v3.26.1
Stockholder’s deficit
 12 Months Ended
Dec. 31, 2025
Equity [Abstract]  
Stockholder’s deficit

    

  19. Stockholder’s deficit

  

  a. Common shares

 

Authorized and outstanding 

The Company has authorized 10,000,000,000 shares with a par value of $0.01 per share. The company has issued 7,726,283,805 and 7,729,053,805 shares of common stock at December 31, 2025 and December 31, 2024, respectively.

 
On July 12, 2024, the Company issued 4,000,000,000 shares of common stock to Mr. Shawn Leon, the company CEO and his spouse, Ms. Eileen Greene, both related parties, for the conversion of $2,000,000 of related party payables, see note 18 above.

 

On November 17, 2024, the Company entered into a subscription agreement with a party related to Shawn Leon, whereby 165,000,000 shares of common stock were subscribed for at $0.0012 per share, for gross proceeds of $198,000. These shares have not been issued yet and the proceeds of $198,000 is recorded as a Share subscription liability until such time as the common shares are issued.

 

On February 18, 2025, the Company cancelled 2,770,000 shares which were acquired by Mr. Leon, the Company’s CEO from several individuals. Mr. Leon cancelled these shares.

 

  b. Series A preferred shares

 

Authorized, issued and outstanding 

The Company has authorized 10,000,000 Series A preferred shares with a par value of $0.01 per share. The company has issued and outstanding 4,765,000 Series A Preferred shares at December 31, 2025 and December 31, 2024, respectively. 

 

On September 27, 2024, the Company issued 600,000 shares of Series A Preferred stock to Mr. Shawn Leon for the conversion of $6,000 of related party payables, see note 18 above.

 

On November 17, 2024, 165,000 shares of Series A Preferred stock was sold to a relative of Mr. Leon for gross proceeds of $1,650.

 

  c. Series B preferred shares

 

Authorized and outstanding 

The Company has authorized 400,000 Series B preferred shares with a par value of $1.00 per share. The company has no issued and outstanding Series B Preferred shares at December 31, 2025 and December 31, 2024.

 

  d. Stock options

 

Our board of directors adopted the Greenstone Healthcare Corporation 2013 Stock Option Plan (the “Plan”) to promote our long-term growth and profitability by (i) providing our key directors, officers and employees with incentives to improve stockholder value and contribute to our growth and financial success and (ii) enable us to attract, retain and reward the best available persons for positions of substantial responsibility. A total of 10,000,000 shares of our common stock have been reserved for issuance upon exercise of options granted pursuant to the Plan. The Plan allows us to grant options to our employees, officers and directors and those of our subsidiaries, provided that only our employees and those of our subsidiaries may receive incentive stock options under the Plan. We have no outstanding options at December 31, 2025 under the Plan.

    

  e. Warrants

 

All of the warrants have cashless exercise terms whereby in-the-money warrants may be exercised by reducing the number of shares issued in terms of the warrant exercise to offset the proceeds due on the exercise.

 

All of the warrants have price protection features whereby any securities issued subsequent to the date of the warrant issuance date, were issued at a lower price, or have conversion features that are lower than the current exercise price, or were converted at a lower price, or are exercisable at a lower price, to the current warrant exercise price, will result in the exercise price of the warrant being set to the lower issue, conversion or exercise price.

 

 A summary of the Company’s warrant activity during the period from January 1, 2024 to December 31, 2025 is as follows: 

 

                       
    No. of shares   Exercise price
per share		   Weighted
average exercise
price
Outstanding as of January 1, 2024     1,022,376,420       $0.001 to $0.00205     $ 0.001284  
Granted     –       –       –  
Forfeited/cancelled     –       –       –  
Exercised     –       –       –  
Outstanding as of December 31, 2024     1,022,376,420       $0.001 to $0.00205     $ 0.001284  
Granted     –       –       –  
Forfeited/cancelled     (145,454,547 )      (0.00205 )      0.00205  
Exercised     –       –       –  
Outstanding as of December 31, 2025     876,921,873       $0.001 to $0.00205     $ 0.001157  

 

The following table summarizes information about warrants outstanding at December 31, 2025:

  

                                         
      Warrants outstanding     Warrants exercisable  
Exercise price     No. of shares    

Weighted average

remaining years

    

Weighted average

exercise price

     No. of shares    

Weighted average

exercise price

  
$0.001000       745,810,761       1.50     $ 0.001000        745,810,761     $ 0.001000   
$0.002050       131,111,112       0.10       0.002050        131,111,112       0.002050   
        876,921,873       1.29     $ 0.001157       876,921,873     $ 0.001157  

 

All of the warrants outstanding at December 31, 2025 are vested. The warrants outstanding at December 31, 2025 have an intrinsic value of $0.