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11. Stockholders' deficit
12 Months Ended
Dec. 31, 2015
Equity [Abstract]  
11. Stockholders' deficit

11. Stockholders’ deficit

 

a) Common shares

 

Authorized

On June 30, 2012, the Company filed a Certificate of Amendment with the Colorado Secretary of State to increase the aggregate number of shares, which the Company has authority to issue to 100,000,000 common shares, issued at $0.01 par value per share from 50,000,000 common shares with par value at $0.01. The amendment was approved by the Colorado Secretary of State in May 2012.

 

On March 25, 2013, the Company filed a certificate of Amendment with the Colorado Secretary of State to increase the aggregate number of shares which the Company has the authority to issue to 500,000,000 common shares, issued at $0.01 par value per share from 100,000,000 common shares with par value at $0.01. The amendment was approved by the Colorado Secretary of State on March 26, 2013.

 

Issued and outstanding

The Company has a total of 47,738,855 and 46,131,764 issued and outstanding common shares as at December 31, 2015 and 2014, respectively.

 

The Company issued 300,000 shares of its common stock to satisfy its obligations under the conversion of an aggregate principal amount of $8,117 of convertible promissory notes on January 14, 2015.

 

On March 31, 2015, the Company adjusted the number of shares previously issued by 2,909 common shares pursuant to convertible note conversions to reflect the currency exchange differences not previously taken into account.

 

On march 31, 2015, the Company issued 250,000 shares of its common stock and 106,000 shares of its Series B preferred stock as compensation for services rendered amounting to $56,096.

 

On April 30, 2015, the holders of 106,000 Series “B” preferred shares converted their shares into 1,060,000 common shares at a conversion ratio of 10 common shares for 1 Series B preferred share.

 

b) Preferred shares

 

Authorized

On March 25, 2013, the Company, under the certificate of amendment filed above also to authorize 3,000,000 series A convertible preferred shares with a par value of $0.01 per share, and also to authorize 10,000,000 series B convertible preferred shares, par value $0.01 per share. Each series B convertible preferred share is convertible into 10 Common shares. The amendment was approved by the Colorado Secretary of State on March 26, 2013.

 

Issued and outstanding

The Company had no issued and outstanding preferred shares as at December 31, 2015.

 

On April 30, 2015, the holders of 106,000 Series “B” preferred shares converted their shares into 1,060,000 common shares at a conversion ratio of 10 common shares for 1 Series B preferred share.

 

c) Warrants

 

No warrants were issued, exercised or cancelled for the year under review.

 

The movement in warrants outstanding is summarized below.

 

   

Number of

warrants outstanding

  Weighted average exercise price per share
                     
  Outstanding at January 1, 2014       4,500,000     0.15  
  Granted       1,800,000       0.13  
  Cancelled/forfeited       —         —    
  Exercised       —         —    
  Outstanding at December 31, 2014       6,300,000     $ 0.14  
  Granted       —         —    
  Cancelled/forfeited       —         —    
  Exercised       —         —    
  Outstanding at December 31, 2015       6,300,000     $ 0.14  

 

 

The following table summarizes information about warrants outstanding at December 31, 2015

 

    Warrants outstanding and exercisable
Exercise price   Number of warrants   Weighted average remaining contractual years   Weighted average exercise price
                             
$ 0.003       300,000       *     $ 0.003  
$ 0.15       6,000,000       0.28       0.15  
          6,300,000             $ 0.14  

 

* In terms of an agreement entered into with an investor relations company, 300,000 warrants were to be issued as part of the Investor Relations Agreement. These warrants have not been issued as yet, therefore the warrant terms are uncertain.

 

As of December 31, 2015 the 6,300,000 warrants were all vested, there were no unrecognized compensation costs related to these warrants and the intrinsic value of the warrants as of December 31, 2015 is $20,000. 

 

d) Stock options

 

Our board of directors adopted the GreeneStone Healthcare Corporation 2013 Stock Option Plan (the “Plan”) to promote our long-term growth and profitability by (i) providing our key directors, officers and employees with incentives to improve stockholder value and contribute to our growth and financial success and (ii) enable us to attract, retain and reward the best available persons for positions of substantial responsibility. A total of 10,000,000 shares of our common stock have been reserved for issuance upon exercise of options granted pursuant to the Plan. The Plan allows us to grant options to our employees, officers and directors and those of our subsidiaries; provided that only our employees and those of our subsidiaries may receive incentive stock options under the Plan. We have granted a total of 480,000 options as of December 31, 2015 under the Plan.

 

No options were issued, exercised or cancelled for the year under review.

 

The movement in options outstanding is summarized below.

 

    Number of options outstanding   Weighted average exercise price per share
                     
  Outstanding at January 1, 2014       3,600,000     $ 0.20  
  Granted       480,000       0.12  
  Cancelled/forfeited       (3,600,000 )     (0.20 )
  Exercised       —            
  Outstanding at December 31, 2014       480,000       0.12  
  Granted       —         —    
  Cancelled/forfeited       —         —    
  Exercised       —         —    
  Outstanding at December 31, 2015       480,000     $ 0.12  

 

The following table summarizes information about options outstanding at December 31, 2015

 

    Options outstanding   Options Exercisable

 

Exercise price

  Number of options   Weighted average remaining contractual years   Weighted average exercise price   Number of options   Weighted average exercise price
$ 0.12       480,000       3.84     $ 0.12       280,000     $ 0.12  
                                             

 

The Company agreed to issue Stock options to a former officer vesting over a 24-month period commencing on November 1, 2014 expiring on October 31, 2019, a formal option agreement has not been issued as yet, as such the terms of these options are uncertain.

 

As of December 31, 2015 there was no unrecognized compensation costs related to these options and the intrinsic value of the options as of December 31, 2015 is $0.