UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~August~~September 212, 2014

GREEN AUTOMOTIVE COMPANY

(Exact name of registrant as specified in its charter)

Nevada

000-54049

22-3680581

(State or other

jurisdiction of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

5495 Wilson Street

Riverside, California 92509

(Address of principal executive offices) (zip code)

(877) 449-8842

(Registrant’s telephone number, including area code)

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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 1 - Registrant’s Business and Operations

Item 23.0102 ~~Completion~~Unregistered ofSales ~~Acquisition or Disposition~~ of ~~Assets~~Equity Securities.

~~The Company has arranged for the disposition of the assets of its subsidiaries organized and operated in the United Kingdom~~ (~~U.K.~~a) under the circumstances and terms and conditions described below. The decision to do so is based on management’s assessment of its U.K. operations, the working capital requirements to maintain these operations and the determination to focus the Company’s core business on the building of buses at its Newport Coachworks facility in Riverside, California. Upon completion of the U.K. proceedings described in the next paragraph, the Company will eliminate approximately $1,352,178 of Company obligations consisting of approximately $689,481 of trade creditor debt, $622,697- in tax arrears and $40,000 of lease obligations.

~~The~~On ~~procedures~~September ~~will~~2, be2014 ~~conducted~~the ~~under~~Company filed a Certificate of Designation with the ~~U.K.~~Nevada ~~Insolvency~~Secretary ~~Act~~of State in connection with the creation of ~~1986. On~~a ~~August~~class 26of ~~and~~shares ~~27,~~designated ~~2014,~~by ~~Lamey’s,~~the anBoard ~~insolvency~~of ~~practitioner~~Directors ~~firm~~as (the “IPSeries ~~Firm”)~~Y ~~retained~~Preferred byShares” with the ~~Company,~~characteristics ~~caused~~described ~~notices~~below. The purpose of athe ~~creditors~~Series ~~committee~~Y ~~meeting~~Preferred Shares is to becreate ~~sent~~additional toauthorized ~~each~~shares of ~~the~~ ~~following~~common ~~subsidiaries~~stock offor the Company: ~~GoinGreen,~~by ~~Liberty~~permitting ~~Europe. The~~the ~~purpose~~return of ~~each~~issued and outstanding shares of ~~the~~common ~~respective~~stock ~~creditors~~held ~~meetings~~by isCompany management and others to ~~conduct~~the aCompany’s ~~voluntary~~treasury ~~liquidation~~for ofcancellation ~~these~~and ~~subsidiaries~~to inbe ~~accordance~~available ~~with~~for ~~Section~~original 98issuance. In return for the submission of the ~~U.K.~~shares ~~Insolvency~~of ~~Act~~common stock for cancellation, each participating shareholder shall receive an identical number of ~~1986~~restricted Series Y Preferred Shares. AtThe ~~each~~total number of ~~the~~issued ~~meetings~~and ~~there~~outstanding isshares ~~expected~~of tocommon stock that may be asubject ~~creditors~~to ~~voluntary~~this ~~liquidation~~arrangement is forty million (~~“CVL”~~40,000,000) shares of ~~these~~common ~~companies.~~stock ~~Under~~and ~~the~~an ~~U.K.~~equivalent ~~insolvency~~number ~~procedure~~of ~~the~~Series IPY ~~will~~Preferred ~~supervise~~Shares. Thus ~~and~~far, ~~conduct~~ a ~~sale~~total orof ~~other~~35,415,592 ~~disposition~~shares of ~~the~~common ~~assets~~stock ofhave ~~the~~been ~~U.K.~~returned ~~subsidiaries~~for cancellation and ~~use~~an ~~the~~equivalent ~~proceeds~~number toof ~~pay~~restricted ~~outstanding~~shares ~~liabilities~~ of ~~the~~Series ~~subsidiaries~~Y inPreferred aStock ~~manner~~will be issued to bethe ~~determined~~participants. The directors and ~~approved~~officers atof the ~~creditors’~~Company ~~meeting.~~who Asare aparticipating ~~result,~~and ~~these~~their ~~U.K.~~respective ~~subsidiaries~~shares ~~will~~of ~~cease~~common ~~all~~stock ~~Company~~that ~~affiliated~~will ~~operations~~be ~~and~~cancelled ~~all~~in ~~liabilities~~exchange offor the ~~subsidiary~~Series ~~companies~~Y toPreferred ~~their~~Shares ~~creditors~~are ~~will~~set beout ~~paid~~below, oralthough ~~eliminated~~there byare ~~operation~~also ofsome ~~U.K.~~non-directors ~~law.~~and officers who will participate:

Subject to approval at the creditors committee meeting for each company, former Liberty and Goingreen staff members led by Clive Southwell, a former director of the UK companies, have purchased the assets of Goingreen and LEC2 through a company they organized, Clean Transport and Technology Limited (Clean Technology”), for a purchase price of $9951 plus tax for LEC2 and $26,538 plus tax for Goingreen. The assets of LEC2 consist primarily of spare parts and batteries, and the assets of Goingreen consist primarily of parts, equipment and used vehicles. The sale proceeds have been paid to the IP and, unless there is an objection to either sale at the respective creditors committee meetings when held, the proceeds will be distributed to the creditors of the respective subsidiaries. The Company has been advised by the IP that the likelihood of an objection is small inasmuch as the IP received an independent valuation of the assets of these subsidiaries before accepting the purchase price into escrow. Mr. Nicholas Hewson, a former director of the Company, made a small investment to assist Clive Southwell and his new team in the acquisition of the assets. Similarly, Ian G. Hobday, a current director of the Company lent Clean Technology a small sum of money to enable the purchase to go through.


Name of Shareholder	Shares of Common Stock Returned	Series Y Preferred Issued

Ian G. Hobday	10,438,823	10,438,823
Peter C. Leeds	2,733,333	2,733,333
Carter Read	21,000,000	21,000,000

The IPCompany ~~will~~has ~~send~~entered ~~similar~~into ~~notices~~an exchange agreement with each cooperating holder of ~~creditors~~outstanding ~~meetings~~shares of common stock who will participate. Each Series Y Preferred share shall be entitled to one vote and participate together with the ~~creditors~~holders of shares of common stock on all matters presented to Company stockholders for ~~LEC2~~a ~~and~~vote. The ~~Liberty~~Series ~~shortly~~Y Preferred will have the same economic rights as holders of shares of common stock. The ~~delay~~Certificate ~~relates~~of Designation mandates that the Series Y Preferred will be cancelled and an identical number of new restricted shares of common stock issued to ~~entering~~the ~~into~~former ~~arrangements~~holders ~~for~~of Series Y Preferred after the ~~disposition~~Company has amended its articles of ~~lithium~~incorporation ~~batteries~~to ~~owned~~increase bythe ~~one~~authorized ornumber ~~both~~of ~~companies~~its ~~that~~common ~~comport~~shares. ~~with~~The UBoard of Directors of the Company have approved the increase of the authorized shares of the Company’s common stock from 900,000,000 shares to 2.K.5 ~~environmental~~billion shares of common stock; however, under Nevada law ~~requirements. If~~the ~~proper~~Company’s ~~arrangements~~shareholders ~~cannot~~must beapprove ~~made~~the increase, ~~then~~and the IPincrease in authorized shares will ~~consider~~not ~~alternatives~~be ~~for~~effective before the ~~dissolution~~Company files an amendment to its Articles of ~~these~~Incorporation. The ~~two~~Certificate ~~companies~~of ~~that~~Designation ~~may~~in ~~include~~the ~~compulsory~~form ~~liquidation~~filed with the Nevada Secretary of State and copies of the various Series Y Preferred Exchange Agreements will be filed by amendment.

The ~~final~~Series ~~outcome~~Y Preferred Shares issued to each of ~~these~~the ~~procedures~~participants ~~will~~involved bein the ~~cessation~~exchange of restricted shares of common stock for restricted shares of Series Y Preferred Shares was exempt from registration under the ~~Company’s~~Securities ~~U.K.~~Act ~~business~~of ~~operations~~1933, as amended, under Section 4(a)(2) as a transaction by an issuer not involving a public offering.

~~Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.~~2

~~(b)~~Item ~~On August 21, 2014 Nicholas Hewson resigned as a director of the Company with his resignation effective that day~~5.03 ~~Mr.~~Amendments ~~Hewson’s resignation was not related~~ to ~~any~~Articles ~~disagreement~~of ~~with~~Incorporation ~~the~~or ~~Company~~Bylaws; onChange ~~any matter relating to the Company’s operations, policies and practices. Mr. Hewson, who resides~~ in ~~the~~Fiscal ~~United Kingdom and is retired, informed the board that the geographic separation caused by the Company’s decision to reorganize its business to focus on U~~Year.S. based domestic operations, made his ability to devote the time required to perform his oversight functions as a director more difficult. The Company accepted Mr. Hewson’s resignation and expressed appreciation for the services he performed as a director.

~~SIGNATURES~~(a) On September 2, 2014 the Company filed a Certificate of Designation with the Nevada Secretary of State in connection with the creation of a class of shares designated by the Board of Directors as the “Series Y Preferred Shares” with the characteristics described below. The purpose of the Series Y Preferred Shares is to create additional authorized shares of common stock for the Company by permitting the return of issued and outstanding shares of common stock held by Company management and others to the Company’s treasury for cancellation and to be available for original issuance. In return for the submission of the shares of common stock for cancellation, each participating shareholder shall receive an identical number of restricted Series Y Preferred Shares. The total number of issued and outstanding shares of common stock that may be subject to this arrangement is forty million (40,000,000) shares of common stock and an equivalent number of Series Y Preferred Shares. Thus far, a total of 35,415,592 shares of common stock have been returned for cancellation and an equivalent number of restricted shares of Series Y Preferred Stock will be issued to the participants. The directors and officers of the Company who are participating and their respective shares of common stock that will be cancelled in exchange for the Series Y Preferred Shares are set out below, although there are also some non-directors and officers who will participate:

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Name of Shareholder	Shares of Common Stock Returned	Series Y Preferred Issued

Ian G. Hobday	10,438,823	10,438,823
Peter C. Leeds	2,733,333	2,733,333
Carter Read	21,000,000	21,000,000

~~GREEN~~The ~~AUTOMOTIVE~~Company ~~COMPANY~~has ~~By:~~entered ~~Ian~~into Gan exchange agreement with each cooperating holder of outstanding shares of common stock who will participate. Each ~~Hobday~~Series Y Preferred share shall be entitled to one vote and participate together with the holders of shares of common stock on all matters presented to Company stockholders for a vote. The Series Y Preferred will have the same economic rights as holders of shares of common stock. The Certificate of Designation mandates that the Series Y Preferred will be cancelled and an identical number of new restricted shares of common stock issued to the former holders of Series Y Preferred after the Company has amended its articles of incorporation to increase the authorized number of its common shares. The Board of Directors of the Company have approved the increase of the authorized shares of the Company’s common stock from 900,000,000 ~~CEO~~shares to 2.5 billion shares of common stock; however, under Nevada law the Company’s shareholders must approve the increase, and the increase in authorized shares will not be effective before the Company files an amendment to its Articles of Incorporation. The Certificate of Designation in the form filed with the Nevada Secretary of State and copies of the various Series Y Preferred Exchange Agreements will be filed by amendment.

~~September 2, 2014~~3

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	GREEN AUTOMOTIVE COMPANY
	a Nevada corporation



September 8, 2014	By: Ian G. Hobday, CEO
	Its: Chief Executive Officer

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