10-K: Green Planet Bioengineering Confirms Shell Status, No Ops
Annual Report
Green Planet Bioengineering Co., Ltd. filed its 2025 10-K, confirming its status as a public reorganized shell corporation with no active business operations and ongoing reliance on related party funding.
Summary
- Operates as a public reorganized shell corporation with the purpose to acquire or merge with an existing business operation.
- Reported no operating revenues for the years ended December 31, 2025, and 2024.
- Incurred total expenses of $35,842 in 2025 and $35,544 in 2024, primarily administrative costs related to public company compliance.
- Had a net loss of $35,842 in 2025 and $35,544 in 2024.
- Cash balance was $0 at December 31, 2025, and 2024.
- All cash flow needs for 2025 were provided by a related party of Global Funds.
- Total current liabilities were $500,976 in 2025, including $484,678 due to a related party.
- The company's ability to continue as a going concern is dependent on continued support from Global Funds, its majority stockholder.
Sentiment
Score: 2
Explanation: StockSavvy.ai views this as a very low sentiment score due to the company's non-operational shell status, consistent losses, zero revenue, and substantial doubt about its ability to continue as a going concern, offset only by compliance with reporting requirements.
Positives
- Management concluded disclosure controls and procedures were effective as of December 31, 2025.
- No material weaknesses were identified in internal control over financial reporting.
- No legal proceedings were reported.
- No executive compensation was paid from 2011 to 2025, indicating cost control in a non-operational phase.
Negatives
- No active business operations or operating revenues for the fiscal years 2025 and 2024.
- Incurred net losses of $35,842 in 2025 and $35,544 in 2024.
- Zero cash balance at year-end 2025 and 2024.
- Substantial doubt exists about the company's ability to continue as a going concern.
- Complete reliance on a related party for funding operating expenses.
- Significant accumulated deficit of $(1,130,596) as of December 31, 2025.
- No trading market for common stock, limiting liquidity for stockholders.
- No dividends have been paid or are anticipated, potentially affecting market value.
- The stock may be subject to "penny stock" regulations, further restricting trading.
Risks
- No assurances that plans for future business will be implemented without securing adequate financing or finding profitable business opportunities.
- Potential for delays in business plans and profitability if funding or profitable opportunities are not identified.
- Significant ongoing costs and management time required for public company compliance (e.g., Sarbanes-Oxley Act, Section 404).
- The absence of a trading market for common stock limits stockholders' ability to liquidate their investment.
- The company does not anticipate paying dividends, which could lead to stock devaluation.
- Potential subjection to "penny stock" regulations, which may restrict broker-dealers' ability to sell common stock and affect investors' ability to sell in the secondary market.
- Substantial doubt about the company's ability to continue as a going concern due to lack of operations and reliance on related party support.
- Net operating loss carryforwards may be subject to limitation under Section 382 of the Internal Revenue Code due to a change in ownership in March 2012.
Future Outlook
The company operates as a public reorganized shell corporation with the purpose to acquire or merge with an existing business operation. It plans to continue sourcing adequate funding from future investors to execute business opportunities when they arise, acknowledging that such funding and opportunities rely entirely on prevailing circumstances. Delays in business plans are expected if profitable opportunities are not identified in the near term.
Management Comments
- Our ability to implement and execute our future business plans and ultimately generate enough business revenue is directly influenced by our ability to secure adequate financing or find profitable business opportunities.
- If we do not receive funding from future investors or find profitable business opportunities, we will experience delays in our business plans and, ultimately, in our profitability going forward.
- The Company is currently a public reorganized shell corporation and has no current business activity. The Company's ability to continue as a going concern is dependent on continued support from Global Funds, the majority stockholder.
Industry Context
StockSavvy.ai notes that Green Planet Bioengineering's status as a public shell corporation positions it as a potential vehicle for a reverse merger or acquisition, a common strategy for private companies seeking to go public without a traditional IPO. However, its prolonged non-operational state and reliance on related-party funding highlight the significant challenges and speculative nature inherent in such ventures, contrasting sharply with active bioengineering or agritech firms that typically report R&D milestones, product pipelines, and revenue growth.
Comparison to Industry Standards
- Compared to operational bioengineering or agritech companies, Green Planet Bioengineering lacks any comparable revenue, R&D pipeline, or market presence. Its financial statements reflect only administrative costs, a stark contrast to industry peers like Monsanto (now part of Bayer) or Syngenta, which invest heavily in research and development, generate substantial revenues from product sales, and have established market capitalization.
- The company's zero cash balance and reliance on related-party debt for operational expenses are far below the liquidity and financial independence typically seen in even early-stage, venture-backed biotech startups, let alone publicly traded entities.
- The absence of an active trading market and the potential for 'penny stock' classification place it outside the investment criteria for most institutional investors and many retail platforms, unlike established industry players with robust trading volumes and higher share prices.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Committee Structure | The company has not established an audit committee or a compensation committee; the Board of Directors currently serves as both functions. | N/A | May raise concerns regarding independent oversight and specialized expertise typically provided by dedicated committees, though common for smaller reporting companies or shell entities. |
| Code of Ethics | The Board of Directors adopted a Code of Ethics in April 2009, meeting Sarbanes-Oxley Act requirements. | 2009-04-01 | Positive for ethical conduct and compliance, demonstrating adherence to regulatory standards despite non-operational status. |
Related Party Transactions
- All cash flow needs for 2025 were provided solely by a related party of Global Funds.
- An amount of $484,678 (as of December 31, 2025) is due to a related party, which is interest-free, unsecured, and repayable upon demand.
- The President, Chief Executive Officer, Chief Financial Officer, and Director of the company, Jordan Weingarten, is also a director of the related party (Global Funds).
Stakeholder Impact
- Shareholders: Face significant risk due to the company's non-operational status, lack of liquidity for common stock, potential for stock devaluation, and reliance on future business opportunities and financing. Global Funds Holdings Corp., as the majority stockholder, bears the primary financial risk and influence.
- Creditors: The related party (Global Funds) is the primary creditor, providing funding for operational expenses. Their exposure is significant given the company's going concern doubt.
Next Steps
- Acquire or merge with an existing business operation.
- Secure adequate financing from future investors.
- Identify profitable business opportunities.
Key Dates
| Date | Description |
|---|---|
| 2006-10-30 | Mondo Acquisition II, Inc. incorporated in Delaware. |
| 2008-10-02 | Company name changed to Green Planet Bioengineering Co., Ltd. |
| 2008-10-01 | Acquired Elevated Throne Overseas Ltd. and its subsidiaries, operating in the agritech sector in China. |
| 2009-04-01 | Board of Directors adopted a Code of Ethics. |
| 2010-04-14 | Divested Elevated Throne to One Bio, Corp. |
| 2012-03-01 | Global Funds Holdings Corp. became a majority stockholder of the Company. |
| 2024-12-31 | Fiscal year end for 2024 financial statements. |
| 2025-03-07 | Assurance Dimensions, LLC issued its audit report for the year ended December 31, 2024. |
| 2025-06-30 | Aggregate market value of common stock held by non-affiliates was $26,262. |
| 2025-12-31 | Fiscal year end for 2025 financial statements. |
| 2026-03-31 | Stephano Slack LLC issued its audit report for the year ended December 31, 2025, and the 10-K report was signed and filed. |
Keywords
shell corporation, bioengineering, agritech, merger and acquisition, public company compliance, going concern, OTC Bulletin Board, GPLB.PK, financial reporting
Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.