10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ Quarterly Report Pursuant To Section 13 or 15(d) of the Securities Exchange Act Of 1934

For the quarterly period ended June 30, 2021

☐ Transition Report Under Section 13 or 15(d) of the Securities Exchange Act Of 1934

For the transition period from ______________ to ______________

Commission File Number: 000-56027

THE GREATER CANNABIS COMPANY, INC.

(Exact name of registrant as specified in its charter)

Florida	30-0842570
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

15 Walker Avenue Suite 101

Baltimore, MD 21208

(Address of principal executive offices, including Zip Code)

(443)-738-4051

(Issuer’s telephone number, including area code)

N/A

(Former name or former address if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
None	N/A	N/A

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the 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 ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files). Yes ☒ No ☐

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

Large accelerated filer ☐	Accelerated filer ☐
Non-accelerated filer ☒	Smaller reporting company ☒
Emerging growth company ☒

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

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

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 493,638,436 shares of common stock as of August 16, 2021.

TABLE OF CONTENTS

		Page
PART I	FINANCIAL INFORMATION
Item 1	Financial Statements	F-1
Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operation	4
Item 3	Quantitative and Qualitative Disclosures About Market Risk	6
Item 4	Controls and Procedures	6
PART II	OTHER INFORMATION
Item 1	Legal Proceedings	7
Item 1A	Risk Factors	7
Item 2	Unregistered Sales of equity Securities and Use of Proceeds	7
Item 3	Defaults Upon Senior Securities	7
Item 4	Mine Safety Disclosures	7
Item 5	Other Information	7
Item 6	Exhibits	8
Item 7	Signatures	9

2

Cautionary Note Regarding Forward Looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “may,” “should,” “could,” “will,” “plan,” “future,” “continue, “and other expressions that are predictions of or indicate future events and trends and that do not relate to historical matters identify forward-looking statements. These forward-looking statements are based largely on our expectations or forecasts of future events, can be affected by inaccurate assumptions, and are subject to various business risks and known and unknown uncertainties, a number of which are beyond our control. Therefore, actual results could differ materially from the forward-looking statements contained in this document, and readers are cautioned not to place undue reliance on such forward-looking statements. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. A wide variety of factors could cause or contribute to such differences and could adversely impact revenues, profitability, cash flows and capital needs. There can be no assurance that the forward-looking statements contained in this document will, in fact, transpire or prove to be accurate. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2021 and out Registration Statement on Form S-1 (File No. 333-255872), that may cause our or our industry’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by any forward-looking statements.

Important factors that may cause the actual results to differ from the forward-looking statements, projections or other expectations include, but are not limited to, the following:

● the long-term effects of the COVID-19 pandemic on our business;

● the limited operating history with our current business;

● significant losses incurred to date and “going concern” explanatory paragraph in our auditor’s report;

● the need for substantial additional financing to become commercially viable;

● dependence upon the successful development, commercial launch and acceptance of our planned products and in the successful license of our technology;

● effectiveness of the Company’s marketing strategy;

● the scope of intellectual property protection we can achieve;

● our dependence on third party manufacturing;

● competition; and

● our reliance on key members of management.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this report. Except as required by law, we do not undertake to update or revise any of the forward-looking statements to conform these statements to actual results, whether as a result of new information, future events or otherwise.

As used in this quarterly report, “GCAN,” the “Company,” “we,” “us,” or “our” refer to The Greater Cannabis Company, Inc. and its subsidiary, unless otherwise indicated.

3

THE GREATER CANNABIS COMPANY, INC.

JUNE 30, 2021

FORM 10-Q

INDEX

	Page
PART I- FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets as of June 30, 2021 (Unaudited) and December 31, 2020	F-2
Consolidated Statements of Operations for the six and three months ended June 30, 2021 and 2020 (Unaudited)	F-3
Consolidated Statements of Stockholders’ Deficiency for the six and three months ended June 30, 2021 and 2020 (Unaudited)	F-5
Consolidated Statements of Cash Flows for the six months ended June 30, 2020 and 2021 (Unaudited)	F-6
Notes to Consolidated Financial Statements (Unaudited)	F-7

F-1

THE GREATER CANNABIS COMPANY, INC.

CONSOLIDATED BALANCE SHEETS

	June 30, 2021			December 31, 2020
	(Unaudited)
ASSETS
CURRENT ASSETS
Cash	$	528,930		$	112,953
Note receivable		36,750			36,750
Prepaid officer compensation		-			10,000
Total current assets		565,680			159,703
OTHER ASSETS
Right of first refusal agreement cost (less accumulated amortization of $7,083 and $4,583)		17,917			20,417
Total assets	$	583,597		$	180,120
LIABILITIES AND STOCKHOLDERS’ DEFICIENCY
CURRENT LIABILITIES
Accounts payable	$	1,925		$	6,743
Accrued interest		4,830			849
Accrued officers’ compensation		209,000			152,000
Loans payable to related parties		260,000			260,000
Notes payable to third parties (less debt discounts of $325,223 and $0, respectively)		194,294			22,875
Derivative liability		-			17,441
Total current liabilities and total liabilities		670,049			459,908
STOCKHOLDERS’ (DEFICIENCY)
Preferred stock; 19,000,000 shares authorized, $.001 par value: Series A Convertible Preferred-issued and outstanding 9,411,998 and 9,411,998 shares, respectively		9,412			9,412
Common stock; 2,000,000,000 shares authorized, $.001 par value, as of June 30, 2021 and December 31, 2020, there are 478,638,436 and 464,843,318 shares outstanding, respectively		483,639			464,843
Additional paid-in capital		2,904,522			2,576,365
Accumulated deficit		(3,484,025	)		(3,330,408	)
Total stockholders’ (deficiency)		(86,452	)		(279,788	)
Total liabilities and stockholders’ (deficiency)	$	583,597		$	180,120

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

F-2

THE GREATER CANNABIS COMPANY, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

Six Months Ended June 30, 2021 and 2020 (Unaudited)

	June 30, 2021			June 30, 2020
	(Unaudited)			(Unaudited)
Revenue:
Product sales	$	12,630		$	48,044
Total revenue		12,630			48,044
Cost of product sales		12,655			48,090
Gross profit (loss)		(25	)		(46	)
Operating Expenses:
Officers compensation		102,000			102,000
Amortization of Right of First Refusal Agreement cost		2,500			2,083
Other operating expenses		44,181			65,871
Total operating expenses		148,681			169,954
Income (loss) from operations		(148,706	)		(170,000	)
Other income (expenses):
Income (expense) from derivative liability		407,370			695,845
Loss on conversions/issuances of notes payable		(326,718	)		(361,787	)
Gain from Surrender Agreement with Emet Capital Partners, LLC		-			472,170
Interest expense		(4,794	)		(53,475	)
Amortization of debt discounts		(80,769	)		(691,873	)
Total other income (expenses)		(4,911	)		60,880
Loss before provision for income taxes		(153,617	)		(109,120	)
Provision for income taxes		-
Net loss	$	(153,617	)	$	(109,120	)
Basic and diluted income (loss) per common share	$	(.00	)	$	(.00	)
Weighted average common shares outstanding-basic and diluted		478,192,394			59,937,084

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

F-3

THE GREATER CANNABIS COMPANY, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended June 30, 2021 and 2020 (Unaudited)

	June 30, 2021			June 30, 2020
	(Unaudited)			(Unaudited)
Revenue:
Product sales	$	12,630		$	48,044
Total revenue		12,630			48,044
Cost of product sales		12,655			48,090
Gross profit (loss)		(25	)		(46	)
Operating Expenses:
Officers compensation		51,000			51,000
Amortization of Right of First Refusal Agreement cost		1,250			1,250
Other operating expenses		10,199			29,607
Total operating expenses		62,449			81,857
Income (loss) from operations		(62,474	)		(81,903	)
Other income (expenses):
Income (expense) from derivative liability		400,834			1,247,786
Loss on conversions/issuances of notes payable		(304,508	)		(132,838	)
Gain from Surrender Agreement with Emet Capital Partners, LLC		-			472,170
Interest expense		(4,125	)		(7,966	)
Amortization of debt discounts		(68,691	)		(394,800	)
Total other income (expenses)		23,510			1,184,352
Income (loss) before provision for income taxes		(38,964	)		1,102,449
Provision for income taxes		-
Net income (loss)	$	(38,964	)	$	1,102,449
Basic and diluted income (loss) per common share	$	(.00	)	$	.01
Weighted average common shares outstanding-basic and diluted		478,638,436			75,447,161

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

F-4

THE GREATER CANNABIS COMPANY, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIENCY

For the Six and Three Months Ended June 30, 2021 and 2020

Unaudited

	Series A Preferred								Additional
	stock				Common Stock				Paid in		Accumulated
	Shares		Amount		Shares		Amount		Capital		Deficit			Total
For the six months ended June 30, 2020:
Balances at December 31, 2019		9,411,998	$	9,412		39,301,323	$	39,301	$	783,891	$	(2,379,238	)	$	(1,546,634	)
Conversions of notes payable ($165,350) and accrued interest ($11,793) into 21,484,688 shares of common stock (Fair Value of $ 406,093) for the three months ended March 31, 2020						21,484,688		21,485		384,608					406,093
Net loss for the three months ended March 31, 2020				-				-		-		(1,211,569	)		(1,211,569	)
Balances at March 31, 2020		9,411,998	$	9,412		60,786,011	$	60,786	$	1,168,499	$	(3,590,807	)	$	(2,352,110	)
Net income for the three months ended June 30, 2020				-				-		-		1,102,449			1,102,449
Balances at June 30, 2020		9,411,998	$	9,412		60,786,011	$	60,786	$	1,168,499	$	(2,488,358	)	$	(1,249,661	)
For the six months ended June 30, 2021:
Balances at December 31, 2020		9,411,998	$	9,412		464,843,318	$	464,843	$	2,576,365	$	(3,330,408	)	$	(279,788	)
Conversion of note payable ($22,500) and accrued interest ($814) into 13,795,118 shares of common stock (Fair Value of $ 45,524) for the three months ended March 31, 2021						13,795,118		13,796		31,728					45,524
Net loss for the three months ended March 31, 2021				-				-		-		(114,653	)		(114,653	)
Balances at March 31, 2021		9,411,998	$	9,412		478,638,436	$	478,639	$	2,608,093	$	(3,445,061	)	$	(348,917	)
Conversion of FirstFire note								5,000		34,000					39,000
Valuation of warrants										262,429					262,429
Net loss for the three months ended June 30, 2021				-				-		-		(38,964	)		(38,964	)
Balances at June 30, 2021		9,411,998	$	9,412		478,638,436	$	483,639	$	2,904,522	$	(3,484,025	)	$	(86,452	)

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

F-5

THE GREATER CANNABIS COMPANY, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

For the Six Months Ended June 30, 2021 and 2020 (Unaudited)

	June 30, 2021			June 30, 2020
	(Unaudited)			(Unaudited)
OPERATING ACTIVITIES
Net income (loss)	$	(153,617	)	$	(109,120	)
Adjustments to reconcile net income (loss) to net cash provided (used) in operating activities:
Loss on conversion of notes payable and accrued interest to common stock		326,718			361,787
Gain from Surrender Agreement with Emet Capital Partners, LLC		-			(472,170	)
(Income) expense from derivative liability		(407,370	)		(695,845	)
Amortization of Right of First Refusal Agreement cost		2,500			2,083
Amortization of debt discounts		80,769			691,873
Changes in operating assets and liabilities:
Prepaid officer compensation		10,000			-
Advance to supplier		-			28,000
Note receivable		-			(23,575	)
Accounts payable		(4,818	)		(9,341	)
Accrued interest		4,795			26,473
Accrued salaries		57,000			17,000
Advance from customer		-			(27,977	)
Net cash used in operating activities		(84,023	)		(210,812	)
INVESTING ACTIVITIES
Purchase of Right of First Refusal Agreement		-			(25,000	)
Net cash used in investing activities		-			(25,000	)
FINANCING ACTIVITIES
Amount paid in connection with Surrender Agreement with Emet Capital Partners, LLC		-			(70,000	)
Proceeds from notes payable to third parties		500,000			509,668
Net cash provided by financing activities		500,000			439,668
NET INCREASE IN CASH		415,977			203,856
CASH BALANCE, BEGINNING OF PERIOD		112,953			24,662
CASH BALANCE, END OF PERIOD	$	528,930		$	228,518
Supplemental Disclosures of Cash Flow Information:
Interest paid	$	-		$	-
Income tax paid	$	-		$	-
Non-cash Investing and Financing Activities:
Initial derivative liability charged to debt discounts	$	500,000		$	-
Issuances of warrants	$	296,428		$	-
Conversion of note payable ($22,500) and accrued interest ($814) into 13,795,118 shares of common stock (Fair Value of $45,524) for the Six months ended June 30, 2021	$	45,524		$	-

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

F-6

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE A – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations

The Greater Cannabis Company, Inc. (the “Company”) was formed in March 2014 as a limited liability company under the name, The Greater Cannabis Company, LLC. The Company was a wholly owned subsidiary of Sylios Corp (“Sylios”) until March 10, 2017.

On July 31, 2018, the Company acquired 100% of the issued and outstanding shares of Class A common stock of Green C Corporation (“Green C”) in exchange for 9,411,998 newly issued shares of the Company’s Series A Convertible Preferred Stock (the “Exchange”). Each share of Series A Convertible Preferred Stock is convertible into 50 shares of common stock and is entitled to vote 50 votes per share on all matters as a class with holders of common stock. Since after the Exchange was consummated, the former shareholders of Green C and their designees owned approximately 94% of the issued and outstanding voting shares of the Company, Green C is the acquirer for accounting purposes. Prior to the Exchange, the Company had no assets and nominal business operations. Accordingly, the Exchange has been treated for accounting purposes as a recapitalization by the accounting acquirer, Green C, and the accompanying consolidated financial statements of the Company reflect the assets, liabilities and operations of Green C from its inception on December 21, 2017 to July 31, 2018 and combined with the Company thereafter.

Green C was incorporated on December 21, 2017 under the laws of the Province of Ontario Canada with its principal place of business in North York, Ontario.

Green C was the owner of an exclusive, worldwide license for an eluting transmucosal patch platform (“ETP”) for non-invasive drug delivery in the cannabis field as further described in the exclusive license agreement dated June 21, 2018 with Pharmedica Ltd. (see Note J).

The Company’s business plan is to (i) commercialize its ETP technology and (ii) concentrate on cannabis related investment and development opportunities through direct equity investments, joint ventures, licensing agreements or acquisitions.

Principles of Consolidation

The consolidated financial statements include the accounts of The Greater Cannabis Company, Inc., and its wholly owned subsidiaries Green C Corporation and Biocanrx Inc.

F-7

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE A – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Interim Financial Statements

The interim financial statements as of June 30, 2021 are unaudited and have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. These statements reflect all normal and recurring adjustments that, in the opinion of management, are necessary for a fair presentation of the information contained herein. Operating results for the six and three months ended June 30, 2021 are not necessarily indicative of results that may be expected for the year ending December 31, 2021.

Certain information and finance 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 the Securities and Exchange Commission’s rules and regulations. These unaudited financial statements should be read in conjunction with our audited financial statements and notes for the year ended December 31, 2020 as included in our report on Form 10-K.

Cash and Cash Equivalents

Investments having an original maturity of 90 days or less that are readily convertible into cash are considered to be cash equivalents. For the periods presented, the Company had no cash equivalents.

Income Taxes

In accordance with Accounting Standards Codification (ASC) 740 - Income Taxes, the provision for income taxes is computed using the asset and liability method. The asset and liability method measures deferred income taxes by applying enacted statutory rates in effect at the balance sheet date to the differences between the tax basis of assets and liabilities and their reported amounts on the financial statements. The resulting deferred tax assets or liabilities are adjusted to reflect changes in tax laws as they occur. A valuation allowance is provided when it is more likely than not that a deferred tax asset will not be realized.

We expect to recognize the financial statement benefit of an uncertain tax position only after considering the probability that a tax authority would sustain the position in an examination. For tax positions meeting a “more-likely-than-not” threshold, the amount to be recognized in the financial statements will be the benefit expected to be realized upon settlement with the tax authority. For tax positions not meeting the threshold, no financial statement benefit is recognized. As of June 30, 2021, we had no uncertain tax positions. We recognize interest and penalties, if any, related to uncertain tax positions as general and administrative expenses. We currently have no foreign federal or state tax examinations nor have we had any foreign federal or state examinations since our inception. To date, we have not incurred any interest or tax penalties.

Use of Estimates

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

Financial Instruments and Fair Value of Financial Instruments

We follow ASC Topic 820, Fair Value Measurements and Disclosures, for assets and liabilities measured at fair value on a recurring basis. ASC Topic 820 establishes a common definition for fair value to be applied to existing US GAAP that requires the use of fair value measurements that establishes a framework for measuring fair value and expands disclosure about such fair value measurements.

ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Additionally, ASC Topic 820 requires the use of valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized below:

F-8

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE A – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Level 1:	Observable inputs such as quoted market prices in active markets for identical assets or liabilities
Level 2:	Observable market-based inputs or unobservable inputs that are corroborated by market data
Level 3:	Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions.

The carrying value of financial assets and liabilities recorded at fair value is measured on a recurring or nonrecurring basis. Financial assets and liabilities measured using level three inputs on a recurring basis are those that are adjusted to fair value each time a financial statement is prepared. Financial assets and liabilities measured on a non-recurring basis are those that are adjusted to fair value when a significant event occurs. Except for derivative liabilities, we had no financial assets or liabilities carried and measured on a recurring or nonrecurring basis during the reporting periods. (see Note-G)

Derivative Liabilities

We evaluate convertible notes payable, stock options, stock warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for under the relevant sections of ASC Topic 815-40, Derivative Instruments and Hedging: Contracts in Entity’s Own Equity.

The result of this accounting treatment could be that the fair value of a financial instrument is classified as a derivative instrument and is marked-to-market at each balance sheet date and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statement of operations as other income or other expense. Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. Financial instruments that are initially classified as equity that become subject to reclassification under ASC Topic 815-40 are reclassified to a liability account at the fair value of the instrument on the reclassification date.

Long-lived Assets

Long-lived assets such as property and equipment and intangible assets are periodically reviewed for impairment. We test for impairment losses on long-lived assets used in operations whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Recoverability of an asset to be held and used is measured by a comparison of the carrying amount of an asset to the future undiscounted cash flows expected to be generated by the asset. If such asset is considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the asset exceeds its fair value. Impairment evaluations involve management’s estimates on asset useful lives and future cash flows. Actual useful lives and cash flows could be different from those estimated by management which could have a material effect on our reporting results and financial positions. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third-party independent appraisals, as considered necessary.

F-9

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE A – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Equity Instruments Issued to Non-Employees for Acquiring Goods or Services

The Company in the current period has updated for ASU 2018-07 as it was effective in 2019. The Company is evaluating the impact of the new ASU, however, it is not expected to have a material impact on the financial statements.

Related Parties

A party is considered to be related to us if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with us. Related parties also include our principal owners, our management, members of the immediate families of our principal owners and our management and other parties with which we may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties, or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests, is also a related party.

F-10

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE A – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Revenue recognition:

The Company adopted Accounting Standards Codification Topic 606, “Revenue from Contracts with Customers” (“ASC 606”) on January 1, 2018. In accordance with ASC 606, revenue is recognized when promised goods or services are transferred to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services, in accordance with the following five-step process:

● Identify the contract(s) with a customer

● Identify the performance obligations

● Determine the transaction price

● Allocate the transaction price

● Recognize revenue when the performance obligations are met

For the periods presented prior to the adoption of ASC 606, revenues from long-term construction contracts were recognized in accordance with ASC Topic 605-35, “Revenue Recognition-Construction-Type and Production-Type Contracts.”

The Company recognizes construction contract revenue over time using the percentage-of-completion method, based primarily on contract cost incurred to date compared to total estimated contract cost. Cost of revenue includes an allocation of depreciation, amortization and general overhead cost. Changes to total estimated contract cost or losses, if any, are recognized in the period in which they are determined.

The Company generally provides limited warranties for work performed under its construction contracts with periods typically extending for a limited duration following substantial completion of the Company’s work on a project.

The Company classifies construction-related receivables and payables that may be settled in periods exceeding one year from the balance sheet date, if any, as current assets and liabilities consistent with the length of time of its project operating cycle. For example:

● Contract assets represent costs and estimated earnings in excess of billings represent the excess of contract costs and profits (or contract revenue) over the amount of contract billings to date and are classified as a current asset.

● Contract liabilities represent billings in excess of costs and estimated earnings represent the excess of contract billings to date over the amount of contract costs and profits (or contract revenue) recognized to date and are classified as a current liability.

Contract liabilities result when either: 1) costs are incurred related to certain claims and unapproved change orders, or 2) the appropriate contract revenue amount has been recognized in accordance with the percentage-of-completion accounting method, but a portion of the revenue recorded cannot be billed currently due to the billing terms defined in the contract. Claims occur when there is a dispute regarding both a change in the scope of work and the price associated with that change. Unapproved change orders occur when there is a dispute regarding only the price associated with a change in scope of work. For both claims and unapproved change orders, the Company recognizes revenue, but not profit, when it is determined that recovery of incurred cost is probable and the amounts can be reliably estimated.

Advertising Costs

Advertising costs are expensed as incurred. For the periods presented, we had no advertising costs.

Loss per Share

We compute net loss per share in accordance with FASB ASC 260. The ASC specifies the computation, presentation and disclosure requirements for loss per share for entities with publicly held common stock.

Basic loss per share amounts is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted net loss per common share is computed on the basis of the weighted average number of common shares and dilutive securities (such as stock options, warrants and convertible securities) outstanding. Dilutive securities having an anti-dilutive effect on diluted net loss per share are excluded from the calculation. For the periods presented, the Company excluded 470,599,900 shares relating to the Series A Convertible Preferred Stock (see Note G), shares relating to convertible notes payable to third parties (Please see NOTE F - NOTES PAYABLE TO THIRD PARTIES for further information) and shares relating to outstanding warrants (Please see NOTE H - CAPITAL STOCK AND WARRANTS for further information) from the calculation of diluted shares outstanding as the effect of their inclusion would be anti-dilutive.

Recently Enacted Accounting Standards

In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers, which supersedes nearly all prior revenue recognition guidance under U.S. GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five-step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under prior U.S. GAAP. As amended by the FASB in July 2015, the standard became effective for annual periods beginning after December 15, 2017, and interim periods therein. ASU 2014-09 has had no impact on our Financial statements for the periods presented.

F-11

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE A – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations, to clarify the implementation guidance on principal versus agent considerations and address how an entity should assess whether it is the principal or the agent in contracts that include three or more parties. The effective date and transition requirements for these amendments are the same as the effective date and transition requirements of ASU 2014-09 (discussed above). ASU 2016-08 has had no impact on our Financial statements for the periods presented.

In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing, to clarify the following two aspects of Topic 606: 1) identifying performance obligations, and 2) the licensing implementation guidance. The effective date and transition requirements for these amendments are the same as the effective date and transition requirements of ASU 2014-09 (discussed above). ASU 2016-10 has had no impact on our financial statements for the periods presented.

On July 13, 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (“ASU”) 2017-11. Among other things, ASU 2017-11 provides guidance that eliminates the requirement to consider “down round” features when determining whether certain financial instruments or embedded features are indexed to an entity’s stock and need to be classified as liabilities. ASU 2017-11 provides for entities to recognize the effect of a down round feature only when it is triggered and then as a dividend and a reduction to income available to common stockholders in basic earnings per share. The guidance became effective for annual periods beginning after December 15, 2018.

F-12

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE B - GOING CONCERN

Under ASC 205-40, we have the responsibility to evaluate whether conditions and/or events raise substantial doubt about our ability to meet our future obligations as they become due within one year after the date the financial statements are issued. As required by this standard, our evaluation shall initially not take into consideration the potential mitigating effects of our plans that have not been fully implemented as of the date the financial statements are issued.

In performing the first step of this assessment, we concluded that the following conditions raise substantial doubt about our ability to meet our financial obligations as they become due. As of June 30, 2021, the Company had cash of $528,930, total current liabilities of $670,049 and negative working capital of $104,369. For the six months ended June 30, 2021, we incurred a net loss of $153,617 and used $84,023 cash from operating activities. We expect to continue to incur negative cash flows until such time as our business generates sufficient cash inflows to finance our operations and debt service requirements.

In performing the second step of this assessment, we are required to evaluate whether our plans to mitigate the conditions above alleviate the substantial doubt about our ability to meet our obligations as they become due within one year after the date that the financial statements are issued. Our future plans include securing additional funding sources.

There is no assurance that sufficient funds required during the next year or thereafter will be generated from operations or that funds will be available through external sources. The lack of additional capital resulting from the inability to generate cash flow from operations or to raise capital from external sources would force the Company to substantially curtail or cease operations and would, therefore, have a material effect on the business. Furthermore, there can be no assurance that any such required funds, if available, will be available on attractive terms or that they will not have a significant dilutive effect on the Company’s existing shareholders. We have therefore concluded there is substantial doubt about our ability to continue as a going concern through August 2022.

The accompanying consolidated financial statements have been prepared on a going-concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The accompanying consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of the uncertainty related to our ability to continue as a going concern.

NOTE C – NOTE RECEIVABLE

On June 10, 2020, in anticipation of developing a CBD business with Koltuv Ventures, LLC (the “Borrower”) (see Note D), the Company agreed to lend the Borrower USD $50,000 to be repaid either (a) out of available cash as soon as practicable, including from sales of Bob Ross cosmetic products, or (b) on the date that is 18 months from the date thereof, whichever is earlier (the “Maturity Date”). The Loan shall not bear interest except to the extent that any part of the Loan remains outstanding as at the Maturity Date, in which case the following sentence applies. From the date after the Maturity Date and onward, the outstanding principal amount of the Loan shall bear interest at a rate of 2% per annum. Any payment of cash to be made by Borrower to Lender shall be applied first to outstanding principal and second to any accrued, but unpaid, interest. As of June 30, 2021, the balance of the note was $36,750.

NOTE D – RIGHT OF FIRST REFUSAL AGREEMENT

On January 30, 2020, the Company executed a Right of First Refusal Agreement with an entity engaged in the business of cosmetics, health, and well-being (“KTV”). The Agreement provided for the Company to pay KTV $25,000 on January 30, 2020 (which was paid January 30, 2020) and to make other investments in opportunities to be pursued by KTV and/or payments to KTV to enable KTV to pursue and secure Cannabidiol (“CBD”) opportunities. The Agreement provides the Company an exclusive right of first refusal to participate in all CBD opportunities to be pursued by KTV for a term of five years. The $25,000 cost for this Agreement is being amortized over the five year term of the Agreement.

F-13

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE E - LOANS PAYABLE TO RELATED PARTIES

Loans payable to related parties consist of:

	June 30, 2021		December 31, 2020
Loans from Elisha Kalfa and Yonah Kalfa, holders of a total of 2,966,666 shares of Series A Convertible Preferred stock	$	180,000	$	180,000
Loan from Fernando Bisker and Sigalush, LLC, holders of a total of 2,966,666 shares of Series A Convertible Preferred stock		80,000		80,000
Total	$	260,000	$	260,000

Pursuant to loan and contribution agreements dated July 31, 2018, the above loans are non-interest bearing and are to be repaid after the Company raises from investors no less than $1,500,000 or generates sufficient revenue to make repayments (each, a “Replacement Event”). If the First Replacement Event does not occur within 18 months from July 31, 2018, the loans are to be repaid immediately. In the event there is insufficient capital to repay the loan, the lenders have the option to convert all or part of the loans into shares at the Company common stock at the average trading price of the 10 days prior to the date of the conversion request. These loans were extended during the period for an additional 24 months.

F-14

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE F - NOTES PAYABLE TO THIRD PARTIES

Notes payable to third parties consist of:

	June 30, 2021		December 31, 2020
Promissory Note dated March 28, 2017 payable to John T. Root, Jr., interest at 4%, due September 28, 2017, convertible into shares of common stock at a conversion price of $.001 per share.	$	375	$	375
Convertible Promissory Note dated February 12, 2019 payable to Eagle Equities, LLC (“Eagle”), interest at 6%, due February 12, 2020 (i)		-		22,500
Convertible Promissory Note dated March 15, 2021 payable to FirstFire Global Opportunities Fund, LLC (“FF”), interest at 6%, due March 11, 2022-less unamortized debt discount of $ 464,231 and $ 0, respectively. (ii)		193,919		-
Total	$	194,294	$	22,875

(i)

On February 12, 2019, (the “Issue Date”) the Company issued a 6% Convertible Redeemable Note to Eagle Equities, LLC (“Eagle”), having a principal amount of $1,200,000 of which $96,000 constituted an original issue discount (the “Eagle Note”). In connection with the Eagle Note, the Company and Eagle entered into a Securities Purchase Agreement. Eagle was to fund the $ 1,104,000 purchase price of the Eagle Note in tranches. The first tranche of $ 250,000 was received by the Company on February 13, 2019. The second tranche of $ 166,500 was received by the Company on January 17, 2020, the third tranche of $ 93,666 was received by the Company on February 12, 2020, and the fourth tranche of $ 42,500 was received by the Company on June 3, 2020. The loans were repayable one year from their respective funding dates and were convertible at the option of Eagle at a conversion price equal to 65% of the lowest closing price of the Company’s common stock for the preceding 15 trading days prior to the conversion date. On January 6, 2021, the balance of the Eagle Note was reduced to $ 0.

(ii)

On March 15, 2021, we issued a 6% Convertible Promissory Note to FirstFire Global Opportunities Fund, LLC (“FF”), having a principal amount of $545,000 and an initial tranche principal amount of $272,500 of which $22,500 constituted an original issue discount (the “FF Note”). In connection with the FF Note, we and FF entered into a registration rights agreement, three warrant agreements and a securities purchase agreement. On June 30, 2021, we issued the final tranche principle amount of $272,500 of which $22,500 constituted an original issue discount (the “FF Note). The FF Note will mature on March 11, 2022. The FF Note may be pre-paid in whole or in part by paying FF the following premiums:

PREPAY DATE	PREPAY AMOUNT
≤ 30 days	105% * (Principal + Interest (“P+I”)
31- 60 days	110% * (P+I)
61-90 days	115% * (P+I)
91-120 days	120% * (P+I)
121-150 days	125% * (P+I)
151-180 days	130% * (P+I)

F-15

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE F - NOTES PAYABLE TO THIRD PARTIES (continued)

Any amount of principal or interest on the FF Note, which is not paid when due shall bear interest at the rate of twenty-four (24%) per annum from the due date thereof until the same is paid (“Default Interest”). FF has the right beginning on the date which is the earlier of (i) the date the Registration Statement (as defined below) covering the shares issuable upon conversion of the FFG Notes is declared effective by the Securities and Exchange Commission (the “SEC”) or (ii) one hundred eighty (180) days following the Issue Date to convert all or any part of the outstanding and unpaid principal amount of the FF Note into fully paid and non-assessable shares of our common stock at the conversion price (the “Conversion Price”). The Conversion Price shall be, equal to 70% of the average closing price of our common stock for the five prior trading days prior to the date that a registration statement in respect of the shares into which is the FF Note is convertible is declared effective. The FF Note contains other customary terms found in like instruments for conversion price adjustments. In the case of an Event of Default (as defined in the Note), the FF Note shall become immediately due and payable in an amount (the “Default Amount”) equal to the principal amount then outstanding plus accrued interest (including any Default Interest) through the date of full repayment multiplied by one hundred twenty-five percent (125%) and interest shall accrue at the rate of Default Interest. Certain events of default will result in further penalties.

F-16

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE G - DERIVATIVE LIABILITY

The derivative liability consists of:

	June 30, 2021		December 31, 2020
Convertible Promissory Note dated February 12, 2019 payable to Eagle Equities, LLC. Please see NOTE F – NOTES PAYABLE TO THIRD PARTIES for further information (i): Due February 12, 2020	$	-	$	17,441
Convertible Promissory Note dated March 15, 2021 and June 30, 2021 payable to FirstFire Global Opportunities Fund, LLC, See Note F (ii) Due March 11, 2022		-		-
Total derivative liability	$	-	$	17,441

F-17

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE G - DERIVATIVE LIABILITY (continued)

The Convertible Promissory Notes (the “Notes”) contain a variable conversion feature based on the future trading price of the Company’s common stock. Therefore, the number of shares of common stock issuable upon conversion of the Notes is indeterminate. As of June 30, 2021, the note no longer carries variable conversion features and as such, the derivative was reduced to zero.

The fair value of the derivative liability is measured at the respective issuance dates and quarterly thereafter using the Black Scholes option pricing model. Assumptions used for the calculation of the derivative liability of the Notes at December 31, 2020 were (1) stock price of $.003 per share, (2) conversion price of $.00169 per share, (3) term of 0 days, (4) expected volatility of 142.94%, and (5) risk free interest rate of 0%.

NOTE H - CAPITAL STOCK AND WARRANTS

Preferred Stock

On July 31, 2018, The Greater Cannabis Company, Inc. (the “Company”) acquired 100% of the issued and outstanding shares of Class A common stock of Green C Corporation (“Green C”) in exchange for 9,411,998 newly issued shares of the Company’s Series A Convertible Preferred Stock (the “Exchange”). Each share of Series A Convertible Preferred Stock is convertible into 50 shares of common stock and is entitled to 50 votes on all matters as a class with the holders of common stock.

On February 14, 2019, the Company issued 9,000,000 shares of Series B Convertible Preferred Stock to Emet Capital Partners, LLC (“Emet”) in exchange for the surrender of all outstanding warrants held by Emet. Each share of Series B Convertible Preferred Stock was convertible into one share of Company common stock subject to adjustment in case, at the time of conversion, the market price per share of the Company common stock was less than $ 0.075 per share. On October 18, 2019, this exchange agreement was reversed.

On October 18, 2019, the Company entered into two Exchange Agreements with Emet Capital Partners, LLC (“Emet”). The first Exchange Agreement provided for the exchange of three outstanding convertible notes payable to Emet with a total remaining principal balance of $20,399 and a total accrued interest balance of $5,189 for three new convertible notes payable to Emet in the total amount of $25,587. The new notes bore interest at 6%, were due on February 12, 2020 and were convertible into common stock at a conversion price equal to 75% of the lowest Trading Price during the 15 Trading Day Period prior to the Conversion Date. The second Exchange Agreement provided for the reversal of the February 14, 2019 exchange agreement pursuant to which certain warrants then held by Emet were exchanged for 9,000,000 shares of Series B Convertible Preferred Stock and the exchange of such warrants for four new convertible notes payable to Emet in the total amount of $675,000. These new notes bore interest at 2%, were due on October 18, 2020 and were convertible into common stock at a conversion price equal to 75% of the lowest Trading Price during the 15 Trading Day Period prior to the Conversion Date. On May 26, 2020, the Company satisfied the 7 convertible notes payable to Emet in connection with a Surrender Agreement.

Common Stock

Effective March 10, 2017, in connection with a partial spin-off of the Company from Sylios Corp, the Company issued a total of 26,905,969 shares of its common stock. 5,378,476 shares were issued to Sylios Corp (representing 19.99% of the issued and outstanding shares of Company common stock after the spin-off) and 21,527,493 shares were issued to the stockholders of record of Sylios Corp on February 3, 2017 on the basis of one share of Company common stock for each 500 shares of Sylios Corp common stock held (representing 80.01% of the issued and outstanding shares of Company common stock after the spin-off).

F-18

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE H - CAPITAL STOCK AND WARRANTS (continued)

During the three months ended March 31, 2020, the Company issued a total of 21,484,688 shares of common stock pursuant to conversions of an aggregate of $165,350 in principal and $11,793 in interest under our outstanding convertible notes. The $228,949 excess of the $406,093 fair value of the 21,484,688 shares of common stock at the respective dates of issuance over the $177,143 liability reduction was charged to Loss on Conversions of Notes Payable.

During the three months ended June 30, 2020, the Company issued a total of 27,563,525 shares of common stock pursuant to conversions of an aggregate of $67,082 in principal and $10,613 in interest under our outstanding convertible notes. The $132,838 excess of the $210,532 fair value of the 27,563,525 shares of common stock at the respective dates of issuance over the $77,695 liability reduction was charged to Loss on Conversions of Notes Payable.

During the three months ended September 30, 2020, the Company issued a total of 115,277,834 shares of common stock pursuant to conversions of an aggregate of $311,050 in principal and $18,462 in interest under our outstanding convertible notes. The $467,554 excess of the $797,067 fair value of the 115,277,834 shares of common stock at the respective dates of issuance over the $329,512 liability reduction was charged to Loss on Conversions of Notes Payable.

During the three months ended December 31, 2020, the Company issued a total of 261,215,948 shares of common stock pursuant to conversions of an aggregate of $325,212 in principal and $16,849 in interest under our outstanding convertible notes. The $462,263 excess of the $804,324 fair value of the 261,215,948 shares of common stock at the respective dates of issuance over the $342,061 liability reduction was charged to Loss on Conversions of Notes Payable.

During the three months ended June 30, 2021, the Company recorded the value of the warrants at $262,429 and the conversion of the second FirstFire note trauche in the amount of $39,000.

F-19

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE H - CAPITAL STOCK AND WARRANTS (continued)

Warrants

On March 11, 2021, in connection with the issuance of a Convertible Promissory Note to FirstFire Global Opportunities Fund, LLC (“FF”) (see Note F), we issued three warrants (Warrant A, Warrant B and Warrant C) to purchase shares of our common stock, as follows:

Warrant A permits FF to purchase 25,000,000 shares of common stock at an exercise price of $0.025 per share through September 11, 2022.

Warrant B permits FF to purchase 15,000,000 shares of common stock at an exercise price of $0.05 per share through September 11, 2022.

Warrant C permits FF to purchase 10,000,000 shares of common stock at an exercise price of $0.075 per share. through September 11, 2022.

Each warrant has other customary terms found in like instruments, including, but not limited to, events of default.

In any event of default, the exercise price for each warrant automatically becomes $0.005 per share.

Copies of Warrant A, Warrant B and Warrant C are attached as Exhibits 10.4, 10.5 and 10.6 to our current report on Form 8-K dated March 16, 2021 and the above summary of the warrant terms are subject to full terms of the applicable warrants.

NOTE I - INCOME TAXES

The Company and its United States subsidiaries file consolidated Federal income tax returns. Green C Corporation, its Ontario Canada subsidiary, files Canada and Ontario income tax returns.

At June 30, 2021 the Company has available for federal income tax purposes a net operating loss carry forward that may be used to offset future taxable income. The Company has provided a valuation reserve against the full amount of the net operating loss benefit, since in the opinion of management based upon the earnings history of the Company, it is not more likely than not that the benefits will be realized. If there are significant changes in the Company’s ownership, the future use of its existing net operating losses will be limited.

All tax years of the Company and its United States subsidiaries remain subject to examination by the Internal Revenue Service.

NOTE J - COMMITMENTS AND CONTINGENCIES

Pharmedica Exclusive License Agreement

On June 21, 2018, Green C executed an Exclusive License Agreement with Pharmedica, Ltd. (“Pharmedica”), an Israeli company, to exploit certain Pharmedica intellectual property for the development and distribution of a certain Licensed Product involved in the transmucosal delivery of medicinal or recreational cannabis. The agreement provided for Green C payments to Pharmedica of a $100,000 license fee (which was paid by 2591028 Ontario Limited, an entity affiliated with Green C’s Chief Executive Officer, on June 26, 2018) and annual royalties at a rate of 5% of the Net Sales of the Licensed Product subject to a Minimum Annual Royalty of $50,000. The agreement also provided for certain milestones to be accomplished by Green C in order for Green C to retain the license.

The Company generated only minimal revenues from this asset through December 31, 2019 and did not pay the Year 1 Minimum Annual Royalty of $50,000 due Pharmedica. Accordingly, we recorded an impairment charge of $69,749 at December 31, 2019 and reduced the $69,749 remaining carrying value of this intangible asset to $0.

On September 2, 2020, Green C notified Pharmedica of Green C’s termination of the Exclusive License Agreement and Green C’s intention to wind up Green C.

On September 17, 2020, Pharmedica notified Green C of Pharmedica’s acceptance of Green C’s proposal to terminate the license agreement and Pharmedica’s intention not to burden Green C further. Accordingly, we recorded “Forgiveness of Royalty Payable” other income of $50,000 in the three months ended September 30, 2020 and reduced the $50,000 “Accrued Royalties” liability balance to $0.

F-20

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE J - COMMITMENTS AND CONTINGENCIES (continued)

Sub-License Agreement with Symtomax Unipessoal Lda

On July 15, 2019, the Company executed a Sub-License Agreement with Symtomax Unipessoal Lda (“Symtomax”).

The agreement provides for the Company’s grant to Symtomax of a non-exclusive right and sub-license to use certain Company technology and intellectual property to develop and commercialize products for sale in Europe, the Middle East, and Africa. The agreement provides for Symtomax payments of royalties to the Company (payable monthly) ranging from 10% to 17% of Symtomax sales of eluting patches developed from Company technology.

On May 27, 2020, the Company executed an amended and restated sub-license agreement with Symtomax (the “Amended License Agreement”). The term of the Amended License Agreement ends the earlier of (i) August 31, 2021 and (ii) the date that Symtomax is no longer commercializing any of the products. The term is extended for an additional year on each anniversary of the agreement for any country where the royalty payment in respect of such country was equal to or greater than $1,000,000 for the previous year.

To date, Symtomax has not made any sales requiring the payment of royalties to the Company.

Service Agreements

On July 31, 2018, the Company executed Services Agreements with its newly appointed Chief Executive Officer (the “CEO”) and its newly appointed Chief Legal Officer (the “CLO”), for terms of five years. The Agreements provide for a monthly base salary of $10,000 for the CEO and a monthly base salary of $7,000 for the CLO. For the six months ended June 30, 2021 and 2020, the Company expensed a total of $102,000 and $102,000, respectively, as officer compensation pursuant to these agreements.

Registration Rights Agreement

On March 11, 2021, we entered into a registration rights agreement pursuant to which we agreed to prepare and file with the SEC a registration statement or registration statements (as is necessary) covering the resale- of all of the shares of common stock into which the FF Note is convertible and the shares to be received upon the exercise of the warrants. The registration statement also covers such indeterminate number of additional shares of securities as may become issuable upon stock splits, stock dividends or similar transactions. We agreed to use our best efforts to have the registration statement filed with the SEC within thirty (30) days following the closing date. The registration statement on Form S-1 was filed with the SEC on May 7, 2021 but has not yet been declared effective by the SEC.

A copy of the registration rights agreement is attached as Exhibit 10.2 to our current report on Form 8-K dated March 16, 2021 and the above summary of the registration rights agreement terms is subject to full terms of the registration rights agreement.

F-21

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE K- SUBSEQUENT EVENTS

On July 21, 2021, GCAN entered into a License Agreement and a Research Agreement, with Shaare Zedek Medical Center in Jerusalem, Israel, pursuant to which GCAN (a) licensed the rights to a Cannabidiol (CBD) formulation developed at Shaare Zedek as a therapeutic for treatment of autism, attention deficit syndrome (ASD) and other neuropsychiatric disorders in children and adolescents; and (b) agreed to sponsor further clinical research at Shaare Zedek with respect to commercialization of the licensed CBD formulation.

On July 15, 2021, FF converted $52,080 in principal and interest under the FF Note into 10,000,000 shares of GCAN common stock, at a conversion price of $0.005208 per share.

F-22

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

Company Overview

Our current business focus is on commercializing our own and licensed technologies worldwide for transmucosal and transdermal delivery of legal medical or recreational cannabis (other than in the field of oral care) and cannabinoids (“CBD”) (collectively, the “Technology”). While part of the cannabis family, CBD, which contains less than 0.3% tetrahydrocannabinol (“THC”), the psychoactive compound that produces the “high” in marijuana, is distinguished from cannabis by its use, physical appearance and lower THC concentration (cannabis generally has a THC level of 10% or more). The Company’s initial product is an oral transmucosal patch platform which provides for loaded actives to be absorbed by the buccal mucosa into the body.

On December 5, 2019, the Company received its first purchase order for 125,000 oral patches employing the Technology, which was filled in the second quarter of 2020. The Company has subsequently received and is negotiating additional orders for the oral patches.

The Company intends to continue to commercialize the Technology by sublicensing or partnering with companies in the legal cannabis and CBD industries to bring the product to market. Potential partners include licensed producers, distributors, processors, consumer product and pharmaceutical companies. The Company intends to focus on the North American market in legal medical and recreational cannabis and CBD segments.

The Company is pursuing additional business opportunities in the CBD space, including in cosmetic, beauty, and health and wellness products. The Company is also seeking to license cannabinoid therapeutic technologies from medical and academic institutions with the intention of advancing those technologies through clinical studies, product development, and commercialization.

On July 21, 2021, GCAN entered into a License Agreement and a Research Agreement, with Shaare Zedek Medical Center in Jerusalem, Israel, pursuant to which GCAN (a) licensed the rights to a CBD formulation developed at Shaare Zedek as a therapeutic for treatment of autism related spectrum disorders (ASD), attention deficit syndrome (ASD), Alzheimer’s disease (AD), Parkinson’s disease (PD) and other neuropsychiatric disorders in children and adolescents; and (b) agreed to sponsor further clinical research at Shaare Zedek with respect to commercialization of the licensed CBD formulation.

Effects of the COVID-19 Pandemic on Our Business

Since March 2020 there has been and there continues to be a significant and growing volatility and uncertainty in the global economy due to the worldwide Covid-19 pandemic affecting all business sectors and industries. ,The fulfillment of our first order of patches was delayed from the first quarter to the second quarter of 2020 due to the COVID-19 shutdowns in the United States. Moreover, our customers and suppliers could be further adversely affected as a result of additional or future quarantines, facility closures and logistics restrictions imposed or which otherwise occur in connection with the pandemic. More broadly, the high degree unemployment resulting from the pandemic could potentially lead to an extended economic downturn, which would likely decrease spending, adversely affect demand for our products and harm our business, results of operations and financial condition. At this time, we cannot accurately predict the long-term effects the COVID-19 pandemic will have on our business.

4

Results of Operations

Six months ended June 30, 2021, as compared to six months ended June 30, 2020

For the six months ended June 30, 2021, the Company generated $12,630 sales, as compared to $48,044 in the 2020 period.

For the six months ended June 30, 2021, our cost of sales was $12,655, as compared to $48,090 in the same period in 2020.

Our operating expenses in the six months ended June 30, 2021 amounted to $148,681, as compared to $169,954 in the 2020 period.

Our net loss for the six months ended June 30, 2021, was $153,617, as compared to a net loss of $109,120 in the same period of 2020.

Three months ended June 30, 2021, as compared to three months ended June 30, 2020

For the three months ended June 30, 2021, the Company generated $12,630 in sales, as compared to $48,044 in the 2020 quarter.

For the three months ended June 30, 2021, our cost of sales was $12,655, as compared to $0 in the same quarter in 2020.

Our operating expenses in the three months ended June 30, 2021 amounted to $12,655, as compared to $48,090 for the 2020 quarter.

Our net loss for the three months ended June 30, 2021, was $38,964, as compared to a net loss of $1,102,449 during the same quarter in 2020.

The amounts presented in the financial statements do not provide for the effect of inflation on our operations or our financial position. Amounts shown for costs and expenses reflect historical cost and do not necessarily represent replacement cost. The net operating losses shown would be greater than reported if the effects of inflation were reflected either by charging operations with amounts that represent replacement costs or by using other inflation adjustments.

Liquidity and Capital Resources

We had $528,930 cash at June 30, 2021, compared to $112,953 at December 31, 2020.

At June 30, 2021, we had $545,000 in principal amount of outstanding notes to third parties compared to $22,875 at December 31, 2020.

The proceeds from loans and convertible debentures as well as cash on hand is being used to fund the operations of our current operations.

On March 15, 2021, the Company entered into a securities purchase agreement (the “Securities Purchase Agreement”) with FirstFire Global Opportunities Fund, LLC (“FFG”) pursuant to which it issued to FFG an initial 6% convertible note to FFG in the principal amount of $272,500, of which $22,500 constituted an original issue discount. On June 28, 2021, the Company issued a second 6% convertible note to FFG in the principal amount of $272,500, of which $22,500 constituted an original issue discount (the first and second promissory notes being collectively, the “FFG Notes”).

The FFG Notes bear interest at the rate of six percent (6%) per annum, which accrues from the date of funding of and will mature on March 11, 2021. The FFG Notes may be pre-paid in whole or in part by paying FFG the following premiums:

PREPAY DATE	PREPAY AMOUNT
≤ 30 days	105% * (Principal + Interest (“P+I”)
31- 60 days	110% * (P+I)
61-90 days	115% * (P+I)
91-120 days	120% * (P+I)
121-150 days	125% * (P+I)
151-180 days	130% * (P+I)

Any amount of principal or interest on the FFG Notes, which is not paid when due shall bear interest at the rate of twenty-four (24%) per annum from the due date thereof until the same is paid (“Default Interest”).

FFG has the right beginning on The earlier of (i) the date a registration statement covering the shares issuable upon conversion of the FF Note is declared effective by the Securities and Exchange Commission (the “SEC”) or (ii) (one hundred eighty (180) days following the issuance of the first FFG Note, to convert all or any part of the outstanding and unpaid principal amount of the FFG Notes and accrued but unpaid interest thereon into shares of our common stock at a conversion price equal to the lower of $.01 or 70% of the 5-day average prior to the date the registration statement is qualified, $0.0052 per share (the “Conversion Price”). The Conversion Price of the FFG Notes is subject to adjustment for stock splits, stock dividends, recapitalizations or other customary events. In the case of an Event of Default (as defined in the FFG Notes), the FFG Notes shall become immediately due and payable in an amount (the “Default Amount”) equal to the principal amount then outstanding plus accrued interest (including any Default Interest) through the date of full repayment, multiplied by one hundred twenty-five percent (125%). and interest shall accrue at the rate of Default Interest. Certain events of default will result in further penalties.

Pursuant to the Securities Purchase Agreement, on March 15, 2021, the Company also issued three warrants to FFG (the “Warrants”) to purchase 25,000,000, 15,000,000 and 10,000,000 shares of our common stock, respectively. The Warrants are exercisable for a period of eighteen (18) months from issuance, at exercise prices of $0.025, $0.05 and $0.075, respectively. The exercise prices are subject to adjustment for stock splits, stock dividends, recapitalizations or other customary events.

On March 15, 2021, the Company also entered into a registration rights agreement (the “Registration Rights Agreement”) with FFG, pursuant to which it agreed to prepare and file with the SEC registration statement or registration statements (as is necessary) covering the resale of all of the shares of common stock into which the FFG Notes are convertible and the shares issuable upon exercise of the Warrants. The initial registration statement was declared effective by the SEC on June 14, 2021. On June 29, 2021 and July 15, 2021, FFG converted $25,858 and $52,080 in principal and interest under the FFG Notes into 5,000,000 and 10,000,000 shares of our common stock, respectively.

The following table provides detailed information about our net cash flows for the three months ended June 30, 2021 and 2020.

	June 30, 2021			June 30, 2020
Net cash used in operating activities	$	(84,023	)	$	(210,812	)
Net cash used in investing activities		-			(25,000	)
Net cash provided by financing activities		500,000			439,668
Net increase in cash	$	415,977			203,856

Critical Accounting Policies and Estimates

The SEC issued Financial Reporting Release No. 60, “Cautionary Advice Regarding Disclosure About Critical Accounting Policies” suggesting that companies provide additional disclosure and commentary on their most critical accounting policies. In Financial Reporting Release No. 60, the SEC has defined the most critical accounting policies as the ones that are most important to the portrayal of a company’s financial condition and operating results and require management to make its most difficult and subjective judgments, often as a result of the need to make estimates of matters that are inherently uncertain. Based on this definition, we have identified the following significant policies as critical to the understanding of our financial statements. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make a variety of estimates and assumptions that affect (i) the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and (ii) the reported amounts of revenues and expenses during the reporting periods covered by the financial statements. Our management expects to make judgments and estimates about the effect of matters that are inherently uncertain. As the number of variables and assumptions affecting the future resolution of the uncertainties increase, these judgments become even more subjective and complex. Although we believe that our estimates and assumptions are reasonable, actual results may differ significantly from these estimates. Changes in estimates and assumptions based upon actual results may have a material impact on our results.

5

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

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

ITEM 4. CONTROLS AND PROCEDURES

The Company has adopted and maintains disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in the reports filed under the Exchange Act, such as this Form 10-Q, is collected, recorded, processed, summarized and reported within the time periods specified in the rules of the Securities and Exchange Commission. The Company’s disclosure controls and procedures are also designed to ensure that such information is accumulated and communicated to management to allow timely decisions regarding required disclosure. As required under Exchange Act Rule 13a-15, the Company’s management, including the Principal Executive Officer and Principal Financial Officer, has conducted an evaluation of the effectiveness of disclosure controls and procedures as of the end of the period covered by this report. Based upon that evaluation, the Company’s President concluded that the Company’s disclosure controls and procedures are not effective to ensure that information required to be disclosed by the Company in the reports that the Company files or submits under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including the Company’s President, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Controls

During the quarter ended June 30, 2021, there was no change in internal control over financial reporting that has materially affected or is reasonably likely to materially affect our internal control over financial reporting.

6

PART II- OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None.

ITEM 1A. RISK FACTORS

See the risks in the section entitled “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2021 and our Registration Statement on Form S-1 (File No. 333-255872).

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

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

None.

7

ITEM 6. EXHIBITS

The following exhibits are filed as part of this report:

Exhibit No.	Description
31.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to Rule 13(a)-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as amended (filed herewith).
32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).

8

SIGNATURES

Pursuant to 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 hereunto duly authorized.

	THE GREATER CANNABIS COMPANY, INC.
August 16, 2021	/s/ Aitan Zacharin
	Chief Executive Officer and Chief Financial Officer
	(Principal executive, financial and accounting officer).

9

EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, Aitan Zacharin, Chief Executive Officer and Chief Financial Officer of The Greater Cannabis Company, Inc., certify that:

1.	I have reviewed this Form 10-Q for the quarter ended June 30, 2021 of The Greater Cannabis Company, Inc.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)	Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)	Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
(b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

	THE GREATER CANNABIS COMPANY, INC.
August 16, 2021	/s/ Aitan Zacharin
	Chief Executive Officer Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of The Greater Cannabis Company, Inc. (the “Company”) on Form 10-Q for the period ending June 30, 2021, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Aitan Zacharin, Chief Executive Officer and Chief Financial Officer of The Greater Cannabis Company, Inc., certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)	The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)	The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations of the Company.

	THE GREATER CANNABIS COMPANY, INC.
August 16, 2021	/s/ Aitan Zacharin
	Chief Executive Officer Chief Financial Officer

XML

Cover - shares	6 Months Ended
	Jun. 30, 2021	Aug. 16, 2021
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Jun. 30, 2021
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2021
Current Fiscal Year End Date	--12-31
Entity File Number	000-56027
Entity Registrant Name	Greater Cannabis Company, Inc.
Entity Central Index Key	0001695473
Entity Tax Identification Number	30-0842570
Entity Incorporation, State or Country Code	FL
Entity Address, Address Line One	15 Walker Avenue Suite 101
Entity Address, City or Town	Baltimore
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	21208
City Area Code	443
Local Phone Number	738-4051
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		493,638,436

XML

Consolidated Balance Sheets - USD ($)	Jun. 30, 2021	Dec. 31, 2020
CURRENT ASSETS
Cash	$ 528,930	$ 112,953
Note receivable	36,750	36,750
Prepaid officer compensation		10,000
Total current assets	565,680	159,703
OTHER ASSETS
Right of first refusal agreement cost (less accumulated amortization of $7,083 and $4,583)	17,917	20,417
Total assets	583,597	180,120
CURRENT LIABILITIES
Accounts payable	1,925	6,743
Accrued interest	4,830	849
Accrued officers’ compensation	209,000	152,000
Loans payable to related parties	260,000	260,000
Notes payable to third parties (less debt discounts of $325,223 and $0, respectively)	194,294	22,875
Derivative liability		17,441
Total current liabilities and total liabilities	670,049	459,908
STOCKHOLDERS’ (DEFICIENCY)
Preferred stock; 19,000,000 shares authorized, $.001 par value: Series A Convertible Preferred-issued and outstanding 9,411,998 and 9,411,998 shares, respectively	9,412	9,412
Common stock; 2,000,000,000 shares authorized, $.001 par value, as of June 30, 2021 and December 31, 2020, there are 478,638,436 and 464,843,318 shares outstanding, respectively	483,639	464,843
Additional paid-in capital	2,904,522	2,576,365
Accumulated deficit	(3,484,025)	(3,330,408)
Total stockholders’ (deficiency)	(86,452)	(279,788)
Total liabilities and stockholders’ (deficiency)	$ 583,597	$ 180,120

XML

Consolidated Balance Sheets (Parenthetical) - USD ($)	Jun. 30, 2021	Dec. 31, 2020
Right of first refusal agreement	$ 7,083	$ 4,583
Debt discounts	$ 325,223	$ 0
Preferred stock, shares authorized	19,000,000	19,000,000
Preferred stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	2,000,000,000	2,000,000,000
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares outstanding	478,638,436	464,843,318
Series A Convertible Preferred Stock [Member]
Preferred stock, shares issued	9,411,998	9,411,998
Preferred stock, shares outstanding	9,411,998	9,411,998

XML

Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
Revenue:
Total revenue	$ 12,630	$ 48,044	$ 12,630	$ 48,044
Cost of product sales	12,655	48,090	12,655	48,090
Gross profit (loss)	(25)	(46)	(25)	(46)
Operating Expenses:
Officers compensation	51,000	51,000	102,000	102,000
Amortization of Right of First Refusal Agreement cost	1,250	1,250	2,500	2,083
Other operating expenses	10,199	29,607	44,181	65,871
Total operating expenses	62,449	81,857	148,681	169,954
Income (loss) from operations	(62,474)	(81,903)	(148,706)	(170,000)
Other income (expenses):
Income (expense) from derivative liability	400,834	1,247,786	407,370	695,845
Loss on conversions/issuances of notes payable	(304,508)	(132,838)	(326,718)	(361,787)
Gain from Surrender Agreement with Emet Capital Partners, LLC		472,170		472,170
Interest expense	(4,125)	(7,966)	(4,794)	(53,475)
Amortization of debt discounts	(68,691)	(394,800)	(80,769)	(691,873)
Total other income (expenses)	23,510	1,184,352	(4,911)	60,880
Income (loss) before provision for income taxes	(38,964)	1,102,449	(153,617)	(109,120)
Provision for income taxes
Net income (loss)	$ (38,964)	$ 1,102,449	$ (153,617)	$ (109,120)
Basic and diluted income (loss) per common share	$ (0.00)	$ 0.01	$ (0.00)	$ (0.00)
Weighted average common shares outstanding-basic and diluted	478,638,436	75,447,161	478,192,394	59,937,084
Product [Member]
Revenue:
Total revenue	$ 12,630	$ 48,044	$ 12,630	$ 48,044

XML

Consolidated Statements of Stockholder's Equity (Unaudited) - USD ($)	Series A Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Total
Balance, value at Dec. 31, 2019	$ 9,412	$ 39,301	$ 783,891	$ (2,379,238)	$ (1,546,634)
Balance, shares at Dec. 31, 2019	9,411,998	39,301,323
Conversions of notes payable ($165,350) and accrued interest ($11,793) into 21,484,688 shares of common stock (Fair Value of $ 406,093)		$ 21,485	384,608		406,093
Conversions of notes payable ($165,350) and accrued interest ($11,793) into 21,484,688 shares of common stock (Fair Value of $ 406,093) for the three months ended March 31, 2020, shares		21,484,688
Net income (loss)				(1,211,569)	(1,211,569)
Balance, value at Mar. 31, 2020	$ 9,412	$ 60,786	1,168,499	(3,590,807)	(2,352,110)
Balance, shares at Mar. 31, 2020	9,411,998	60,786,011
Balance, value at Dec. 31, 2019	$ 9,412	$ 39,301	783,891	(2,379,238)	(1,546,634)
Balance, shares at Dec. 31, 2019	9,411,998	39,301,323
Net income (loss)					(109,120)
Balance, value at Jun. 30, 2020	$ 9,412	$ 60,786	1,168,499	(2,488,358)	(1,249,661)
Balance, shares at Jun. 30, 2020	9,411,998	60,786,011
Balance, value at Mar. 31, 2020	$ 9,412	$ 60,786	1,168,499	(3,590,807)	(2,352,110)
Balance, shares at Mar. 31, 2020	9,411,998	60,786,011
Net income (loss)				1,102,449	1,102,449
Balance, value at Jun. 30, 2020	$ 9,412	$ 60,786	1,168,499	(2,488,358)	(1,249,661)
Balance, shares at Jun. 30, 2020	9,411,998	60,786,011
Balance, value at Dec. 31, 2020	$ 9,412	$ 464,843	2,576,365	(3,330,408)	(279,788)
Balance, shares at Dec. 31, 2020	9,411,998	464,843,318
Conversion of note payable ($22,500) and accrued interest ($814) into 13,795,118 shares of common stock (Fair Value of $ 45,524)		$ 13,796	31,728		45,524
Conversion of note payable ($22,500) and accrued interest ($814) into 13,795,118 shares of common stock (Fair Value of $ 45,524) for the three months ended March 31, 2021, shares		13,795,118
Net income (loss)				(114,653)	(114,653)
Balance, value at Mar. 31, 2021	$ 9,412	$ 478,639	2,608,093	(3,445,061)	(348,917)
Balance, shares at Mar. 31, 2021	9,411,998	478,638,436
Balance, value at Dec. 31, 2020	$ 9,412	$ 464,843	2,576,365	(3,330,408)	(279,788)
Balance, shares at Dec. 31, 2020	9,411,998	464,843,318
Net income (loss)					(153,617)
Balance, value at Jun. 30, 2021	$ 9,412	$ 483,639	2,904,522	(3,484,025)	(86,452)
Balance, shares at Jun. 30, 2021	9,411,998	478,638,436
Balance, value at Mar. 31, 2021	$ 9,412	$ 478,639	2,608,093	(3,445,061)	(348,917)
Balance, shares at Mar. 31, 2021	9,411,998	478,638,436
Conversion of FirstFire note		$ 5,000	34,000		39,000
Valuation of warrants			262,429		262,429
Net income (loss)				(38,964)	(38,964)
Balance, value at Jun. 30, 2021	$ 9,412	$ 483,639	$ 2,904,522	$ (3,484,025)	$ (86,452)
Balance, shares at Jun. 30, 2021	9,411,998	478,638,436

XML

Consolidated Statements of Stockholder's Equity (Unaudited) (Parenthetical) - USD ($)	3 Months Ended					6 Months Ended
	Mar. 31, 2021	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Jun. 30, 2021
Statement of Stockholders' Equity [Abstract]
Notes Payable					$ 165,350	$ 22,500
Interest Payable		$ 16,849	$ 18,462	$ 10,613	$ 11,793	$ 814
Debt Conversion, Converted Instrument, Shares Issued	13,795,118	261,215,948	115,277,834	27,563,525	21,484,688	13,795,118
Debt Conversion, Converted Instrument, Amount	$ 45,524	$ 804,324	$ 797,067	$ 210,532	$ 406,093	$ 45,524

XML

Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2021	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020
OPERATING ACTIVITIES
Net income (loss)	$ (38,964)	$ 1,102,449	$ (153,617)	$ (109,120)
Adjustments to reconcile net income (loss) to net cash provided (used) in operating activities:
Loss on conversion of notes payable and accrued interest to common stock			326,718	361,787
Gain from Surrender Agreement with Emet Capital Partners, LLC		(472,170)		(472,170)
(Income) expense from derivative liability	(400,834)	(1,247,786)	(407,370)	(695,845)
Amortization of Right of First Refusal Agreement cost	1,250	1,250	2,500	2,083
Amortization of debt discounts	68,691	394,800	80,769	691,873
Changes in operating assets and liabilities:
Prepaid officer compensation			10,000
Advance to supplier				28,000
Note receivable				(23,575)
Accounts payable			(4,818)	(9,341)
Accrued interest			4,795	26,473
Accrued salaries			57,000	17,000
Advance from customer				(27,977)
Net cash used in operating activities			(84,023)	(210,812)
INVESTING ACTIVITIES
Purchase of Right of First Refusal Agreement				(25,000)
Net cash used in investing activities				(25,000)
FINANCING ACTIVITIES
Amount paid in connection with Surrender Agreement with Emet Capital Partners, LLC				(70,000)
Proceeds from notes payable to third parties			500,000	509,668
Net cash provided by financing activities			500,000	439,668
NET INCREASE IN CASH			415,977	203,856
CASH BALANCE, BEGINNING OF PERIOD			112,953	24,662
CASH BALANCE, END OF PERIOD	$ 528,930	$ 228,518	528,930	228,518
Supplemental Disclosures of Cash Flow Information:
Interest paid
Income tax paid
Non-cash Investing and Financing Activities:
Initial derivative liability charged to debt discounts			500,000
Issuances of warrants			296,428
Conversion of note payable ($22,500) and accrued interest ($814) into 13,795,118 shares of common stock (Fair Value of $45,524) for the Six months ended June 30, 2021			$ 45,524

XML

Consolidated Statements of Cash Flows (Unaudited) (Parenthetical) - USD ($)	3 Months Ended					6 Months Ended
	Mar. 31, 2021	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Jun. 30, 2021
Statement of Cash Flows [Abstract]
Notes Payable					$ 165,350	$ 22,500
Interest Payable		$ 16,849	$ 18,462	$ 10,613	$ 11,793	$ 814
Debt Conversion, Converted Instrument, Shares Issued	13,795,118	261,215,948	115,277,834	27,563,525	21,484,688	13,795,118
Debt Conversion, Converted Instrument, Amount	$ 45,524	$ 804,324	$ 797,067	$ 210,532	$ 406,093	$ 45,524

XML

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2021

Accounting Policies [Abstract]

NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE A – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Nature of Operations

The Greater Cannabis Company, Inc. (the “Company”) was formed in March 2014 as a limited liability company under the name, The Greater Cannabis Company, LLC. The Company was a wholly owned subsidiary of Sylios Corp (“Sylios”) until March 10, 2017.

On July 31, 2018, the Company acquired 100% of the issued and outstanding shares of Class A common stock of Green C Corporation (“Green C”) in exchange for 9,411,998 newly issued shares of the Company’s Series A Convertible Preferred Stock (the “Exchange”). Each share of Series A Convertible Preferred Stock is convertible into 50 shares of common stock and is entitled to vote 50 votes per share on all matters as a class with holders of common stock. Since after the Exchange was consummated, the former shareholders of Green C and their designees owned approximately 94% of the issued and outstanding voting shares of the Company, Green C is the acquirer for accounting purposes. Prior to the Exchange, the Company had no assets and nominal business operations. Accordingly, the Exchange has been treated for accounting purposes as a recapitalization by the accounting acquirer, Green C, and the accompanying consolidated financial statements of the Company reflect the assets, liabilities and operations of Green C from its inception on December 21, 2017 to July 31, 2018 and combined with the Company thereafter.

Green C was incorporated on December 21, 2017 under the laws of the Province of Ontario Canada with its principal place of business in North York, Ontario.

Green C was the owner of an exclusive, worldwide license for an eluting transmucosal patch platform (“ETP”) for non-invasive drug delivery in the cannabis field as further described in the exclusive license agreement dated June 21, 2018 with Pharmedica Ltd. (see Note J).

The Company’s business plan is to (i) commercialize its ETP technology and (ii) concentrate on cannabis related investment and development opportunities through direct equity investments, joint ventures, licensing agreements or acquisitions.

Principles of Consolidation

The consolidated financial statements include the accounts of The Greater Cannabis Company, Inc., and its wholly owned subsidiaries Green C Corporation and Biocanrx Inc.

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE A – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Interim Financial Statements

The interim financial statements as of June 30, 2021 are unaudited and have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. These statements reflect all normal and recurring adjustments that, in the opinion of management, are necessary for a fair presentation of the information contained herein. Operating results for the six and three months ended June 30, 2021 are not necessarily indicative of results that may be expected for the year ending December 31, 2021.

Certain information and finance 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 the Securities and Exchange Commission’s rules and regulations. These unaudited financial statements should be read in conjunction with our audited financial statements and notes for the year ended December 31, 2020 as included in our report on Form 10-K.

Cash and Cash Equivalents

Investments having an original maturity of 90 days or less that are readily convertible into cash are considered to be cash equivalents. For the periods presented, the Company had no cash equivalents.

Income Taxes

In accordance with Accounting Standards Codification (ASC) 740 - Income Taxes, the provision for income taxes is computed using the asset and liability method. The asset and liability method measures deferred income taxes by applying enacted statutory rates in effect at the balance sheet date to the differences between the tax basis of assets and liabilities and their reported amounts on the financial statements. The resulting deferred tax assets or liabilities are adjusted to reflect changes in tax laws as they occur. A valuation allowance is provided when it is more likely than not that a deferred tax asset will not be realized.

We expect to recognize the financial statement benefit of an uncertain tax position only after considering the probability that a tax authority would sustain the position in an examination. For tax positions meeting a “more-likely-than-not” threshold, the amount to be recognized in the financial statements will be the benefit expected to be realized upon settlement with the tax authority. For tax positions not meeting the threshold, no financial statement benefit is recognized. As of June 30, 2021, we had no uncertain tax positions. We recognize interest and penalties, if any, related to uncertain tax positions as general and administrative expenses. We currently have no foreign federal or state tax examinations nor have we had any foreign federal or state examinations since our inception. To date, we have not incurred any interest or tax penalties.

Use of Estimates

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

Financial Instruments and Fair Value of Financial Instruments

We follow ASC Topic 820, Fair Value Measurements and Disclosures, for assets and liabilities measured at fair value on a recurring basis. ASC Topic 820 establishes a common definition for fair value to be applied to existing US GAAP that requires the use of fair value measurements that establishes a framework for measuring fair value and expands disclosure about such fair value measurements.

ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Additionally, ASC Topic 820 requires the use of valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized below:

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE A – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Level 1:	Observable inputs such as quoted market prices in active markets for identical assets or liabilities
Level 2:	Observable market-based inputs or unobservable inputs that are corroborated by market data
Level 3:	Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions.

The carrying value of financial assets and liabilities recorded at fair value is measured on a recurring or nonrecurring basis. Financial assets and liabilities measured using level three inputs on a recurring basis are those that are adjusted to fair value each time a financial statement is prepared. Financial assets and liabilities measured on a non-recurring basis are those that are adjusted to fair value when a significant event occurs. Except for derivative liabilities, we had no financial assets or liabilities carried and measured on a recurring or nonrecurring basis during the reporting periods. (see Note-G)

Derivative Liabilities

We evaluate convertible notes payable, stock options, stock warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for under the relevant sections of ASC Topic 815-40, Derivative Instruments and Hedging: Contracts in Entity’s Own Equity.

The result of this accounting treatment could be that the fair value of a financial instrument is classified as a derivative instrument and is marked-to-market at each balance sheet date and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statement of operations as other income or other expense. Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. Financial instruments that are initially classified as equity that become subject to reclassification under ASC Topic 815-40 are reclassified to a liability account at the fair value of the instrument on the reclassification date.

Long-lived Assets

Long-lived assets such as property and equipment and intangible assets are periodically reviewed for impairment. We test for impairment losses on long-lived assets used in operations whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Recoverability of an asset to be held and used is measured by a comparison of the carrying amount of an asset to the future undiscounted cash flows expected to be generated by the asset. If such asset is considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the asset exceeds its fair value. Impairment evaluations involve management’s estimates on asset useful lives and future cash flows. Actual useful lives and cash flows could be different from those estimated by management which could have a material effect on our reporting results and financial positions. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third-party independent appraisals, as considered necessary.

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE A – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Equity Instruments Issued to Non-Employees for Acquiring Goods or Services

The Company in the current period has updated for ASU 2018-07 as it was effective in 2019. The Company is evaluating the impact of the new ASU, however, it is not expected to have a material impact on the financial statements.

Related Parties

A party is considered to be related to us if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with us. Related parties also include our principal owners, our management, members of the immediate families of our principal owners and our management and other parties with which we may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties, or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests, is also a related party.

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE A – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Revenue recognition:

The Company adopted Accounting Standards Codification Topic 606, “Revenue from Contracts with Customers” (“ASC 606”) on January 1, 2018. In accordance with ASC 606, revenue is recognized when promised goods or services are transferred to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services, in accordance with the following five-step process:

● Identify the contract(s) with a customer

● Identify the performance obligations

● Determine the transaction price

● Allocate the transaction price

● Recognize revenue when the performance obligations are met

For the periods presented prior to the adoption of ASC 606, revenues from long-term construction contracts were recognized in accordance with ASC Topic 605-35, “Revenue Recognition-Construction-Type and Production-Type Contracts.”

The Company recognizes construction contract revenue over time using the percentage-of-completion method, based primarily on contract cost incurred to date compared to total estimated contract cost. Cost of revenue includes an allocation of depreciation, amortization and general overhead cost. Changes to total estimated contract cost or losses, if any, are recognized in the period in which they are determined.

The Company generally provides limited warranties for work performed under its construction contracts with periods typically extending for a limited duration following substantial completion of the Company’s work on a project.

The Company classifies construction-related receivables and payables that may be settled in periods exceeding one year from the balance sheet date, if any, as current assets and liabilities consistent with the length of time of its project operating cycle. For example:

● Contract assets represent costs and estimated earnings in excess of billings represent the excess of contract costs and profits (or contract revenue) over the amount of contract billings to date and are classified as a current asset.

● Contract liabilities represent billings in excess of costs and estimated earnings represent the excess of contract billings to date over the amount of contract costs and profits (or contract revenue) recognized to date and are classified as a current liability.

Contract liabilities result when either: 1) costs are incurred related to certain claims and unapproved change orders, or 2) the appropriate contract revenue amount has been recognized in accordance with the percentage-of-completion accounting method, but a portion of the revenue recorded cannot be billed currently due to the billing terms defined in the contract. Claims occur when there is a dispute regarding both a change in the scope of work and the price associated with that change. Unapproved change orders occur when there is a dispute regarding only the price associated with a change in scope of work. For both claims and unapproved change orders, the Company recognizes revenue, but not profit, when it is determined that recovery of incurred cost is probable and the amounts can be reliably estimated.

Advertising Costs

Advertising costs are expensed as incurred. For the periods presented, we had no advertising costs.

Loss per Share

We compute net loss per share in accordance with FASB ASC 260. The ASC specifies the computation, presentation and disclosure requirements for loss per share for entities with publicly held common stock.

Basic loss per share amounts is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted net loss per common share is computed on the basis of the weighted average number of common shares and dilutive securities (such as stock options, warrants and convertible securities) outstanding. Dilutive securities having an anti-dilutive effect on diluted net loss per share are excluded from the calculation. For the periods presented, the Company excluded 470,599,900 shares relating to the Series A Convertible Preferred Stock (see Note G), shares relating to convertible notes payable to third parties (Please see NOTE F - NOTES PAYABLE TO THIRD PARTIES for further information) and shares relating to outstanding warrants (Please see NOTE H - CAPITAL STOCK AND WARRANTS for further information) from the calculation of diluted shares outstanding as the effect of their inclusion would be anti-dilutive.

Recently Enacted Accounting Standards

In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers, which supersedes nearly all prior revenue recognition guidance under U.S. GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five-step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under prior U.S. GAAP. As amended by the FASB in July 2015, the standard became effective for annual periods beginning after December 15, 2017, and interim periods therein. ASU 2014-09 has had no impact on our Financial statements for the periods presented.

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE A – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations, to clarify the implementation guidance on principal versus agent considerations and address how an entity should assess whether it is the principal or the agent in contracts that include three or more parties. The effective date and transition requirements for these amendments are the same as the effective date and transition requirements of ASU 2014-09 (discussed above). ASU 2016-08 has had no impact on our Financial statements for the periods presented.

In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing, to clarify the following two aspects of Topic 606: 1) identifying performance obligations, and 2) the licensing implementation guidance. The effective date and transition requirements for these amendments are the same as the effective date and transition requirements of ASU 2014-09 (discussed above). ASU 2016-10 has had no impact on our financial statements for the periods presented.

On July 13, 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (“ASU”) 2017-11. Among other things, ASU 2017-11 provides guidance that eliminates the requirement to consider “down round” features when determining whether certain financial instruments or embedded features are indexed to an entity’s stock and need to be classified as liabilities. ASU 2017-11 provides for entities to recognize the effect of a down round feature only when it is triggered and then as a dividend and a reduction to income available to common stockholders in basic earnings per share. The guidance became effective for annual periods beginning after December 15, 2018.

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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GOING CONCERN

6 Months Ended

Jun. 30, 2021

Organization, Consolidation and Presentation of Financial Statements [Abstract]

GOING CONCERN

NOTE B - GOING CONCERN

Under ASC 205-40, we have the responsibility to evaluate whether conditions and/or events raise substantial doubt about our ability to meet our future obligations as they become due within one year after the date the financial statements are issued. As required by this standard, our evaluation shall initially not take into consideration the potential mitigating effects of our plans that have not been fully implemented as of the date the financial statements are issued.

In performing the first step of this assessment, we concluded that the following conditions raise substantial doubt about our ability to meet our financial obligations as they become due. As of June 30, 2021, the Company had cash of $528,930, total current liabilities of $670,049 and negative working capital of $104,369. For the six months ended June 30, 2021, we incurred a net loss of $153,617 and used $84,023 cash from operating activities. We expect to continue to incur negative cash flows until such time as our business generates sufficient cash inflows to finance our operations and debt service requirements.

In performing the second step of this assessment, we are required to evaluate whether our plans to mitigate the conditions above alleviate the substantial doubt about our ability to meet our obligations as they become due within one year after the date that the financial statements are issued. Our future plans include securing additional funding sources.

There is no assurance that sufficient funds required during the next year or thereafter will be generated from operations or that funds will be available through external sources. The lack of additional capital resulting from the inability to generate cash flow from operations or to raise capital from external sources would force the Company to substantially curtail or cease operations and would, therefore, have a material effect on the business. Furthermore, there can be no assurance that any such required funds, if available, will be available on attractive terms or that they will not have a significant dilutive effect on the Company’s existing shareholders. We have therefore concluded there is substantial doubt about our ability to continue as a going concern through August 2022.

The accompanying consolidated financial statements have been prepared on a going-concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The accompanying consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the outcome of the uncertainty related to our ability to continue as a going concern.

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NOTE RECEIVABLE

6 Months Ended

Jun. 30, 2021

Receivables [Abstract]

NOTE RECEIVABLE

NOTE C – NOTE RECEIVABLE

On June 10, 2020, in anticipation of developing a CBD business with Koltuv Ventures, LLC (the “Borrower”) (see Note D), the Company agreed to lend the Borrower USD $50,000 to be repaid either (a) out of available cash as soon as practicable, including from sales of Bob Ross cosmetic products, or (b) on the date that is 18 months from the date thereof, whichever is earlier (the “Maturity Date”). The Loan shall not bear interest except to the extent that any part of the Loan remains outstanding as at the Maturity Date, in which case the following sentence applies. From the date after the Maturity Date and onward, the outstanding principal amount of the Loan shall bear interest at a rate of 2% per annum. Any payment of cash to be made by Borrower to Lender shall be applied first to outstanding principal and second to any accrued, but unpaid, interest. As of June 30, 2021, the balance of the note was $36,750.

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RIGHT OF FIRST REFUSAL AGREEMENT

6 Months Ended

Jun. 30, 2021

Commitments and Contingencies Disclosure [Abstract]

RIGHT OF FIRST REFUSAL AGREEMENT

NOTE D – RIGHT OF FIRST REFUSAL AGREEMENT

On January 30, 2020, the Company executed a Right of First Refusal Agreement with an entity engaged in the business of cosmetics, health, and well-being (“KTV”). The Agreement provided for the Company to pay KTV $25,000 on January 30, 2020 (which was paid January 30, 2020) and to make other investments in opportunities to be pursued by KTV and/or payments to KTV to enable KTV to pursue and secure Cannabidiol (“CBD”) opportunities. The Agreement provides the Company an exclusive right of first refusal to participate in all CBD opportunities to be pursued by KTV for a term of five years. The $25,000 cost for this Agreement is being amortized over the five year term of the Agreement.

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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LOANS PAYABLE TO RELATED PARTIES

6 Months Ended

Jun. 30, 2021

Related Party Transactions [Abstract]

LOANS PAYABLE TO RELATED PARTIES

NOTE E - LOANS PAYABLE TO RELATED PARTIES

Loans payable to related parties consist of:

	June 30, 2021		December 31, 2020
Loans from Elisha Kalfa and Yonah Kalfa, holders of a total of 2,966,666 shares of Series A Convertible Preferred stock	$	180,000	$	180,000
Loan from Fernando Bisker and Sigalush, LLC, holders of a total of 2,966,666 shares of Series A Convertible Preferred stock		80,000		80,000
Total	$	260,000	$	260,000

Pursuant to loan and contribution agreements dated July 31, 2018, the above loans are non-interest bearing and are to be repaid after the Company raises from investors no less than $1,500,000 or generates sufficient revenue to make repayments (each, a “Replacement Event”). If the First Replacement Event does not occur within 18 months from July 31, 2018, the loans are to be repaid immediately. In the event there is insufficient capital to repay the loan, the lenders have the option to convert all or part of the loans into shares at the Company common stock at the average trading price of the 10 days prior to the date of the conversion request. These loans were extended during the period for an additional 24 months.

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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NOTES PAYABLE TO THIRD PARTIES

6 Months Ended

Jun. 30, 2021

Debt Disclosure [Abstract]

NOTES PAYABLE TO THIRD PARTIES

NOTE F - NOTES PAYABLE TO THIRD PARTIES

Notes payable to third parties consist of:

	June 30, 2021		December 31, 2020
Promissory Note dated March 28, 2017 payable to John T. Root, Jr., interest at 4%, due September 28, 2017, convertible into shares of common stock at a conversion price of $.001 per share.	$	375	$	375
Convertible Promissory Note dated February 12, 2019 payable to Eagle Equities, LLC (“Eagle”), interest at 6%, due February 12, 2020 (i)		-		22,500
Convertible Promissory Note dated March 15, 2021 payable to FirstFire Global Opportunities Fund, LLC (“FF”), interest at 6%, due March 11, 2022-less unamortized debt discount of $ 464,231 and $ 0, respectively. (ii)		193,919		-
Total	$	194,294	$	22,875

(i)

On February 12, 2019, (the “Issue Date”) the Company issued a 6% Convertible Redeemable Note to Eagle Equities, LLC (“Eagle”), having a principal amount of $1,200,000 of which $96,000 constituted an original issue discount (the “Eagle Note”). In connection with the Eagle Note, the Company and Eagle entered into a Securities Purchase Agreement. Eagle was to fund the $ 1,104,000 purchase price of the Eagle Note in tranches. The first tranche of $ 250,000 was received by the Company on February 13, 2019. The second tranche of $ 166,500 was received by the Company on January 17, 2020, the third tranche of $ 93,666 was received by the Company on February 12, 2020, and the fourth tranche of $ 42,500 was received by the Company on June 3, 2020. The loans were repayable one year from their respective funding dates and were convertible at the option of Eagle at a conversion price equal to 65% of the lowest closing price of the Company’s common stock for the preceding 15 trading days prior to the conversion date. On January 6, 2021, the balance of the Eagle Note was reduced to $ 0.

(ii)

On March 15, 2021, we issued a 6% Convertible Promissory Note to FirstFire Global Opportunities Fund, LLC (“FF”), having a principal amount of $545,000 and an initial tranche principal amount of $272,500 of which $22,500 constituted an original issue discount (the “FF Note”). In connection with the FF Note, we and FF entered into a registration rights agreement, three warrant agreements and a securities purchase agreement. On June 30, 2021, we issued the final tranche principle amount of $272,500 of which $22,500 constituted an original issue discount (the “FF Note). The FF Note will mature on March 11, 2022. The FF Note may be pre-paid in whole or in part by paying FF the following premiums:

PREPAY DATE	PREPAY AMOUNT
≤ 30 days	105% * (Principal + Interest (“P+I”)
31- 60 days	110% * (P+I)
61-90 days	115% * (P+I)
91-120 days	120% * (P+I)
121-150 days	125% * (P+I)
151-180 days	130% * (P+I)

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE F - NOTES PAYABLE TO THIRD PARTIES (continued)

Any amount of principal or interest on the FF Note, which is not paid when due shall bear interest at the rate of twenty-four (24%) per annum from the due date thereof until the same is paid (“Default Interest”). FF has the right beginning on the date which is the earlier of (i) the date the Registration Statement (as defined below) covering the shares issuable upon conversion of the FFG Notes is declared effective by the Securities and Exchange Commission (the “SEC”) or (ii) one hundred eighty (180) days following the Issue Date to convert all or any part of the outstanding and unpaid principal amount of the FF Note into fully paid and non-assessable shares of our common stock at the conversion price (the “Conversion Price”). The Conversion Price shall be, equal to 70% of the average closing price of our common stock for the five prior trading days prior to the date that a registration statement in respect of the shares into which is the FF Note is convertible is declared effective. The FF Note contains other customary terms found in like instruments for conversion price adjustments. In the case of an Event of Default (as defined in the Note), the FF Note shall become immediately due and payable in an amount (the “Default Amount”) equal to the principal amount then outstanding plus accrued interest (including any Default Interest) through the date of full repayment multiplied by one hundred twenty-five percent (125%) and interest shall accrue at the rate of Default Interest. Certain events of default will result in further penalties.

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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DERIVATIVE LIABILITY

6 Months Ended

Jun. 30, 2021

Derivative Instruments and Hedging Activities Disclosure [Abstract]

DERIVATIVE LIABILITY

NOTE G - DERIVATIVE LIABILITY

The derivative liability consists of:

	June 30, 2021		December 31, 2020
Convertible Promissory Note dated February 12, 2019 payable to Eagle Equities, LLC. Please see NOTE F – NOTES PAYABLE TO THIRD PARTIES for further information (i): Due February 12, 2020	$	-	$	17,441
Convertible Promissory Note dated March 15, 2021 and June 30, 2021 payable to FirstFire Global Opportunities Fund, LLC, See Note F (ii) Due March 11, 2022		-		-
Total derivative liability	$	-	$	17,441

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE G - DERIVATIVE LIABILITY (continued)

The Convertible Promissory Notes (the “Notes”) contain a variable conversion feature based on the future trading price of the Company’s common stock. Therefore, the number of shares of common stock issuable upon conversion of the Notes is indeterminate. As of June 30, 2021, the note no longer carries variable conversion features and as such, the derivative was reduced to zero.

The fair value of the derivative liability is measured at the respective issuance dates and quarterly thereafter using the Black Scholes option pricing model. Assumptions used for the calculation of the derivative liability of the Notes at December 31, 2020 were (1) stock price of $.003 per share, (2) conversion price of $.00169 per share, (3) term of 0 days, (4) expected volatility of 142.94%, and (5) risk free interest rate of 0%.

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CAPITAL STOCK AND WARRANTS

6 Months Ended

Jun. 30, 2021

Equity [Abstract]

CAPITAL STOCK AND WARRANTS

NOTE H - CAPITAL STOCK AND WARRANTS

Preferred Stock

On July 31, 2018, The Greater Cannabis Company, Inc. (the “Company”) acquired 100% of the issued and outstanding shares of Class A common stock of Green C Corporation (“Green C”) in exchange for 9,411,998 newly issued shares of the Company’s Series A Convertible Preferred Stock (the “Exchange”). Each share of Series A Convertible Preferred Stock is convertible into 50 shares of common stock and is entitled to 50 votes on all matters as a class with the holders of common stock.

On February 14, 2019, the Company issued 9,000,000 shares of Series B Convertible Preferred Stock to Emet Capital Partners, LLC (“Emet”) in exchange for the surrender of all outstanding warrants held by Emet. Each share of Series B Convertible Preferred Stock was convertible into one share of Company common stock subject to adjustment in case, at the time of conversion, the market price per share of the Company common stock was less than $ 0.075 per share. On October 18, 2019, this exchange agreement was reversed.

On October 18, 2019, the Company entered into two Exchange Agreements with Emet Capital Partners, LLC (“Emet”). The first Exchange Agreement provided for the exchange of three outstanding convertible notes payable to Emet with a total remaining principal balance of $20,399 and a total accrued interest balance of $5,189 for three new convertible notes payable to Emet in the total amount of $25,587. The new notes bore interest at 6%, were due on February 12, 2020 and were convertible into common stock at a conversion price equal to 75% of the lowest Trading Price during the 15 Trading Day Period prior to the Conversion Date. The second Exchange Agreement provided for the reversal of the February 14, 2019 exchange agreement pursuant to which certain warrants then held by Emet were exchanged for 9,000,000 shares of Series B Convertible Preferred Stock and the exchange of such warrants for four new convertible notes payable to Emet in the total amount of $675,000. These new notes bore interest at 2%, were due on October 18, 2020 and were convertible into common stock at a conversion price equal to 75% of the lowest Trading Price during the 15 Trading Day Period prior to the Conversion Date. On May 26, 2020, the Company satisfied the 7 convertible notes payable to Emet in connection with a Surrender Agreement.

Common Stock

Effective March 10, 2017, in connection with a partial spin-off of the Company from Sylios Corp, the Company issued a total of 26,905,969 shares of its common stock. 5,378,476 shares were issued to Sylios Corp (representing 19.99% of the issued and outstanding shares of Company common stock after the spin-off) and 21,527,493 shares were issued to the stockholders of record of Sylios Corp on February 3, 2017 on the basis of one share of Company common stock for each 500 shares of Sylios Corp common stock held (representing 80.01% of the issued and outstanding shares of Company common stock after the spin-off).

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE H - CAPITAL STOCK AND WARRANTS (continued)

During the three months ended March 31, 2020, the Company issued a total of 21,484,688 shares of common stock pursuant to conversions of an aggregate of $165,350 in principal and $11,793 in interest under our outstanding convertible notes. The $228,949 excess of the $406,093 fair value of the 21,484,688 shares of common stock at the respective dates of issuance over the $177,143 liability reduction was charged to Loss on Conversions of Notes Payable.

During the three months ended June 30, 2020, the Company issued a total of 27,563,525 shares of common stock pursuant to conversions of an aggregate of $67,082 in principal and $10,613 in interest under our outstanding convertible notes. The $132,838 excess of the $210,532 fair value of the 27,563,525 shares of common stock at the respective dates of issuance over the $77,695 liability reduction was charged to Loss on Conversions of Notes Payable.

During the three months ended September 30, 2020, the Company issued a total of 115,277,834 shares of common stock pursuant to conversions of an aggregate of $311,050 in principal and $18,462 in interest under our outstanding convertible notes. The $467,554 excess of the $797,067 fair value of the 115,277,834 shares of common stock at the respective dates of issuance over the $329,512 liability reduction was charged to Loss on Conversions of Notes Payable.

During the three months ended December 31, 2020, the Company issued a total of 261,215,948 shares of common stock pursuant to conversions of an aggregate of $325,212 in principal and $16,849 in interest under our outstanding convertible notes. The $462,263 excess of the $804,324 fair value of the 261,215,948 shares of common stock at the respective dates of issuance over the $342,061 liability reduction was charged to Loss on Conversions of Notes Payable.

During the three months ended June 30, 2021, the Company recorded the value of the warrants at $262,429 and the conversion of the second FirstFire note trauche in the amount of $39,000.

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE H - CAPITAL STOCK AND WARRANTS (continued)

Warrants

On March 11, 2021, in connection with the issuance of a Convertible Promissory Note to FirstFire Global Opportunities Fund, LLC (“FF”) (see Note F), we issued three warrants (Warrant A, Warrant B and Warrant C) to purchase shares of our common stock, as follows:

Warrant A permits FF to purchase 25,000,000 shares of common stock at an exercise price of $0.025 per share through September 11, 2022.

Warrant B permits FF to purchase 15,000,000 shares of common stock at an exercise price of $0.05 per share through September 11, 2022.

Warrant C permits FF to purchase 10,000,000 shares of common stock at an exercise price of $0.075 per share. through September 11, 2022.

Each warrant has other customary terms found in like instruments, including, but not limited to, events of default.

In any event of default, the exercise price for each warrant automatically becomes $0.005 per share.

Copies of Warrant A, Warrant B and Warrant C are attached as Exhibits 10.4, 10.5 and 10.6 to our current report on Form 8-K dated March 16, 2021 and the above summary of the warrant terms are subject to full terms of the applicable warrants.

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INCOME TAXES

6 Months Ended

Jun. 30, 2021

Income Tax Disclosure [Abstract]

INCOME TAXES

NOTE I - INCOME TAXES

The Company and its United States subsidiaries file consolidated Federal income tax returns. Green C Corporation, its Ontario Canada subsidiary, files Canada and Ontario income tax returns.

At June 30, 2021 the Company has available for federal income tax purposes a net operating loss carry forward that may be used to offset future taxable income. The Company has provided a valuation reserve against the full amount of the net operating loss benefit, since in the opinion of management based upon the earnings history of the Company, it is not more likely than not that the benefits will be realized. If there are significant changes in the Company’s ownership, the future use of its existing net operating losses will be limited.

All tax years of the Company and its United States subsidiaries remain subject to examination by the Internal Revenue Service.

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COMMITMENTS AND CONTINGENCIES

6 Months Ended

Jun. 30, 2021

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

NOTE J - COMMITMENTS AND CONTINGENCIES

Pharmedica Exclusive License Agreement

On June 21, 2018, Green C executed an Exclusive License Agreement with Pharmedica, Ltd. (“Pharmedica”), an Israeli company, to exploit certain Pharmedica intellectual property for the development and distribution of a certain Licensed Product involved in the transmucosal delivery of medicinal or recreational cannabis. The agreement provided for Green C payments to Pharmedica of a $100,000 license fee (which was paid by 2591028 Ontario Limited, an entity affiliated with Green C’s Chief Executive Officer, on June 26, 2018) and annual royalties at a rate of 5% of the Net Sales of the Licensed Product subject to a Minimum Annual Royalty of $50,000. The agreement also provided for certain milestones to be accomplished by Green C in order for Green C to retain the license.

The Company generated only minimal revenues from this asset through December 31, 2019 and did not pay the Year 1 Minimum Annual Royalty of $50,000 due Pharmedica. Accordingly, we recorded an impairment charge of $69,749 at December 31, 2019 and reduced the $69,749 remaining carrying value of this intangible asset to $0.

On September 2, 2020, Green C notified Pharmedica of Green C’s termination of the Exclusive License Agreement and Green C’s intention to wind up Green C.

On September 17, 2020, Pharmedica notified Green C of Pharmedica’s acceptance of Green C’s proposal to terminate the license agreement and Pharmedica’s intention not to burden Green C further. Accordingly, we recorded “Forgiveness of Royalty Payable” other income of $50,000 in the three months ended September 30, 2020 and reduced the $50,000 “Accrued Royalties” liability balance to $0.

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE J - COMMITMENTS AND CONTINGENCIES (continued)

Sub-License Agreement with Symtomax Unipessoal Lda

On July 15, 2019, the Company executed a Sub-License Agreement with Symtomax Unipessoal Lda (“Symtomax”).

The agreement provides for the Company’s grant to Symtomax of a non-exclusive right and sub-license to use certain Company technology and intellectual property to develop and commercialize products for sale in Europe, the Middle East, and Africa. The agreement provides for Symtomax payments of royalties to the Company (payable monthly) ranging from 10% to 17% of Symtomax sales of eluting patches developed from Company technology.

On May 27, 2020, the Company executed an amended and restated sub-license agreement with Symtomax (the “Amended License Agreement”). The term of the Amended License Agreement ends the earlier of (i) August 31, 2021 and (ii) the date that Symtomax is no longer commercializing any of the products. The term is extended for an additional year on each anniversary of the agreement for any country where the royalty payment in respect of such country was equal to or greater than $1,000,000 for the previous year.

To date, Symtomax has not made any sales requiring the payment of royalties to the Company.

Service Agreements

On July 31, 2018, the Company executed Services Agreements with its newly appointed Chief Executive Officer (the “CEO”) and its newly appointed Chief Legal Officer (the “CLO”), for terms of five years. The Agreements provide for a monthly base salary of $10,000 for the CEO and a monthly base salary of $7,000 for the CLO. For the six months ended June 30, 2021 and 2020, the Company expensed a total of $102,000 and $102,000, respectively, as officer compensation pursuant to these agreements.

Registration Rights Agreement

On March 11, 2021, we entered into a registration rights agreement pursuant to which we agreed to prepare and file with the SEC a registration statement or registration statements (as is necessary) covering the resale- of all of the shares of common stock into which the FF Note is convertible and the shares to be received upon the exercise of the warrants. The registration statement also covers such indeterminate number of additional shares of securities as may become issuable upon stock splits, stock dividends or similar transactions. We agreed to use our best efforts to have the registration statement filed with the SEC within thirty (30) days following the closing date. The registration statement on Form S-1 was filed with the SEC on May 7, 2021 but has not yet been declared effective by the SEC.

A copy of the registration rights agreement is attached as Exhibit 10.2 to our current report on Form 8-K dated March 16, 2021 and the above summary of the registration rights agreement terms is subject to full terms of the registration rights agreement.

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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SUBSEQUENT EVENTS

6 Months Ended

Jun. 30, 2021

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

NOTE K- SUBSEQUENT EVENTS

On July 21, 2021, GCAN entered into a License Agreement and a Research Agreement, with Shaare Zedek Medical Center in Jerusalem, Israel, pursuant to which GCAN (a) licensed the rights to a Cannabidiol (CBD) formulation developed at Shaare Zedek as a therapeutic for treatment of autism, attention deficit syndrome (ASD) and other neuropsychiatric disorders in children and adolescents; and (b) agreed to sponsor further clinical research at Shaare Zedek with respect to commercialization of the licensed CBD formulation.

On July 15, 2021, FF converted $52,080 in principal and interest under the FF Note into 10,000,000 shares of GCAN common stock, at a conversion price of $0.005208 per share.

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NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

6 Months Ended

Jun. 30, 2021

Accounting Policies [Abstract]

Nature of Operations

Nature of Operations

The Greater Cannabis Company, Inc. (the “Company”) was formed in March 2014 as a limited liability company under the name, The Greater Cannabis Company, LLC. The Company was a wholly owned subsidiary of Sylios Corp (“Sylios”) until March 10, 2017.

On July 31, 2018, the Company acquired 100% of the issued and outstanding shares of Class A common stock of Green C Corporation (“Green C”) in exchange for 9,411,998 newly issued shares of the Company’s Series A Convertible Preferred Stock (the “Exchange”). Each share of Series A Convertible Preferred Stock is convertible into 50 shares of common stock and is entitled to vote 50 votes per share on all matters as a class with holders of common stock. Since after the Exchange was consummated, the former shareholders of Green C and their designees owned approximately 94% of the issued and outstanding voting shares of the Company, Green C is the acquirer for accounting purposes. Prior to the Exchange, the Company had no assets and nominal business operations. Accordingly, the Exchange has been treated for accounting purposes as a recapitalization by the accounting acquirer, Green C, and the accompanying consolidated financial statements of the Company reflect the assets, liabilities and operations of Green C from its inception on December 21, 2017 to July 31, 2018 and combined with the Company thereafter.

Green C was incorporated on December 21, 2017 under the laws of the Province of Ontario Canada with its principal place of business in North York, Ontario.

Green C was the owner of an exclusive, worldwide license for an eluting transmucosal patch platform (“ETP”) for non-invasive drug delivery in the cannabis field as further described in the exclusive license agreement dated June 21, 2018 with Pharmedica Ltd. (see Note J).

The Company’s business plan is to (i) commercialize its ETP technology and (ii) concentrate on cannabis related investment and development opportunities through direct equity investments, joint ventures, licensing agreements or acquisitions.

Principles of Consolidation

Principles of Consolidation

The consolidated financial statements include the accounts of The Greater Cannabis Company, Inc., and its wholly owned subsidiaries Green C Corporation and Biocanrx Inc.

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE A – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Interim Financial Statements

Interim Financial Statements

The interim financial statements as of June 30, 2021 are unaudited and have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. These statements reflect all normal and recurring adjustments that, in the opinion of management, are necessary for a fair presentation of the information contained herein. Operating results for the six and three months ended June 30, 2021 are not necessarily indicative of results that may be expected for the year ending December 31, 2021.

Certain information and finance 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 the Securities and Exchange Commission’s rules and regulations. These unaudited financial statements should be read in conjunction with our audited financial statements and notes for the year ended December 31, 2020 as included in our report on Form 10-K.

Cash and Cash Equivalents

Cash and Cash Equivalents

Investments having an original maturity of 90 days or less that are readily convertible into cash are considered to be cash equivalents. For the periods presented, the Company had no cash equivalents.

Income Taxes

Income Taxes

In accordance with Accounting Standards Codification (ASC) 740 - Income Taxes, the provision for income taxes is computed using the asset and liability method. The asset and liability method measures deferred income taxes by applying enacted statutory rates in effect at the balance sheet date to the differences between the tax basis of assets and liabilities and their reported amounts on the financial statements. The resulting deferred tax assets or liabilities are adjusted to reflect changes in tax laws as they occur. A valuation allowance is provided when it is more likely than not that a deferred tax asset will not be realized.

We expect to recognize the financial statement benefit of an uncertain tax position only after considering the probability that a tax authority would sustain the position in an examination. For tax positions meeting a “more-likely-than-not” threshold, the amount to be recognized in the financial statements will be the benefit expected to be realized upon settlement with the tax authority. For tax positions not meeting the threshold, no financial statement benefit is recognized. As of June 30, 2021, we had no uncertain tax positions. We recognize interest and penalties, if any, related to uncertain tax positions as general and administrative expenses. We currently have no foreign federal or state tax examinations nor have we had any foreign federal or state examinations since our inception. To date, we have not incurred any interest or tax penalties.

Use of Estimates

Use of Estimates

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

Financial Instruments and Fair Value of Financial Instruments

Financial Instruments and Fair Value of Financial Instruments

We follow ASC Topic 820, Fair Value Measurements and Disclosures, for assets and liabilities measured at fair value on a recurring basis. ASC Topic 820 establishes a common definition for fair value to be applied to existing US GAAP that requires the use of fair value measurements that establishes a framework for measuring fair value and expands disclosure about such fair value measurements.

ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Additionally, ASC Topic 820 requires the use of valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized below:

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE A – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Level 1:	Observable inputs such as quoted market prices in active markets for identical assets or liabilities
Level 2:	Observable market-based inputs or unobservable inputs that are corroborated by market data
Level 3:	Unobservable inputs for which there is little or no market data, which require the use of the reporting entity’s own assumptions.

The carrying value of financial assets and liabilities recorded at fair value is measured on a recurring or nonrecurring basis. Financial assets and liabilities measured using level three inputs on a recurring basis are those that are adjusted to fair value each time a financial statement is prepared. Financial assets and liabilities measured on a non-recurring basis are those that are adjusted to fair value when a significant event occurs. Except for derivative liabilities, we had no financial assets or liabilities carried and measured on a recurring or nonrecurring basis during the reporting periods. (see Note-G)

Derivative Liabilities

Derivative Liabilities

We evaluate convertible notes payable, stock options, stock warrants or other contracts to determine if those contracts or embedded components of those contracts qualify as derivatives to be separately accounted for under the relevant sections of ASC Topic 815-40, Derivative Instruments and Hedging: Contracts in Entity’s Own Equity.

The result of this accounting treatment could be that the fair value of a financial instrument is classified as a derivative instrument and is marked-to-market at each balance sheet date and recorded as a liability. In the event that the fair value is recorded as a liability, the change in fair value is recorded in the statement of operations as other income or other expense. Upon conversion or exercise of a derivative instrument, the instrument is marked to fair value at the conversion date and then that fair value is reclassified to equity. Financial instruments that are initially classified as equity that become subject to reclassification under ASC Topic 815-40 are reclassified to a liability account at the fair value of the instrument on the reclassification date.

Long-lived Assets

Long-lived Assets

Long-lived assets such as property and equipment and intangible assets are periodically reviewed for impairment. We test for impairment losses on long-lived assets used in operations whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Recoverability of an asset to be held and used is measured by a comparison of the carrying amount of an asset to the future undiscounted cash flows expected to be generated by the asset. If such asset is considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the asset exceeds its fair value. Impairment evaluations involve management’s estimates on asset useful lives and future cash flows. Actual useful lives and cash flows could be different from those estimated by management which could have a material effect on our reporting results and financial positions. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third-party independent appraisals, as considered necessary.

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE A – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Equity Instruments Issued to Non-Employees for Acquiring Goods or Services

Equity Instruments Issued to Non-Employees for Acquiring Goods or Services

The Company in the current period has updated for ASU 2018-07 as it was effective in 2019. The Company is evaluating the impact of the new ASU, however, it is not expected to have a material impact on the financial statements.

Related Parties

Related Parties

A party is considered to be related to us if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with us. Related parties also include our principal owners, our management, members of the immediate families of our principal owners and our management and other parties with which we may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. A party which can significantly influence the management or operating policies of the transacting parties, or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests, is also a related party.

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE A – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Revenue recognition:

The Company adopted Accounting Standards Codification Topic 606, “Revenue from Contracts with Customers” (“ASC 606”) on January 1, 2018. In accordance with ASC 606, revenue is recognized when promised goods or services are transferred to customers in an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services, in accordance with the following five-step process:

● Identify the contract(s) with a customer

● Identify the performance obligations

● Determine the transaction price

● Allocate the transaction price

● Recognize revenue when the performance obligations are met

For the periods presented prior to the adoption of ASC 606, revenues from long-term construction contracts were recognized in accordance with ASC Topic 605-35, “Revenue Recognition-Construction-Type and Production-Type Contracts.”

The Company recognizes construction contract revenue over time using the percentage-of-completion method, based primarily on contract cost incurred to date compared to total estimated contract cost. Cost of revenue includes an allocation of depreciation, amortization and general overhead cost. Changes to total estimated contract cost or losses, if any, are recognized in the period in which they are determined.

The Company generally provides limited warranties for work performed under its construction contracts with periods typically extending for a limited duration following substantial completion of the Company’s work on a project.

The Company classifies construction-related receivables and payables that may be settled in periods exceeding one year from the balance sheet date, if any, as current assets and liabilities consistent with the length of time of its project operating cycle. For example:

● Contract assets represent costs and estimated earnings in excess of billings represent the excess of contract costs and profits (or contract revenue) over the amount of contract billings to date and are classified as a current asset.

● Contract liabilities represent billings in excess of costs and estimated earnings represent the excess of contract billings to date over the amount of contract costs and profits (or contract revenue) recognized to date and are classified as a current liability.

Contract liabilities result when either: 1) costs are incurred related to certain claims and unapproved change orders, or 2) the appropriate contract revenue amount has been recognized in accordance with the percentage-of-completion accounting method, but a portion of the revenue recorded cannot be billed currently due to the billing terms defined in the contract. Claims occur when there is a dispute regarding both a change in the scope of work and the price associated with that change. Unapproved change orders occur when there is a dispute regarding only the price associated with a change in scope of work. For both claims and unapproved change orders, the Company recognizes revenue, but not profit, when it is determined that recovery of incurred cost is probable and the amounts can be reliably estimated.

Revenue from Contract with Customer [Policy Text Block]

Advertising Costs

Advertising Costs

Advertising costs are expensed as incurred. For the periods presented, we had no advertising costs.

Loss per Share

Loss per Share

We compute net loss per share in accordance with FASB ASC 260. The ASC specifies the computation, presentation and disclosure requirements for loss per share for entities with publicly held common stock.

Basic loss per share amounts is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted net loss per common share is computed on the basis of the weighted average number of common shares and dilutive securities (such as stock options, warrants and convertible securities) outstanding. Dilutive securities having an anti-dilutive effect on diluted net loss per share are excluded from the calculation. For the periods presented, the Company excluded 470,599,900 shares relating to the Series A Convertible Preferred Stock (see Note G), shares relating to convertible notes payable to third parties (Please see NOTE F - NOTES PAYABLE TO THIRD PARTIES for further information) and shares relating to outstanding warrants (Please see NOTE H - CAPITAL STOCK AND WARRANTS for further information) from the calculation of diluted shares outstanding as the effect of their inclusion would be anti-dilutive.

Recently Enacted Accounting Standards

Recently Enacted Accounting Standards

In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2014-09, Revenue from Contracts with Customers, which supersedes nearly all prior revenue recognition guidance under U.S. GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five-step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under prior U.S. GAAP. As amended by the FASB in July 2015, the standard became effective for annual periods beginning after December 15, 2017, and interim periods therein. ASU 2014-09 has had no impact on our Financial statements for the periods presented.

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE A – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations, to clarify the implementation guidance on principal versus agent considerations and address how an entity should assess whether it is the principal or the agent in contracts that include three or more parties. The effective date and transition requirements for these amendments are the same as the effective date and transition requirements of ASU 2014-09 (discussed above). ASU 2016-08 has had no impact on our Financial statements for the periods presented.

In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing, to clarify the following two aspects of Topic 606: 1) identifying performance obligations, and 2) the licensing implementation guidance. The effective date and transition requirements for these amendments are the same as the effective date and transition requirements of ASU 2014-09 (discussed above). ASU 2016-10 has had no impact on our financial statements for the periods presented.

On July 13, 2017, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (“ASU”) 2017-11. Among other things, ASU 2017-11 provides guidance that eliminates the requirement to consider “down round” features when determining whether certain financial instruments or embedded features are indexed to an entity’s stock and need to be classified as liabilities. ASU 2017-11 provides for entities to recognize the effect of a down round feature only when it is triggered and then as a dividend and a reduction to income available to common stockholders in basic earnings per share. The guidance became effective for annual periods beginning after December 15, 2018.

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

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LOANS PAYABLE TO RELATED PARTIES (Tables)

6 Months Ended

Jun. 30, 2021

Related Party Transactions [Abstract]

SCHEDULE OF LOANS PAYABLE TO RELATED PARTIES

Loans payable to related parties consist of:

	June 30, 2021		December 31, 2020
Loans from Elisha Kalfa and Yonah Kalfa, holders of a total of 2,966,666 shares of Series A Convertible Preferred stock	$	180,000	$	180,000
Loan from Fernando Bisker and Sigalush, LLC, holders of a total of 2,966,666 shares of Series A Convertible Preferred stock		80,000		80,000
Total	$	260,000	$	260,000

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NOTES PAYABLE TO THIRD PARTIES (Tables)

6 Months Ended

Jun. 30, 2021

Debt Disclosure [Abstract]

SCHEDULE OF NOTES PAYABLE TO THIRD PARTIES

Notes payable to third parties consist of:

	June 30, 2021		December 31, 2020
Promissory Note dated March 28, 2017 payable to John T. Root, Jr., interest at 4%, due September 28, 2017, convertible into shares of common stock at a conversion price of $.001 per share.	$	375	$	375
Convertible Promissory Note dated February 12, 2019 payable to Eagle Equities, LLC (“Eagle”), interest at 6%, due February 12, 2020 (i)		-		22,500
Convertible Promissory Note dated March 15, 2021 payable to FirstFire Global Opportunities Fund, LLC (“FF”), interest at 6%, due March 11, 2022-less unamortized debt discount of $ 464,231 and $ 0, respectively. (ii)		193,919		-
Total	$	194,294	$	22,875

(i)

On February 12, 2019, (the “Issue Date”) the Company issued a 6% Convertible Redeemable Note to Eagle Equities, LLC (“Eagle”), having a principal amount of $1,200,000 of which $96,000 constituted an original issue discount (the “Eagle Note”). In connection with the Eagle Note, the Company and Eagle entered into a Securities Purchase Agreement. Eagle was to fund the $ 1,104,000 purchase price of the Eagle Note in tranches. The first tranche of $ 250,000 was received by the Company on February 13, 2019. The second tranche of $ 166,500 was received by the Company on January 17, 2020, the third tranche of $ 93,666 was received by the Company on February 12, 2020, and the fourth tranche of $ 42,500 was received by the Company on June 3, 2020. The loans were repayable one year from their respective funding dates and were convertible at the option of Eagle at a conversion price equal to 65% of the lowest closing price of the Company’s common stock for the preceding 15 trading days prior to the conversion date. On January 6, 2021, the balance of the Eagle Note was reduced to $ 0.

(ii)

On March 15, 2021, we issued a 6% Convertible Promissory Note to FirstFire Global Opportunities Fund, LLC (“FF”), having a principal amount of $545,000 and an initial tranche principal amount of $272,500 of which $22,500 constituted an original issue discount (the “FF Note”). In connection with the FF Note, we and FF entered into a registration rights agreement, three warrant agreements and a securities purchase agreement. On June 30, 2021, we issued the final tranche principle amount of $272,500 of which $22,500 constituted an original issue discount (the “FF Note). The FF Note will mature on March 11, 2022. The FF Note may be pre-paid in whole or in part by paying FF the following premiums:

PREPAY DATE	PREPAY AMOUNT
≤ 30 days	105% * (Principal + Interest (“P+I”)
31- 60 days	110% * (P+I)
61-90 days	115% * (P+I)
91-120 days	120% * (P+I)
121-150 days	125% * (P+I)
151-180 days	130% * (P+I)

THE GREATER CANNABIS COMPANY, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

NOTE F - NOTES PAYABLE TO THIRD PARTIES (continued)

Any amount of principal or interest on the FF Note, which is not paid when due shall bear interest at the rate of twenty-four (24%) per annum from the due date thereof until the same is paid (“Default Interest”). FF has the right beginning on the date which is the earlier of (i) the date the Registration Statement (as defined below) covering the shares issuable upon conversion of the FFG Notes is declared effective by the Securities and Exchange Commission (the “SEC”) or (ii) one hundred eighty (180) days following the Issue Date to convert all or any part of the outstanding and unpaid principal amount of the FF Note into fully paid and non-assessable shares of our common stock at the conversion price (the “Conversion Price”). The Conversion Price shall be, equal to 70% of the average closing price of our common stock for the five prior trading days prior to the date that a registration statement in respect of the shares into which is the FF Note is convertible is declared effective. The FF Note contains other customary terms found in like instruments for conversion price adjustments. In the case of an Event of Default (as defined in the Note), the FF Note shall become immediately due and payable in an amount (the “Default Amount”) equal to the principal amount then outstanding plus accrued interest (including any Default Interest) through the date of full repayment multiplied by one hundred twenty-five percent (125%) and interest shall accrue at the rate of Default Interest. Certain events of default will result in further penalties.

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DERIVATIVE LIABILITY (Tables)

6 Months Ended

Jun. 30, 2021

Derivative Instruments and Hedging Activities Disclosure [Abstract]

SCHEDULE OF DERIVATIVE LIABILITY

The derivative liability consists of:

	June 30, 2021		December 31, 2020
Convertible Promissory Note dated February 12, 2019 payable to Eagle Equities, LLC. Please see NOTE F – NOTES PAYABLE TO THIRD PARTIES for further information (i): Due February 12, 2020	$	-	$	17,441
Convertible Promissory Note dated March 15, 2021 and June 30, 2021 payable to FirstFire Global Opportunities Fund, LLC, See Note F (ii) Due March 11, 2022		-		-
Total derivative liability	$	-	$	17,441

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NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($)			6 Months Ended
	Jul. 31, 2018	Mar. 10, 2017	Jun. 30, 2021
Affiliate, Collateralized Security [Line Items]
Number of shares issued		26,905,969
Advertising costs			$ 0
Series A Convertible Preferred Stock [Member]
Affiliate, Collateralized Security [Line Items]
Anti-dilutive shares excluded from computation			470,599,900
Series A Convertible Preferred Stock [Member] | Green C Corporation [Member]
Affiliate, Collateralized Security [Line Items]
Number of shares issued	9,411,998
Common stock, voting rights	Each share of Series A Convertible Preferred Stock is convertible into 50 shares of common stock and is entitled to vote 50 votes per share on all matters as a class with holders of common stock.
Conversion of convertible preferred stock	50
Green C Corporation [Member] | Former Share Holders [Member]
Affiliate, Collateralized Security [Line Items]
Percentage of issued and outstanding shares acquired	94.00%
Green C Corporation [Member] | Class A Common Stock [Member]
Affiliate, Collateralized Security [Line Items]
Percentage of issued and outstanding shares acquired	100.00%
Common stock, voting rights	Each share of Series A Convertible Preferred Stock is convertible into 50 shares of common stock and is entitled to 50 votes on all matters as a class with the holders of common stock.

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GOING CONCERN (Details Narrative) - USD ($)	3 Months Ended				6 Months Ended
	Jun. 30, 2021	Mar. 31, 2021	Jun. 30, 2020	Mar. 31, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash	$ 528,930				$ 528,930		$ 112,953
Current liabilities	670,049				670,049
Working capital deficit	104,369				104,369
Net loss	$ 38,964	$ 114,653	$ (1,102,449)	$ 1,211,569	153,617	$ 109,120
Cash from operating activities					$ 84,023	$ 210,812

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NOTE RECEIVABLE (Details Narrative) - USD ($)	Jun. 10, 2020	Jun. 30, 2021	Dec. 31, 2020
Entity Listings [Line Items]
Notes receivable		$ 36,750	$ 36,750
Kol Tuv Ventures, LLC [Member]
Entity Listings [Line Items]
Repayment of notes receivable	$ 50,000
Interest rate	2.00%

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RIGHT OF FIRST REFUSAL AGREEMENT (Details Narrative) - Commitments [Member] - KTV [Member] - CBD [Member] - USD ($)		6 Months Ended
	Jan. 30, 2020	Jun. 30, 2021
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Paid to related party	$ 25,000
CBD opportunities term		5 years

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SCHEDULE OF LOANS PAYABLE TO RELATED PARTIES (Details) (Parenthetical) - Series A Convertible Preferred Stock [Member] - shares	Jun. 30, 2021	Dec. 31, 2020
Related Party Transaction [Line Items]
Number of shares held by holders of preferred stock	9,411,998	9,411,998
Elisha Kalfa and Yonah Kalfa [Member]
Related Party Transaction [Line Items]
Number of shares held by holders of preferred stock	2,966,666	2,966,666
Fernando Bisker and Sigalush, LLC [Member]
Related Party Transaction [Line Items]
Number of shares held by holders of preferred stock	2,966,666	2,966,666

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SCHEDULE OF LOANS PAYABLE TO RELATED PARTIES (Details) - USD ($)	Jun. 30, 2021	Dec. 31, 2020
Related Party Transaction [Line Items]
Total	$ 260,000	$ 260,000
Elisha Kalfa and Yonah Kalfa [Member]
Related Party Transaction [Line Items]
Total	180,000	180,000
Fernando Bisker and Sigalush, LLC [Member]
Related Party Transaction [Line Items]
Total	$ 80,000	$ 80,000

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LOANS PAYABLE TO RELATED PARTIES (Details Narrative) - Loan and Contribution Agreements [Member]	Jul. 31, 2018 USD ($)
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Maturity, description	These loans were extended during the period for an additional 24 months.
Maximum [Member]
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Repayments of Related Party Debt	$ 1,500,000

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SCHEDULE OF NOTES PAYABLE TO THIRD PARTIES (Details) - USD ($)		6 Months Ended
		Jun. 30, 2021	Dec. 31, 2020
Short-term Debt [Line Items]
Notes payable to third parties, total		$ 194,294	$ 22,875
Promissory Note [Member]
Short-term Debt [Line Items]
Notes payable to third parties, total		375	375
Convertible Convertible Note One [Member]
Short-term Debt [Line Items]
Notes payable to third parties, total	[1]		22,500
Convertible Convertible Note One [Member] | Eagle Equities, LLC [Member]
Short-term Debt [Line Items]
Debt instrument, term		1 year
Convertible Promissory Notes Two [Member]
Short-term Debt [Line Items]
Notes payable to third parties, total	[2]	$ 193,919

[1] On February 12, 2019, (the “Issue Date”) the Company issued a 6% Convertible Redeemable Note to Eagle Equities, LLC (“Eagle”), having a principal amount of $1,200,000 of which $96,000 constituted an original issue discount (the “Eagle Note”). In connection with the Eagle Note, the Company and Eagle entered into a Securities Purchase Agreement. Eagle was to fund the $ 1,104,000 purchase price of the Eagle Note in tranches. The first tranche of $ 250,000 was received by the Company on February 13, 2019. The second tranche of $ 166,500 was received by the Company on January 17, 2020, the third tranche of $ 93,666 was received by the Company on February 12, 2020, and the fourth tranche of $ 42,500 was received by the Company on June 3, 2020. The loans were repayable one year from their respective funding dates and were convertible at the option of Eagle at a conversion price equal to 65% of the lowest closing price of the Company’s common stock for the preceding 15 trading days prior to the conversion date. On January 6, 2021, the balance of the Eagle Note was reduced to $ 0.

[2] On March 15, 2021, we issued a 6% Convertible Promissory Note to FirstFire Global Opportunities Fund, LLC (“FF”), having a principal amount of $545,000 and an initial tranche principal amount of $272,500 of which $22,500 constituted an original issue discount (the “FF Note”). In connection with the FF Note, we and FF entered into a registration rights agreement, three warrant agreements and a securities purchase agreement. On June 30, 2021, we issued the final tranche principle amount of $272,500 of which $22,500 constituted an original issue discount (the “FF Note). The FF Note will mature on March 11, 2022. The FF Note may be pre-paid in whole or in part by paying FF the following premiums:

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SCHEDULE OF NOTES PAYABLE TO THIRD PARTIES (Details) (Parenthetical)										2 Months Ended	6 Months Ended
	May 15, 2021	Mar. 15, 2021 USD ($)	Mar. 15, 2021 USD ($)	Jun. 03, 2020 USD ($)	Feb. 12, 2020 USD ($)	Jan. 17, 2020 USD ($)	Feb. 13, 2019 USD ($)	Feb. 12, 2019 USD ($)	Mar. 28, 2017 $ / shares	May 15, 2021	Jun. 30, 2021 USD ($) Integer	Dec. 31, 2020 USD ($)	Sep. 30, 2020 USD ($)	Jun. 30, 2020 USD ($)
Short-term Debt [Line Items]
Debt instrument, principal amount												$ 325,212	$ 311,050	$ 67,082
Promissory Note [Member] | John T. Root [Member]
Short-term Debt [Line Items]
Debt instrument, interest rate									4.00%
Debt instrument, maturity date									Sep. 28, 2017
Conversion price | $ / shares									$ 0.001
Convertible Promissory Notes One [Member] | Emet Capital Partners, LLC [Member]
Short-term Debt [Line Items]
Debt instrument, interest rate								6.00%
Debt instrument, maturity date								Feb. 12, 2020
Convertible Promissory Note Two [Member] | FirstFire Global Opportunities Fund, LLC [Member]
Short-term Debt [Line Items]
Debt instrument, interest rate		6.00%	6.00%
Debt instrument, maturity date		Mar. 11, 2022
Unamortized debt discount											$ 464,231	0
Convertible Promissory Note One [Member] | Eagle Equities, LLC [Member]
Short-term Debt [Line Items]
Debt instrument, principal amount								$ 1,200,000
Debt conversion, original issue discount								96,000
Funding value of issuance of note								$ 1,104,000
Convertible Promissory Note One [Member] | Eagle Equities, LLC [Member] | Share-based Payment Arrangement, Tranche One [Member]
Short-term Debt [Line Items]
Proceeds from issuance of convertible debt							$ 250,000
Convertible Promissory Note One [Member] | Eagle Equities, LLC [Member] | Share-based Payment Arrangement, Tranche Two [Member]
Short-term Debt [Line Items]
Proceeds from issuance of convertible debt						$ 166,500
Convertible Promissory Note One [Member] | Eagle Equities, LLC [Member] | Share-based Payment Arrangement, Tranche Three [Member]
Short-term Debt [Line Items]
Proceeds from issuance of convertible debt					$ 93,666
Convertible Promissory Note One [Member] | Eagle Equities, LLC [Member] | Four Tranche [Member]
Short-term Debt [Line Items]
Proceeds from issuance of convertible debt				$ 42,500
Convertible Convertible Note One [Member] | Eagle Equities, LLC [Member]
Short-term Debt [Line Items]
Trading days percentage											65.00%
Trading days period | Integer											15
Convertible Promissory Notes Two [Member] | FirstFire Global Opportunities Fund, LLC [Member]
Short-term Debt [Line Items]
Debt instrument, interest rate		6.00%	6.00%
Debt instrument, maturity date		Mar. 11, 2022
Unamortized debt discount												$ 0
Debt instrument, principal amount		$ 545,000	$ 545,000
Debt conversion, original issue discount		$ 22,500	22,500
Proceeds from issuance of convertible debt			$ 272,500
FF Note [Member] | FirstFire Global Opportunities Fund, LLC [Member]
Short-term Debt [Line Items]
Debt instrument, interest rate		24.00%	24.00%
Trading days percentage										7.00%
[custom:DebtRepaymentPercentage-0]		125.00%	125.00%
FF Note [Member] | = 30 days [Member]
Short-term Debt [Line Items]
Pre-payment of convertible promissory note percentage	105% * (Principal + Interest (“P+I”)
FF Note [Member] | 31 - 60 Days [Member]
Short-term Debt [Line Items]
Pre-payment of convertible promissory note percentage	110% * (P+I)
FF Note [Member] | 61 - 90 Days [Member]
Short-term Debt [Line Items]
Pre-payment of convertible promissory note percentage	115% * (P+I)
FF Note [Member] | 91 - 120 Days [Member]
Short-term Debt [Line Items]
Pre-payment of convertible promissory note percentage	120% * (P+I)
FF Note [Member] | 121 - 150 Days [Member]
Short-term Debt [Line Items]
Pre-payment of convertible promissory note percentage	125% * (P+I)
FF Note [Member] | 151 - 180 Days [Member]
Short-term Debt [Line Items]
Pre-payment of convertible promissory note percentage	130% * (P+I)

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SCHEDULE OF DERIVATIVE LIABILITY (Details) - USD ($)	Jun. 30, 2021	Dec. 31, 2020
Schedule of Capitalization, Long-term Debt [Line Items]
Total derivative liability		$ 17,441
Convertible Promissory Notes One [Member]
Schedule of Capitalization, Long-term Debt [Line Items]
Total derivative liability		17,441
Convertible Promissory Notes Two [Member]
Schedule of Capitalization, Long-term Debt [Line Items]
Total derivative liability

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DERIVATIVE LIABILITY (Details Narrative) - Convertible Promissory Notes [Member]	12 Months Ended
	Dec. 31, 2020 Integer $ / shares
Schedule of Capitalization, Long-term Debt [Line Items]
Fair value of assumption stock price | $ / shares	$ 0.003
Measurement Input, Exercise Price [Member]
Schedule of Capitalization, Long-term Debt [Line Items]
Derivative liability measurement input | Integer	0.00169
Measurement Input, Expected Term [Member]
Schedule of Capitalization, Long-term Debt [Line Items]
Fair value of assumption term	0 days
Measurement Input, Price Volatility [Member]
Schedule of Capitalization, Long-term Debt [Line Items]
Derivative liability measurement input	1.4294
Measurement Input, Risk Free Interest Rate [Member]
Schedule of Capitalization, Long-term Debt [Line Items]
Derivative liability measurement input	0

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CAPITAL STOCK AND WARRANTS (Details Narrative)						3 Months Ended						6 Months Ended
	Oct. 18, 2019 USD ($) Integer	Feb. 14, 2019 $ / shares shares	Jul. 31, 2018 shares	Mar. 10, 2017 shares	Feb. 03, 2017 shares	Jun. 30, 2021 USD ($)	Mar. 31, 2021 USD ($) shares	Dec. 31, 2020 USD ($) shares	Sep. 30, 2020 USD ($) shares	Jun. 30, 2020 USD ($) shares	Mar. 31, 2020 USD ($) shares	Jun. 30, 2021 USD ($) shares	Mar. 11, 2021 $ / shares shares
Class of Stock [Line Items]
Number of shares issued during the period, shares | shares				26,905,969
Debt instrument, principal amount								$ 325,212	$ 311,050	$ 67,082
Accrued interest						$ 814		$ 16,849	$ 18,462	$ 10,613	$ 11,793	$ 814
Debt conversion converted shares issued | shares							13,795,118	261,215,948	115,277,834	27,563,525	21,484,688	13,795,118
Conversion of note payable, principal amount						22,500					$ 165,350	$ 22,500
Excess of fair value								$ 462,263	$ 467,554	$ 132,838	228,949
Number of stock value issued for debt conversion							$ 45,524	804,324	797,067	210,532	406,093	$ 45,524
Liability reduction								$ 342,061	$ 329,512	$ 77,695	$ 177,143
Convertible Warrant Notes One [Member] | Emet Capital Partners, LLC [Member]
Class of Stock [Line Items]
Debt conversion converted shares issued | shares		9,000,000
Convertible Warrant Notes One [Member] | Emet Capital Partners, LLC [Member] | First Exchange Agreement [Member]
Class of Stock [Line Items]
Debt instrument, principal amount	$ 20,399
Accrued interest	5,189
Debt instrument, periodic payment	$ 25,587
Debt instrument, interest rate	6.00%
Debt instrument, maturity date	Feb. 12, 2020
Trading days percentage	75.00%
Trading days period | Integer	15
Four New Convertible Warrant Notes [Member] | Emet Capital Partners, LLC [Member] | Second Exchange Agreement [Member]
Class of Stock [Line Items]
Debt instrument, periodic payment	$ 675,000
Debt instrument, interest rate	2.00%
Debt instrument, maturity date	Oct. 18, 2020
Trading days percentage	75.00%
Trading days period | Integer	15
First Fire Note [Member]
Class of Stock [Line Items]
Fair value of warrants						262,429
Debt conversion, amount						$ 39,000
FirstFire Global Opportunities Fund, LLC [Member] | Warrant A [Member]
Class of Stock [Line Items]
Warrants to purchase common stock | shares													25,000,000
Warrants exercise price per share | $ / shares													$ 0.025
FirstFire Global Opportunities Fund, LLC [Member] | Warrant B [Member]
Class of Stock [Line Items]
Warrants to purchase common stock | shares													15,000,000
Warrants exercise price per share | $ / shares													$ 0.05
FirstFire Global Opportunities Fund, LLC [Member] | Warrant C [Member]
Class of Stock [Line Items]
Warrants to purchase common stock | shares													10,000,000
Warrants exercise price per share | $ / shares													$ 0.075
FirstFire Global Opportunities Fund, LLC [Member] | Warrant [Member]
Class of Stock [Line Items]
Warrants exercise price per share | $ / shares													$ 0.005
Series A Convertible Preferred Stock [Member] | Green C Corporation [Member]
Class of Stock [Line Items]
Number of shares issued during the period, shares | shares			9,411,998
Common stock, voting rights			Each share of Series A Convertible Preferred Stock is convertible into 50 shares of common stock and is entitled to vote 50 votes per share on all matters as a class with holders of common stock.
Number of common stock converted | shares			50
Series B Convertible Preferred Stock [Member] | Emet Capital Partners, LLC [Member]
Class of Stock [Line Items]
Number of shares issued during the period, shares | shares		9,000,000
Preferred stock conversion basis, description		Each share of Series B Convertible Preferred Stock was convertible into one share of Company common stock subject to adjustment in case, at the time of conversion, the market price per share of the Company common stock was less than $ 0.075 per share.
Conversion price | $ / shares		$ 0.075
Green C Corporation [Member] | Class A Common Stock [Member]
Class of Stock [Line Items]
Ownership percentage			100.00%
Common stock, voting rights			Each share of Series A Convertible Preferred Stock is convertible into 50 shares of common stock and is entitled to 50 votes on all matters as a class with the holders of common stock.
Sylios Corp [Member]
Class of Stock [Line Items]
Ownership percentage				19.99%	80.01%
Number of shares issued during the period, shares | shares				5,378,476	21,527,493
Common stock, shares held | shares					500

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COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($)						3 Months Ended			6 Months Ended		12 Months Ended
	May 27, 2020	Jul. 15, 2019	Jul. 31, 2018	Jun. 26, 2018	Jun. 21, 2018	Jun. 30, 2021	Sep. 30, 2020	Jun. 30, 2020	Jun. 30, 2021	Jun. 30, 2020	Dec. 31, 2020	Dec. 31, 2019
Loss Contingencies [Line Items]
Officers compensation						$ 51,000		$ 51,000	$ 102,000	$ 102,000
Pharmedica, Ltd. [Member]
Loss Contingencies [Line Items]
Minimum annual royalty amount											$ 50,000
Impairment charge											$ 69,749
Reduction of carrying value of assets												$ 69,749
Intangible assets												$ 0
Exclusive License Agreement [Member] | Green C's [Member]
Loss Contingencies [Line Items]
License fee					$ 100,000
Annual royalties rate				5.00%
Minimum annual royalty amount				$ 50,000
Forgiveness of royalty payable							$ 50,000
Reduction of accrued royalties							50,000
Accrued royalties							$ 0
Sub-License Agreement [Member] | Symtomax Unipessoal Lda [Member] | Minimum [Member]
Loss Contingencies [Line Items]
Annual royalties rate		10.00%
Sub-License Agreement [Member] | Symtomax Unipessoal Lda [Member] | Maximum [Member]
Loss Contingencies [Line Items]
Annual royalties rate		17.00%
Royalty payment	$ 1,000,000
Services Agreements [Member] | Chief Executive Officer [Member]
Loss Contingencies [Line Items]
Officers compensation			$ 10,000
Services Agreements [Member] | Chief Legal Officer [Member]
Loss Contingencies [Line Items]
Officers compensation			$ 7,000
Commitments [Member]
Loss Contingencies [Line Items]
Officers compensation									$ 102,000	$ 102,000

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SUBSEQUENT EVENTS (Details Narrative) - USD ($)		3 Months Ended					6 Months Ended
	Jul. 15, 2021	Mar. 31, 2021	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Jun. 30, 2021
Subsequent Event [Line Items]
Debt conversion, amount		$ 45,524	$ 804,324	$ 797,067	$ 210,532	$ 406,093	$ 45,524
Debt conversion, shares issued		13,795,118	261,215,948	115,277,834	27,563,525	21,484,688	13,795,118
Subsequent Event [Member] | FF Note [Member]
Subsequent Event [Line Items]
Debt conversion, amount	$ 52,080
Debt conversion, shares issued	10,000,000
Debt conversion price	$ 0.005208