Note 1 - Nature of Business

12 Months Ended

Dec. 31, 2017

Notes to Financial Statements

Nature of Operations [Text Block]

NOTE

1

– NATURE OF BUSINESS

CEN Biotech, Inc. (“CEN”) was incorporated in Canada on

August 4, 2013

as a subsidiary of Creative Edge Nutrition, Inc. (“Creative”), a public company incorporated in Nevada. Creative distributed the shares of CEN common stock on a pro rata basis to the Creative shareholders (“Spin Off Distribution”) on

February

29,

2016,

at which time CEN became a stand-alone public company. The Spin Off Distribution resulted in the recording of a net shareholders’ deficit of

$5,807,665

as a result of the liabilities exceeding the assets. Due to common control and the related party nature of the transaction, the transaction was recorded as if the transaction occurred on

January 1, 2016

at the carrying value of CEN.

The consolidated financial statements also include the accounts of CEN Holdings, Inc. (“CEN Holdings”), a Michigan corporation that was incorporated on

May 13, 2016

as a wholly-owned subsidiary of the Company and was dissolved on

March 20, 2017.

The consolidated financial statements also include the accounts of Eastern Starr Biotech, Inc. (“Eastern Starr”), a Georgia corporation that was acquired on

August 22, 2017

as a wholly-owned subsidiary of CEN. Intercompany account balances and transactions are eliminated in the consolidated financial statements.

Prior to the Spin Off Distribution on

February

29,

2016,

CEN initially pursued the cannabis business in Canada and obtained funding to build the initial phase of its comprehensive seed-to-sale facility and applied to obtain a license in Canada to begin operating its state-of- the-art medical marijuana cultivation, processing, and distribution facility in Lakeshore, Ontario. On

March 11, 2015,

CEN’s application for a license to produce marijuana for medical purposes was formally rejected by Canadian regulatory authority. CEN filed an action against the Attorney General of Canada in the Ontario Superior Court of Justice.

CEN is focused on the manufacturing, production and development of products within the cannabis industry, including the lighting technology, hemp products and medical marijuana. CEN intends to explore the usage of hemp, which it intends to cultivate for usage in industrial, medical and food products.