UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-K

(Mark One)

x Annual Report under Section 13 or 15 (d) of The Securities Exchange Act of 1934

For the fiscal year ended December 31, 20142016

¨o Transition Report under Section 14 or 15 (d) of The Securities Exchange Act of 1934

For the transition period from N/A to N/A

GLUCOSE HEALTH, INC.

(Exact name of registrant as specified in its charter)

Nevada		333-147917000-55439		98-055717190-1117742
(State or Other Jurisdiction		(Commission		(I.R.S. Employer
of Incorporation or Organization)		(Commission File Number)		(I.R.S. Employer Identification No.)

609 SW 8th8^th Street, 6th Floor,Suite 600, Bentonville, AR, 72712

(Address of Principal Executive Offices) (Zip Code)

(479) 802-3827

(Registrant’s telephone number, including area code)

Securities registered under Section 12 (b) of the Exchange Act: Act of 1934:

None

Securities registered under Section 12 (g) of the Exchange Act: Act of 1934:

NoneCommon Stock $0.001 par value per share

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ¨o No x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes xo No ¨x

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 such 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 No xo

*The Company is a voluntary filer and is not “subject to” Exchange Act Section 13 or 15(d) because it is not obligated to file Exchange Act reports pursuant to either of those provisions.

Indicate by checkmark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such sorter period that the Registrant was required to submit and post such files. Yes x No ¨o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Yes ¨o No x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act.Act of 1934.

Large accelerated filer	¨o	Accelerated filer	¨o
Non-accelerated filer	¨o	Small Business Issuer	x

Indicate by check mark whether the registrant is a shell company (asas defined in Rule 12b-2 of the Act. Yes ¨o No x

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of the last business day of the registrant’s most recently completed second fiscal quarter.

As of June 30, 2014,2016, the aggregate market value of the 2,153,232 shares of Common Stock held by non-affiliates of the Registrant was $302,103.$78,485. Such aggregate market value was computed by reference to the closing price of the Common Stock on June 30, 20142016 of $0.675$0.03645 per share. For purposes of making this calculation only, the Registrant has defined affiliates as including all directors and executive officers.

Indicate the number of shares outstanding of each of the issuer's classes of common stock as of the latest practicable date.

As of March 30, 2015,28, 2017, there were 1,669,8743,312,273 shares of the issuer's $.001$0.001 par value common stock issued and outstanding and 1,000 shares of its Series A Preferred Stock issued and outstanding.

List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g. Part I, Part II, etc.) into which the document is incorporated: (1) Any annual report to the security holders; (2) Any proxy or information statement; and (3) Any prospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933.

None

EXPLANATORY NOTE

Unless otherwise indicated or the context otherwise requires, all references in this Annual Report on Form 10-K to “we,” “us,” “our,” and the “Company” are to Glucose Health, Inc., a Nevada corporation.

In this annual report, unless otherwise specified, all dollar amounts are expressed in United States dollars.

The Company’s financial statements are stated in United States Dollars (US$) and are prepared in accordance with United States Generally Accepted Accounting Principles.generally accepted accounting principles.

FORWARD-LOOKING

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CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS

Some of the statements in this report are “forward-looking statements.” These forward-looking statements involve certain known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. The words “believe,” “expect,” “anticipate,” “intend,” “plan,” and similar expressions identify forward-looking statements. We caution you not to place undue reliance on these forward-looking statements. We undertake no obligation to update and revise any forward-looking statements or to publicly announce the result of any revisions to any of the forward-looking statements in this report to reflect any future or developments. However, the Private Securities Litigation Reform Act of 1995 is not available to us as a penny stock issuer and thus we may not rely on the statutory safe harbor from liability for forward-looking statements. Further, Section 27A(b)(2)(D) of the Securities Act of 1933 and Section 21E(b)(2)(D) of the Securities Exchange Act of 1934 expressly state that the safe harbor for forward looking statements does not apply to statements made in connection with any offering.

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Glucose Health Inc.

Annual Report on Form 10-K

PART I
ITEM 1.	DESCRIPTION OF BUSINESS			45
ITEM 1B.1A.	UNRESOLVED STAFF COMMENTSRISK FACTORS			710
ITEM 2.	DESCRIPTION OF PROPERTY			710
ITEM 3.	LEGAL PROCEEDINGS			710
ITEM 4.PART II		MINE SAFETY DISCLOSURES			7
PART II
ITEM 5.	MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES			8
ITEM 6.	SELECTED FINANCIAL DATA			11
ITEM 7.6.	SELECTED FINANCIAL DATA			14
ITEM 7.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS			1215
ITEM 7A.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK			1819
ITEM 8.	FINANCIAL STATEMENTS			F-120
ITEM 9.	CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE			19
ITEM 9A.	CONTROLS AND PROCEDURES			20
ITEM 9B.	OTHER INFORMATION			21
PART IIIITEM 9A.	CONTROLS AND PROCEDURES
21
ITEM 10.9B.	OTHER INFORMATION			22
PART III
ITEM 10.	DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE			2223
ITEM 11.	EXECUTIVE COMPENSATION			24
ITEM 12.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS			2625
ITEM 13.	CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE			2726
ITEM 14.	PRINCIPAL ACCOUNTANT FEES AND SERVICES			27
PART IV
ITEM 15.	EXHIBITS, FINANCIAL STATEMENT SCHEDULES			28
SIGNATURES				29

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PART IV
ITEM 15.	EXHIBITS, FINANCIAL STATEMENT SCHEDULES			29
SIGNATURES				30

PART I

PART 1

Item 1. Description of Business.

Overview

Glucose Health, Inc. was incorporated under the laws of the State of Nevada on March 27, 2007. Our principal executive office is located at 609 SW 8th Street, 6th Floor,Suite 600, Bentonville, AR 72712 and our telephone number is 479-802-3827. Our corporate website is www.glucosehealthinc.com, and our product website is www.glucosehealth.com. Our CUSIP number is 379894108 and trading symbol is GLUC. We are a manufacturer of dietary supplements formulated to help maintain healthy blood sugar, triglycerides and cholesterol and digestive health, and our business focus is serving consumers with Type 2 diabetes and thosethe consumer market segment of persons concerned about Type 2pre-diabetes and/or Type-2 diabetes. As discussed in greater detail below, our principal product is Glucose Health Natural Blood Sugar Maintenance™Health® (“product”). We acquired this product onin October 14,of 2014, and we are in the early stages of manufacturing, marketing and distributing this product. We haveFor the period ending December 31, 2016, we generated a history of lossesgross profit before operating expenses, a loss from operations and have generated only nominal revenues since our inception.a net loss per share.

Corporate Information

We were incorporated under the laws of State of Nevada on March 27, 2007, as Bio-Solutions Corp.

On June 30, 2010, the board of directors approved the increase of the authorized shares of common stock from 75,000,000 to 90,000,000. In addition, the board approved a 1.20 for 1 stock split.

On October 17, 2012, our Boardboard of Directorsdirectors and shareholders holding a majority of the total issued and outstanding shares of common stock, pursuant to written consents in lieu of a meeting, approved an amendment to our Articles of Incorporation to increase our authorized capital (the “amendment”). The amendment was filed with the Nevada Secretary of State on October 17, 2012, increasing our authorized capital from 90,000,000 shares of common stock, to 200,000,000 shares of common stock, with a par value of $0.001.

On January 10, 2014, the Company’s Boardboard of Directorsdirectors unanimously voted to reverse split the Company’s common stock on the basis of one share of the Company’s common stock for each 10 shares outstanding while maintaining the authorized capital structure of the Company at 200,000,000 shares. The Board resolution set the date of record for shareholder approval for January 14, 2014. As of January 29, 2014, the Company obtained written consent in lieu of a meeting of the shareholders to authorize a reverse split of the Company’s common stock. Shareholders owning a total of 100,992,469 shares of the Company’s common stock voted in favor of the reverse split. There were a total of 199,611,900 shares of common stock issued and outstanding as of January 14, 2014 (the date of record). The number of shares of common stock voting in favor of the reverse split was sufficient for approval. On February 4, 2014, the Company filed a Certificate of Change with the State of Nevada effecting a 1-for-10 reverse split pursuant to which every ten shares of the Company’s common stock were combined and converted into one share of the Company’s common stock (with all fractional shares resulting there from being rounded up to the next whole share) with the total number of shares of the Company’s authorized common stock remaining at 200,000,000 shares. The effective date of the above corporate action was February 26, 2014.

On October 30, 2014, the board of directors of the Company voted to reverse split the Company’s common stock on the basis of one share of the Company’s common stock for each 50 shares outstanding while maintaining the authorized capital structure of the Company at 200,000,000 shares; to authorize 1,000 shares of preferred stock with “blank check” rights; and to change the Company’s name from Bio-Solutions Corp. to Glucose Health, Inc. (the “corporate action”). The board resolution set the date of record for shareholder approval of the corporate action for October 31, 2014 and the effective date of the corporate action for November 19, 2014. As of October 31, 2014, the Company obtained written consent in lieu of a meeting of shareholders to authorize the corporate action. Shareholders owning a total of 30,596,154 shares of the Company’s common stock voted in favor of the corporate action. There were a total of 60,132,271 shares of common stock issued and outstanding as of October 31, 2014 (the date of record). The number of shares of common stock voting in favor of the corporate action was sufficient for approval. On November 5, 2014, the Company filed a Certificate of Amendment to its Articles of Incorporation, with the Nevada Secretary of State effecting, as of November 19, 2014, the 1-for-50 reverse split pursuant to which every fifty shares of the Company’s common stock were combined and converted into one share of the Company’s common stock (with all fractional shares being rounded up to the next whole share) with the total number of shares of the Company’s authorized common stock remaining at 200,000,000 shares; effecting the authorization of 1,000 shares of preferred stock with “blank check” rights; and effecting the change of the Company’s name from Bio-Solutions Corp. to Glucose Health, Inc. On November 20, 2015, the board of directors voted to designate Series A Special Preferred Shares consisting of 10001,000 shares of preferred stock with special voting rights whereby the holder(s) may exercise their right to vote on all shareholder matters representing the number of votes equal to all shares of common stock then issued and outstanding, plus an additional ten thousand (10,000) shares. Additionally, the board of directors voted to extend thean existing 12-month consulting contract with the Company’s CEO, Murray Fleming, for an additional 12 months, through October 1, 2016, without further compensation, in exchange for the issuance to Mr. Fleming, of the 10001,000 Series A Special Preferred Shares. A Certificate of Designation for the Series A Special Preferred Shares was filed with the Nevada Secretary of State and effective on December 1, 2014. 

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OurWe qualify as a “smaller reporting company” under Rule 12b-2 of the Exchange Act of 1934, which is defined as a company with a public equity float of less than $75 million. As a “smaller reporting company” we have reduced disclosure requirements for our public filings, including but not limited to not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act.

Past Business

From inception through September 25, 2011, we were a manufacturer of Nutra-Animal, a pre-mix anti-oxidant for chicken integrators containing wheat middlings, vitamin E, calcium carbonate, silicone dioxyde, shrimp flour, sodium selenite and fish oil. We were also a distributor of GreenEx^TM, a biological larvicide produced from a strain of Bacillus thuringiensis subspecies israelensis (Bti), a naturally occurring bacterium that produces a crystalline protein toxin (cystal) toxic for mosquitoes, vectors of malaria.. We were not successful in these business endeavors.

On September 26, 2011, we acquired the “Type2 Defense” product together with all intellectual property associated therewith. Upon the acquisition of Type2 Defense, we abandoneddiscontinued our former operations as a manufacturer of Nutri-Animal and distributor of GreenEx^TM. Since we abandoned our former operations, we wrote off anyall inventories attributable to our former operations. Type2 Defense is a dietary supplement made from natural ingredients and formulated to support healthy glucose levels and targeted to consumers concerned about Type 2 diabetes.Type-2 and pre-diabetes.

The first production run of the Company’s Type2 Defense product was completed in June 2013 with the manufacture of 1764 cases.2013. On July 8, 2013, the Company announced the product was available for on-line sales on Amazon.com. On July 9, 2013, the Company announced the product was available for on-line sales via ourthe www.Type2Defense.com website. Our first product sale was completed in July 2013. Following the period from June 2013,Subsequently, the Company encountered significant management, operational and financial challenges resulting in poor product sales and inadequate inventory control. As a consequence, the Company generated only nominal revenues in the fiscal year ended December 31, 2013 and the Company elected to declare the $200,000 intellectual property for Type2 Defense, recorded as other intangible assets, as impaired at December 31, 2013. As of the current period ending December 31, 2014, our remaining inventory of Type2 Defense product on-hand is -0- and remaining inventory placed with our online sales fulfillment partner is 858 cases. We do not intend to manufacture additional Type2 Defense product.

On April 8, 2014, the Company appointed James Hodge Chairmanchairman of the Company’s board of directors.

On April 8, 2014, in a special meeting of the board of directors, the board voted in favor of amending the Company’s bylaws to decrease the number of members of the board of directors from three to one. The previous board members agreed to resign from the board and accept other duties for the Company.

On April 21, 2014, the Company appointed Thomas Metzger Ph.D., Chief Executive Officer and Chief Financial Officer. In addition, Peggy Knight was appointed Chief Marketing Officer.

On July 22, 2014, Thomas Metzger Ph.D., Chief Executive Officer and Chief Financial Officer, resigned from the Company. James Hodge, Chairmanchairman of the board of directors was appointed interim Chief Executive Officer and Chief Financial Officer.

Recent Developments

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Current Business

On October 1, 2014, Murray Fleming was appointed the Company’s Chief Executive Officer for the 12 month12-month period ending October 1, 2015. Additionally, on October 1, 2014, the Company entered into an Intellectual Property Purchase Agreement to purchase the “Glucose Health Natural Blood Sugar Maintenance” product from a company of which Mr. Fleming is the beneficial owner. Our principal marketing focus

Following this purchase, the Company undertook a series of steps to achieve a final product offering that would be considered efficacious, as well as, pleasant tasting by our target consumer market, being persons concerned with pre-diabetes and Type-2 diabetes, and would offer a value proposition relative to our competition to be considered for the product will be channel sales throughstocking by national and regional pharmacy retailers. In this regard,To assist in achieving our final product objectives, we retained a former head of beverage product development at Nestle. We retained an attorney specializing in compliance with Food and Drug Administration (FDA) and regulations pertaining to dietary supplements and Federal Trade Commission (FDC) regulations, necessary, in part, to achieve such channel sales. In addition,enable our product to be stocked by national pharmacy retailers. We also undertook several actions to establish and build our Glucose Health® brand. The Company conducted a design competition related to its packaging artwork and product logo and retained an experienced product packaging graphic artist to assist with all digital and print representations of the product. The Company filed for and received trademark protection for Glucose Health® with the United States Trademark and Patent Office (USPTO). While our primary sales and marketing focus is achieving sales to consumers through national and regional pharmacies, secondarily, we intend to also market the product directly to retail customers via our dedicated product website and through other online marketplaces such as Amazon.com.marketplaces.

Glucose Health Natural Blood Sugar Maintenance™Health® is a dietary supplement formulated from nine natural ingredients, including extracts of water soluble cinnamon tree bark, extracts of green and white teas, chromium GTF (glucose tolerance factor) and vitamin C; ingredients shown in certain clinical research such as that published by the National Institutes of Health, (www.glucosehealth.com/National Library of Medicine website (see www.glucosehealth.com/clinical-trials), to have a beneficial impact upon healthyblood glucose, triglyceride and cholesterol levels. The Centers for Disease Control and Prevention (CDC) publishes thea National Diabetes Statistics Report annually. The 2014 Report estimates 2 of 5 presently healthy Americans will develop Type 2Type-2 diabetes in their lifetime. We believe the CDC Report and other similar research indicates the existence ofpoints to a large and growing market of consumers awarelikely concerned with pre-diabetes or Type-2 diabetes including many of the dangers of Type 2 diabetes andwhom are also likely seeking natural products like Glucose Health Natural Blood Sugar Maintenance™Health® to proactively maintain healthy blood glucose levels.their good health.

On November 20, 2014, the existing 12-month consulting contract with the Company’s CEO, Murray Fleming, was extended an additional 12 months ending October 2016, without further compensation, in exchange for the issuance to Mr. Fleming, of 1,000 Series A Special Preferred Shares.

On December 31, 2014, the Company elected to write-off its inventory of Type2 Defense product to -0- and cease manufacturing and sales activities related to the product.

On January 5, 2015, the Company signed a contract manufacturing agreement for testing, compounding, supply and order fulfillment for the Glucose HealthHealth® product and additionally a purchasing agreement to distribute the product through a limited number of Northwest Arkansas pharmacies.

On January 7, 2015, the Company completed its implementation of Current Good Manufacturing Practices (CGMP). The Dietary Supplement (DS) CGMP rule in 21 CFR part 111 of the FDA's regulations requires companies which manufacture, package, label, or hold a dietary supplement to establish and follow current good manufacturing practice to ensure the quality of the dietary supplement and to ensure that the dietary supplement is packaged and labeled as specified in a “Value-Size” container format consisting of 420 grams of product formula lasting approximately 60 days. In addition,the master manufacturing record.

On January 26, 2015, the Company plansfiled an initial application for trademark protection related to introduceits line of dietary products, with the United States Trademark and Patent Office (USPTO).

On January 29, 2015, the Company appointed Chandrasekhar Mallangi, Ph.D., as an “On-the-Go” packaging formatadvisor. Dr. Mallangi earned a Ph.D. in Food Science from Oregon State University and is an advisor to multinational companies in the development of 30 stick packsnutritional products. Dr. Mallangi is the credited inventor and co-inventor for patents awarded by the USPTO to a box in fiscal 2015.subsidiaries of Nestle, SA of Vevey, Switzerland.

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On February 10, 2015, Murray Fleming, the Company’s Chief Executive Officer was appointed the Company’s Chief Financial Officer. Mr. Fleming replacesreplaced James Hodge the Company’s interim Chief Financial Officer. Mr. Hodge will remaincontinued as the Company’s Chairman of the board of directors.

On February 24, 2015, the Company completed FDA facility registration, a compliance procedure for manufacturers of dietary supplements.

On May 26, 2015, the Company completed the first production run of the product and pursuant to the January 5, 2015 purchasing agreement, the product began to be offered for retail sale through a limited number of Northwest Arkansas pharmacies as well as on the Company’s product website www.glucosehealth.com.

On July 7, 2015, the Company received notification from the United States Patent and Trademark Office (USPTO) that its application for trademark of “Glucose Health” was accepted to the Supplemental Register (Reg. 4,770,720) with first use recognized by the USPTO as of February 1, 2015.

On January 6, 2016, the Company executed a General Merchandise Supplier Agreement ("Agreement") with Wal-Mart Stores, Inc.

On January 27, 2016, the Company notified OTC Markets, Inc. of its intention to not renew its OTCQB service. The Company filed Form 8-A12G in fiscal 2015 registering a class of securities under the 1934 Securities Exchange Act. Accordingly, the Company does not make use of the OTC Markets Disclosure and News Service and instead files its periodic and annual reports and audited financial statements with the Securities and Exchange Commission.

On February 4, 2016, the Company's Chief Executive Officer and Chief Financial Officer, Murray Fleming, was appointed to the board of directors of Glucose Health, Inc. ("Company"). On February 5, 2016, James Hodge resigned from the board of directors.

On March 8, 2016, the Company received a series of material purchase orders from the Customer pursuant to a General Merchandise Supplier Agreement ("Agreement") with Wal-Mart Stores, Inc., executed January 6, 2016.

On October 4, 2016, the Company executed a non-recourse receivables financing agreement with Citibank, N.A. (Citibank) whereby receivables due to the Company are assumed from Wal-Mart Stores Inc. by Citibank and paid subject to an interest premium based upon LIBOR.

As of December 31, 2016, the Company’s Glucose Health® Daily Blood Sugar Maintenance Blueberry Tea Mix (60-Day Supply) product is stocked in the "Diabetic Supplies" section of most Walmart pharmacies in all 50 states.

Government Regulation

The manufacturing, processing, formulating, packaging, labeling, distributing, selling and advertising of our products are subject to government regulation, principally by the Food and Drug Administration (hereinafter the "FDA"). In particular, the FDA regulates the safety, manufacturing, labeling and distribution of dietary supplements. The FDA permits "statements of nutritional support" for dietary supplements without FDA pre-approval. Such statements may describe how particular dietary ingredients affect the structure, function or general well-being of the body, or the mechanism of action by which a dietary ingredient may affect body structure, function or well-being (but may not state that a dietary supplement will diagnose, mitigate, treat, cure or prevent a disease). A company making a statement of nutritional support must possess substantiating evidence for the statement, and, for such statements that are not about the effects on the body as a resultbecause of a dietary supplement used as a tool for its nutritive value and are not otherwise "health claims," disclose on the label that the FDA has not reviewed that statement and that the product is not intended for use for a disease. Failure to comply with applicable FDA requirements can result in various levels of regulatory actions being imposed on the Company or including but not limited to action letters, product recalls and injunctions.

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In addition to the FDA, the Federal Trade Commission (hereinafter the "FTC") has additional jurisdiction to regulate the labeling, promotion and advertising of dietary supplements. The FTC is authorized to use a variety of processes and remedies for enforcement, both administratively and judicially, including compulsory process, cease and desist orders, and injunctions. FTC enforcement can result in orders requiring, among other things, limits on advertising, corrective advertising, consumer redress, divestiture of assets, rescission of contracts and such other relief as may be deemed necessary. State and local authorities can also regulate advertising and labeling for dietary supplements and conventional foods. Additionally, there can be no assurance that state and local authorities will not commence other regulatory actions that could restrict the permissible scope of our product claims.

Competition

The business of developing and distributing dietary supplements products is highly competitive. Our products haveproduct has direct and indirect competition. We compete directly with Glucerna,Glucerna® Advance, manufactured by Abbott Laboratories; Boost Glucose Control®, manufactured by Nestle; and EnterexEnterex® Diabetic, manufactured by Victus, Inc. All of the companies whowhom are our direct competitors are substantially larger with much greater financial resources and broader name recognition. We compete with these entities by emphasizing thatAlthough we are a small company, we have a competitive advantage over our larger direct competitors because they rely onupon achieving their product goals principally through the benefits of high fiber content in their products;and a broad spectrum of vitamins and minerals; while our product not only has similar dietary fiber content, butit is 100% soluble and therefore of greater interest to persons concerned with additional natural ingredients includedpre-diabetes and/or Type-2 diabetes. Instead of a broad spectrum of vitamins and minerals, Glucose Health® also contains targeted plant based extracts and powders, in thea proprietary formula, including extracts of soluble cinnamon tree bark, extracts of green and white teas, chromium GTF and vitamin C, which have been demonstrated in certain clinical studies to have beneficial impacts on healthy levels of serum glucose, insulin, triglycerides and cholesterol. We also compete indirectly with Metamucil, manufactured by Procter and Gamble, because our both productsMetamucil and Glucose Health® have similar fiber content and weare both targeted to the pre-diabetes and Type-2 diabetes consumer market. We also compete indirectly with the many individual dietary supplements marketed in pill or tablet form and targeted to consumers interested in natural glucose health.the pre-diabetic and Type-2 diabetic consumer market segment.

There can be no assurance that we will be able to effectively compete in thissuch an intensely competitive environment.

Intellectual Property

Our intellectual property consists of the Glucose Health Natural Blood Sugar Maintenance™Health® product acquired October 1, 2014 and our proprietary product formula. We have filed an application forGlucose Health® is protected by trademark protection withfollowing our successful application to the United States Patent and Trademark Office related to our product.Office. We may consider filing patent applications with respect to our product formula and other novel aspects of our business to protect our intellectual property. Future patents, if issued, may be challenged, invalidated or circumvented. Thus, any patent awarded to us may not provide adequate protection against competitors. The patent applications we file may not result in patents being issued. Also, patents may not provide us with adequate proprietary protection or advantages against competitors with similar or competing products. As a result of potential conflicts with the proprietary rights of others, we may in the future have to prove that we are not infringing the patent rights of others or be required to obtain a license to the patent. We do not know whether such a license would be available on commercially reasonable terms, or at all.

We also rely on trade secrets and unpatentable know-how that we seek to protect, in part, by confidentiality agreements. However, it is possible that parties may breach those agreements, and we may not have adequate remedies for any breach. It is also possible that our trade secrets or unpatentable know-how will otherwise become known or be independently developed by competitors. There can be no assurance that third parties will not assert infringement or other claims against us with respect to any existing or future products, or that licenses would be available if our formulas were successfully challenged by a third party, or if it became desirable to use any third-party formulas and/or technology to enhance our products. Litigation to protect our proprietary information or to determine the validity of any third-party claims could result in significant expense to us and divert the efforts of our technical and management personnel, whether or not we are successful in such litigation.

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While we have no knowledge that we are infringing the proprietary rights of any third party, there can be no assurance that such claims will not be asserted in the future with respect to our Product formula or future products. Any such assertion by a third party could require us to pay royalties, to participate in costly litigation and defend licensees in any such suit pursuant to indemnification agreements, or to refrain from selling an alleged infringing product or service.

Employees

We have threeno employees. We willhire consultants and contract with third-party providers to support our business development. We may need to hire additional employees as we expand our business operations. We may also outsource services to third party providers and hire consultantsin the future to support our expansion and business development.

Item 1B. Unresolved Staff Comments.1A. Risk Factors.

None.The company qualifies as a smaller reporting company and is not required to provide the information required by this Item.

Item 2. Description of Property.

Facilities

Our principal office is located at 609 SW 8th Street, 6th Floor,Suite 600, Bentonville, AR 72712, which we rent monthly. In addition, we contract for product production, warehousing and fulfillment at facilities located at 11753 N Hwy 59, Gravette, AR 72736. We do not believe we will have difficulty in obtaining additional office or commercial space at competitive prices, if necessary. We hold no real property.

Item 3. Legal Proceedings.

None.From time to time, we may be involved in litigation in the ordinary course of business. We are currently not involved in any litigation that we believe could have a material adverse effect on our financial condition or results of operations. To our knowledge, there is no action, suit, proceeding, inquiry or investigation before or by any court, public board, government agency, self-regulatory organization or body pending which, to the knowledge of our executive officers, could have a material adverse effect on our Company.

Item 4. Mine Safety Disclosures.

Not applicable

PART II

PART II

Item 5. Market for Common Equity and Related Stockholder Matters.

A. Market Information

The Company’s Common Stock is currently quoted by OTC Markets underGroup, Inc. through the Pink Open Market, known as OTC Pink, with the symbol GLUC. The high and low closing prices of the Company’s common stock since January 1, 20132015 quoted by OTC Markets Group, Inc. are set forth below. TheseSuch closing prices do not reflect inter-dealer prices, without retail mark-up, markdownmark-down or commissions.commission and may not necessarily represent actual transactions.

Reports to Security Holders.Holders

We are a voluntary reporting company with the Securities and Exchange Commission, or SEC. The public may read and copy any materials filed with the Securities and Exchange Commission at the Security and Exchange Commission’s Public Reference Room at 100 F Street, N.E., Washington, D.C. 20549. The public may also obtain information on the operation of the Public Reference Room by calling the Securities and Exchange Commission at 1-800-SEC-0330. The Securities and Exchange Commission maintains an Internet site that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the Securities and Exchange Commission, which includes us. The address of that site is www.sec.gov.

Holders.Holders

As of March 30, 201528, 2017, we had 121114 shareholders of record. However, the majorityShareholders of record does not include beneficial owners of our shareholders hold their stockshares held in “street name” at brokerage and custodial firms.firms, the accuracy of which cannot be guaranteed. We estimate our total number of shareholders inclusive of shareholders of record and beneficial owners of shares held in street name, to be over 700. approximately 1,000.

Transfer Agent

Our transfer agent is Nevada Agency & Transfer Company located at 50 West Liberty Street, Reno, Nevada, 89501 and their phone number is (775) 322-0626.

Dividend Policy.

We have never declared or paid a cash dividend. We do not expect to pay cash dividends in the foreseeable future. We currently intend to retain our earnings, if any, for use in our business. Any dividends declared in the future will be at the discretion of our board of directors and subject to any restrictions that may be imposed by our lenders.

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Equity Compensation Plan

On March 4, 2013, we filed an S-8 registration statement with the Securities and Exchange Commission registering up to 30,000,000 shares of common stockWe have not established any compensation plans under our 2013 Stock Incentive Plan. The Company granted 26,375,000 (52,750 post reverse split shares) shares under this plan during the years ended December 31, 2014 and 2013. The S-8 registration is no longer effective and accordingly, our 2013 Stock Incentive Plan was formally rescinded by resolution of the board of directors.which equity securities are authorized for issuance.

Recent salesSales of unregistered securitiesUnregistered Securities

During the fiscal yearyears ended December 31, 20142015 and through the current date2016, we issued a total of 917,3691,142,063 and 860,385 shares during the year ended December 31, 2014 and a further 306,031 shares to the current date of our common stock.stock respectively.

	a)	During December 2013, a consultant was granted 16,000 unregisteredJanuary 2015, the Company issued 58,092 shares of the Company’s common stock to a corporation for conversion of $250 principal and $40 accrued interest related to a clinical research study on our Type2 Defense product.Note. These shares were valued at $0.90 per share or $14,400. The shares were issued in January 2014.
b)	During January 2014, William Gallagher, our former chief executive officer canceled 12,000 of his personal unregistered shares of the Company’s common stock to satisfy a promissory note conversion request. These shares were valued at $1.75 per share or $21,000.
c)	During January 2014, a promissory note was converted into unregistered shares of the Company’s common stock. The amount totaled $12,849 including interest was converted into 17,132 unregistered shares of the Company’s common stock at $0.75 per share.
d)	During March 2014, a promissory note was partially converted into unregistered shares of the Company’s common stock. The amount totaled $4,000 was converted into 16,000 unregistered shares of the Company’s common stock at $0.25 per share.
e)	During March 2014, a promissory note was converted into unregistered shares of the Company’s common stock. The amount totaled $13,151 including interest was converted into 13,171 unregistered shares of the Company’s common stock at $0.999 per share.
f)	During March 2014, the Company signed an agreement with a firm to provide strategic business development activities for the Company. The firm will be compensated with 7,200 unregistered shares of the Company’s common stock payable in increments of 600 shares per month for twelve (12) months starting on April 1, 2014. During 2014, the Company issued 7,200 unregistered shares of the Company’s common stock, which were valued at $0.52 per share or $3,732 to fully satisfy the March 2014 agreement.
g)	During April 2014, William Gallagher, our former chief executive officer was re-issued 12,000 unregistered shares of the Company’s common stock which were canceled in January 2014 to satisfy a promissory note conversion request. These shares were valued at $1.75 per share or $21,000.
h)	During April 2014, Thomas Metzger, our former chief executive officer/chief financial officer was issued 5,000 unregistered shares of the Company’s common stock for compensation. These shares were valued at $0.755 per share or $3,375.
i)	During April 2014, James Hodge, our chairman of the board of directors, was issued 5,000 unregistered shares of the Company’s common stock for joining the Company’s board. These shares were valued at $0.755 per share or $3,375.
j)	During April 2014, Peggy Knight our chief marketing officer was issued 15,000 unregistered shares of the Company’s common stock for marketing compensation. These shares were valued at $0.755 per share or $11,325.
k)	During June 2014, the Company signed a one year consulting agreement with an individual to provide product marketing and performs duties as the Company’s spokesperson. The consultant earned 5,000 restricted shares of the Company’s common stock. The shares were valued at $0.65 per share or $3,250. These shares were issued in July 2014.
l)	During July 2014, a promissory note was partially converted into unregistered shares of the Company’s common stock. The amount totaled $4,103 including accrued interest was converted into 16,412 unregistered shares of the Company’s common stock at $0.25 per share.
m)	During July 2014, James Hodge, the Company’s chairman of the board of directors, was issued 6,923 shares of the Company’s restricted common stock for service to the Company. These shares were valued at $0.65 per share or $4,500.
n)	During July 2014, the Company signed a consulting agreement with an individual to provide website services for the Company. The consultant was compensated with 60,000 shares of the Company’s common stock. The shares were valued at $69,000 or $1.15 per share.
o)	During July 2014, Thomas Metzger Ph.D., our former Chief Executive Officer and Chief Financial Officer resigned from the Company to pursue other interests. Per board consent signed July 22, 2014, the 5,000 unregistered shares of the Company’s common stock due to Mr. Metzger on September 4, 2014 in accordance with his consulting agreement signed in April 2014 were issued to Mr. Metzger. The shares were valued at $4,925 or $0.985 per share.

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All issuances referenced above were exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933 (the “Securities Act”) and were issued to eight United States residents and a Canadian resident.. The shares of common stock have not been registered under the Securities Act or under any state securities laws, and may not be offered or sold without registration with the United States Securities and Exchange Commission or an applicable exemption from the registration requirements. The investors acknowledged that the securities to be issued havehad not been registered under the Securities Act; they understood the economic risk of an investment in the securities; and they had the opportunity to ask questions of and receive answers from our management concerning any and all matters related to acquisition of the securities. The sales were made to sophisticated or accredited investors, as defined in Rule 501(a). Further, we gave the purchasers the opportunity to ask questions and receive answers concerning the terms and conditions and to obtain any additional information which we possessed or could acquire without unreasonable effort or expense necessary to verify the accuracy of information furnished. At a reasonable time prior to the sale of securities, we advised the purchasers of the limitations on resale in the manner contained in Rule 502(d)2. Neither we, nor any person acting on our behalf, sold the securities by any form of general solicitation or general advertising.

Recent Sales of Registered Securities

None.

Use of Proceeds of Registered Securities.Securities

NoneNot applicable.

Penny Stock Regulation.Regulation

Shares of our common stock are subject to rules adopted the Securities and Exchange Commission that regulate broker-dealer practices in connection with transactions in “penny stocks”. Penny stocks are generally equity securities with a price of less than $5.00 (other than securities registered on certain national securities exchanges or quoted on the NASDAQ system, provided that current price and volume information with respect to transactions in those securities is provided by the exchange or system). These penny stock rules require a broker-dealer, prior to a transaction in a penny stock not otherwise exempt from these rules to deliver a standardized risk disclosure document prepared by the Securities and Exchange Commission, which contains the following:

	·	a description of the nature and level of risk in the market for penny stocks in both public offerings and secondary trading;
	·	a description of the broker’s or dealer’s duties to the customer and of the rights and remedies available to the customer with respect to violation to such duties or other requirements of securities’ laws
	·	a brief, clear, narrative description of a dealer market, including "bid" and "ask” prices for penny stocks and the significance of the spread between the "bid" and "ask" price;
	·	a toll-free telephone number for inquiries on disciplinary actions;
	·	definitions of significant terms in the disclosure document or in the conduct of trading in penny stocks; and
	·	such other information and is in such form (including language, type, size and format), as the Securities and Exchange Commission shall require by rule or regulation.

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Prior to effecting any transaction in penny stock, the broker-dealer also must provide the customer the following:

	·	the bid and offer quotations for the penny stock;
	·	the compensation of the broker-dealer and its salesperson in the transaction:
	·	the number of shares to which such bid and ask prices apply, or other comparable information relating to the depth and liquidity of the market for such stock; and
	·	monthly account statements showing the market value of each penny stock held in the customer’s account.

In addition, the penny stock rules require that prior to a transaction in a penny stock not otherwise exempt from these rules, the broker-dealer must make a special written determination that the penny stock is a suitable investment for the purchaser and receive the purchaser’s written acknowledgment of the receipt of a risk disclosure statement, a written agreement to transactions involving penny stocks, and a signed and dated copy of a written suitability statement. These disclosure requirements may have the effect of reducing the trading activity in the secondary market for a stock that becomes subject to the penny stock rules. Holders of shares of our common stock may have difficulty selling those shares because our common stock is subject to penny stock rules.

Issuer Purchases of Equity Securities

We did not repurchase any shares of itsour common stock during the fiscal year ending December 31, 2014.2016.

Item 6. Selected Financial Data.

Not applicable.As a smaller reporting company, we are not required to provide the information required by this Item.

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Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Cautionary Note Regarding Forward Looking StatementsCAUTIONARY NOTE REGARDING FORWARD LOOKING STATMENTS

Some of the statements in this report are “forward-looking statements.” These forward-looking statements involve certain known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. The words “believe,” “expect,” “anticipate,” “intend,” “plan,” and similar expressions identify forward-looking statements. We caution you not to place undue reliance on these forward-looking statements. We undertake no obligation to update and revise any forward-looking statements or to publicly announce the result of any revisions to any of the forward-looking statements in this report to reflect any future or developments. However, the Private Securities Litigation Reform Act of 1995 is not available to us as a penny stock issuer and thus we may not rely on the statutory safe harbor from liability for forward-looking statements. Further, Section 27A(b)(2)(D) of the Securities Act of 1933 and Section 21E(b)(2)(D) of the Securities Exchange Act of 1934 expressly state that the safe harbor for forward looking statements does not apply to statements made in connection with any offering.

Plan of OperationOverview

On January 10, 2014,We are a manufacturer of dietary supplements formulated to help maintain healthy blood sugar, triglycerides and cholesterol and digestive health and our business focus is serving the Company’s Boardconsumer market segment of Directors unanimously voted to reverse splitpersons concerned about pre-diabetes and/or Type-2 diabetes. Our principal product is Glucose Health® and we are in the Company’s common stock onearly stages of manufacturing, marketing and distributing this product. For the basis of one share of the Company’s common stock for each 10 shares outstanding while maintaining the authorized capital structure of the Company at 200,000,000 shares. The Board resolution set the date of record for shareholder approval for January 14, 2014. As of January 29, 2014, the Company obtained written consent in lieu ofperiod ending December 31, 2016, we generated a meeting of the shareholders to authorizegross profit before operating expenses, a reverse split of the Company’s common stock. Shareholders owningloss from operations and a total of 100,992,469 shares of the Company’s common stock voted in favor of the reverse split. There were a total of 199,611,900 shares of common stock issued and outstanding as of January 14, 2014 (the date of record). The number of shares of common stock voting in favor of the reverse split was sufficient for approval. On February 4, 2014, the Company filed a Certificate of Change with the State of Nevada effecting a 1-for-10 reverse split pursuant to which every ten shares of the Company’s common stock were combined and converted into one share of the Company’s common stock (with all fractional shares resulting there from being rounded up to the next whole share) with the total number of shares of the Company’s authorized common stock remaining at 200,000,000 shares. The effective date of the above corporate action was February 26, 2014.net loss per share.

On October 1, 2014, Murray Fleming was appointed the Company’s Chief Executive Officer for the 12 month period ending October 1, 2015. Mr. Fleming was compensated with 300,000 unregistered shares of the Company’s common stock. Additionally, on the same date, the Company entered into an Intellectual Property Purchase Agreement to purchase the “Glucose Health Natural Blood Sugar Maintenance” product. The product concept is a dietary supplement formulated from natural ingredients shown in certain clinical research, such as that published by the National Institutes of Health, National Library of Medicine website (see www.glucosehealth.com/clinical-trials), to have a company beneficially owned by Mr. Flemingbeneficial impact upon blood glucose, triglyceride and cholesterol levels. The Centers for 300,000 unregistered sharesDisease Control and Prevention (CDC) publishes a National Diabetes Statistics Report annually. Their 2014 Report estimates 2 of 5 presently healthy Americans will develop Type-2 diabetes in their lifetime. We believe this CDC Report and other similar research points to a large and growing market of consumers likely concerned with pre-diabetes or Type-2 diabetes, including many of whom are also likely seeking natural products such as Glucose Health® to proactively maintain their good health.

After the purchase of the Company’s common stock. On October 1, 2014, Mr. Fleming beneficially owned 600,000 shares or 50.1%product, the Company undertook a series of the outstanding shares of the Company’s common stock, which resulted insteps to achieve a change in control of the Company.

Although we intendfinal product offering that would be considered efficacious as well as pleasant tasting by our target consumer market, being persons concerned with pre-diabetes and Type-2 diabetes, and would offer a value proposition relative to market our new Glucose Health Natural Blood Sugar Maintenance^™productcompetition to retail customers on our product website www.glucosehealth.com and through other online marketplaces including Amazon.com, our principal marketing focus will be channel sales throughconsidered for stocking by national and regional pharmacy retailers. In this regard,To assist in achieving our final product objectives, we retained a former head of beverage product development at Nestle. We retained an attorney specializing in compliance with Food and Drug Administration (FDA) and regulations pertaining to dietary supplements and implemented a series of recommended compliance procedures including facility registration,Federal Trade Commission (FDC) regulations, necessary, in part, to help us achieve such channel sales.enable our product to be stocked by national pharmacy retailers. We also undertook several actions to establish and build our Glucose Health® brand. The Company conducted a design competition related to its packaging artwork and product logo and retained an experienced product packaging graphic artist to assist with all digital and print representations of the product. The Company filed for and received trademark protection for Glucose Health® with the United States Trademark and Patent Office (USPTO). While our primary sales and marketing focus is achieving sales to consumers through national and regional pharmacies, secondarily, we intend to also market the product directly to customers via our dedicated product website and through other online marketplaces.

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On October 30, 2014, the board of directors of the Company voted to reverse split the Company’s common stock on the basis of one share of the Company’s common stock for each 50 shares outstanding while maintaining the authorized capital structure of the Company at 200,000,000 shares; to authorize 1,000 shares of preferred stock with “blank check” rights; and to change the Company’s name from Bio-Solutions Corp. to Glucose Health, Inc. (the “corporate action”). The board resolution set the date of record for shareholder approval of the corporate action for October 31, 2014 and the effective date of the corporate action for November 19, 2014. As of October 31, 2014, the Company obtained written consent in lieu of a meeting of shareholders to authorize the corporate action. Shareholders owning a total of 30,596,154 shares of the Company’s common stock voted in favor of the corporate action. There were a total of 60,132,271 shares of common stock issued and outstanding as of October 31, 2014 (the date of record). The number of shares of common stock voting in favor of the corporate action was sufficient for approval. On November 5, 2014, the Company filed a Certificate of Amendment to its Articles of Incorporation, with the Nevada Secretary of State effecting, as of November 19, 2014, the 1-for-50 reverse split pursuant to which every fifty shares of the Company’s common stock were combined and converted into one share of the Company’s common stock (with all fractional shares being rounded up to the next whole share) with the total number of shares of the Company’s authorized common stock remaining at 200,000,000 shares; effecting the authorization of 1,000 shares of preferred stock with “blank check” rights; and effecting the change of the Company’s name from Bio-Solutions Corp. to Glucose Health, Inc. On November 20, 2015, the board of directors voted to designate Series A Special Preferred Shares consisting of 1000 shares of preferred stock with special voting rights whereby the holder(s) may exercise their right to vote on all shareholder matters representing the number of votes equal to all shares of common stock then issued and outstanding, plus an additional ten thousand (10,000) shares. Additionally, the board of directors voted to extend the existing consulting contract with the Company’s CEO, Murray Fleming, for an additional 12 months, without further compensation, in exchange for the issuance to Mr. Fleming, of the 1000 Series A Special Preferred Shares. A Certificate of Designation for the Series A Special Preferred Shares was filed with the Nevada Secretary of State and effective on December 1, 2014. 

On December 15, 2014, the Company submitted its application to OTC Markets Group Inc. for inclusion in the OTCQB tier of quoted securities. In addition, the Company’s new ticker symbol, GLUC, was included on the Financial Industry Regulatory Authority’s (FINRA) Daily List, with an effective date of December 15, 2014.Recent Developments

On January 07,5, 2015, the Company announced it hassigned a contract manufacturing agreement for testing, compounding, supply and order fulfillment for the Glucose Health® product and additionally a purchasing agreement to distribute the product through a limited number of Northwest Arkansas pharmacies.

On January 7, 2015, the Company completed its implementation of Food and Drug Administration (FDA) Current Good Manufacturing Practices (CGMP). The Dietary Supplement (DS) CGMP rule in 21 CFR part 111 of the FDA's regulations requires companies which manufacture, package, label, or hold a dietary supplement to establish and follow current good manufacturing practice to ensure the quality of the dietary supplement and to ensure that the dietary supplement is packaged and labeled as specified in the master manufacturing record.

The first production run of the Company’s Glucose Health Natural Blood Sugar Maintenance^™ product commenced during January 2015 with an estimated completion date in March 2015. The Company’s first purchase order of product amounting to approximately 20% of the first production run was executed during January 2015, pending final completion of the first production run.

On January 27,26, 2015, the Company announced the filing of itsfiled an initial application for trademark protection related to its Glucose Health line of dietary products, with the United States Trademark and Patent Office. IfOffice (USPTO).

On January 29, 2015, the Company’s applicationCompany appointed Chandrasekhar Mallangi, Ph.D., as an advisor. Dr. Mallangi earned a Ph.D. in Food Science from Oregon State University and is successfulan advisor to multinational companies in the development of nutritional products. Dr. Mallangi is the credited inventor and a trademark isco-inventor for patents awarded by the USPTO a legal presumptionto subsidiaries of the Company’s ownership nationwideNestle, SA of “Glucose Health”, and the exclusive right to use a trademark on or in connection with all Glucose Health branded products, as set forth in the registration, will exist.Vevey, Switzerland.

On February 10, 2015, Murray Fleming, the Company’s Chief Executive Officer was appointed the Company’s Chief Financial Officer. Mr. Fleming replacesreplaced James Hodge the Company’s interim Chief Financial Officer. Mr. Hodge will remaincontinued as the Company’s Chairman of the board of directors.

On February 18,24, 2015, the Company completed FDA facility registration, a compliance procedure for manufacturers of dietary supplements.

On May 26, 2015, the Company completed the first production run of the product and pursuant to the January 5, 2015 purchasing agreement, the product began to be offered for retail sale through a limited number of Northwest Arkansas pharmacies as well as on the Company’s product website www.glucosehealth.com.

On July 7, 2015, the Company received notification from the United States Patent and Trademark Office (USPTO) that its application for trademark of “Glucose Health” was accepted to the Supplemental Register (Reg. 4,770,720) with first use recognized by the USPTO as of February 1, 2015.

On January 6, 2016, the Company executed a General Merchandise Supplier Agreement ("Agreement") with Wal-Mart Stores, Inc.

On January 27, 2016, the Company notified OTC Markets, Group Inc. issuedof its intention to not renew its OTCQB service. The Company filed Form 8-A12G in fiscal 2015 registering a press release announcingclass of securities under the inclusion1934 Securities Exchange Act. Accordingly, the Company does not make use of the OTC Markets Disclosure and News Service and instead files its periodic and annual reports and audited financial statements with the Securities and Exchange Commission.

On February 4, 2016, the Company's Chief Executive Officer and Chief Financial Officer, Murray Fleming, was appointed to the board of directors of Glucose Health, Inc. in("Company"). On February 5, 2016, James Hodge resigned from the OTCQB venture marketplace tier, trading under the symbol GLUC.board of directors.

On February 24, 2015,March 8, 2016, the Company announcedreceived a series of material purchase orders from the completion of the FDA’s facility registration procedure.Customer pursuant to a General Merchandise Supplier Agreement ("Agreement") with Wal-Mart Stores, Inc., executed January 6, 2016.

On October 4, 2016, the Company executed a non-recourse receivables financing agreement with Citibank, N.A. (Citibank) whereby receivables due to the Company are assumed from Wal-Mart Stores Inc. by Citibank and paid subject to an interest premium based upon LIBOR.

As of December 31, 2016, the Company’s Glucose Health® Daily Blood Sugar Maintenance Blueberry Tea Mix (60-Day Supply) product is stocked in the "Diabetic Supplies" section of most Walmart pharmacies in all 50 states.

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Our Plan of Operation for the Next Twelve Months.

On October 1, 2014, we elected to suspend all development of our Type2 Defense product and acquire the Glucose Health Natural Blood Sugar Maintenance™ product. As of the current period, our remaining inventory of Type2 Defense on-hand is -0- and our remaining inventory placed with our online sales and fulfillment partner is 858 cases. We do not intend to manufacture additional Type2 Defense product.Months

Our principal business strategy for the next twelve months will be to implement a marketing and sales strategyinitiatives and earn significant revenues from the manufacture and distribution of our Glucose Health® product. Our sales initiatives will be focused onupon securing repeat purchase orders for Glucose Health® from national and regional pharmacy retailers for ourretailers. Our marketing initiatives will be primarily to support Glucose Health Natural Blood Sugar Maintenance™ products. In this regard, we retained an attorney specializing in compliance with Food and Drug Administration (FDA) regulations and procedures, necessary, in part, to achieve suchHealth® channel sales to assist us. In addition, wethrough national and regional partners. We intend to implementbegin advertising in and sponsoring, various print, digital and social media platforms, which align with the interest of our customers in natural products including dietary supplements related to metabolic syndrome, pre-diabetes and Type-2 diabetes. Secondarily to our primary sales and marketing initiatives above, we also intend to grow our online sales of our Glucose HealthHealth® product targeted to retail customers viathrough sales from our product website and sales through other online marketplacesmarketplaces. We also intend to further develop our Glucose Health® product to introduce flavor variations of our proprietary formula and to introduce a variety of packaging options to our target consumer market segment.

Use of Estimates

The discussion and analysis of our financial condition and results of operations are based upon our financial statements, which have been prepared in accordance with generally accepted accounting principles in the United States. The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, and expenses, and related disclosure of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates, including Amazon.com.those related to revenue recognition, bad debts, investments, intangible assets, and income taxes. Our estimates are based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Actual results may differ from these estimates.

Results of Operations

The following discussion should be read in conjunction with our financial statements included in Item 8 of this annual report.

Results of Operations for the Year Ended December 31, 2016 Compared to Year Ended December 31, 2015

Revenues

We generated revenues of $313,229 and $4,272 for the years ended December 31, 2016 and 2015, respectively. We hope to fully implement our plan of operations by December 31, 2017 and generate greater revenues, of which there is no assurance.

Gross profit

We reported a gross profit of $19,167 and $397 for the years ended December 31, 2016 and 2015, respectively. We hope to fully implement our plan of operations by December 31, 2017 and generate greater profits, of which there is no assurance, and retain and invest such profits in expanding our operations.

Operating expenses

For the year ended December 31, 2016, we had total operating expenses of $105,814, as compared to total operating expenses of $156,570 for the year ended December 31, 2015. The decrease of $50,756 or 32%, in our operating expenses between the two periods is due to continued further reductions in general and administrative expenses and stock based compensation.

We will continue to incur significant legal and accounting expenses related to maintaining our status as a publicly-traded company subject to the Securities Exchange Act of 1934, requiring the filing of periodic reports and audited financial statements with the Securities and Exchange Commission.

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Net loss

For the year ended December 31, 2016, we had a net loss of $410,443 or $0.15 per share with $323,796 of this net loss for the period related to the recording of interest expense and amortization of debt discount, a non-cash adjustment to reconcile net loss to net cash used in operations. In comparison, for the year ended December 31, 2015, we had a net loss of $266,064 or $0.14 per share with $120,028 of this net loss for the period related to the recording of interest expense and amortization of debt discount, a non-cash adjustment to reconcile net loss to net cash used in operations. We expect to incur net losses for the foreseeable future as we are in the initial stages of implementing our plan of operations.

Liquidity and Capital Resources

At December 31, 2014 we2016, our total assets were $33,145 consisting of $20,542 cash, $0 inventory, $11,724 accounts receivable and $639 prepaid consultant compensation. This compares to our total assets of $15,407 at December 31, 2015, consisting of $2,055 in cash, $8,370 inventory, $3,150 in accounts receivable and $1,282 in prepaid consultant compensation.

At December 31, 2016, our current liabilities totaled $528,592, consisting of $138,134 in accounts payable and accrued expenses, $35,000 in notes payable, related party, $5,000 in notes payable, $112,157 in convertible notes payable, related party, $164,793 in convertible notes payable and $35,000 in other notes payable. This compares to our current liabilities at December 31, 2015 of $403,226, consisting of $94,920 in accounts payable and accrued expenses, $6,075 in notes payable, $100,829 in related party convertible notes payable and $201,402 in convertible notes payable. 

We had nominal cash,a working capital deficit for 2016 and 2015 of $495,687 and $388,119, respectively. We continue to rely upon funding from two private firms, one which will not be sufficientis beneficially owned by the Company’s CEO, to satisfymeet our working capital requirements for the next twelve months. We cannot forecast with any degree of certaintyand continue our anticipated revenues or cash flow. Our forecasts and operations will involve risks and uncertainties, whichoperations. Unless we are unable to predict and actual results could fail. We will require additional capital to continue operations. If we cannot secure additional capitalfunding from these firms, or generate significant revenues we may cease operations inothers, of which case you will lose your investment.

We intend to continue to source capital from the two private equity companies currently providing financing to us on a monthly basis. We cannot guarantee that such additional funding will be available on favorable terms, if at all. If adequate funds are not available, then our ability to continue or expand our operations may be significantly hindered. If adequate funds are not available, our officer, directors and principal shareholders may contribute capital to the Company in the form of debt financing or equity contributions. However, our officer, directors and principal shareholders are not committed to contribute funds to pay for our expenses.

Even assuming that we secure adequate financing, there can be no assurance, that we willmay not be profitable at any time in the future.able to continue our operations.

DuringAt December 31, 2016 and 2015, we expect to expand our business with the Glucose Health Natural Blood Sugar Maintenance™ product. The legalhad no other liabilities and accounting costs of being a public company will continue to impact our liquidity and we will need to obtain funds to pay those expenses. Other than the anticipated increases in legal and accounting costs due to the reporting requirements of being a reporting company, we are not aware of any other known trends, eventsno long-term commitments or uncertainties, which may affect our future liquidity.contingencies.

Going Concern

Our auditors haveindependent registered public accounting firm has questioned our ability to continue operations as a “going concern”. We hopeconcern.” While we expect to obtain significantcontinue to grow our revenues and our gross profits from future product sales. Insales of Glucose Health®, there is no assurance of this occurring, and in the absenceinterim as we implement our plan of significant sales and profits,operations, we will seek to raise additional funds to meet our working capital needs principally through the additional sales of our securities. However, we cannot guarantee that we will be able to obtain sufficient additional funds when needed, or that such funds, even if available, will be obtainable on terms satisfactory to us. As a result, our auditors believeindependent registered public accounting firm believes that substantial doubt exists about our ability to continue operations.

Liquidity and Capital Resources.

At December 31, 2014, our current assets consisted of $4,871 in cash, 857.5 case of remaining inventory from our initial production run of 1784 cases of our Type2 Defense product, which was written down to $0 and $38,859 for prepaid consultant compensation. At December 31, 2014, we had no accounts receivable and our other assets totaled $300 applicable to our Glucose Health Natural Blood Sugar Maintenance™ product intellectual property. Our total assets were $44,030. At December 31, 2013, our current assets consisted of $711 in cash and $24,879 of inventory from our initial production run of 1784 cases of our Type2 Defense product. At December 31, 2013, we had no accounts receivable and other assets. Our total assets were $25,590.

Our current liabilities at December 31, 2014 totaled $324,582 consisting of $154,659 in accounts payable and accrued expenses, $7,747 for short term loans, $23,927 in related party convertible short-term loans and $138,249 in convertible short-term loans. Our current liabilities at December 31, 2013 totaled $223,348 consisting of $144,633 in accounts payable and accrued expenses $6,000 for a short-term loan, $1,672 for a short-term loan from a related party and $71,043 in convertible short-term loans. 

We had a working capital deficit for 2014 and 2013 for $280,852 and $197,758, respectively. We rely upon funding from two private equity firms. Unless we continue secure additional funding from these firms, or others, of which there can be no assurance, we will not be able to satisfy our ongoing expenses.

At December 31, 2014 and 2013, we had no other liabilities and no long term commitments or contingencies.

Material Commitments

On January 30, 2013, we issued a $7,500 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of July 30, 2013. In addition, at any time, the holder may convert the note into shares of our common stock at an exercise price of $.005 per share.Notes payable, related party:

On February 20, 2013, we issued a $7,500 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of August 20, 2013. In addition, at any time, the holder may convert the note into shares of our common stock at an exercise price of $.005 per share.

On February 26, 2013, we issued a $12,500 convertible note to a corporation. The loan bears interest at 5% and is payable on demand and may be converted at any time prior to January 31, 2014 into shares of our common stock. The conversion price shall be 80% of the average closing price of the stock for the ten (10) business days preceding the conversion notice. The conversion price shall not be lower than $0.01 per share.

On April 30, 2013,May 1, 2016, the Company issued a $10,000 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of October 30, 2013. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.005 per share. On November 7, 2013, the Company agreed to modify the terms of the convertible promissory note to reduce the conversion price to $0.0015 per share.

On April 30, 2013, the Company issued a $10,000 convertible note to a corporation. The loan bears interest at 10% and has a maturity date of October 30, 2013. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.01 per share. On November 7, 2013, the Company agreed to modify the terms of the convertible promissory note to reduce the conversion price to $0.0015 per share.

On May 27, 2013, the Company issued a $12,500 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of November 27, 2013. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.005 per share.

On June 10, 2013, the Company issued a $6,500 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of August 11, 2013. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0065 per share.

On June 10, 2013, the Company issued a $6,222 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of August 11, 2013. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0065 per share.

On June 10, 2013, the Company issued a $6,500 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of August 11, 2013. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0065 per share.

On June 18, 2013, the Company issued a $12,500 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of December 18, 2013. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.005 per share.

On August 2, 2013, the Company issued a $10,000 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of February 2, 2013. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.005 per share.

On December 10, 2013, the Company issued a $3,000 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of June 10, 2014. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.015 per share.

On December 10, 2013, the Company issued a $5,000 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of June 10, 2014. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.015 per share.

On April 8, 2014, the Company issued a $21,000 convertible note to a corporation. The loan bears interest at 8% and has a maturity date of October 8, 2014. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0065 per share.

On May 8, 2014, the Company issued a $21,000 convertible note to a corporation. The loan bears interest at 8% and has a maturity date of November 8, 2014. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0065 per share.

On May 28, 2014, the Company issued a $10,000 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of November 28, 2014. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0065 per share.

On June 23, 2014, the Company issued a $10,000 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of December 23, 2014. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0065 per share.

On July 11, 2014, the Company issued a $10,000 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of January 11, 2015. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0065 per share.

On August 4, 2014, the Company issued an $8,000 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of February 4, 2015. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0065 per share.

On August 4, 2014, the Company issued an $8,000 convertible$35,000 note to a corporation owned by the Company’s CEO. The loan bears interest at 5%24% per annum and has a maturity date of February 4, 2015. In addition,December 31, 2016. $35,000 remains outstanding as of December 31, 2016.

On March 11, 2016, the Company issued a $35,000 note to a corporation owned by the Company's CEO. The loan bears interest at any time,24% per annum and has a maturity date of July 11, 2016. On July 29, 2016, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0065 per share.loan was repaid in full.

Notes payable:

On September 3, 2014,15, 2016, the Company issued a $6,000 convertible$5,000 note to a corporation. The loan bears interest at 5%12% per annum and has a maturity date of March 3, 2015. In addition,is payable on demand. $5,000 remains outstanding at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.005 per share.December 31, 2016.

On September 3, 2014,May 18, 2016, the Company issued a $6,000 convertible note to a corporation owned by the Company’s CEO. The loan bears interest at 5% and has a maturity date of March 3, 2015. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.005 per share.

On October 1, 2014, the Company issued a $4,625 convertible$30,000 note to a corporation. The loan bears interest at 5%24% per annum and has a maturity date of April 1, 2015. In addition, at any time,July 18, 2016. On July 21, 2016, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.005 per share.loan was repaid in full.

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On October 1, 2014, theConvertible notes payable, related party:

The Company issued a $4,625consolidated 18 separate convertible notepromissory notes of various principal amounts and fixed conversion prices, all bearing 5% interest per annum, issued to a corporation owned by the Company’s CEO. The loan bears interest at 5% and has a maturity date ofCEO during the period from August 4, 2014 through April 1, 2015. In addition, at any time, the holder may convert the2016, into a single convertible promissory note into shares of the Company’s common stock at an exercise$112,157, bearing 5% interest per annum with a pro-rata fixed conversion price of $.005 per share.

On October 15, 2014,$0.011, plus $5,939 accrued interest not subject to additional interest. The consolidation was for the Company issued a $3,600 convertible notepurposes of administrative simplification and no inducement nor benefit was given to athe corporation owned by the Company’s CEO. The loan bearscurrent net note balance is $112,157.

Convertible notes payable:

The Company consolidated 20 separate convertible promissory notes of various principal amounts and fixed conversion rates, all bearing 5% interest atper annum, issued to corporation during the period from August 2, 2013 through April 1, 2016, into a single convertible promissory note of $169,065, bearing 5% and hasinterest per annum with a maturity date of April 15, 2015. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercisepro-rata fixed conversion price of $.004 per share.$0.008, plus $12,516 accrued interest not subject to additional interest. The consolidation was for the purposes of administrative simplification and no inducement nor benefit was given to the corporation. The current net note balance is $164,670.

Other notes payable:

On November 4, 2014,December 10, 2013, the Company issued a $6,850 convertible note to a corporation.an individual. The loan bears interest at 5% per annum, has a fixed conversion price of $0.015 and has a maturity date of May 4, 2015. In addition,June 10, 2014. $3,000 remains outstanding at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0025 per share.December 31, 2016.

On November 4, 2014,December 10, 2013, the Company issued a $6,850 convertible note to a corporation owned by the Company’s CEO.an individual. The loan bears interest at 5% per annum, has a fixed conversion price of $0.015 and has a maturity date of May 4, 2015. In addition,June 10, 2014. $5,000 remains outstanding at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.0025 per share.December 31, 2016.

On November 8, 2014,June 11, 2013, the Company issued three convertible notes to three corporations. The loans bear interest at 5% per annum with fixed conversion prices of $0.0065 and maturity dates of August 11, 2013. $18,377 remains outstanding as of December 31, 2016.

On January 25, 2013, the Company issued a $2,962$12,000 note to an individual. $6,000 remains outstanding at December 31, 2016.

On April 20, 2012, the Company issued a convertible note to a corporation owned by the Company’s CEO.an individual. The loan bears interest at 5% per annum, has a fixed conversion price of $0.009 and has a maturity date of May 8, 2015. In addition, at any time, the holder may convert the note into sharesOctober 20, 2012. $2,500 remains outstanding as of the Company’s common stock at an exercise price of $.00475 per share.December 31, 2016.

On December 1, 2014, the Company issued a $5,000 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of June 1, 2015. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.09 per share.

On December 1, 2014, the Company issued a $5,000 convertible note to a corporation owned by the Company’s CEO. The loan bears interest at 5% and has a maturity date of June 1, 2015. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.09 per share.

On January 7, 2015, the Company issued a $4,315 convertible note to a corporation owned by the Company’s CEO. The loan bears interest at 5% and has a maturity date of July 7, 2015. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.04 per share.

On January 8, 2015, the Company issued an $8,750 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of July 8, 2015. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.04 per share.

On January 8, 2015, the Company issued an $8,750 convertible note to a corporation owned by the Company’s CEO. The loan bears interest at 5% and has a maturity date of July 8, 2015. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.04 per share.

On February 2, 2015, the Company issued a $12,500 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of August 2, 2015. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.031 per share.

On February 2, 2015, the Company issued a $12,500 convertible note to a corporation owned by the Company’s CEO. The loan bears interest at 5% and has a maturity date of August 2, 2015. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.031 per share.

On March 2, 2015, the Company issued a $10,000 convertible note to a corporation. The loan bears interest at 5% and has a maturity date of September 2, 2015. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.025 per share.

On March 2, 2015, the Company issued a $10,000 convertible note to a corporation owned by the Company’s CEO. The loan bears interest at 5% and has a maturity date of September 2, 2015. In addition, at any time, the holder may convert the note into shares of the Company’s common stock at an exercise price of $.025 per share.

Results of Operations.

Results of operations for the year endedAt December 31, 2014 compared to year ended December 31, 2013

Revenues.

We generated nominal revenues of $2,7392016, accrued interest on the above notes and $224 for the years ended December 31, 2014 and 2013, respectively. The Company’s focus for 2015 will be the manufacturing, marketing and distribution of our Glucose Health Natural Blood Sugar Maintenance™ dietary supplement product. We hope to generate substantial revenues, continue our operations and fully implement our business plan by December 31, 2015.

Gross Loss.

We reported a gross loss of $20,725 and $2,091 for the years ended December 31, 2014 and 2013, respectively. Included in the gross loss was an impairment to inventory of $20,829 for the year ended December 31, 2014. Until the Company generates significant revenues, our revenue will not exceed our costs.

Operating Expenses.

For the year ended December 31, 2014, we had total operating expenses of $524,491, as compared to total operating expenses of $1,267,193 for the year ended December 31, 2013. The substantial decrease of $742,703 or 58.6%, in our operating expenses between the two periods is primarily due to an approximate $524,000 decrease in professional fees incurred due to the 2013 issuance of common stock for achieving operational milestones related to the Type2 Defense product, decreases in investor relations expenses, decreases in marketing and other services expenses, a $200,000 write-off for our impaired Type2 Defense intellectual property in 2013 and a decrease of approximately $19,000 for other general and administrative expenses compared to 2013. We expect we will continue to incur significant legal and accounting expenses related to being a public company.

Other Expenses.

We had $109,631 interest expense for the year ended December 31, 2014 compared to $168,862 interest expense for the year ended December 31, 2013. The $59,231 or 35.1% increase is attribution to the $58,273 out-of-period adjustment at December 31, 2013 for the improperly valued beneficial conversion option of the Company’s convertible notes payable. In addition, we had a $14,562 and $21,000 loss from conversion of debt for the years ended December 31, 2014 and 2013, respectively.

Net Loss.

For the year ended December 31, 2014, we had a net loss of $669,409 or $0.99 per share. In comparison, for the year ended December 31, 2013, we had a net loss of $1,459,146 or $4.91 per share. We expectamounted to continue to incur net losses for the foreseeable future and until we generate significant revenues.$38,631.

Off-Balance Sheet Arrangements.Arrangements

We have no off-balanceno-off balance sheet arrangements.contractual arrangements, as that term is defined in Item 303(a)(4) of Regulation S-K.

Item 7A. Quantitative and Qualitative Disclosures about Market Risk.

Not applicable.As a smaller reporting company, we are not required to provide the information required by this Item.

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Item 8. Financial StatementsStatements.

The financial statements required by Item 8 are presented in the following order:

GLUCOSE HEALTH INC.

INDEX TO FINANCIAL STATEMENTS

Financial Statements:

Report of Independent Registered Public Accounting Firm

To the Board of Directors of 

Glucose Health Inc.

We have audited the accompanying balance sheet of Glucose Health, Inc. (the "Company") as of December 31, 2014, and the related statements of operations, changes in stockholders' deficit and cash flows for the year ended December 31, 2014. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of the Company as of December 31, 2013 and for the year then ended were audited by other auditors, whose report dated June 20, 2014, express an unqualified opinion on those financial statements and also included an explanatory paragraph that raise substantial doubt about the Company’s ability to continue as a going concern.

We conducted our audit in accordance with 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. We were not engaged to perform an audit of the Company’s internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. 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 audit provides 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 the Company as of December 31, 2014, and its results of operations, and cash flows for the year ended December 31, 2014 in conformity with U.S. generally accepted accounting principles.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1 to the financial statements, the Company is in process of executing its business plan and expansion. The Company has not generated significant revenue to this point, has recurring operating losses, working capital deficiencies, negative cash flows from operating activities, and a stockholders’ deficit. The lack of profitable operations and the need to continue to raise funds raise significant doubt about the Company’s ability to continue as a going concern. Management’s plans in this regard are described in Note 1. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Messineo & Co, CPAs, LLC

Clearwater, Florida

March 24, 2015

Report of Independent Registered Public Accounting Firm

To the Directors of

Glucose Health Inc. (f/k/a Bio-Solutions Corp.)

We have audited the accompanying balance sheets of Glucose Health, Inc. (the "Company") as of December 31, 2013,2016 and 2015, and the related statements of operations, changes in stockholders' deficit and cash flows for the year ended December 31, 2013.years then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Company’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. 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 Glucose Health Inc. as of December 31, 2013,2016 and 2015, and the results of its statements of operations changes in stockholders’ deficit,its and cash flows for the yearyears then ended, December 31, 2013 in conformity with U.S. generally accepted accounting principles.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 1the Notes to the financial statements, the Company is in process of executing its business plan and expansion.of operations. The Company has not generated significant revenue to this point, however, has been successful in raising funds in their private placement. The lack of profitable operationsnet losses since inception and the need to continue to raise funds raiseraises substantial doubt about the Company’s ability to continue as a going concern. Management’s plans in this regard are described in Note 1. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Anton & Chia, LLP

Newport Beach, California

June 20, 2014March 28, 2017

F-1

____________

(1) The common stock shares authorized, issued and outstanding have been adjusted to reflect a 10 to 1 reverse split, which was effective in February 2014 and 50 to 1 reverse split, which was effective in November 2014

See auditor's report and notes to the audited financial statementsGLUCOSE HEALTH, INC.

BALANCE SHEETS

		December 31,
		2016				2015
ASSETS
CURRENT ASSETS
Cash		$	20,542			$	2,055
Accounts receivable			11,724				3,150
Inventory			-				8,370
Due from affiliate			-				250
Prepaid expenses			639				1,282
Total current assets			32,905				15,107
Other Asset
Intellectual assets, net of accumulated amortization of $60 and $0, respectively			240				300
TOTAL ASSETS		$	33,145			$	15,407
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES
Accounts payable and accrued expenses		$	138,134			$	94,920
Accrued interest			38,631				-
Notes payable, related party			35,000				-
Notes payable			5,000				6,075
Convertible notes payable, related party			112,157				100,829
Convertible notes payable			164,670				201,402
Other notes payable			35,000				-
Total current liabilities			528,592				403,226
TOTAL LIABILITIES			528,592				403,226
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS' DEFICIT
Preferred stock, no par value, 1,000 shares authorized, 1,000 shares issued and outstanding as of December 31, 2016 and 2015			113,200				113,200
Common stock, $0.001 par value, 200,000,000 shares authorized, 3,312,273 and 2,451,888 shares issued and outstanding as of December 31, 2016 and 2015, respectively			3,312				2,452
Additional paid in capital			5,687,956				5,386,001
Stock subscription			23,000				23,000
Accumulated other comprehensive loss			(75,278	)			(75,278	)
Accumulated deficit			(6,247,637	)			(5,837,194	)
Total stockholders' deficit			(495,447	)			(387,819	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT		$	33,145			$	15,407

The accompanying notes are an integral part of these financial statements.

F-2

______________

(2) The common stock shares authorized, issued and outstanding have been adjusted to reflect a 10 to 1 reverse split, which was effective in February 2014 and 50 to 1 reverse split, which was effective in November 2014

See auditor's report and notes to the audited financial statementsGLUCOSE HEALTH INC.

STATEMENTS OF OPERATIONS

		YEAR ENDED DECEMBER 31,
		2016				2015
REVENUE		$	313,229			$	4,272
COST OF REVENUES
Cost of revenues			294,062				3,875
GROSS PROFIT			19,167				397
OPERATING EXPENSES
Professional fees			52,101				8,927
Stock based compensation			1,875				32,775
Research and development			-				48
General and administrative			51,838				114,820
Total Operating Expenses			105,814				156,570
LOSS FROM OPERATIONS			(86,647	)			(156,173	)
OTHER INCOME (EXPENSE)
Interest income (expense)			(323,796	)			(120,028	)
Loss on conversion of debt			-				(10,436	)
Gain on forgiveness of accounts payable			-				20,573
Total other expense			(323,796	)			(109,891	)
LOSS BEFORE INCOME TAXES			(410,443	)			(266,064	)
PROVISION FOR (BENEFIT FROM) INCOME TAXES			-				-
NET LOSS		$	(410,443	)		$	(266,064	)
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING BASIC AND DILUTED			2,793,759				1,956,371
NET LOSS PER SHARE - BASIC AND DILUTED		$	(0.15	)		$	(0.14	)

The accompanying notes are an integral part of these financial statements.

F-3

___________

(3) The common stock shares authorized, issued and outstanding have been adjusted to reflect a 10 to 1 reverse split, which was effective in February 2014 and 50 to 1 reverse split, which was effective in November 2014

See auditor's report and notes to the audited financial statements

GLUCOSE HEALTH, INC.
STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT
																														Accumulated
																		Additional				Stock								Other
		Preferred Stock								Common Stock								Paid-In				To Be				Accumulated				Comprehensive
		Shares				Amount				Shares				Amount				Capital				Issued				Deficit				Loss				Total
Balance - December 31, 2014 (3)			1,000			$	113,200				1,309,825			$	1,310			$	5,228,346			$	23,000			$	(5,571,130	)		$	(75,278	)		$	(280,552	)
Common stock issued in satisfaction of debt											58,092				58				232																290
Common stock issued in satisfaction of debt											58,750				59				235																294
Common stock issued in satisfaction of debt											59,078				59				236																295
Common stock issued in satisfaction of debt											59,244				59				237																296
Common stock issued in satisfaction of debt											54,018				54				216																270
Common stock issued as compensation											70,867				71				5,929																6,000
Common stock issued in satisfaction of debt											108,246				108				433																541
Common stock issued in satisfaction of debt											100,000				100				1,687																1,787
Common stock issued in satisfaction of debt											86,882				87				348																435
Common stock issued in satisfaction of debt											87,564				88				350																438
Common stock issued for sevices											10,000				10				490																500
Common stock issued for sevices											50,000				50				22,725																22,775
Common stock issued in satisfaction of debt											88,438				88				354																442
Common stock issued in satisfaction of debt											89,020				89				3,472																3,561
Common stock issued for sevices											50,000				50				3,450																3,500
Common stock issued in satisfaction of debt											111,864				112				7,719																7,831
Net loss for the year																											(266,064	)			-				(266,064	)
Discounts on shares issued for notes payable																			109,541																109,541
Balance - December 31, 2015 (3)			1,000				113,200				2,451,888				2,452				5,386,001				23,000				(5,837,194	)			(75,278	)			(387,819	)
Common stock issued in satisfaction of debt											754,135				754				4,814																5,568
Common stock issued for accrued interest											81,250				81				569																650
Common stock issued for services											25,000				25				1,850																1,875
Net loss																											(410,443	)			-				(410,443	)
Discount on shares issued for notes payable																			294,722																294,722
Balance - December 31, 2016 (3)			1,000				113,200				3,312,273				3,312				5,687,956				23,000				(6,247,637	)			(75,278	)			(495,447	)