UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September~~March 3031, ~~2018~~2019

☐[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___________ to ______________

Commission File Number: 000-53047

GREENKRAFT, INC.

(Exact name of registrant as specified in its charter)

Nevada

20-8767728

(State or other jurisdiction

of incorporation)

(IRS Employer

Identification Number)

2530 S. Birch Street

Santa Ana, CA 92707 USA

(Address of principal executive offices)

(714) 545-7777

(Registrant’s telephone number, including area code)

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 preceding 12 months (or for 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 [ x [X] No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files). [xX] Yes [ ] No

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

Large Accelerated Filer [ ] Accelerated Filer [ ] Non-accelerated filer [xX] Smaller Reporting company [xX] Emerging Growth reporting company [ ]

If an emerging growth company, indicate by check mark 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 [xX] No

As of ~~December~~July 112, ~~2018~~ 2019 there were outstanding ~~105~~103,102,718 shares of the registrant’s common stock, $.001 par value.

TABLE OF CONTENTS

		Page
PART I	Financial Information
Item 1.	Financial Statements.
	Condensed Balance Sheets as of September 30, 2018 (unaudited) and December 31, 2017	4
	Condensed Balance Sheets as of March 31, 2019 (unaudited) and December 31, 2018	3
	Condensed Statements of Operations for the three and nine months ended September 30, 2018 and 2017 (unaudited)	5
	Condensed Statements of Operations for three months ended March 31, 2019 and March 31 2018 (unaudited)	4
	Condensed Statements of Cash Flows for the nine months Ended September 30, 2018 and 2017 (unaudited)	6
	Condensed statement of changes in stockholders’ deficit for the three months ended March 31, 2019 and March 31 2018 (unaudited)	5
	Notes to Condensed Financial Statements (Unaudited)	7
	Condensed Statements of Cash Flows for the Three Months Ended March 31, 2019 and 2018 (unaudited)	6
	Notes to Condensed Financial Statements (unaudited)	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	13
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	1615
Item 4.	Controls and Procedures	1615
PART II	Other Information
Item 1.	Legal Proceedings	1716
Item 1A.	Risk Factors	1716
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	1716
Item 3.	Default Upon Senior Securities	1716
Item 4.	Mine Safety Disclosures	17
Item 5.	Other Information	17
Item 6.	Exhibits	1817
Signatures		1918

PART I — FINANCIAL INFORMATION

ITEM 1 — FINANCIAL STATEMENTS

GREENKRAFT, INC

CONDENSED BALANCE SHEETS

	As of			As of
	3/31/2019			12/31/2018
		(unaudited)			(audited)
Assets
Current Assets
Cash	$	519,453		$	23,876
Accounts receivable, net of allowance for doubtful account of $0		3,600			3,600
Inventories, net		1,649,094			1,806,056
Right of use asset - current		118,032			-
Total Current Assets		2,290,179			1,833,532

Right of Use asset - Long Term		177,048			-
Property and equipment, net		151,647			154,383
Total Non- Current Assets		328,695			154,383

Total Assets	$	2,618,874		$	1,987,915

Liabilities and Stockholders’ Deficit
Current Liabilities
Accounts payable	$	17,104		$	3,399
Accounts payable - related party		280,000			250,000
Accrued liabilities		114,679			111,745
Deferred income		469,955			475,995
Convertible notes payable		3,500			5,500
Other liabilities		75,000			75,000
Short term debt CEC		240,000			240,000
Short term debt related party		100,000			-
Lease Liability - current		120,000			-
Deferred rent- current		-			831
Total Current Liabilities		1,420,238			1,162,470

Non-Current Liabilities
Deferred rent - net of current		-			8,000
Lease Liability- Long Term		180,000			-
Long term payable - related party Defiance		285,389			285,389
Long term payable - related party FWP		525,000			525,000
Long term payable - related party CEE		5,945			5,945
Long term loan - related party		1,901,916			1,901,916
Long term debt CEC		623,980			704,000
Total Non-Current Liabilities		3,522,230			3,430,250

Total Liabilities		4,942,468			4,592,720

Commitments and Contingencies		-			-
Shareholders’ Deficit
Common Stock, 400,000,000 shares authorized, 105,102,718 and 105,102,718 shares issued and outstanding, respectively		105,103			105,103
Additional Paid-In Capital		4,812,777			4,812,778
Accumulated Deficit		(7,241,474	)		(7,522,686	)
Total Stockholders’ Deficit		(2,323,594	)		(2,604,805	)

Total Liabilities and Stockholders’ Deficit	$	2,618,874		$	1,987,915

PART I -- FINANCIAL INFORMATION

ITEM 1 -- FINANCIAL STATEMENTS

GREENKRAFT, INC.

CONDENSED STATEMENTS ~~BALANCE~~OF ~~SHEETS~~OPERATIONS

	As of	As of
	9/30/2018	12/31/17
	(unaudited)	(audited)
Assets
Current Assets
Cash	$ 24,759	$ 18,339
Accounts receivable, net of allowance for doubtful account of $0	3,600	3,600
Inventories, net	2,021,283	1,496,082
Prepaid inventory	-	509,365
Total Current Assets	2,049,642	2,027,386
Property and equipment, net	54,462	62,669
Total Non- Current Assets	54,462	62,669
Total Assets	$ 2,104,104	$ 2,090,055
Liabilities and Stockholders' Deficit
Current Liabilities
Accounts payable	$ 7,136	$ 23,325
Accounts payable - related party	220,000	130,000
Accrued liabilities	104,115	108,219
Deferred income	475,995	475,995
Convertible notes payable	5,500	7,500
Other liabilities	75,000	75,000
Short term debt	505,000	240,000
Deferred rent- current	831	831
Total Current Liabilities	1,393,577	1,060,870
Non-Current Liabilities
Deferred rent - net of current	8,000	8,000
Long term payable - related party	2,718,250	2,718,250
Long term debt	924,000	924,000
Total Non-Current Liabilities	3,650,250	3,650,250
Total Liabilities	5,043,827	4,711,120
Commitments and contingencies	-	-
Shareholders' Deficit
Common Stock, 400,000,000 shares authorized, 105,102, 718 and 103,102,718 shares issued and outstanding, respectively	105,103	103,103
Additional Paid-In Capital	4,105,577	4,105,577
Accumulated Deficit	(7,150,403)	(6,829,745)
Total Stockholders' Deficit	(2,939,723)	(2,621,065)
Total Liabilities and Stockholders' Deficit	$ 2,104,104	$ 2,090,055

(Unaudited)

	As of March 31, 2019		As of March 31, 2018
Revenue	$	624,271	$	111,576
Cost of revenue		240,005		95,095
Gross Profit		384,266		16,481
Costs and expenses:
Selling, general and administrative		55,365		67,410
Payroll Expenses		21,601		48,167
Rent		26,089		30,000
Total costs and expenses		103,055		145,577
Income (Loss) from operations		281,211		(129,095	)

Net Income / (Loss)	$	281,211	$	(129,095	)

Basic income (loss) per share		0.00		(0.00	)
Weighted average number of common shares outstanding- Basic		105,103,718		104,569,385

Diluted Income per share		0.00		-
Weighted average number of common shares outstanding- Diluted		108,602,718		-

GREENKRAFT, INC.

Condensed Statement ~~Statements~~ of ~~Operations~~changes in stockholders’ deficit

Three months ended March 31, 2019 and 2018

(Unaudited)

		3 Months Ended September 30,				9 Months Ended September 30,
									Additional					Total
	2018		2017		2018		2017
		Common Stock							Paid-In		Accumulated			Stockholders’
Revenue		$ 14,691		$ 210,666		$ 333,649		$ 600,921
		Shares			Amount				Capital		Deficit			Deficit
Cost of revenue		5,947		154,881		264,272		413,163
Balance December 31, 2017			103,102,718		$	103,103			$	4,105,577	$	(6,829,745	)	$	(2,621,065	)
Gross Profit		8,744		55,785		69,377		187,758
Shares issued on conversion of debt			2,000,000			2,000				182,200					184,200
Commission Revenue				180,152				180,152
Net loss												(129,095	)		(129,095	)
Costs and expenses:
Balance March 31, 2018			105,102,718			105,103				4,287,777		(6,958,840	)		(2,565,960	)
Research and development	-			-	-			162
Net loss												(79,976	)		(79,976	)
Selling, general and administrative		120,330		144,435		390,035		1,296,888
Balance June 30, 2018			105,102,718			105,103				4,287,777		(7,038,816	)		(2,645,936	)
Total costs and expenses	120,330		144,435		390,035		1,297,050
Net loss												(111,587	)		(111,587	)
Income (Loss) from operations	(111,586)			91,502	(320,658)			(929,140)
Balance September 30, 2018			105,102,718			105,103				4,287,777		(7,150,403	)		(2,757,523	)
Other income (expense)
Forgiveness of debt										525,000					525,000
Interest (expense)		-		-		-		(87)
Net loss												(372,281	)		(372,281	)
Interest income		-		12,432		-		12,434
Balance December 31, 2018			105,102,718			105,103				4,812,777		(7,522,684	)		(2,604,804	)
Total Other income (expense)		-		12,432		-		12,347
Net income												281,211			281,211
Net Income / (Loss)		$ (111,586)		$ 103,934		$ (320,658)		$ (916,793)
Balance March 31, 2019			105,102,718		$	105,103			$	4,812,777	$	(7,241,473	)	$	(2,323,593	)
Basic and Diluted Income (Loss) per share		0.00		0.00		0.00		0.00
Basic Weighted average number of common shares outstanding		-		103,102,718		-		99,596,064
Diluted Weighted average number of common shares outstanding		105,102,713		110,602,718		105,102,713		107,096,064

GREENKRAFT, INC.

CONDENSED STATEMENT OF CASH FLOWS

(Unaudited)

	For the Nine Months Ended September 30
		As of March 31, 2019				As of March 31, 2018
		2018			2017
Operating Activities:
Operating Activities:
Net Income (loss)		$	281,211			$	(129,095	)
Net loss			$ (320,658)			$ (916,793)
Adjustments to reconcile net loss to net cash used in operating activities:
Adjustments to reconcile net loss to net cash used in operating activities:
Shared based compensation
Depreciation expense			82,~~207~~735			~~5,472~~	2,735
Stock based compensation expense						867,100
Change in operating assets and liabilities
Change in operating assets and liabilities
Inventory			-				(515,660	)
Accounts receivable			-			44,191
Prepaid Inventory			156,962				468,043
Inventory			(525,201)			54,664
Right of use asset, current			(118,032	)			-
Accounts payable			(16,189)			37,440
Right of use asset, long term			(177,048	)			-
Accounts payable- related party			90,000			80,000
Accounts payable			13,705				89,339
Accrued expense			(4,104)			4,682
Accounts payable- related party			30,000				30,000
Deferred income			-(6,040	)		~~(85,300)~~	-
Deferred Rent Expense			-			(501)
Accrued Liabilities			2,934				(3,185	)
Short term debt			(160,000)			(132,000)
Deferred Rent			(8,831	)			-
Prepaid inventory			509,365
Long term debt CEC			(80,019	)			(40,000	)
Net cash provided by (used in) operating activities			(418,580)			(41,045)
Lease Liability, current			120,000				-
Financing Activities:
Lease Liability, Long term			180,000				-
Borrowings (Repayments) under lines of credit			425,000			-
Net cash provided by (used in) Operating activities			397,577				(97,823	)
Net cash provided by financing activities			425,000			-
Financing Activities:
Net increase (decrease) in cash			6,420			(41,045)
Borrowings from line of credit - related party			100,000				100,000
Cash, Beginning of period			18,339			379,078
Payments on convertible note			(2,000	)			-
Cash, End of period			$ 24,759			$ 338,033
Net cash provided by (used in) financing activities			98,000				100,000
Non-cash conversion from deferred income to long-term debt						1,224,000
Net increase in cash			495,577				2,177
Debt converted to common stock			$ 2,000			$ -
Cash, Beginning of period			23,876				18,339
Notes Payable issued for services received			-			-
Cash, End of period		$	519,453			$	20,516
Issuance of new stocks						867,100
Cash paid for interest		$	-			$	-
Supplemental cash flow information:
Cash paid for income taxes		$	-			$	-
Cash paid for interest			$ -			$ 87
non-cash finance and investing activities:
Cash paid for income taxes			$ -			$ -
Shares issued for debt conversion		$	-			$	184,200

GREENKRAFT, INC.

Notes to Condensed Financial Statements (unaudited)

NOTE 1 – BASIS OF PRESENTATION

The included (a) condensed balance sheet as of December 31, ~~2017~~2018, which has been derived from audited financial statements, and (b) the unaudited condensed financial statements as of ~~September~~March 3031, ~~2018~~2019 and ~~2017~~2018, have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”), and should be read in conjunction with the audited financial statements and notes thereto contained in the Company’s December 31, ~~2017~~2018 Form 10-K on ~~April~~May 1610, ~~2018~~2019. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for future quarters or for the full year. Notes to the condensed financial statements which substantially duplicate the disclosure contained in the financial statements as reported in the Annual Report on Form 10-K for the year ended December 31, ~~2017~~2018 as filed on ~~April~~May 1610, ~~2018~~2019 have been omitted.

The accompanying condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and include all adjustments necessary for the fair presentation of the Company’s financial position for the periods presented.

The Company currently operates in one business segment. The Company is not organized by market and is managed and operated as one business. A single management team reports to the chief operating decision maker, the Chief Executive Officer, who comprehensively manages the entire business. The Company does not currently operate any separate lines of businesses or separate business entities.

Recently issued accounting pronouncements

Leases

FASB ASU 2016-02 Leases (Topic 842) – In February 2016, the FASB issued ~~guidance~~ASU ~~that~~2016-02, which requires alessees ~~lessee~~ to recognize almost ~~assets~~all ~~and liabilities arising from~~ leases on ~~the~~their balance sheet. ~~Previous~~as ~~GAAP~~a ~~did~~right-of-use ~~not~~asset ~~require~~and a lease ~~assets~~liability. ~~and~~For ~~liabilities~~income tostatement bepurposes, ~~recognized~~the ~~for~~FASB retained ~~most~~a ~~leases.~~dual ~~Additionally~~model, ~~companies~~requiring ~~are~~leases ~~permitted~~ to ~~make~~be anclassified ~~accounting~~as ~~policy~~either ~~election~~operating ~~not~~or tofinance. ~~recognize~~Classification ~~lease~~will ~~assets~~be ~~and~~based ~~liabilities~~on ~~for~~criteria that ~~leases~~are ~~with~~largely asimilar ~~term~~to ofthose 12applied ~~months~~in orcurrent ~~less.~~lease ~~For~~accounting, ~~both~~but ~~finance~~without ~~leases~~explicit ~~and~~bright ~~operating~~lines. ~~leases,~~Lessor ~~the~~accounting ~~lease~~is similar ~~liability~~to ~~should~~the becurrent ~~initially~~model, ~~measured~~but athas ~~the~~been ~~present~~updated ~~value~~to ofalign ~~the~~with ~~remaining~~certain ~~contractual~~changes ~~lease~~to ~~payments.~~the ~~The~~lessee ~~recognition,~~model ~~measurement~~ and ~~presentation~~the ofnew ~~expenses~~revenue ~~and~~recognition standard. ~~cash~~This ~~flows~~ASU ~~arising~~is ~~from~~effective afor ~~lease~~fiscal byyears abeginning ~~lessee~~after ~~will~~December ~~not~~15, ~~significantly~~2018, ~~change~~including ~~under~~interim ~~this~~periods ~~new~~within ~~guidance~~those fiscal years. ~~This~~We ~~new~~have ~~guidance~~adopted isthe ~~effective~~above ~~for~~ASU us as of ~~the~~January ~~first~~1, ~~quarter~~2019. The right of ~~fiscal~~use ~~year~~asset ~~2020.~~and ~~The~~lease ~~Company~~liability ishave ~~evaluating~~been recorded at the present ~~effect~~value ~~that~~of ~~this~~the ~~ASU~~future ~~will~~minimum ~~have~~lease onpayments, ~~its~~utilizing ~~financial~~a ~~statements~~5% ~~and~~average ~~related~~borrowing ~~disclosures~~rate.

~~Compensation~~The Company –is ~~Stock~~using ~~Compensation~~the transition relief provided by the Financial Accounting Standards Board (FASB) for ASU 2016-02 at their November 29, 2017 meeting related to applying ASC 840 for comparative periods, providing the disclosures required by ASC 840 for the comparative periods and recognizing the effects of applying ASC 842 as a cumulative-effect adjustment to retained earnings as of January 1, 2019.

In May 2017, the FASB issued Accounting Standards Update No. 2017-09 (ASU 2017-09), Compensation — Stock Compensation (Topic 718) Scope of Modification Accounting. The amendments in ASU 2017-09 provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The adoption of ASU 2017-09 which became effective for annual periods beginning after December 15, 2017 and for interim periods within those annual periods. ASU 2017-09 is not expected to have any impact on the Company’s financial statement presentation or disclosures.

Cash Receipts and Cash Payments

In August 2016, the FASB issued ASU No. 2016-15, Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 clarifies the presentation and classification of certain cash receipts and cash payments in the statement of cash flows. This ASU is effective for public business entities for fiscal years, and interim periods within those years, beginning after December 15, 2017. The Company believes there is no impact related to ASU 2016-15 on its financial statements and related disclosures.

Income Tax

In October 2016, the FASB issued ASU No. 2016-16—Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory. This ASU improves the accounting for the income tax consequences of intra-entity transfers of assets other than inventory. For public business entities, the amendments in this update are effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. The Company does not anticipate that the adoption of this ASU will have a significant impact on its financial statements.

The Company believes that other recently issued accounting pronouncements and other authoritative guidance for which the effective date is in the future either will not have an impact on its accounting or reporting or that such impact will not be material to its financial position, results of operations and cash flows when implemented.

~~NOTE 2 - SIGNIFICIANT ACCOUNTING POLICIES AND PRACTICE~~7

NOTE 2 - SIGNIFICIANT ACCOUNTING POLICIES AND PRACTICES

Reclassifications - Certain prior year amounts have been reclassified to conform with the current year presentation.

Use of estimates – The preparation of financial statements in conformity with accounting principles generally accepted in the United States necessarily requires management to make estimates and assumptions that affect the amounts reported in the financial statements. We regularly evaluate estimates and judgments based on historical experience and other relevant facts and circumstances. Actual results could differ from those estimates.

Fair Value Measurements

The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the condensed consolidated statements of operations. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date. ~~As of September 30, 2018 and December 31, 2017 there were no derivative financial instruments recorded in the financial statements.~~

Fair Value of Financial Instruments

As required by the Fair Value Measurements and Disclosures Topic of the FASB ASC 820, fair value is measured based on a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows:

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities;

Level 2: Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability; and

Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (supported by little or no market activity).

Fair value estimates discussed herein are based upon certain market assumptions and pertinent information available to management as of ~~September~~March 3031, ~~2018~~2019 and December 31, ~~2017~~2018. The respective carrying value of certain on-balance-sheet financial instruments approximate their fair values. These financial instruments include cash, prepaid expenses and accounts payable. Fair values were assumed to approximate carrying values for cash and payables because they are short term in nature and their carrying amounts approximate fair values or they are payable on demand except as noted in the table shown below.

The following table summarize items measured at fair market value during the period ended March 31, 2019:

	Level 1		Level 2		Level 3		Total
Lease	$	-	$	-	$	300,000	$	300,000
Total	$	-	$	-	$	300,000	$	300,000

Concentration of credit risk –Financial instruments which potentially subject the Company to concentrations of credit risk consist of cash and trade receivables. The Company places its cash with high credit quality financial institutions. At times, such cash may be in excess of the FDIC limit. With respect to trade receivables, the Company routinely assesses the financial strength of its customers and, as a consequence, believes that the receivable credit risk exposure is limited.

Accounts Receivable – Trade accounts receivable consist of amounts due from the sale of trucks and parts. Accounts receivable are uncollateralized customer obligations due under normal trade terms requiring payment within 90 days of receipt of the invoice. The Company provides an allowance for doubtful accounts equal to the estimated uncollectible amounts based on historical collection experience and a review of the current status of trade accounts receivable. At ~~September~~March 3031, ~~2018~~2019 and December 31, ~~2017~~2018, the Company characterized $0 and $0 as uncollectible, respectively. At ~~September~~March 3031, ~~2018~~2019, ~~and December 31, 2017~~ the accounts receivable, $3,600 represents one customer from the sale of parts.

Inventories – Inventories are primarily raw materials. Inventories are valued at the lower of, cost as determined on a weighted average cost basis, or market. Market value is determined by reference to selling prices after the balance sheet date or to management’s estimates based on prevailing market conditions. Management writes down the inventories to market value if it is below cost. Management also regularly evaluates the composition of its inventories to identify slow-moving and obsolete inventories to determine if valuation allowance is required. Costs of raw material inventories include purchase and related costs incurred in bringing the products to their present location and condition. No allowance was deemed necessary by management as of March 31, 2019 and 2018, respectively.

Property and equipment – Property and equipment are carried at the cost of acquisition or construction and depreciated over the estimated useful lives of the assets. Costs associated with repair and maintenance are expensed as incurred. Costs associated with improvements which extend the life, increase the capacity or improve the efficiency of the property and equipment are capitalized and depreciated over the remaining life of the related asset. Gains and losses on dispositions of equipment are reflected in operations. Depreciation is provided using the straight-line method over the estimated useful lives of the assets, which are ten years for all the equipment held by the Company. Depreciation expense of $2,735 and $2,735 are recognized for the ~~three~~quarters ~~months~~ ended ~~September~~March 3031, 2019 ~~2018~~ and ~~2017, respectively. The depreciation expense for nine months ended September 30,~~ 2018 ~~and 2017 is $8~~,~~207~~ ~~and $5,472,~~ respectively.

Research and development – Costs incurred in connection with the development of new products and manufacturing methods are charged to selling, general and administrative expenses as incurred. During the ~~three~~quarter ~~months~~ ended ~~September~~March 3031, ~~2018~~2019 and ~~2017~~2018, $0 and $0, respectively, ~~and~~were ~~for~~expensed ~~nine~~as ~~months~~research ~~ended September 30, 2018~~ and ~~2017~~development ~~the amounts were $0 and $162, respectively~~costs.

Long Lived Assets - In accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 360, Property, Plant and Equipment, the Company tests long-lived assets or asset groups for recoverability when events or changes in circumstances indicated that their carrying amount may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant decreases in the market price of the asset; significant adverse changes in the business climate or legal factors; accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of the asset; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset; and a current expectation that the asset will more likely than not be sold or disposed significantly before the end of its estimated useful life.

Recoverability is assessed based on the carrying amount of the asset and its fair value which is generally determined based on the sum of the undiscounted cash flows expected to result from the use and the eventual disposal of the asset, as well as specific appraisal in certain instances. No allowance was deemed necessary by management as of March 31, 2019 and 2018, respectively.

Revenue recognition - Greenkraft recognizes revenue when persuasive evidence of an arrangement exists, products and/or services have been delivered, the sales price is fixed or determinable, and collectability is reasonably assured. This typically occurs when the product is shipped or delivered to the customer. Cash payments received prior to delivery of products are deferred until the products are delivered. Also, there was funding for the incremental cost of the vehicles was provided by the California Energy Commission (CEC). The CEC provides up to (i) $20,000 per vehicle that are up to 26,000 LBS GVWR and (ii) $26,000 per vehicle that are over 26,000 LBS GVWR. These funds are paid directly to the Company and taken in as deposits until actual delivery of the vehicles at which time it is deemed revenue. The Company has received previously $2,024,000 million from the CEC related to the sale of CNG and propane trucks as of December 31, 2017 and December 31, 2016. Because of the age of the incentives received, the previously received $1.284 million from CEC will be returned in order to be replaced with new current incentives that buyers can apply for. Therefore, company has converted the deferred income of $1.284 million to debt as of December 31, 2017. This incentive amount will be returned at a rate of $20,000 per month for 64 months. The company has already returned $280,000. The new current incentives are available at a rate of $11,000 per vehicle for over 14,000 lbs that buyers can apply to for Greenkraft CNG truck purchases. There are also other new incentives available for Greenkraft trucks through other agencies from $25,000 to $100,000. The amount of short term debt is $240,000 and long term debt is $924,000 as of December 31, 2017. As of September 30, 2018 the short term debt is $80,000 and long term debt of $924,000.9

Revenue recognition – The Company recognizes revenue in accordance with ASC 606, “Revenue from Contracts with Customers” (“ASC 606”). In accordance with ASC 606, the Company applies the following methodology to recognize revenue:

	i.	Identify the contract with a customer.

	ii.	Identify the performance obligations in the contract.

	iii.	Determine the transaction price.

	iv.	Allocate the transaction price to the performance obligations in the contract.

	v.	Recognize revenue when (or as) the entity satisfies a performance obligation.

Accordingly, the Company recognizes specific components of revenue as described below:

1. Parts – Performance obligation to deliver “X” parts are recognized as products are shipped. Typically there is not a large volume of parts (recently), thus contract price allocated to performance obligations (ratable parts) as shipped.

2. Service – “Right to invoice” practical expedient pursuant to 606-10-55-18, billed at hourly rates plus parts.

3. Trucks – Performance obligation to deliver system. Recognition of revenue at a point in time, given recognition over time criteria not met pursuant to 606-10-25-24. Final transfer of control passed to customer upon receipt and final acceptance. When the truck is accepted by the customer the final invoice is issued and all deferred revenue is recognized along with the related work in process costs for the truck. Trucks generally take 90 days to manufacture, assemble and then ship to our various customers. As of March 31, 2019 and December 31, 2018 customer deposits were $469,955 and $475,995 respectively.

Income taxes - Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. These assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to reverse.

We have net operating loss carry forwards available to reduce future taxable income. Future tax benefits for these net operating losses carry forwards are recognized to the extent that realization of these benefits is considered more likely than not. To the extent that we will not realize a future tax benefit, a valuation allowance is established.

Earning or Loss per Share - The Company accounts for earnings per share pursuant to ASC 260, Earnings per Share, which requires disclosure on the financial statements of "“basic"” and "“diluted"” earnings (loss) per share. Basic earnings (loss) per share are computed by dividing net income (loss) by the weighted average number of common shares outstanding for the year. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares outstanding plus common stock equivalents (if dilutive) related to stock options and warrants for each year. As there was a net income ~~loss~~ for the ~~three~~quarter ~~months~~ ended March 31, 2019, basic and ~~nine~~diluted ~~months~~income per share are calculated separately. As there was a net loss for the quarter ended ~~September~~March 3031, 2018, basic and diluted loss per share are the same.

Related Parties - A party is considered to be related to the Company if the party directly or indirectly or through one or more intermediaries, controls, is controlled by, or is under common control with the Company. Related parties also include principal owners of the Company, its management, members of the immediate families of principal owners of the Company and its management and other parties with which the Company 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.

NOTE 3 – INVENTORY

Inventory principally consists of the cost of parts purchased and assembled during the ~~nine~~three months ended ~~September~~March 3031, ~~2018~~2019 and year ended December 31, ~~2017~~2018 for the assembly of the fuel-efficient vehicles to sell to the customers.

	September 30, 2018		December 31, 2017
	March 31, 2019			December 31, 2018
Raw materials	$	~~$ 2~~1,~~021~~649,~~283~~094		$	$ 1,~~496~~806,~~082~~056
Prepaid Inventory		-			509,365
Total Inventory		1,649,094			1,806,056
		$ 2,021,283			$ 2,005,447

NOTE 4- –PROPERTY ~~RELATED~~AND ~~PARTY TRANSACTIONS~~ EQUIPMENT

~~The~~For the ~~Defiance~~three ~~Company,~~months ~~LLC~~ended isMarch ~~owned~~31, by2019 ~~the Company’s president~~ and ~~controlling~~December ~~stockholder. As of September 30~~31, 2018, ~~accounts~~depreciation ~~payable~~expense toof ~~Defiance~~fixed isassets ~~$285,389~~totaled ~~for~~approximately ~~amounts paid by Defiance Company~~$2,735 and ~~LLC on behalf of Greenkraft~~$2, ~~which is the same amount as of December 31~~735, ~~2017~~respectively.

As of September 30, 2018, and December 31, 2017, Greenkraft has notes payable for a total of $1,901,916, to its President and his related entities. All amounts are due on demand, unsecured and do not bear interest.

	March 31, 2019			December 31, 2018
Equipment	$	229,193		$	229,193
Less: Accumulated Depreciation		(77,546	)		(74,810	)
Total	$	151,647		$	154,383

~~The~~NOTE 5 ~~Company’s~~– ~~president~~RELATED isPARTY a member of CEE, LLC which performs emission testing services. During the three months ended September 30, 2018, Greenkraft did not have any services performed by CEE, LLC and as of September 30, 2018 and December 31, 2017, Greenkraft owed CEE the amount of $5,945 for insurance. TRANSACTIONS

~~First~~The Defiance ~~Warner~~Company, ~~Properties~~ LLC is ~~the~~owned ~~owner~~by ofthe ~~2215 S. Standard Ave Santa Ana CA 92707. The company~~Company’s president isand acontrolling ~~member of First Warner~~stockholder. ~~Greenkraft~~As ~~leased the property as assembly plant from First Warner. The term~~ of ~~the~~March ~~lease~~31, ~~agreement is from July 2014 to July~~ 2019, ~~with~~accounts apayable to ~~monthly~~Defiance ~~rent~~is of $27285,~~500.~~389 Asfor ofamounts ~~September~~paid ~~30,~~by ~~2018~~Defiance ~~and December 31~~Company, ~~2017,~~LLC ~~Greenkraft~~on ~~owed~~behalf ~~$525,000~~of ~~to First Warner Properties LLC.~~ Greenkraft, ~~terminated~~which is the ~~lease~~same ~~agreement~~amount ~~with~~as ~~First Warner Properties LLC at the end~~ of ~~August~~December 31, ~~2017~~2018.

~~First~~As of ~~Standard~~March ~~Real~~31, ~~Estate~~2019, ~~LLC~~and isDecember ~~the owner of 2530 South Birch Street~~31, ~~Santa Ana~~2018, ~~CA 92707.~~ Greenkraft ~~president~~has isnotes apayable ~~member~~for ~~of First Standard Real Estate LLC. Greenkraft leased~~ a ~~portion~~total of ~~the~~$1,901,916, ~~building~~to ~~designated~~its asPresident ~~20,000~~and ~~square~~his ~~feet garage area~~related entities. ~~The~~All ~~term~~amounts ofare ~~the~~due ~~lease~~on ~~agreement is from September 1~~demand, ~~2017~~unsecured toand ~~September~~do ~~30,~~not ~~2021,~~bear ~~with a monthly rent of $10,000~~interest. AsThis ofamount ~~September~~is ~~30,~~classified ~~2018~~as ~~and~~a ~~December~~long-term ~~31,~~liability as ~~2017,~~the ~~Greenkraft~~Company’s ~~owed~~President ~~$220,000~~does ~~and~~not ~~$130,000~~expect torepayment ~~First~~during ~~Standard~~the ~~Real~~next ~~Estate~~12 ~~LLC, respectively~~months.

~~NOTE~~The Company’s 5president –is ~~LINE~~a OFmember ~~CREDIT~~ of CEE, LLC which performs emission testing services. During the three months ended March 31, 2019, Greenkraft did not have any services performed by CEE, LLC and as of March 31, 2019 and December 31, 2018, Greenkraft owed CEE the amount of $5,945 for insurance.

During the nine months ended September 30, 2018 the company used a line of credit for $425,000 from the CEO. The line of credit is non-interest bearing and currently there are no repayment terms.

~~NOTE~~First Warner 6Properties –LLC ~~CONVERTIBLE~~is ~~NOTES~~the owner of 2215 S. Standard Ave Santa Ana Ca 92707. The company’s president is a member of First Warner. Greenkraft leased the property as assembly plant from First Warner. The term of the lease agreement was from July 2014 to July 2019, with a monthly rent of $27,500. Greenkraft terminated the lease agreement with First Warner Properties LLC at the end of August 2016. As of March 31, 2019 and December 31, 2018, Greenkraft owed $525,000 to First Warner Properties LLC. The debt does not require interest and there is no maturity date at this time.

~~Convertible~~First Standard ~~promissory~~Real ~~notes~~Estate ~~were~~LLC ~~issued~~is in the ~~aggregate~~owner ~~amount~~ of ~~$15~~2530 South Birch Street,~~000~~ inSanta ~~October~~Ana, ~~2015~~CA ~~for~~92707. ~~the~~Greenkraft’s president ~~marketing~~is ~~and~~a member ~~advertising~~of ~~services~~First ~~received~~Standard inReal ~~2015~~Estate LLC. ~~The~~Greenkraft ~~term~~leased a portion of the ~~notes~~building isdesignated ~~due~~as on20,000 ~~demand~~square feet garage area. ~~Simple~~The ~~interest~~term of 1%the lease agreement is ~~payable~~from ~~upon~~September ~~demand.~~1, ~~Prior~~2016 to ~~maturity~~September ~~the~~30, ~~notes~~2021, ~~may~~with bea ~~converted~~monthly ~~for~~rent ~~common~~of ~~stock~~$10,000. atAs aof ~~conversion~~March 31, ~~price~~2019 ofand December 31, 2018, Greenkraft owed $0280,000 and $250,000 to First Standard Real Estate LLC, respectively.~~001.~~

~~The~~NOTE 6 ~~Company~~– ~~evaluated~~LINE ~~the~~OF embedded conversion feature within the above convertible notes under ASC 815-15 and ASC 815-40 and determined the embedded conversion feature does not meet the definition of a derivative liability. Then the Company evaluated the conversion feature for a beneficial conversion feature at inception. The Company accounted for the intrinsic value of a Beneficial Conversion Feature inherent to the convertible note payable and a total debt discount of $15,000 was recorded. CREDIT

AsDuring the ofquarter ~~September~~ended ~~30,~~March ~~2018 and December~~ 31, ~~2017,~~2019 ~~convertible~~the ~~notes~~company ~~had~~used a ~~balance~~line of ~~$5,500~~credit ~~and~~for $7100,~~500~~000 ~~respectively~~from ~~net~~the ~~of $0 unamortized debt discount~~CEO.

~~During~~NOTE 7 ~~the~~– ~~nine~~CONVERTIBLE ~~months ended September 30, 2018, the holder of a convertible note converted $2,000 of the convertible note payable into 2,000,000 common shares.~~NOTES

~~NOTE~~As of 7March –31, ~~COMMITMENT~~2019 ~~AND~~and ~~CONTINGENCIES~~December 31, 2018 convertible notes had a balance of $3,500 and $5,500 respectively.

The outstanding ~~Company~~note ~~leases~~is ~~space~~convertible ~~for~~at ~~its offices and warehouse under~~ a ~~lease~~rate ~~expiring 5 years after September 1, 2017. Rent expense was $120,000 per year, payable in installments~~ of $~~10,000 per month~~0.001 ~~The~~into ~~future~~shares ~~minimum~~of ~~lease~~common ~~payments under the operating lease is listed below. The rent expense for three and nine months ended September 30, 2018 and 2017 was $30,000 and $90,000 respectively.~~stock

Years ending December 31,		Amount
2018		30,000
2019		120,000
2020		120,000
2021 and thereafter		70,000
Total		$ 340,000

$2,000 of the convertible note was paid back during the quarter ended March 31, 2019.

NOTE 8 -– ~~Equity~~COMMITMENT AND CONTINGENCIES

~~Common~~The Company ~~Stock~~leases space for its offices and warehouse under a lease expiring 5 years after September 1, 2017. Rent expense was $120,000 per year, payable in installments of $10,000 per month. The future minimum lease payments under the operating lease is as follows:

The Company has authorized 400,000,000 shares and has 105,102,718 shares of common stock issued and outstanding as of September 30, 2018. No shares were issued during the 3 months ended September 30, 2018 and that 2,000,000 shares were issued during the 9 months ended September 30, 2018 for the conversion of a convertible note and 6,670,000 shares were issued during year ended December 31, 2017 as stock based compensation.

Years ending December 31,	Amount

2019		90,000
2020		120,000
2021		80,000

Total	$	290,000

~~NOTE~~As discussed 9in –Note ~~Short~~1, ~~term~~the Company adopted ASU 2016-02 related to leases as of January 1, 2019. The Company is using the transition relief discussed in Note 1 for current quarter accounting treatment. Rent expense was $26,089 and ~~Long~~$30,000 ~~term~~for ~~Debt~~the quarter ended March 31, 2019 and 2018, respectively.

AsNOTE 9 of– ~~September~~SUBSEQUENT ~~30, 2018 we have short term debt of $80,000 and long term debt of $924,000 to the CEC and as of December 31, 2017 we have a short term debt of $240,000 and long term debt of $924,000.~~ EVENTS

~~NOTE~~On May 108, –2019 ~~SUBSEQUENT~~we ~~EVENTS~~purchased 2,000,000 shares back from the debt that had been converted in 2018 for $5,000.

Management has evaluated subsequent events from the balance sheet date through the date the financial statements were available to be issued and determined that no other material subsequent events have transpired.

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

Safe Harbor Statement

This report on Form 10-Q contains certain forward-looking statements. All statements other than statements of historical fact are “forward-looking statements” for purposes of these provisions, including any projections of earnings, revenues, or other financial items; any statements of the plans, strategies, and objectives of management for future operation; any statements concerning proposed new products, services, or developments; any statements regarding future economic conditions or performance; statements of belief; and any statement of assumptions underlying any of the foregoing. Such forward-looking statements are subject to inherent risks and uncertainties, and actual results could differ materially from those anticipated by the forward-looking statements.

These forward-looking statements involve significant risks and uncertainties, including, but not limited to, the following: competition, promotional costs, and risk of declining revenues. Our actual results could differ materially from those anticipated in such forward-looking statements as a result of a number of factors. These forward-looking statements are made as of the date of this filing, and we assume no obligation to update such forward-looking statements. The following discusses our financial condition and results of operations based upon our financial statements which have been prepared in conformity with accounting principles generally accepted in the United States. It should be read in conjunction with our financial statements and the notes thereto included elsewhere herein.

The following discussion should be read in conjunction with our financial statements, including the notes thereto, appearing elsewhere in this Form 10-Q. The discussions of results, causes and trends should not be construed to imply any conclusion that these results or trends will necessarily continue into the future.

Results of Operations for the three ~~and nine~~ months ended ~~September~~March 3031, ~~2018~~2019 compared to the three ~~and nine~~ months ended ~~September~~March 3031, ~~2017~~2018

Working Capital

	Nine months Ended		Nine months Ended
		Three Months Ended March 31, 2019		Three Months Ended March 31, 2018
	September 30,		September 30,
Current Assets		$	2,290,170	$	1,833,532
	2018		2017
Current Liabilities			1,420,238		1,162,470
Current Assets	$ 2,049,642		$ 1,773,835
Working capital (deficit)			869,941		671,062
Current Liabilities	1,393,577		1,116,936
Working capital (deficit)	656,065		656,899

As at ~~September~~March 3031, ~~2018~~2019, we had working capital of $~~656~~869,~~065~~941 ~~compared~~and ~~with the working capital deficit of~~ $~~656~~671,~~899~~062 asat ofDecember ~~September 30~~31, ~~2017~~2018.

Cash Flows
	Nine months Ended September 30, 2018	Nine months Ended September 30, 2017
Cash Flows Provided by (Used in) Operating Activities	$ (418,580)	$ (41,045)
Cash Flows Provided by Investing Activities	-
Cash Flows provided (used) in Financing Activities	425,000
Net Increase (decrease) in Cash During Period	6,420	(41,045)

Cash Flows

Cash flow from Operating Activities

	Three Months Ended March 31, 2019		Three Months Ended March 31, 2018

Cash Flows Provided by (Used in) Operating Activities	$	397,576	$	(97,823	)
Cash Flows Provided by Investing Activities		-		-
Cash Flows provided (used) in Financing Activities		98,000		100,000
Net Increase in Cash During Period		495,577		2,177

~~During~~Cash flow ~~the~~from ~~three~~Operating months ended September 30, 2018, the net cash used by operating activities totaled $185,048 compared to the cash used total $66,274 during the three months ended September 30, 2017. This was due to Greenkraft assembling new trucks.Activities

During the ~~nine~~quarter ~~months~~ ended ~~September~~March 3031, ~~2018~~2019, the net cash ~~used~~ provided by operating activities totaled $~~418~~397,~~580~~576 compared to the cash ~~provided~~ used total $4197,~~045~~ 823 during the ~~nine~~quarter ~~months~~ ended ~~September~~March 3031, ~~2017~~2018.

Cash flow from Investing Activities

During the ~~three~~quarter ~~months~~ ended ~~September~~March 3031, ~~2018~~2019 and ~~2017~~2018, the net cash provided by investing activities totaled $0.

~~During~~Cash flow ~~the~~from ~~nine~~Financing ~~months ended September 30, 2018 and 2017, the net cash provided by investing activities totaled $0.~~ Activities

~~Cash~~During the ~~flow~~quarter ended March 31, 2019, the net cash provided by financing activities total $ 98,000 and $100,000 from ~~Financing~~line ~~Activities~~compared with total $0 during the quarter ended March 31, 2018.

~~During the three months ended September 30, 2018, the net cash provided by financing activities total $75,000 compared with total $0 during the nine months ended September 30, 2017.~~Operation

During the nine months ended September 30, 2018, the net cash provided by financing activities total $425,000 compared with total $0 during the nine months ended September 30, 2017.

	Three Months Ended March 31, 2019		Three Months Ended March 31, 2018

Revenue	$	624,271	$	111,576
Cost of revenue		240,005		95,095
Gross profit		384,266		16,481
Operation expense		103,055		145,576
Income (loss) from operation	$	281,211	$	(129,095	)

14Revenues

Operations
	Nine months Ended September 30, 2018	Nine months Ended September 30, 2017
Revenue	$ 333,649	$ 600,921
Cost of revenue	264,272	413,163
Gross profit	69,377	187,758
Commission revenue		180,152
Operation expense	(390,035)	(1,297,050)
Income (loss) from operations	$ (320,658)	$ (929,140)

We earned revenues of $624,271 during the three months ended March 31, 2019 compared to earning revenues of $111,576 during the same period in 2018, which is due more truck sales for the three months ended March 31, 2019.

~~Revenues~~Operation Expenses

WeOur total ~~earned~~operating ~~revenues~~expenses ofdecreased from $14145,~~691~~577 ~~during~~to $103,055 for the three months ended ~~September~~March 3031, ~~2018~~2019 compared to ~~earning~~the same ~~revenues~~period ofin ~~$210,666~~2018. ~~during~~The reason for the ~~same~~decrease ~~period~~was in ~~2017~~an effort to decrease operational costs.

~~We earned revenues of $333,649 during the nine months ended September 30, 2018 compared to earning revenues of $600,921 during the same period in 2017.~~14

~~Operation Expenses~~Liquidity

~~Our~~During the ~~total~~quarter ~~operating~~ended ~~expenses~~March ~~decreased~~31, 2019, the Company had income from ~~$144,635~~continuing tooperations of $~~120~~384,~~330~~266, ~~for~~net ~~three~~income ~~months~~of ~~ended September 30~~$281,211, ~~2018~~stockholders’ deficit ~~compared~~of to$2,323,594 ~~the~~and ~~same~~working ~~period~~capital inof ~~2017~~$869,941.

~~Our~~Based on ~~total~~the ~~operating~~financial ~~expenses~~support ~~decreased~~letter from $1the CEO of Greenkraft,~~297~~ he and his related party entities have no present or future plans or intentions to (A) liquidate Greenkraft,~~050~~ Inc.; (B) sell or otherwise dispose of all, or a significant portion of, its investment in the Company or otherwise change its capital structure; (C) discontinue providing financial support to Greenkraft, Inc; or (D) pursue the collection if the company has cash flow issues. Also, the company has $~~390~~240,~~035~~000 government incentives as deferred revenue in current liability. Based on the cash burn calculation, the Company is expected to have sufficient cash flow to cover the normal business operation for ~~nine~~the ~~months~~twelve month-ended ~~September~~March 3031, ~~2018~~2019. ~~compared~~In the next 12 months, the Company will continue to receive sales orders, recognize revenue by selling the ~~same~~qualified ~~period~~trucks infor ~~2017~~the government incentive program, and committed financial support from the owner and his related parties to fund its ongoing operations until the Company is able to meet its own obligation as they become due.

Other income and (expense)
	Nine months ended September 30, 2018	Nine months ended September 30, 2017
Interest expense	$ -	$ (87)
Interest income	-	12,434
Net other income (expense)	$ -	$ 12,347

Off-Balance Sheet Arrangements

~~Interest~~As of ~~Expense~~March 31, 2019, we had no off-balance sheet transactions that have or are reasonably likely to have a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

~~The~~Item 3. ~~interest~~Quantitative ~~expenses~~and ~~decreased~~Qualitative ~~from~~Disclosures ~~$87~~About toMarket ~~$0 for the nine months ended September 30, 2018 compared to the same period in 2017.~~ Risk

~~Liquidity~~As a smaller reporting company we are not required to provide the information called for by this Item 3

~~During~~ITEM 4. ~~the~~CONTROLS ~~three~~AND months ended September 30, 2018, the Company had a loss from continuing operations and a net loss of $(111,586) and income from continuing Statement of operations shows $91,502 and net income of $103,934 during the three months ended September 30, 2017.PROCEDURES

We carried out an evaluation required by Rule 13a-15 of the Exchange Act under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness of the design and operation of the Company’s “disclosure controls and procedures” and “internal control over financial reporting” as of the end of the period covered by this Report.

~~During the nine months ended September 30, 2018, the Company had a loss from continuing operations and a net loss~~ Evaluation of ~~$(320,658)~~disclosure ~~and~~controls ~~a loss from continuing operations of $(929,140)~~ and ~~a net loss of $(916,793) during the nine months ended September 30, 2017.~~procedures

~~Based~~We maintain ondisclosure ~~the~~controls ~~financial support letter from the CEO of Greenkraft, he~~ and ~~his~~procedures ~~related~~as ~~party~~defined ~~entities~~in ~~have~~Rules ~~no present or future plans or intentions to~~ 13a-15(Ae) ~~liquidate~~and ~~Greenkraft, Inc.;~~ 15d-15(Be) ~~sell or otherwise dispose~~ of ~~all,~~the orExchange aAct ~~significant~~that ~~portion~~are ~~of,~~designed to ~~its~~ensure ~~investment~~that ininformation ~~the~~required ~~Company~~to orbe ~~otherwise~~disclosed ~~change~~in ~~its~~our ~~capital~~reports ~~structure;~~filed ~~(C)~~or ~~discontinue~~submitted ~~providing financial support~~ to ~~Greenkraft, Inc; or (D) pursue~~ the ~~collection~~SEC ifunder the ~~company~~Exchange ~~has~~Act ~~cash~~is ~~flow issues. Also~~recorded, ~~the company has $200~~ processed,~~000~~ insummarized ~~government~~and ~~incentives~~reported aswithin ~~deferred~~the ~~revenue~~time inperiods ~~current~~specified ~~liabilities.~~by ~~Based on~~ the ~~cash~~SEC’s ~~burn~~rules ~~calculation~~and forms, ~~the~~and ~~Company~~that information is ~~expected~~accumulated toand ~~have~~communicated ~~sufficient cash flow~~ to ~~cover~~management, ~~the~~including ~~normal business operation for~~ the ~~next~~principal ~~twelve~~executive ~~months.~~and Infinancial ~~the~~officer ~~next~~as ~~12 months~~appropriate, ~~the~~to ~~Company~~allow timely ~~will~~decisions ~~continue~~regarding torequired ~~receive~~disclosures. ~~sales~~Our ~~orders,~~principal ~~recognize~~executive ~~revenue~~officer byand ~~selling~~principal ~~the~~financial ~~qualified~~officer ~~trucks~~evaluated ~~for~~ the effectiveness ~~government~~of ~~incentive~~disclosure ~~program,~~controls and ~~committed~~procedures ~~financial~~as ~~support~~of ~~from~~ the ~~owner~~end ~~and~~of ~~his~~the ~~related~~period ~~parties~~covered toby ~~fund~~this ~~its~~Annual ~~ongoing~~Report ~~operations until~~ (the ~~Company~~“Evaluation Date”), ispursuant ~~able~~ to ~~meet~~Rule ~~its~~13a-15(b) ~~own~~under ~~obligation~~the asExchange ~~they become due~~Act.

~~Off-Balance~~Based on ~~Sheet~~that ~~Arrangements~~evaluation, our principal executive officer and principal financial officer concluded that, as of the Evaluation Date, our disclosure controls and procedures were not effective to ensure 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 SEC’s rules and forms, and that such information is accumulated and communicated to management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure, due to material weaknesses in our control environment and financial reporting process.

As of September 30, 2018, we had no off-balance sheet transactions that have or are reasonably likely to have a current or future effect on our financial condition, changes in our financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources. 15

~~Item~~Limitations on 3.the ~~Quantitative~~Effectiveness ~~and~~of ~~Qualitative Disclosures About Market Risk.~~Controls

AsOur management, including our principal executive officer and principal financial officer, do not expect that our Disclosure Controls and internal controls will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a ~~smaller~~control system ~~reporting~~must ~~company~~reflect wethe fact that there are ~~not~~resource ~~required~~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 the ~~information~~Company ~~called~~have ~~for~~been detected. These inherent limitations include the realities that judgments in decision- making can be faulty, and that breakdowns can occur because of a simple error or mistake. Additionally, controls can be circumvented by ~~this~~the ~~Item~~individual 3acts of some persons, by collusion of two or more people, or by management or board override of the control.

~~ITEM~~The design 4.of ~~CONTROLS~~any ~~AND~~system ~~PROCEDURES~~of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.

~~We carried out an evaluation required by Rule 13a-15~~ Because of the ~~Exchange~~inherent ~~Act~~limitations ~~under~~in ~~the~~a ~~supervision~~cost-effective ~~and~~control ~~with the participation of our management~~system, ~~including~~misstatements ~~our~~due ~~principal~~to ~~executive~~error ~~officer~~or ~~and~~fraud ~~principal~~may ~~financial~~occur ~~officer, of the effectiveness of the design~~ and ~~operation~~not ofbe ~~the Company’s “disclosure controls and procedures” and “internal control over financial reporting” as of the end of the period covered by this Report~~detected.

~~Evaluation~~Changes in ofinternal ~~disclosure~~ controls ~~and procedures.~~

WeThere were ~~maintain~~no ~~disclosure~~changes ~~controls~~in ~~and~~our ~~procedures~~internal ascontrol ~~defined~~over infinancial ~~Rules~~reporting ~~13a-15(e)~~during ~~and 15d-15(e) of~~ the ~~Exchange~~three ~~Act~~months ~~that~~ended ~~are~~March ~~designed~~31, to2019 ~~ensure~~ that ~~information~~materially affected, ~~required~~or toare bereasonably ~~disclosed~~likely ~~in our reports filed or submitted~~ to ~~the~~materially ~~SEC under the Exchange Act is recorded~~affect, ~~processed, summarized and reported within~~ the ~~time periods specified by the SEC~~Company’s ~~rules~~internal ~~and~~control ~~forms,~~over ~~and that information is accumulated and communicated to management, including the principal executive and~~ financial ~~officer as appropriate, to allow timely decisions regarding required disclosures~~reporting. Our principal executive officer and principal financial officer evaluated the effectiveness of disclosure controls and procedures as of the end of the period covered by this Annual Report (the “Evaluation Date”), pursuant to Rule 13a-15(b) under the Exchange Act.

~~Based~~PART II on- ~~that~~OTHER evaluation, our principal executive officer and principal financial officer concluded that, as of the Evaluation Date, our disclosure controls and procedures were not effective to ensure 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 SEC’s rules and forms, and that such information is accumulated and communicated to management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure, due to material weaknesses in our control environment and financial reporting process.INFORMATION

16ITEM 1. LEGAL PROCEEDINGS

~~Limitations~~As of onMarch 31, 2019 there are no material pending legal proceedings, other than ordinary routine litigation incidental to our business, to which we or any of our subsidiaries are a party or of which any of our properties is the ~~Effectiveness~~subject. Also, our management is not aware of ~~Controls~~any legal proceedings contemplated by any governmental authority against us.

~~Our management, including our principal executive officer and principal financial officer, do not expect that our Disclosure Controls and internal controls will prevent all errors and all fraud~~ITEM 1A. ARisk control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are 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 the 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 a simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management or board override of the control.Factors

~~The~~As a ~~design~~smaller ofreporting ~~any~~company ~~system~~we ofare ~~controls~~not ~~also~~required isto ~~based~~provide ~~in part upon certain assumptions about~~ the ~~likelihood~~information ofcall ~~future~~for ~~events,~~by ~~and~~this ~~there~~Item can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate1A.

~~Because~~ITEM 2. ofUNREGISTERED ~~the~~SALES ~~inherent~~OF ~~limitations~~EQUITY inSECURITIES aAND ~~cost-effective~~USE ~~control~~OF ~~system, misstatements due to error or fraud may occur and not be detected.~~PROCEEDS

~~Changes in internal controls~~None.

~~There~~ITEM 3. ~~were~~DEFAULTS noUPON ~~changes~~SENIOR in our internal control over financial reporting during the nine months ended September 30, 2018 that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.SECURITIES

~~PART II - OTHER INFORMATION~~Not applicable.

~~ITEM 1. LEGAL PROCEEDINGS~~16

As of September 30, 2018 there are no material pending legal proceedings, other than ordinary routine litigation incidental to our business, to which we or any of our subsidiaries are a party or of which any of our properties is the subjectITEM 4. ~~Also,~~MINE ~~our~~SAFETY ~~management is not aware of any legal proceedings contemplated by any governmental authority against us.~~DISCLOSURE

~~ITEM 1A~~Not applicable. ~~Risk Factors~~

AsITEM 5. aOTHER ~~smaller reporting company we are not required to provide the information call for by this Item 1A.~~INFORMATION

~~ITEM 2~~Not applicable. ~~UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS~~

~~None~~ITEM 6. EXHIBITS.

~~ITEM~~(a) The 3.following ~~DEFAULTS~~exhibits ~~UPON~~are ~~SENIOR~~filed ~~SECURITIES~~herewith:

Not applicable.

Exhibit Number		Exhibit Description
31.1		Certification of the Chief Executive Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2		Certification of the Chief Financial Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1		Certification of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2		Certification of the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
EX-101.INS		XBRL Instance Document
EX-101.SCH		XBRL Taxonomy Extension Schema
EX-101.CAL		XBRL Taxonomy Extension Calculation Linkbase
EX-101.LAB		XBRL Taxonomy Extension Label Linkbase
EX-101.PRE		XBRL Taxonomy Extension Presentation Linkbase
EX-101.DEF		XBRL Taxonomy Extension Definition Linkbase

~~ITEM 4. MINE SAFETY DISCLOSURE~~17

~~Not applicable.~~SIGNATURES

~~ITEM~~Pursuant to 5.the ~~OTHER~~requirements ~~INFORMATION~~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.

Not applicable.

	GREENKRAFT, INC.

Date: July 8, 2019	By:	/s/ George Gemayel
		George Gemayel
		President, Chief Executive
		Officer and Director

Date: July 8, 2019	By:	/s/ Sosi Bardakjian
		Sosi Bardakjian
		Chief Financial Officer
		and Director

1718

ITEM 6. EXHIBITS.

(a) The following exhibits are filed herewith:

Exhibit	Exhibit
Number	Description
31.1	Certification of the Chief Executive Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of the Chief Financial Officer Pursuant to Rule 13a-14 or 15d-14 of the Exchange Act pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of the Chief Executive Officer Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Certification of the Chief Financial Officer Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
EX-101.INS	XBRL Instance Document
EX-101.SCH	XBRL Taxonomy Extension Schema
EX-101.CAL	XBRL Taxonomy Extension Calculation Linkbase
EX-101.LAB	XBRL Taxonomy Extension Label Linkbase
EX-101.PRE	XBRL Taxonomy Extension Presentation Linkbase
EX-101.DEF	XBRL Taxonomy Extension Definition Linkbase

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 thereunto duly authorized.

	GREENKRAFT, INC.
Date: December 11, 2018	By:	/s/ George Gemayel
		George Gemayel
		President, Chief Executive
		Officer and Director
Date: December 11, 2018	By:	/s/ Sosi Bardakjian
		Sosi Bardakjian
		Chief Financial Officer
		and Director

Filing Compare · GREENKRAFT, INC.