric protection,
fire retardation application, waterproofing, graffiti removal smoke and odor
elimination and non-slip represents over $10 billion niche market. We intend
to integrate these specialized services and approach the market with a forged
structure to secure a larger market share of the industry.
The Company's service experience includes large institutional clients where
optimal environments are imperative such as hospitals and hotels, as well as
high volume human traffic areas such are transit systems and retail
establishments. We have grouped these integrated services into a working
model providing a range of specialized environmental restoration products and
services targeted at six key markets: Residential, Commercial,
Institutional, hospitality, industrial and government.
An integrated approach means that the Company will offer a one-stop solution
for these key markets. Four channels of distribution include:
1. Distributor: Target entrepreneurs seeking to invest in a highly
profitable business opportunity with a large marketable growth.
2. Industrial/Commercial: Commercial distribution of products that are
specific to industrial/commercial specifications. Method of marketing and
sales coverage will be through a network of Manufacturer Representatives.
3. Retail: Vertically market six retail products tot he hardware,
lumber, department and the do-it-yourself retail center.
4. International: Currently the Company is in negotiations with four
countries for Exclusive Agency distribution and License of Technology. The
Initial focus will be to concentrate on select countries and regions that may
generate near-term immediate sales.
As a supplier of products and services, our corporate policy is to be
concerned and sensitive of the effect that the products will have on the
environment and people. Our business is to be an innovator, to develop and
market products, services and systems that provide superior value and
guaranteed performance in meeting customer's needs. The goals are to
preserve the quality of the environment, provide growth opportunities for
GDSC employees and produce an above average profit.
The Company has been implemented with the Corporation mission to sell and
market a network of Green Dolphin Dealers through North America.
Each Green Dolphin Business Opportunity will be presented and sold as a
Business
Risk Factors and Cautionary Statements
__________________________________________________
This report contains forward-looking statements. The Company wishes to
advise
readers that actual results may differ substantially from such forward-
looking statements. Forward-looking statements involve risks and
uncertainties that could actual results to differ materially from this
expressed in or implied by the statements.
PART II
ITEM 1. LEGAL PROCEEDINGS.
To the best of the Company's knowledge, the Company is not a party to any
pending legal proceedings.
ITEM 2. CHANGES IN SECURITIES.
There have been no changes in the Company's securities.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
There have been no defaults upon senior securities.
ITEM 4. SUBMISSION OF MATTERS TO A COTE OF SECURITY HOLDERS.
There have been no Submission of matters to a cote of security holders
ITEM 5. OTHER INFORMATION.
There is no other information.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
No report on Form 8-K was filed by the Company during the three month period
ending June 30, 2000.
SIGNATURES
In accordance with the requirements of the Securities Exchange Act of 1934,
the Registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
GREEN DOLPHIN SYSTEMS CORPORATION
Date: August 21, 2000
By:/s/ Nicholas Plessas
______________________________________
Nicholas Plessas, President