Item 1. Description of Business.
FORWARD-LOOKING STATEMENT NOTICE:
This annual report on Form 10-K contains many forward-looking statements, which involve risks and uncertainties, such as our plans, objective, expectations and intentions. You can identify these statements by our use of words such as "may," "expect," "believe," "anticipate," "intend," "could," "estimate," "continue," "plans," or other similar words or phrases. Some of these statements include discussions regarding our future business strategy and our ability to generate revenue, income, and cash flow. We wish to caution the reader that all forward-looking statements contained in this Form 10-K are only estimates and predictions. Our actual results could differ materially from those anticipated as a result of risk facing us or actual events differing from the assumptions underlying such forward-looking statements. Readers are cautioned not to place undue reliance on any forward-looking statements contained in this Annual Report on Form 10-K. Readers are cautioned not to place undue reliance on these forward-looking statements. We undertake no obligation to update any of these factors or to publicly announce any change to our forward-looking statements made herein, whether as a result of new information, future events, changes in expectations or otherwise.
(a) Our Corporate History.
The Company was incorporated on September 18, 1985, under the laws of the Province of British Columbia under the name of Canadian Comstock Exploration Ltd. with an authorized share capital of 20,000,000 shares without par value.
The Company changed its name on June 7, 1995 to American Comstock Exploration Ltd. in connection with a consolidation of its share capital on a one for four basis.
The Company changed its name again on February 4, 1998 to "International Comstock Exploration Ltd." in connection with a consolidation of its share capital on a one for five basis.
The Company changed its name again on October 2, 2001 to "Secureview Systems Inc." in connection with a consolidation of its share capital on a one for five basis. In addition, the Company increased its authorized share capital to 100,000,000 shares without par value on October 2, 2001.
The Company changed its name again on May 2, 2005 to "Global Immune Technologies, Inc." In addition, the Company increased its authorized share capital to an unlimited number of common shares without par value on March 23, 2005.
On February 28, 2006, the Company changed its corporate domicile from British Columbia, Canada to the State of Wyoming.
(b) Business History of the Issuer.
From its incorporation in 1985 until 1999, the Company has been engaged in the business of exploration of natural resource properties. During 2004 the Company disposed of its final interests in its natural resource properties. In early 1999 the Company initiated a search for other business opportunities culminating in May 1999 with the acquisition of the domain name ProSportsPool.com. In January 2000, the Company entered into an agreement with Internet Sports Network Inc. to develop and maintain a number of internet based games and contests. Internet Sports Network eventually developed "Fantasy Free for All" software and back end support for Nascar, Formula One, Cart series and Baseball and Hockey contests for ProSportsPool.com. The Company launched the ProSportsool.com website on March 1, 2000 with Formula 1 and NASCAR contests "Fantasy Free for All". The launch of the website was accompanied by a marketing campaign that included print, billboard, and internet-banner advertising. In March 21, 2000, the Company engaged Iceberg Media.com Inc. to provide three music channels - 1Groove.com, 2Kool4Radio.com and PrimeTicket.net - for the ProSportsPool.com website. The ProSportsPool.com website added a fantasy baseball contest, and an affiliation with Altavista.com on March 27, 2000. At the beginning of April 2000, the Company launched its internet based hockey contest and announced its inaugural contest winners in its auto-racing contests. The Company also announced it has become an authorized member of the Cnet.com affiliate network and formed similar affiliations with Chipshot.com, Wrenchead.com, Quokka.com and America Online.
To increase awareness of the ProSportspool.com website, the Company participated at the G.I. Joe 200 CART race in Portland, Oregon as well as the Toronto and Vancouver Indy races by appearing at a booth at the races signing up contestants and offering prizes to entrants. On January 15, 2001, due to the closing of Internet Sports Network Inc., which provided the technical architecture and sports data for the ProSportsPool.com's sports contests, the Company was forced to discontinue its sports-contest site.
During June 2001 and amended October, 2001 the Company entered into a letter of intent with Argent Resources Ltd., On-Track Computer Training Ltd., On-Track Computer International Ltd. and Lute Linux.com Corp. whereby Argent assigned its right to enter into a share exchange agreement with Lute who held the option to enter into a share exchange agreement with On-Track and On-Track International. In exchange for the assignment by Argent to the Company of the share exchange agreement entered into between Lute and Argent, the Company issued 2,000,000 shares and paid $50,000 to Argent.
During October 2001 the Company signed an agreement with Lute Linux.com Corp. including the exchange of Lute share purchase warrants for Company shares at a deemed value of $0.10 US per share, as to Russ Rossi (100,000 shares), RRGS Creative Management Corp. (2,400,000 shares) and Quest Ventures Ltd. (175,000 shares). The Company did not proceed with similar share purchase agreements with On-Track Computer Training Ltd. and On-Track Computer International Ltd. Lute focused its business development on its "Fedcam," an inexpensive remote monitoring system that allows subscribers to view their target locations via secure website. The Fedcam was being tested by the Canadian government's construction branch on its Osoyoos, British Columbia border crossing site into the United States. However, as of March 31, 2003, the Company ceased funding the Fedcam and the asset was written down to a nominal amount.
In June 2002 the Company entered into a letter of intent with Estwind Energy, a private power generation company incorporated in Estonia, whereby the Company intended to acquire all of the issued and outstanding shares of Estwind Energy. However, the Company decided against completing the share exchange agreement as the business of Estwind Energy was deemed to not be profitable.
In May 2003 the Company entered into a letter of intent with P-CE Computers, Inc., a private Nevada corporation engaged in the business of developing ergonomic multimedia-computer workstations. The Company decided against completing the share exchange agreement as due diligence indicated that the business of P-CE Computers, Inc. would not be profitable.
In September 2003 the Company entered into a letter of intent with TNR Resources Ltd. ("TNR"), a public British Columbia, Canada, corporation, to purchase a 50% working interest in TNR's Las Carachas property in Argentina. The Company did not pursue the option.
In February 2005 the Company entered an agreement to acquire the rights and interests in a drug, Trioxolane. The Company did not pursue or complete this acquisition.
Subsequently to March 31, 2005, the Company has agreed to purchase WSG Systems Inc., (“WSG”) its' business and assets from Global Lottery Corporation for the issuance of 100,000,000 shares of common stock. The assets of WSG include proprietary technology, software, its trade names and trademarks as those products pertain to the worldwide lottery industry and/or worldwide pari-mutual betting. The products are designed to be used by all entities in the industry for conducting lotteries and or pari-mutual betting, including corporations and/or governmental agencies representing countries, provinces, states, etc. to implement and/or to improve their lottery and/or pari-mutual betting systems.
On July 19, 2006, the Company entered into a securities exchange agreement with MediPri Limited, Primemedical International, Ltd.(“MedPri”) and Medical Monitors Limited (“MML). The transaction was revised on May 17, 2007. The transaction was rescinded on July 11, 2007.
On December 20th , 2010, the Company entered into an agreement by and between MID ATLANTIC CAPITAL ASSOCIATES SL, a Spanish company (the “Assignor”) Assignor is the legal and beneficial owner of an Agreement dated 11 October 2010 with an addendum dated 24 November 2010 both made with INSTITUTE FOR APPLIED TECHNOLOGY, (“IAT”) of Germany and owner and developer of certain solar energy collector technology and related inventions and products and know-how and patents pending; Consideration for assignment of the Agreement shares of Company Common Stock (the “Shares”) were paid to Assignor the sum of 1,000,000 Shares; IAT was to give a license regarding the Technology to RENON GmbH, a recently formed wholly-owned subsidiary of IAT as part of the consideration for share issuance of 92,000,000 to IAT.
On March 20, 2012 the agreement for a joint venture was rescinded by the Company Board of Directors along with the cancellation of the 92,000,000 common shares issued for the purchase and JV.
On December 3, 2012 we announced the results of a Special Meeting of Shareholders held by 61.5% of the then issued shareholders as of the Record Date September 20, 2012 formally cancelling the share issuance and IAT purchase and Joint Venture pursuant to Wyoming Revised Statutes.
(c) Current Business of the Issuer
Global Immune Technologies, Inc. is a Development Stage Company and consequently is subject to the risks associated with development stage companies, including the need for additional financing; the uncertainty of our business plan or business know-how or intellectual property resulting in successful commercial products or services as well as the marketing and customer acceptance of such products or services; competition from larger organizations; dependence on key personnel; and dependence on corporate partners and collaborators. Our Company website URL is: http://www.globalimmunetechnologies.com
Global Immune Technologies, Inc. is emerging as a holding company of an American-based food distribution company serving direct delivery to the customer at their homes. The food items are sold by telemarketing to the customer and delivered by our own trucks to homes on a scheduled basis. Customers can choose their new re-order items via the Internet. Meat, poultry and fish items are packed in individual portions at our food processing plants and frozen for freshness. We offer meat, chicken and seafood as well as other food products. These other items are name brand canned and jarred foods like Mott’s Apple Sauce, Dole Pineapple, Jiff peanut butter, tinned tuna fish & salmon and the like.
The Company has been offering shares to persons interested in supplying us with capital to begin operations. We still have limited capital and will focus our initial operations to one or two such business locations to be able to take advantage of our proposed business opportunities. The Company intends to seek other opportunities demonstrating the potential of long-term growth as opposed to short-term earnings. However, at the present time, the Company has not reached any agreement or definitive understanding with any person concerning an acquisition. Rather, we intend to build from start-up instead of incurring expensive acquisition costs. While we intend to proceed with the SRC Foods model for our current business we are still considering other industries as well as natural resources. Crude oil production has been on our list of interests and we have identified suitable targets to get a foot-hold in the very hot Bakken Zone of the Williston Basin, both in Montana and North Dakota as well as prospects for low risk drilling in Alberta and Saskatchewan. During April, we announced our plans to raise Five million dollars for drilling, acquisition of properties and possibly the acquisition of companies doing business in the Bakken oil patch. Our off-balance sheet related party oil company has formed a Montana Limited Partnership of the purposes of raising these funds and more.
Our food distribution/reseller division, different from the SRC Foods model, intends to begin initial operations during the summer of 2013 in Florida. Initially we will be reselling containers of food and sundry items to the Caribbean nations from global suppliers. SRC GROUP INTERNATIONAL I&E LLC., is actively and strategically growing its organization base in Importing and Exporting food worldwide to comply with our client’s needs by supplying the client with the following items: Meat, seafood, dairy, frozen food, dry grocery; full container loads either mixed items or single item full container loads.
SRC GROUP INTERNATIOANL I&E LLC., began as a vision to build a worldwide food service delivery system. The dream that inspired the vision began with Anne-Marie Desroches, Managing Member, who has been in the Food & Hospitality Industry over the past 30 years and has built a very strong network globally, and understands the need for providing clients worldwide with quality food products. SRC GROUP INTERNATIOANL I&E LLC., originally formed as a Burlington, VT private company created in April 2013 and based at our food division’s head office in Vermont with a view towards opening in Hollywood, Florida during the summer of 2013.
OUR MISSION, VISION & VALUES
Our Mission: To offer premium quality products that have been supplied to us by domestic & international suppliers. The wide variety of items may range from gourmet to everyday life and every budget. We strive to provide exceptional service and to exceed our client’s expectations by continuously being proactive in understanding and meeting the clients’ needs. Our commitment to excellence, quality and service has been our mission from day one and has brought as much to our clientele as to our mutual success and prosperity. Our experienced team understands the need for accurate and prompt deliveries.
Our Vision: To be the leader that specializes in the Food Industry segment serving the Hotel Food supply needs as well as wholesalers, distributors and government establishments. Our goal: to be known as a Preferred Supplier.
Our Values: Leadership the mainstay of our entire team. True leaders that are committed to honesty and integrity. We hold ourselves responsible for doing the right thing at all times.
Innovative and Agile: We are innovative, responsive and flexible which enables us to tackle complex challenges quickly and efficiently.
(d)
Investment Company Act and Other Regulation
The Company may participate in a business opportunity by purchasing, trading or selling the securities of such business. The Company does not, however, intend to engage primarily in such activities. Specifically, the Company intends to conduct its activities so as to avoid being classified as an investment Company under the Investment Company Act of 1940 (the Investment Act), and therefore to avoid application of the costly and restrictive registration and other provisions of the Investment Act, and the regulations promulgated thereunder.
The Company’s plan of business may involve changes in its capital structure, management, control and business, especially if it consummates the reorganization as discussed above. Each of these areas is regulated by the Investment Act, in order to protect purchasers of investment Company securities. Since the Company will not register as an investment Company, stockholders will not be afforded these protections.
Employees
As of March 31, 2013 the Company had no full-time employees. Donald Perks was the Company’s sole officer and director until late in Fiscal year 2012 staying on briefly as acting-president from March 20, 2012 until May 23, 2012. Since May 23, 2012 Jeffrey R. Bruhjell served part-time as the sole executive officer and one of two directors. On September 17, 2012 Serge Talon joined the board of directors and became the president & CEO and Mr. Bruhjell remained on the board and serves as the Corporate Secretary and Chief Financial Officer. The size of the Board of Directors is now three. We currently have four part-time employees.
Item 1A.
Item 1A. RISK FACTORS
Not Applicable to Smaller Reporting Company.
Item 1B.
Item 1B. Unresolved Staff Comments. Not applicable to Smaller Reporting Company.
Item 2.
Item 2. Description of Property.
During the fiscal year ending March 31, 2013, office rent totaled $ NIL. The office rent has been and will be treated as a capital administrative expense.
Item 3.
Item 3. Legal Proceedings.
We are currently not involved in any litigation that we believe could have a materially adverse effect on our financial condition or results of operations.
The Company's common shares are registered under Section 12(g) of the Securities Exchange Act of 1934, as amended. Prior to February 28, 2006, it filed as a foreign registrant and after that date filed as a U.S. reporting registrant. The Company has been subject to the reporting obligations of the provinces of British Columbia and Alberta, Canada.
Prior to February 28, 2006, Global Immune Technologies, Inc. was a corporation organized under the laws of British Columbia, Canada. On February 28, 2006, the Company changed its corporate domicile to the State of Wyoming. The British Columbia corporation was formally dissolved June 2, 2006.
The Company's common stock has been quoted Over-the-Counter on the OTC Markets QB Tier. The Company's shares are not quoted on any Canadian market.
The Company has 17 British Columbia and 1 Alberta shareholder on its shareholder's list.
Foreign Regulatory: Canada
On August 11, 2005, the Company's predecessor, Global Immune Technologies, Inc., then a company organized under the laws of British Columbia, Canada, received a Cease Trade Order (CTO) from the British Columbia Securities Commission, (the "BCSC"), which was limited to the Province of British Columbia, Canada, for not filing comparative financial statements for its financial year ended March 31, 2005 as required under Part 4 of National Instrument 51-102 Continuous Disclosure Obligations, and had not filed Form 51-102F1 Management's Discussion and Analysis for the periods ended September 30, 2004 and March 31, 2005, as required by Part 5 of NI 51-102.
On March 5, 2007, the Company received a Cease Trade Order (CTO) from the Alberta Securities Commission, (the "ASC") which was limited to the Province of Alberta, Canada, for not filing annual audited financial statements for the year ended March 31, 2006, interim unaudited financial statements for the interim periods ended December 31, 2005, June 30, 2006, September 30, 2006 and December 31, 2006.
The Company requested exemptive relief and was granted a Revocation Order on March 4, 2011 revoking the Cease Trade Order in the provinces of British Columbia and Alberta.
Item 4.
Item 4. Mine Safety Disclosure.
Not Applicable.
PART II
Item 5.
Item 5. Market for Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
(a)Market Information.
Our common stock trades Over-the-Counter (OTC) on the OTC Markets QB tier have brought all delinquent Reports to the United States SEC current during November 2012. Table 1 sets forth the high and low sale information for fiscal years 2013 and 2012. These quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not represent actual transactions.
Table 1.
Sale Information
(b)Holders of Common Stock.
On March 31, 2013 there were 63 holders of record of our common stock and there were 48,197,613 common shares issued with 35,436,393 outstanding. A significant number of shares are held in “street name” therefore we believe that the number of beneficial shareholders exceeds the number of record shareholders the indirect holders is estimated 321 at March 31, 2013.
(c)Dividends.
There are no restrictions imposed on the Company which limit its ability to declare or pay dividends on its common stock, except for corporate state law limitations. No cash dividends have been declared or paid to date and none are expected to be paid in the foreseeable future.
(d)Recent Sales of Unregistered Securities:
During the year ended March 31, 2013:
·issued 2,400,000 common shares valued at $5800 for share subscriptions received in Q2
·issued 3,650,000 common shares valued at $73,000 for a Note with connected Warrant that was exercised
·issued 1,642,500 common shares valued at $41,063 to consultants for compensation
·issued 16,614,960 common shares valued at $415,374 in exchange for debt
(e)Securities Authorized for Issuance under Equity Compensation Plans: None
Item 6.
Item 6. Selected Financial Data. Not Applicable to Smaller Reporting Companies.
Item 7.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
When used in this Form 10-K and in our future filings with the Securities and Exchange Commission, the words or phrases will likely result, management expects, or we expect, will continue, is anticipated, estimated or similar expressions are intended to identify forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Readers are cautioned not to place undue reliance on any such forward-looking statements, each of which speaks only as of the date made. These statements are subject to risks and uncertainties, some of which are described below. Actual results may differ materially from historical earnings and those presently anticipated or projected. We have no obligation to publicly release the result of any revisions that may be made to any forward-looking statements to reflect anticipated events or circumstances occurring after the date of such statements.
Our audited Balance Sheet and accompanying related Statements of Operations, Stockholder’s Equity, and Cash Flows for each of the two year periods ended March 31, 2013 and March 31, 2012, and from April 1, 1999 to March 31, 2013 are prepared in accordance with United States Generally Accepted Accounting Principles.
A. OPERATING RESULTS
The following discussion and analysis is based on and should be read in conjunction with the Company's audited financial statements including the notes thereto and other financial information appearing elsewhere herein.
RESULTS OF OPERATIONS - YEAR TO YEAR COMPARISONS BETWEEN 2013 AND 2012.
For the year ended March 31, 2013 the Company achieved sales revenues of $ NIL compared with sales revenues of $ NIL for the period ended March 31, 2012. The Company's net loss for the year was $(370,090) in 2013 compared to net loss of $(65,142) in 2012. As of the year ended March 31, 2013, the Company had an accumulated stockholders' deficiency of $($2,781,591).
B. LIQUIDITY AND CAPITAL RESOURCES
YEAR ENDED MARCH 31, 2013 COMPARED WITH THE YEAR ENDED MARCH 31, 2012
The Company had no assets in 2012 and $118,093 in 2013.The Company's overall liabilities decreased to $868,386 in 2013 from $915,440 in 2012.
The Company has had no significant operations during the last fiscal year and, accordingly, is fully dependent on either future sales of securities or upon its current management and, or advances or loans from significant stockholders or corporate officers to provide sufficient working capital to preserve the integrity of the corporate entity.
There is no assurance that the Company will be able to obtain additional funding through the sales of additional securities or, that such funding, if available, will be obtained on terms favorable to or affordable by the Company. It is the intent of management and significant stockholders to provide sufficient working capital necessary to support and preserve the integrity of the corporate entity. However, there is no legal obligation for either management or significant stockholders to provide additional future funding.
We will need to raise capital in order to commence our proposed business operations. No assurance can be given that we will be able to raise sufficient capital to implement any proposed business operations. We have not identified any specific future financing sources. In the future, our efforts to finance the Company may result in the issuance of equity and debt instruments. This and other future financing activity, if any, may result in the dilution of shareholder equity. We expect to incur financial losses for the foreseeable future.
The Company has no residual capital commitment in respect to its discontinued operations and has no current capital commitments.
On April 5, 2012, the Jumpstart Our Business Startups (JOBS) Act was signed into law. The Act requires the United States Securities and Exchange Commission to adopt rules to implement a new exemption that will allow crowdfunding. Until then, the SEC is reminding issuers that any offers or sales of securities purporting to rely on the crowdfunding exemption would be unlawful under the federal securities laws. As of the date of this Annual Report to the United States SEC the JOBS Act Rules have not be written or published. The Company continues to use exemptions under Regulation D, Rule 506 for sales of Unregistered Securities.
OFF-BALANCE SHEET ARRANGEMENTS: The Company has arrangements with a non-affiliated company in the oil business with at least one director in common that has loan arrangements that could be settled by Company shares if the related party oil company does not repay the loans.
7A. Quantitative And Qualitative Disclosures About Market Risk.
As a “smaller reporting company”, we are not required to provide the information required by this Item.
Item 8.
Item 8. Financial Statements and Supplementary Data.
The audited financial statements for the Company for March 31, 2013 and 2012 are attached hereto and form a material part of this Annual Report along with Statements of Operations from April 1, 1999 to March 31, 2013.
DONAHUE ASSOCIATES, LLC
Certified Public Accountants
27 Beach Road Suite CO5A
Monmouth Beach, NJ 07750
Tel. 732-229-7723
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Stockholders of Global Immune Technologies, Inc.
We have audited the accompanying balance sheets of Global Immune Technologies, Inc. as of March 31, 2013 and 2012, and the related statements of operations, stockholders' equity, and cash flows for each of the two years in the period ended March 31, 2013, and from April 1, 1999 to March 31, 2013. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Global Immune Technologies, Inc. as of March 31, 2013 and 2012, and the results of its operations and its cash flows for each of the two years in the period ended March 31, 2013, and from April 1, 1999 to March 31, 2013 in conformity with U.S. generally accepted accounting principles.
The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has suffered recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are also discussed in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
Donahue Associates LLC
Monmouth Beach, N.J.
June 11, 2013
Global Immune Technologies, Inc.
(A Development Stage Company)
Balance Sheets
As of March 31, 2013 and March 31, 2012
Please see the notes to the financial statements.
Global Immune Technologies, Inc.
(A Development Stage Company)
Statements of Operations
For the Years Ended March 31, 2013 and March 31, 2012 and
From April 1, 1999 to March 31, 2013
Please see the notes to the financial statements.
Global Immune Technologies, Inc.
(A Development Stage Company)
Statements of Cash Flows
For the Years Ended March 31, 2013 and March 31, 2012 and
From April 1, 1999 to March 31, 2013
Please see the notes to the financial statements.
Global Immune Technologies, Inc.
(A Development Stage Company)
Statements of Shareholders’ Equity
From April 1, 1999 to March 31, 2013
Please see the notes to the financial statements.
Global Immune Technologies, Inc.
(A Development Stage Company)
Notes to the Financial Statements
For the Years Ended March 31, 2013 and March 31, 2012
1.Organization of the Company and Significant Accounting Principles
Global Immune Technologies, Inc. (“the Company”) (formerly Secureview Systems, Inc.) was incorporated in 1985 as a British Columbia corporation. During the fiscal year ended in 2007, the Company re-domiciled to the State of Wyoming. Its business office is located in Sydney Mines, Nova Scotia. The Company is considered a public shell company, with administrative expenses being its only operations.
The Company is considered a development stage company in accordance with the Statement of Financial Accounting Standards No. 7, “Accounting and Reporting for Development Stage Enterprises” (codified in ASC Topic 915, “Development Stage Entities”).
Use of Estimates- The preparation of the consolidated financial statements in conformity with generally accepted accounting principles requires management to make reasonable estimates and assumptions that affect the reported amounts of the assets and liabilities and disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses at the date of the financial statements and for the period they include. Actual results may differ from these estimates.
Income taxes- The Company accounts for income taxes in accordance with generally accepted accounting principles which require an asset and liability approach to financial accounting and reporting for income taxes. Deferred income tax assets and liabilities are computed annually for differences between financial statement and income tax bases of assets and liabilities that will result in taxable income or deductible expenses in the future based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets and liabilities to the amount expected to be realized. Income tax expense is the tax payable or refundable for the period adjusted for the change during the period in deferred tax assets and liabilities.
The Company follows the accounting requirements associated with uncertainty in income taxes using the provisions of Financial Accounting Standards Board (FASB) ASC 740, Income Taxes. Using that guidance, tax positions initially need to be recognized in the financial statements when it is more likely than not the positions will be sustained upon examination by the tax authorities. It also provides guidance for derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. As of March 31, 2013 and March 31, 2012, the Company has no uncertain tax positions that qualify for either recognition or disclosure in the financial statements. All tax returns from fiscal years 2009 to 2012 are subject to IRS audit.
Global Immune Technologies, Inc. is a Development Stage Company emerging as a holding company of an American-based food distribution company serving direct delivery to the customer at their homes. The food items are sold by telemarketing to the customer and delivered by our own trucks to homes on a scheduled basis. Customers can choose their new order items via the Internet. Items are packed in individual portions at our food processing plants and frozen for freshness. We offer meat, chicken and seafood as well as other food products. These other items are name brand canned and jarred foods like Mott’s Apple Sauce, Dole Pineapple, Jiff peanut butter, tinned tuna fish & salmon and the like.
2.Going Concern Discussion
The accompanying financial statements have been presented in accordance with generally accepted accounting principals, which assume the continuity of the Company as a going concern. The Company has no cash and relies upon the support of certain shareholders to pay its bills. The Company has incurred net losses since its inception and currently has no revenues to support its operations.
These factors raise doubt as to the Company’s ability to continue as a going concern.
Global Immune Technologies, Inc. will form a joint-venture company as a master licensee of SRC from Montreal, Quebec and be the licensor to America. The Company will invest in marketing and food distribution facilities to mirror the licensor in Quebec. Company management is aware of opportunities for investment in Vermont, Florida, and Texas and in several of the major US markets. Acquisitions and operations will be conducted by experienced and skilled managers.
Operations in Vermont will serve the Buffalo, NY area to Boston, MA and the resulting areas north and south of that line, excluding NYC and Philadelphia metro areas giving us market potential of 40 million people. We anticipate $25 million in annual sales by the end of 2014 with an estimated pre-tax profit of 18%.
SRC Food Concept of America will invest in Vermont initially and expand into other US markets as they make sense. Florida being the most likely expansion market since many well-established snow-bird customers from Quebec winter in Florida. Our quality and service will continue to grow and as that reputation expands so we will grow the company. Even as our reputation comes from our high-quality meat, our excellent customer service allows us to satisfy the customer’s needs and to let them enjoy the high quality of our convenient products.
3. Fair Value of Financial Instruments
Fair Value Measurements under generally accepted accounting principles clarifies the principle that fair value should be based on the assumptions market participants would use when pricing an asset or liability and establishes a fair value hierarchy that prioritizes the information used to develop those assumptions. Under the standard, fair value measurements are separately disclosed by level within the fair value hierarchy as follows.
Level 1 - Quoted prices in active markets for identical assets or liabilities.
Level 2 - Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 - Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities.
To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is disclosed and is determined based on the lowest level input that is significant to the fair value measurement.
Cash, accounts receivable, accounts payables and accrued expenses, subscriptions payable, note payable, and payable to related parties in the balance sheet are estimated to approximate fair market value at March 31, 2013 and March 31, 2012 because of their short term nature.
4. Net Loss per Share
Basic net loss per share has been computed based on the weighted average of common shares outstanding during the years.
5.Related Party Transactions
The following table summarizes the related party payables owed by the Company to certain officers and shareholders.
6.Income Tax Provision
Note: The deferred tax benefits arising from the timing differences expires in fiscal years 2020
through 2033 and may not be recoverable upon the purchase of the Company under current
IRS statutes.
7.Note Payable
In March 2013, the Company issued a note to a financing company for $32,500. The note is unsecured and carries an interest rate of 8% and is due in December 2013.
8.Common Stock and Warrant Transactions
In December 2012, the Company issued 2,400,000 shares of common stock and received proceeds of $5,800.
On September 28, 2012 the Company issued a warrant to a related party, 9219 8050 Quebec Inc., in consideration of an advance of $73,000. One warrant is for 3,650,000 shares of Common Stock at an exercise price of $0.02 expiring on September 28, 2013 and if exercised prior to expiration an “exploding” warrant for 1,825,000 at an exercise price of $0.20 expiring on September 28, 2014.
On December 4, 2012 the Company issued a warrant to a related party, 9219 8050 Quebec Inc., in consideration of an advance of $129,000. One warrant is for 10,425,000 shares of Common Stock at an exercise price of $0.02 expiring on December 4, 2013 and if exercised prior to expiration an “exploding” warrant for 5,212,500 at an exercise price of $0.25 expiring on December 4, 2014.
In March 2013, 9219 8050 Quebec Inc. exercised 3,650,000 warrants at $0.02 for $73,000 and was issued 3,650,000 shares of stock.
All warrants granted are recorded at fair value using a generally accepted warrant pricing model at the date of the grant. For purposes of determining the warrant value at issuance, the fair value of each warrant granted is measured at the date of the grant by the warrant pricing model with the following assumptions:
The fair values generated by warrant pricing model may not be indicative of the future values, if any, that may be received by the option holder. The fair value of the warrants issued generated by the warrant pricing model was zero at the date of the grant.
The following is a summary of common stock warrants outstanding at March 31, 2013.
During fiscal year 2013, the Company issued 1,642,500 shares of common stock to consultants for services rendered and recorded an expense in the statement of operations of $41,063.
During fiscal year 2013, the Company issued 16,614,960 shares of common stock to a related party to retire a payable of $415,374.
9.Subsequent Events
The Company has made a review of material subsequent events from March 31, 2013 through the date of this report and found no material subsequent events reportable during this period.
Item 9.
Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure.
On June 28 2010, our former independent certified accountant Jorgensen & Co, Certified Public Accountants, of Bellevue, Washington resigned. We engaged a replacement independent registered accountant firm named Donahue Associates, LLC, 27 Beach Road, Suite CO5A, Monmouth Beach, NJ 07750, as the Company’s new registered independent public accounting firm to audit the Company’s financial statements beginning with the year ended March 31, 2010 that were filed November 15, 2010. We have not had any other changes in nor have we had any disagreements, whether or not resolved, with our accountants on accounting and financial disclosures during our recent fiscal year or any later interim period.
Item 9A.
Item 9A. Controls and Procedures.
(a) Evaluation of Disclosure Controls and Procedures.
We maintain disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) that are designed to be effective in providing reasonable assurance that information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the Securities and Exchange Commission (the “ SEC”), and that such information is accumulated and communicated to our management to allow timely decisions regarding required disclosure.
As of the end of the reporting period, March 31, 2013, we carried out an evaluation, under the supervision and with the participation of our management, including the Company's Chairman and Chief Executive Officer/Principal Accounting Officer, of the effectiveness of the design and operation of our disclosure controls and procedures pursuant to Rule 13a-15(e) of the Securities Exchange Act of 1934 (the "Exchange Act"), which disclosure controls and procedures are designed to insure that information required to be disclosed by a company in the reports that it files under the Exchange Act is recorded, processed, summarized and reported within required time periods specified by the SEC's rules and forms.
Based upon that evaluation, the Chairman and the Chief Financial Officer concluded that our disclosure controls and procedures were effective in timely alerting them to material information relating to the Company required to be included in the Company's period SEC filings. However, the material information was untimely filed due to shortage of funds required to pay accountants, lawyers and Edgar filing agents.
We have for the report to the US Securities and Exchange Commission on Form 10-Q for the period December 31, 2012 and this report on Form 10-K for the fiscal year end March 31, 2013 and future needs engaged the accounting firm of Montgomery and Merrill PC, Certified Public Accountants of Burlington, Vermont. They will work with management as outside consultants and interface with our auditor, Donahue and Associates.
(b) Changes in Internal Control.
Subsequent to the date of such evaluation as described in subparagraph (a) above, there were no changes in our internal controls or other factors that could significantly affect these controls, including any corrective action with regard to significant deficiencies and material weaknesses.
(c) Limitations.
Our management, including our Principal Executive Officer and Principal Financial Officer, does not expect that our disclosure controls or internal controls over financial reporting will prevent all errors or all instances of fraud. However, we believe that our disclosure controls and procedures are designed to provide reasonable assurance of achieving this objective. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system's objectives will be met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based in part upon certain assumptions about the likelihood of future events, and any design may not succeed in achieving its stated goals under all potential future conditions. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures. Because of the inherent limitation of a cost-effective control system, misstatements due to error or fraud may occur and not be detected.
ITEM 9B.
ITEM 9B. Other Information.
During June of 2013 the Company issued 11,351,099 shares of Unregistered Securities as Common Stock for values from $0.02 to $0.03.
PART III
Item 10.
Item 10. Directors, Executive Officers, and Corporate Governance
The following table sets forth the officers and directors of the Global Immune Technologies, Inc.
(a) Directors and Executive Officers
The following table sets forth the name, age, and position of each Director and Executive Officer of Global Immune Technologies Inc.:
NAME
AGE
POSITION
Term of Office
Serge Talon
President, CEO
September 17, 2012 -
& Director
Present
Jeffrey R. Bruhjell
CFO/Secretary
May 23, 2012-Present
& Director
Alejandro Bellapart-Heine, Esq.
Director
April 20, 2011 - Present
Neither Mr. Talon, Mr. Bellapart, nor Mr. Bruhjell will be paid for their services as directors at this time.
There are no arrangements or understandings between the directors and officers of Global Immune Technologies, Inc. and any other person pursuant to which any director or officer was or is to be selected as a director or officer. In addition, there are no agreements or understandings for the officers or directors to resign at the request of another person and the above-named officers and directors are not acting on behalf of nor acting at the direction of any other person.
The following summary outlines the professional background of the directors and executive officers of the Company.
Born in Quebec, Serge Talon joined the US Army and served in Viet Nam during the 1960’s. Mr. Talon earned a naturalized US citizenship for his service. He lived in Colorado for a time after returning from overseas service and then took employment with Scotia Bank for a decade. He has been an entrepreneur in many business ventures. Serge has a home in Hollywood, FL and plans to oversee the operations there personally.
Mr. Bruhjell worked for a decade as a stockbroker in various firms in his native Minneapolis. He studied business and accounting at the University of Minnesota along with film making courses, and he did a financial science course at Eastern Michigan University. Mr. Bruhjell ran a small oil & gas production company based in Dallas, Texas in the late 1980’s. As a financier he has helped fund and organize many varied companies in most of the sectors in industry. Medical technology companies and high-tech computer firms along with natural resource ventures were common place for him. Jeffrey headed companies that drilled mining claims for samples and reworked oil or natural gas properties for income streams. He has served as a principal officer or director of several public companies is known for his expertise in regulatory compliance.
Born in Krefeld, Germany, of a German mother and Spanish father, Alejandro Bellapart grew up and was educated in Mallorca, apart from a pre-university year in Boston. He obtained his Law degree in the Balearic University, after which he worked for a year as a junior solicitor in two Frankfurt and Hamburg law offices before becoming a junior partner in Bufete Bellapart, his father’s practice for over 30 years.
Of course he is fully at home both in English and in German, while always holding fast to local traditions and customs, for, like a true Majorcan he has no difficulty reconciling his diverse ancestry with belonging wholeheartedly to his island home.
(b) Identify Significant Employees. None.
(c) Family Relationships. None known.
(d) Involvement in Certain Legal Proceedings. None of the Company’s directors, officers, promoters or control persons, if any, during the past five years was, to the best of the Company’s knowledge:
1.
A general partner or executive officer of a business that had a bankruptcy petition filed by or against it either at the time of the bankruptcy or within the two years before the bankruptcy;
2.
Convicted in a criminal proceeding or been subject to a pending criminal proceeding (excluding traffic violations and other minor offenses);
3.
Subject to any order, judgment, or decree, not subsequently reversed, suspended or vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his or her involvement in any type of business, securities or banking activities; and
4.
Found by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission or the Commodity Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.
Audit Committee and Financial Expert:
The Company has no audit committee financial expert, as defined under Section 228.401, serving on its audit committee because it has no audit committee and is not required to have an audit committee because it is not a listed security as defined in Section 240.10A-3. Accordingly, all material decisions affecting the Company's audited financial statements, periodic disclosure with the SEC and its relationship with its auditors are addressed by the entire Board of Directors.
Compliance with Section 16(a) of the Securities Exchange Act of 1934
Section 16(a) of the Securities Exchange Act of 1934 requires the Company's directors and executive officers, and persons who own more than 10% of the Company's Common Stock, to file with the Securities and Exchange Commission initial reports of beneficial ownership and reports of changes in beneficial ownership of Common Stock of the Company. Officers, directors and greater than 10% shareholders are required by the Securities and Exchange Commission to furnish the Company with copies of all section 16(a) reports they file. Prior to October 29, 2012 the company’s officers and directors had not filed any Section 16(a) or Section 23(a) reports.
CODE OF ETHICAL CONDUCT.
On October 24, 2006, our board of directors adopted our code of ethical conduct that applies to all of our employees and directors, including our principal executive officer, principal financial officer, principal accounting officer or controller, and persons performing similar functions.
We believe the adoption of our Code of Ethical Conduct is consistent with the requirements of the Sarbanes-Oxley Act of 2002.
Our Code of Ethical Conduct is designed to deter wrongdoing and to promote:
·Honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships;
·Full, fair, accurate, timely and understandable disclosure in reports and documents that we file or submit to the Securities & Exchange Commission and in other public communications made by us;
·Compliance with applicable governmental laws, rules and regulations,
·The prompt internal reporting to an appropriate person or persons identified in the code of violations of our Code of Ethical Conduct; and
·Accountability for adherence to the Code.
Item 11.
Item 11. Executive Compensation.
The following table shows compensation paid to our Executive Officers during the two fiscal periods ended March 31, 2012 and March 31, 2011.
SUMMARY COMPENSATION
(1)Serge Talon’s annual compensation was $59,000.
(2)Jeffrey R. Bruhjell annual compensation was $65,000.
Grants of Plan-Based Awards
We made no grants from plans to any executive officer during the fiscal year ended March 31, 2013.
Outstanding Equity Awards at Fiscal Year-End
There were no outstanding equity awards to any executive officer at the end of the fiscal year ended March 31, 2013.
Option Exercises and Stock Vested
Director Compensation
The Company has not established any policy concerning director compensation. No directors received any compensation during the fiscal year ended March 31, 2013.
Item 12.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
Table 1 lists the officers and directors and the persons who are known to the Company to be the owners of more than five percent of the Company’s equity shares according to the Company’s records as of March 31, 2013. Beneficial Ownership of more than 5% based on 48,197,613 common shares.
Table 1
Officers, Directors & Beneficial Ownership of 5%.
(a) The following shareholders are Officers, Directors or own five (5%) percent or more of our common stock.
Note:
1.Jeffrey R. Bruhjell, is a natural person with a one-third beneficial interest in Mid-Atlantic Capital but no voting or dispositive control of shares owned by Mid-Atlantic Capital.
2.Alejandro Bellapart, is the natural person who has voting and dispositive control of the shares owned by Capital Associates.
3.Fernando Charest and Michel Desroche, are the natural persons who have voting and dispositive control of the shares owned by 9219-8050 Quebec Inc.
(b) Security Ownership of Management. Based on 48,197,613 shares as set forth in (a) above as of March 31, 2013.
(c) Changes in Control.
The Company anticipates that compensation will be provided by the Company during the Company's next financial year to Serge Talon and Jeffrey R. Bruhjell in conjunction with certain management and administrative services to be provided to the Company. The form of payment may be common stock grants.
The Company has Warrants outstand that if exercised would convert into 12,250,000 shares.
LONG TERM INCENTIVE PLANS - AWARDS IN MOST RECENTLY COMPLETED FINANCIAL YEAR
During its most recently completed financial year, and for the two previously completed financial years, the Company has not awarded or instituted any LTIPs in favor of its Named Executive Officers.
OPTIONS/SAR GRANTS DURING THE MOST RECENTLY COMPLETED FINANCIAL YEAR
No individual grants of Options to purchase or acquire securities of the Company or any of its subsidiaries (whether or not in tandem with SARs) or any freestanding SARs were granted or were in effect and in favor of any of the Company's Named Executive Officers during the Company's most recently completed financial year.
AGGREGATE OPTIONS/SAR EXERCISES DURING THE MOST RECENTLY COMPLETED FINANCIAL YEAR AND FINANCIAL YEAR-END OPTION/SAR VALUE: None
DEFINED BENEFIT PLANS
The Company does not have, and at no time during its most recently completed financial year had, any defined benefit or actuarial plans in respect of which any of its Named Executive Officers were eligible to participate.
COMPENSATION OF THE COMPANY'S DIRECTORS: None
MANAGEMENT CONTRACTS: None
BOARD PRACTICES
The Board of Directors meets periodically to set policy and review the progress of the Company as well as review and approve budgets and expenditures.
The Directors of the Company are elected by the shareholders at each annual general meeting of the Company, or, in the event of a vacancy, they are appointed by the Board of Directors then in office, to serve until the next annual general meeting of the Company or until their successors are elected and ratified.
The Company's executive officers are appointed by the Board of Directors and serve at the discretion of the Board of Directors.
Item 13.
Item 13. Certain Relationships, Related Transactions and Director Independence.
(a)Transactions with Management and Others.
Except as otherwise set forth in this report, no member of management, executive officer, director, nominee for a director or security holder who is known to the Company to own of record or beneficially more than five percent of any class of the Company’s voting securities, nor any member of the immediate family of any of the foregoing persons, has had any direct or indirect material interest in any transaction to which the Company was or is to be a party.
Serge Talon, president & CEO and Jeffrey R. Bruhjell, Corporate Secretary & CFO received $59,000 and $58,000, respectively, in executive compensation during the fiscal year 2013.
Corporate offices were provided by Jeffrey R. Bruhjell, the Company’s Corporate Secretary and Chief Financial Officer and director for fiscal years 2013, 2012. Rent was not accounted for as a payable to Mr. Bruhjell, but rather as additional paid in capital.
The company also paid rent of $ Nil per month for 400 square feet in Burlington, Vermont.
Except as otherwise set forth in this report, no member of management, executive officer, director, nominee for a director or security holder who is known to the Company to own of record or beneficially more than five percent of any class of the Company’s voting securities, nor any member of the immediate family of any of the foregoing persons, has had any direct or indirect material interest in any transaction to which the Company was or is to be a party.
(b)Certain Business Relationships.
Except as set forth in (a) above, and to the knowledge of management, or as previously filed in the Company’s periodic reports, no director or nominee for director is or has been related to any person who has been a party to any transaction with the Company.
(c)Indebtedness of Management.
No member of the Company’s management is or has been indebted to the Company since the beginning of its last fiscal year.
(d)Transactions with Promoters. None known.
DIRECTOR INDEPENDENCE
The Board has determined that we do not have a majority of independent directors as that term is defined under Rule 4200(a) (15) of the NASDAQ Marketplace Rules, even though such definition does not currently apply to us, because we are not listed on NASDAQ.
We currently act with three (3) directors, consisting of Serge Talon, Jeffrey R. Bruhjell and Alejandro Bellapart-Heine. From inception to present date, we believe that the members of our board of directors have been and are collectively capable or analyzing and evaluating our financial statements and understanding internal controls and procedures for financial reporting.
MEETINGS AND COMMITTEES OF THE BOARD OF DIRECTORS
We presently have no Board committees. Until further determination, the full Board will undertake the duties of the audit committee, compensation committee and nominating committee. We do not currently have an “audit committee financial expert” since we currently do not have an audit committee in place.
The Company does not currently have a process for security holders to send communications to the Board.
Item 14.
Item 14. Principal Accounting Fees and Services.
The Company paid or accrued the following fees in each of the prior two fiscal years to its principal accountant.
AUDIT FEES. Audit fees consist of fees billed for professional services rendered for the audit of the Company's consolidated financial statements and review of the interim consolidated financial statements included in quarterly reports and services that are normally provided by the Company's principal accountants in connection with statutory and regulatory filings or engagements.
AUDIT-RELATED FEES. Audit related fees consist of fees billed for assurance and related services that are reasonably related to the performance of the audit or review of the Company's consolidated financial statements and are not reported under "Audit Fees." There were $3,000 Audit-Related services provided in fiscal 2013 and $9,500 fees for services for Fiscal Year 2012 and $6,500 that were paid in 2013 as part of bringing the delinquent audits and Reports to the United States SEC current.
TAX FEES. Tax fees are fees billed for professional services for tax compliance, tax advice and tax planning.
ALL OTHER FEES. All other fees include fees for products and services other than the services reported above. There were $110,778 management consulting services provided in fiscal 2013 and Nil for 2012.
Policy on Audit Committee Pre-Approval of Audit and Permissible Non-Audit Services of Independent Auditors
The Company currently does not have a designated Audit Committee, and accordingly, the Company's Board of Directors' policy is to pre-approve all audit and permissible non-audit services provided by the independent auditors. These services may include audit services, audit-related services, tax services and other services. Pre-approval is generally provided for up to one year and any pre-approval is detailed as to the particular service or category of services and is generally subject to a specific budget. The independent auditors and management are required to periodically report to the Company's Board of Directors regarding the extent of services provided by the independent auditors in accordance with this pre-approval, and the fees for the services performed to date. The Board of Directors may also pre-approve particular services on a case-by-case basis.
To our knowledge, the Company's principal accountant during the fiscal year ending March 31, 2013 did not engage any other persons or firms other than the principal accountant's full-time, permanent employees.
Item 15.
Item 15. Exhibits and Financial Statement Schedules
(a) Exhibits Index
Exhibit No.
Description
31.1
Section 302 Certification of Chief Executive Officer
31.2
Section 302 Certification of Chief Financial Officer
32.1
Section 906 Certification of Chief Executive Officer
32.2
Section 906 Certification of Chief Financial Officer
101.INS
XBRL Instance Document
101.SCH
XBRL Taxonomy Extension Schema
101.CAL
XBRL Taxonomy Extension Calculation Linkbase
101.DEF
XBRL Taxonomy Extension Definition Linkbase
101.LAB
XBRL Taxonomy Extension Label Linkbase
101.PRE
XBRL Taxonomy Extension Presentation Linkbase
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
June 19, 2013
Global Immune Technologies, Inc.
/s/ Serge Talon
By: Serge Talon
Title: President &
Chief Executive Officer (CEO)
In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
June 19, 2013
Global Immune Technologies, Inc.
/s/ J R Bruhjell
Jeffrey R. Bruhjell
Chief Financial Officer (CFO)
Principal Accounting Officer (PAO)