UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

[X]☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For Quarterly Period Ended

September 30, 2017March 31, 2023

or

[  ]☐ TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition period from _______________ to ______________

Commission File Number:000-10210

GLOBAL TECH INDUSTRIES GROUP, INC.

(Exact name of registrant as specified in its charter)

511 Sixth Avenue suite, Suite 800

New York, NY10011

(Address of principal executive offices) (Zip Code)

(212) (212) 204 7926

Registrant’s telephone number, including area code

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act: None

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.

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

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

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act [  ]☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

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

As of October 15, 2017May 10, 2023 the number of shares outstanding of the registrant’s class of common stock was 125,527,990345,296,829

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

GLOBAL TECH INDUSTRIES GROUP, INC.

Condensed Consolidated Balance Sheets

(Unaudited)

(UNAUDITED)

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

GLOBAL TECH INDUSTRIES GROUP, INC.

Condensed Consolidated Statements of Operations

(UNAUDITED)(Unaudited)

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

GLOBAL TECH INDUSTRIES GROUP, INC.

Condensed Consolidated Statements of Cash FlowsStockholders’ Equity (Deficit)

(UNAUDITED)For the Three and Nine Months Ended September 30, 2022, and 2021

(Unaudited)

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

GLOBAL TECH INDUSTRIES GROUP, INC.

Condensed Consolidated Statements of Cash Flows

(Unaudited)

Notes to the Unaudited Condensed Consolidated Financial Statements

September 30, 20172022

(Unaudited)

NOTE 1 - CONDENSED FINANCIAL STATEMENTS

A) CONSOLIDATION

The accompanying consolidated financial statements have been prepared by GLOBAL TECH INDUSTRIES GROUP, INC. (“the Company”) without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position at September 30, 2022, and the results of operations and cash flows at September 30, 2017,for the three and for all periods presented herein,six months then ended, have been made.

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”), including the instructions to Form 10-Q and Regulation S-X. Certain information and footnotenote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles generally accepted in the United States of America (“U.S. GAAP”), have been condensed or omitted. It is suggested thatomitted from these condensedstatements pursuant to such rules and regulations and, accordingly, they do not include all the information and notes necessary for comprehensive financial statements and should be read in conjunction with theour audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the Company’syear ended December 31, 2016 audited financial statements.2022. The results of operations for the period ended September 30, 2017March 31, 2023, are not necessarily indicative of the operating results for what will be the full year.year ended December 31, 2022.

The accompanying consolidated financial statements include the accounts of the Company and its wholly-ownedwholly owned subsidiaries as disclosed in ItemNote 2 below. All significant inter-company balances and transactions have been eliminated.

NOTE 2 -B) GOING CONCERN

The Company’s consolidated financial statements are prepared using generally accepted accounting principles in the United States of AmericaU.S. GAAP applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. These conditions raise substantial doubt regarding the Company’s ability to continue as a going concern.

In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan is to obtain such resources for the Company by obtaining capital from management and significant shareholders sufficient to meet its operating expenses and seeking equity and/or debt financing. However, management cannot provide any assurances that the Company will be successful in accomplishing any of its plans.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish the plans described in the preceding paragraph and eventually secure other sources of financing and attain profitable operations. The accompanying consolidated financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

On March 11, 2020, the World Health Organization declared the outbreak of a coronavirus (COVID-19) a pandemic. As a result, economic uncertainties have arisen which have the potential to negatively impact the Company’s ability to raise funding from the markets. Other financial impacts could occur though such potential impacts are unknown at this time.

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

September 30, 2017March 31, 2023

(Unaudited)

NOTE 32 - SIGNIFICANT ACCOUNTING POLICIES

UseA) PRINCIPLES OF CONSOLIDATION

The accompanying consolidated financial statements include the accounts of Estimatesthe Company and its wholly-owned subsidiaries, Ludicrous, Inc., TTI Strategic Acquisitions and Equity Group, Inc, Classroom Salon Holdings, LLC, TTII Oil & Gas, Inc., and GT International, Inc. All subsidiaries of the Company, other than TTI Strategic Acquisitions and Equity Group, Inc., currently have no financial activity. All significant inter-company balances and transactions have been eliminated.

B) USE OF MANAGEMENT’S ESTIMATES

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of AmericaU.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities atand disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenuerevenues and expenses during the reportingreported period. Actual results could differ from those estimates.

Beneficial Conversion Feature of Debentures and Convertible Notes PayableC) CASH EQUIVALENTS

In accordance with FASB ASC 470-20, Accounting for Convertible Securities with Beneficial Conversion Features or Contingently Adjustable Conversion Ratios, we recognize the advantageous value of conversion rights attached to convertible debt. Such rights give the debt holder the ability to convert his debt into common stock at a price per share that is less than the trading price to the public on the day the loan is made to us. The beneficial value is calculated as the intrinsic value (the market price of the stock at the commitment date in excess of the conversion rate) of the beneficial conversion feature of the debentures and related accruing interest, and is recorded as a discount to the related debt and an addition to additional paid in capital. The discount is amortized over the remaining outstanding period of related debt using the straight-line method.

Recent Accounting Pronouncements

No accounting pronouncements were issued during the third quarter of 2017 that would have a material effect on the accounting policies of the Company when adopted.

Asset Retirement Obligation

The Company follows FASB ASC 410-20“Accounting for Asset Retirement Obligations,” which addresses financial accounting and reporting for obligations associated with the retirement of tangible long-lived assets and the associated asset retirement costs.

FASB ASC 410-20 requires recognition of the present value of obligations associated with the retirement of tangible long-lived assets in the period in which it is incurred. The liability is capitalized as part of the related long-lived asset’s carrying amount.

Over time, accretion of the liability is recognized as an operating expense and the capitalized cost is depreciated over the expected useful life of the related asset. The Company’s asset retirement obligations are related to the plugging, dismantlement, removal, site reclamation and similar activities of its oil and gas exploration activities.

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

September 30, 2017

(Unaudited)

NOTE 3 - SIGNIFICANT ACCOUNTING POLICIES (Continued)

The asset retirement obligation is as follows:

Investments at Cost

The Company accounts for its investment in private entities using the equity method for investments where the Company’s shares held are in excess of 20% of the outstanding shares of the investee. The Company acquired a 25% equity investment in three entities from Brazil as part of the assets of the ARUR acquisition in December 2012. Due to the inactivity of the entities, the Company did not allocate any purchase price to these investments. The Company evaluates its cost in investments for impairment of value annually. If cost investments become marketable they are reclassified to Marketable Securities-Available for Sale.

Investments are as follows:

Marketable Securities-Available for Sale

The Company purchased marketable securities and these marketable securities are classified as “available for sale”. Accordingly, the Company originally recognizes the shares at the market value purchased. The shares are evaluated quarterly using the specific identification method. Any unrealized holding gains or losses are reported as Other Comprehensive Income and as a separate component of stockholder’s equity. Realized gains and losses are included in earnings. Also, other than temporary impairments are recorded as a loss on marketable securities in the statements of operations.

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

September 30, 2017

(Unaudited)

Marketable Securities-Available for Sale (Continued)

Marketable securities are as follows at September 30, 2017:

Fair Value of Financial Instruments

On January 1, 2008, the Company adopted ASC 820, “Fair Value Measurements” ASC 820 defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and enhances disclosure requirements for fair value measures. The three levels are defined as follows:

The carrying amounts reported in the balance sheets for cash and cash equivalents, and current liabilities each qualify as financial instruments and are a reasonable estimate of fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The carrying value of notes payable approximates fair value because negotiated terms and conditions are consistent with current market rates as of September 30, 2017 and December 31, 2016.

Marketable securities are reported at the quoted and listed market rates of the securities held at the period end.

The following table presents the Company’s Marketable securities and Notes Payable within the fair value hierarchy utilized to measure fair value on a recurring basis as of September 30, 2017 and December 31, 2016:

The following table presents a Level 3 reconciliation of the beginning and ending balances of the fair value measurements using significant unobservable inputs as of September 30, 2017 and December 31, 2016:

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

September 30, 2017

(Unaudited)

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, NetThruster, Inc., BioEnergy Applied Technologies Inc., GoHealthMD, Inc., MLN, Inc., Eye Care Centers International, Inc., GoHealthMD Nano Pharmaceuticals, Inc., TTI Strategic Acquisitions and Equity Group, Inc. and TTII Oil & Gas, Inc. All subsidiaries of the Company except TTII Oil & Gas, Inc. and TTII Strategic Acquisitions, currently have no financial activity. All significant inter-company balances and transactions have been eliminated.

Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. Cash and cash equivalents are maintained with major financial institutions in the U S. Deposits held with these banks at times exceed $250,000$250,000 of insurance provided on such deposits. The Company has not experienced any losses in such accounts and believes that it is not exposed to any significant credit risk on cash and cash equivalents. There were no cash equivalents at September 30, 2017On March 31, 2023, and December 31, 2016.2022, $4,266,931 and $3,320,164 excess cash balances existed, respectively.

Accounts Receivable/Allowances for Doubtful AccountsD) INCOME TAXES

The Company regularly assessesapplies ASC 740 which requires the collectabilityasset and liability method of accounting for income taxes. The asset and liability method require that the current or deferred tax consequences of all events recognized in the financial statements are measured by applying the provisions of enacted tax laws to determine the amount of taxes payable or refundable currently or in future years. Deferred tax assets are reviewed for recoverability and the Company records a valuation allowance to reduce its accounts receivable,deferred tax assets when it is more likely than not that all or some portion of the deferred tax assets will not be recovered.

ASC 740 requires recognition and considers receivables with aging exceeding 120 daysmeasurement of uncertain tax positions using a “more-likely-than-not” approach, requiring the recognition and measurement of uncertain tax positions. Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all the deferred tax assets will to be potentially uncollectible. Managementrealized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment.

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

March 31, 2023

E) REVENUE RECOGNITION

The Company had no revenues during the three and six months ended September 30, 2022 and 2021, however when revenues commence, the Company will analyzerecognize revenues in accordance with ASC 606, “Revenue from Contracts with Customers.” Revenue is recognized per our contract with our customers at a point of time when control of our products or services are transferred to our customers in an amount that reflects the needconsideration the Company expects to be entitled to in exchange for those products, and after all our performance obligations have been met. The Company currently has no consulting revenues with performance obligations of hours expended on various projects with our customers pursuant to underlying contracts. If we subsequently determine that collection from any customer is not reasonably assured, we record an allowance for doubtful accounts atand bad debt expense for all that time. As of September 30, 2017customer’s unpaid invoices and December 31, 2016, there are no allowances recorded.cease recognizing revenue for continued services provided until cash is received.

Stock Based CompensationF) STOCK-BASED COMPENSATION

The Company accounts for stock-based compensation in accordance with the provisions of ASC 718. ASC 718 requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on the grant-date fair value of the award. That cost will be recognized over the period during which an employee is required to provide service in exchange for the reward- known as the requisite service period. No compensation cost is recognized for equity instruments for which employees do not render the requisite service. The grant-date fair value of employee share options and similar instruments are estimated using the Black Scholes option-pricing model adjusted for the unique characteristics of those instruments.

Equity instruments issued to non-employees are recorded at their fair values as determined in accordance with ASC 718 as amended by ASU 2018-07. As such, the grant date is the measurement date of an award’s fair value., which is expensed over the requisite service period.

G) FAIR VALUE OF FINANCIAL INSTRUMENTS

The Company follows ASC 820, “Fair Value Measurements,” which defines fair value, establishes a three-level valuation hierarchy for disclosures of fair value measurement and ASC 595, “Accountingenhances disclosure requirements for Equity Instruments That Are Issued to Other Than Employeesfair value measures. The three levels are defined as follows:

The carrying amounts reported in the balance sheets for Acquiring, or in Conjunction with Selling Goodscash and Services”,cash equivalents, and current liabilities each qualify as financial instruments and are periodically revalueda reasonable estimate of fair value because of the short period of time between the origination of such instruments and their expected realization and their current market rate of interest. The carrying value of notes payable approximates fair value because negotiated terms and conditions are consistent with current market rates as of March 31, 2023, and December 31, 2022.

Marketable securities are reported at the stock options vestquoted and are recognizedlisted market rates of the securities held at the period end.

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

March 31, 2023

The following table presents the Company’s marketable securities within the fair value hierarchy utilized to measure fair value on a recurring basis as expense over the related service period.of March 31, 2023, and December 31, 2022:

SCHEDULE OF FAIR VALUE ASSETS AND LIABILITIES MEASURED ON RECURRING BASIS

Basic and Diluted Loss per ShareH) BASIC AND DILUTED LOSS PER SHARE

The Company calculates earnings per share in accordance with ASC 260, “Computation of Earnings“Earnings Per Share.” Basic loss per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings (loss) per share gives effect to dilutive convertible securities, options, warrants and other potential common stock outstanding during the period; only in periods in which such effect is dilutive. For 2017the three ended March 31, 2023, and 2016,2022, there were 23,358,496 warrants outstanding, however their effects were anti-dilutive. and there were no common equivalent shares were excluded frompotentially dilutive securities to consider in the calculationfully diluted earnings per share calculation.

SCHEDULE OF BASIC AND DILUTED PER SHARE

I) RECENT ACCOUNTING PRONOUNCEMENTS

The Company has implemented all new accounting pronouncements that are in effect. These pronouncements did not have any material impact on the financial statements unless otherwise disclosed, and as of September 30, 2017,the Company does not believe that there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations.

J) MARKTABLE SECURITIES

The Company purchases marketable securities and engages in trading activities for its own account. Securities that are held principally for resale in the near term are recorded at fair value with changes in fair value included in earnings. Interest and dividends are included in net Interest Income.

K) LONG LIVED ASSETS

The Company evaluates its long-lived assets in accordance with FASB ASC 350, “Intangibles-Goodwill and Other,” and FASB ASC 360, “Property, Plant, and Equipment.” Long-lived assets held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that their net book value may not stock equivalents existing. The ESOP shares issued during 2012be recoverable. When such factors and 2011 have also been excluded fromcircumstances exist, the calculation as they were issued but not outstanding.Company compares the projected undiscounted future cash flows associated with the related asset or group of assets over their estimated useful lives against their respective carrying amounts. Impairment, if any, is based on the excess of the carrying amount over the fair value of those assets and is recorded in the period in which the determination was made.

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

September 30, 2017March 31, 2023

(Unaudited)

NOTE 3 - MARKETABLE SECURITIES

Intangible Assets and Business Combinations

The Company adoptedhas acquired various shares of Marketable Securities. During the nine months ended March 31, 2023, the Company recorded a gain of $4,000 which consisted of unrealized gains (losses) by marking to market, the value of the shares held. For the three months ended March 31, 2022, the Company recorded unrealized loss of $(27,000). The Company does not hold any equity securities that do not have readily available fair values, therefore no impairment analysis or other methods to determine value are used.

NOTE 4 - FIXED ASSETS

Depreciation expense for the three months ended March 31, 2023, and 2022 was $269 and $893, respectively. March 31, 2023, assets of $3,214.

Fixed assets consist of the following:

SCHEDULE OF FIXED ASSETS

NOTE 5 - LICENSES

GOLD TRANSACTIONS NETWORK LICENSE

On February 28, 2021, pursuant to a Stock Purchase Agreement (the “SPA”) between the Company and Gold Transactions International, Inc. (GTI), the Company purchased 100% of the stock of GoldTI and assumed its sole asset a License Agreement held by GoldTI. The license provides access to a joint venture of companies (the “Network”), that buys gold from artisan miners internationally, and provides transportation, assaying, refining and storage facilities in the DMCC1, a free trade zone for commodities trading in Dubai, and then sells the refined gold to its customers. The License Agreement grants the Company the following:

Pursuant to the SPA, 100% of the GTI shares were exchanged for 6,000,000 shares of the Company’s common stock (acquisition date fair value was $10,018,085). GTI has met its performance obligations and this transaction closed in the second quarter of 2022. As per the table below the License asset was valued at $14,990,277 net of additional liabilities recorded on the closing date of the transaction May 25, 2022.

The acquisition of GTI is being treated as an asset purchase and not business combination per ASC 805 “Business Combinations”, and ASC 350, “Goodwill and Other Intangible Assets”, effective June 2001 and revised in December 2007. ASC 805 requires the useas substantially all of the purchase methodassets acquired are concentrated in a single identifiable asset. The following table summarizes the consideration transferred to acquire GTI and the amount of accounting for any business combinations initiated after June 30, 2002,identified assets, and further clarifiesliabilities assumed at the criteria to recognize intangibleacquisition date.

Recognized amounts of identifiable assets separately from goodwill. Under ASC 350, goodwillacquired and indefinite−life intangible assets are no longer amortized, but are reviewed for impairment annually.liabilities assumed:

SCHEDULE OF RECOGNIZED IDENTIFIED ASSETS ACQUIRED AND LIABILITIES ASSUMED

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

September 30, 2017March 31, 2023

(Unaudited)

Income Taxes

The Company applies ASC 740 which requires the asset and liability method of accounting for income taxes. The asset and liability method requires that the current or deferred tax consequences of all events recognized in the financial statements are measured by applying the provisions of enacted tax laws to determine the amount of taxes payable or refundable currently or in future years. Deferred tax assets are reviewed for recoverability and the Company records a valuation allowance to reduce its deferred tax assets when it is more likely than not that all or some portion of the deferred tax assets will not be recovered.

The Company adopted ASC 740 at the beginning of fiscal year 2008. This interpretation requires recognition and measurement of uncertain tax positions using a “more-likely-than-not” approach, requiring the recognition and measurement of uncertain tax positions. The adoption of ASC 740 had no material impact on the Company’s financial statements. Deferred taxes are provided on a liability method whereby deferred tax assets are recognized for deductible temporary differences and operating loss and tax credit carry forwards and deferred tax liabilities are recognized for taxable temporary differences. Temporary differences are the differences between the reported amounts of assets and liabilities and their tax bases. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will to be realized. Deferred tax assets and liabilities are adjusted for the effects of changes in tax laws and rates on the date of enactment

NOTE 47 - RELATED PARTY TRANSACTIONS

The Company is indebted to the officers of the Company for unpaid wagesAccrued Payables and bonuses from previous years that were converted into Notes. The balances at September 30, 2017Accrued Expenses – Related Parties

Related party payables and accrued expenses totaled $1,718,905 and $1,551,208 on March 31, 2023, and December 31, 20162022. These totals are $421,044 to Mr. Reichman and $206,670 to Mrs. Griffin, respectively. The notes bear interest at 5% are due at October 1, 2018 and are unsecured.detailed as follows:

Due to officers asrelated parties advances consists of September 30, 2017 and December 31, 2016 are totals of $185,155 and $135,062, respectively. These balances consist of net cash advances and unpaidexpenses paid by Mr. Reichman to satisfy the expense reimbursements due to David Reichman.needs of the Company. The payables and cash advances are unsecured, due on demand and do not bear interest. During the first nine monthsAs of 2017 Mr. Reichman advanced $270,369 to the Company to cover operating expenses, and was repaid $220,275.

During the first nine months of 2017 and the year ended DecemberMarch 31, 2016, a board member advanced $0 and $3,000, respectively. These totals consist of several small advances, each covered by separate notes that bear interest at 6%, are unsecured, and are due in October 2018. The total notes payable to this board member at September 30, 20172023, and December 31, 2016 amount2022, these amounts totaled $212,958 and $270,649.

The Company does not have sufficient operations and funds to $116,300pay its officers their wages in cash, therefore all wages have been accrued for the three months ended March 31, 2023, and $116,300,2022. The accrued officer wages for the three months ended March 31, 2023, and 2022 are $162,000 and $137,000, respectively.

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes The balance of accrued wages due to the Unaudited Condensed Consolidated Financial Statementsofficers on March 31, 2023, and December 31, 2022, are $1,432,500 and $1,232,500, respectively. Additionally, there is an expense account due Mr. Reichman in total of $60,059 and $48,059 on March 31, 2023, and December 31, 2022.

September 30, 2017

(Unaudited)Due to Related Parties

Due to related parties consists of a short-term cash advance by Mr. Reichman to satisfy the expense needs of the Company. The balance is unsecured, due on demand and do not bear interest. As of March 31, 2023, and December 31, 2022, these amounts totaled $1,075,000 and $0.

NOTE 58 - NOTES PAYABLE

(a) NOTES PAYABLE IN DEFAULT:

Notes payable in default consist of various notes bearing interest at rates from 5%5% to 8%9%, which are unsecured with original due dates between August 2000 and October 2018. ManyDecember 2016. All the notes with maturity dates that have passed are currentlyunpaid to date and are in default with the remaining note due on datesand are thus classified as specified below.current liabilities. At September 30, 2017March 31, 2023 and December 31, 2016,2022, notes payable in default amounted to $1,822,236$871,082 and $1,822,236,$871,082, respectively. Below is a discussion of the details to the notes payable in default and a table summarizing the notes owed by the Company.in default with additional information.

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

September 30, 2017March 31, 2023

(Unaudited)

None of the above notes are convertible or have any covenants.

(b) Additional detail to all Notes Payable in Default is as follows:

SCHEDULE OF NOTES PAYABLE

On March 31, 2023, and December 31, 2022, accrued interest on the outstanding notes payable (default and current) were $426,813 and $416,774, respectively and related party notes was $1,899 and $399, respectively. Interest expense on the outstanding notes amounted to $12,199 and $12,199 for the three months ended March 31, 2023, and 2022 including the imputed interest discussed below.

NOTE 6 - STOCKHOLDERS’ DEFICITGLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

ISSUANCESMarch 31, 2023

(c) NOTES PAYABLE

On November 29, 2022, the Company received cash from an individual in the amount of $50,000 as a loan bearing interest at 5%, with a term of 12 months of the date received. On March 31, 2023, accrued interest on this note totaled $1,021 respectively.

On December 5, 2022, the Company received cash from an individual in the amount of $30,000 as a loan bearing interest at 5%, with a term of 12 months of the date received. On March 31, 2023, accrued interest on this note totaled $578, respectively.

On January 1, 2023, the Company had legal fees paid directly from an individual in the amount of $20,000 as a loan bearing interest at 5%, with a term of 12 months of the date received. On March 31, 2023, accrued interest on this note totaled $300, respectively.

In connection with the acquisition of the License Agreement, the Company executed a Promissory Note in the amount of $5,044,610, bears interest at 2.168%, is payable quarterly in graduating amounts over a 5-year period and is unsecured. On December 31, 2020, the Note Holder agreed to delay the interest accrual until 2021 and delayed the quarterly installments. As of March 31, 2023, the balance on this loan was $4,968,177.

The Company has debt obligations on the note as follows:

SCHEDULE OF COMMON STOCKFUTURE MATURITIES OF NOTES PAYABLE

(d) IMPUTED INTEREST

During the ninethree months ended September 30, 2017, there were 1,000,000 shares of common stock issuances for services

During the nine months ended September 30, 2017,March 31, 2023, and 2022, the Company recorded imputed interest on a non-interest bearingnon-interest-bearing note in the amount of $10,080, with$3,360 and $3,360, respectively, as an increase in additional paid in capital.

NOTE 9 - STOCKHOLDERS’ EQUITY (DEFICIT)

ISSUANCES OF COMMON STOCK

During the ninethree months ended September 30, 2017,March 31, 2023 the Company did not issue any stock options or warrants.

ISSUANCES OF PREFERRED STOCK

Pursuant to the Articles of Incorporation of the Company, there was initially authorized 50,000issued 48,018,648 shares of Series A Preferred Stock. On April 7, 2016, the Company’s Boardcommon stock with a fair market value of $72,253,223 respectively, for services rendered. Directors created out of the Series A Preferred Stock, 1,000 Series A Preferredwere issued 36,460,714 shares with a total value of $54,691,071 to related parties. A total of 557,934 shares issued for services performed during the following features:period including legal, IR services, IT and consulting services valued at $702,152. Medical advisory and service related to a 501c charitable organization received 11,000,000 shares valued at $16,860,000. All non director services performed were from outside, unrelated third parties.

a)

Super voting power, whereinDuring the 1,000 shares have the right to vote in the amount equal to fifty-one percent (51%)first three months of the total vote with respect to any proposal relating to (i) increasing the authorized share capital of the Company, and (ii) effecting any forward stock split of the Company’s authorized, issued or outstanding2022, 533,399 shares of capitalcommon stock were issued with a fair market value of $863,108. The services performed during the quarter were, legal, IR services, IT and (iii) any other matter subjectconsulting services for art procurement, medical advisory and service related to a shareholder vote.501c charitable organization. All services performed were from outside, unrelated third parties.

b)

No entitlement to dividends.

c)

No liquidation preferences.

d)

No conversion rights.

e)

Automatic Redemption Rights upon certain triggers, to be redeemed at par value.

The Board of Directors also authorized the issuance of all 1,000 Series A Preferred shares to David Reichman, CEO, for no consideration.

GLOBAL TECH INDUSTRIES GROUP, INC.

Notes to the Unaudited Condensed Consolidated Financial Statements

March 31, 2023

WARRANTS

On March 22, 2021, GTII entered into a warrant agreement with Liberty Stock Transfer Agent (“Liberty”), whereby Liberty agreed to act as GTII’s warrant agent in its offering of warrants to GTII’s shareholders (each, a “Warrant”). All shareholders of record on April 1, 2021, were issued 0.10 of a Warrant per share of Common Stock held of record by such holder. This agreement created 23,364,803 warrants to the shareholders of the Company as a dividend valued at $57,689,800, and recorded as a decrease in retained earnings with the offsetting entry to paid in capital. The Warrants were issued on April 8, 2021. Each full Warrant shall be exercisable into one share of GTII’s common stock at an exercise price of $2.75. The Warrants shall expire on April 8, 2023. Manhattan Transfer Registrar Co. shall act as co-agent with Liberty. On July 27, 2021, the Company filed an Amended Registration Statement to register the warrants to be free trading when exercised.

SCHEDULE OF WARRANTS ISSUANCE OF FAIR VALUE ASSUMPTIONS

Warrant transactions are as follows:

SCHEDULE OF STOCK WARRANTS ACTIVITIES

September 30, 20172022

(Unaudited)

NOTE 7 - 10 – LEGAL ACTIONS

At present,On February 3, 2017, the Company filed suit in Eastern District Federal Court New York against American Resource Technologies, Inc., (ARUR) and several directors and officers relating to the Chautauqua County Court Kansas decision nullifying the acquisition Agreement of ARUR. The Company has made several attempts to recover the shares of GTII is involvedstock paid to ARUR for the asset acquisition and the various costs and expenses expended by GTII in fulfillment of its obligations under the contract with two separate mattersARUR. The failure of non-litigation attempts to resolve the matter resulted in filing an action for declaratory judgment in the US District Court in New York. The first matter, Case #17-cv-000698 is infor the Eastern District of New York, Docket No. 17-CV-0698. The case was subsequently withdrawn due to the close of ARUR operations. During the 2^nd quarter 2020, the Company was successful in recalling the 4,668,530 shares and cancelling them from the shareholders list.

On December 30, 2016, the Company executed a stock purchase agreement (the “Agreement”), which was brought against ARURsigned and closed in Hong Kong, with GoFun Group, Ltd. through its wholly owned subsidiary Go F & B Holdings, Ltd. GoFun Group, Ltd. is a privately held company running a casual dining restaurant business, based in Hong Kong. Subsequent to recover the shares paidagreement being signed, GoFun Group failed to ARURsubstantially perform under the agreement, including, but not limited to providing audited financials of its assets, making the ongoing payments called for in the agreement, along with other matters that led Global Tech to initiate litigation in the United States. Currently, Global Tech and GoFun are litigating the matter in the U.S District Court for the 75% working interest in the Ownbey lease that was acquired by GTII, then TTII, from ARUR. Shortly thereafter, ARUR was sued by a shareholder claiming that ARUR lacked the authority to carry out the sale to GTII. Due to ARURs failure to answer and defend and to defend on behalf of GTII, the court ruled against ARUR and GTII.

In Jan 2017, GTII, through its litigation Counsel, Warren Markowitz, Esq., proceed with an action to recover the shares paid. As of August 1st 2017, GTII has applied for and anticipates getting, a default judgment invalidating the shares paid to ARUR, on the grounds that ARUR, its officer and its management has failed to answer or defend the action brought.

In May 2017, GTII took action against Go Fun Group, its managers, and related companies for failing to fulfill its obligations under an agreement entered into in December 2016. Due to the complexity of the matter, GTII was required to serve the documents for the case, # 1:17-cv-03727, Southern District of New York, Docket No.17-CV-03727 . On October 2, 2019, the Company was able to secure, via preliminary settlement, the return of 43,649,491 shares of the Company’s stock out of the original 50,649,491 that were issued in good faith to GoFun in anticipation of a final stock exchange. That stock has been returned to the Company’s treasury and cancelled. On May 14, 2021, the Superior Court of New Jersey, Chancery Division: Monmouth County (docket no. PAS-MON-C-60-21) issued an order restraining the removal of restrictive legends on the remaining 7,000,000 shares of stock, pending further order of the New Jersey Court. The underlying matter currently in the U.S. district Court for the Southern District of New York, remains pending. The Company and GoFun have mutually agreed to resolve the matter and the respective counsels are currently working toward that goal.

On December 30, 2019, a dispute between the Company and its counsel regarding the GoFun matter, above, resulted in a filing, and subsequent settlement, of an action in the Supreme Court of the State of New York for the County of New York (Index No. 656396/2019). Pursuant to the settlement, counsel for the Company accepted previously-issued shares as full payment for all legal work, expenses, costs, and other fees.

On March 17, 2021, the Company filed an action against Pacific Technologies Group, Inc., Rollings Hills Oil and Gas Inc., Demand Brands, Inc., Innovativ Media Group, Inc., Tom Coleman, and Bruce Hannan, in the Supreme Court of the State of New York, County of New York (Index No. 651771/2021), alleging fraud, rescission and cancellation of a written instrument, unconscionability, breach of contract, breach of good faith and fair dealing, unjust enrichment, and civil conspiracy. The action stems from a stock purchase agreement entered into by the Company and Pacific Technologies Group, Inc. (then known as Demand Brands, Inc.) on October 16, 2018. On May 22, defendants filed a motion seeking additional time to answer. On November 23, 2021, the defendants filed a venue-related procedural motion to dismiss. On January 21, 2022, the Company submitted its opposition to said motion, and on February 11, 2022, defendants filed their affirmation in reply. To date, no decision on that motion has been entered by the Court.

On August 16, 2021, the Company filed an action against David Wells, in the United States District Court for the Southern District of New York (Case 1:21-cv-06891) seeking injunctive relief and relinquishment of 150,000 shares held in the name of David Wells. As of December 31, 2021, David Wells has not yet filed an answer to the Company’s complaint. On November 11, 2021, David Wells filed an action against GTII in the United States District Court for the District of Nevada,(Case 2:21-cv-02040) claiming a violation of the duty to register transfer of shares. As of December 31, 2021, the parties are engaged in briefing jurisdictional motions. Open Issue

On August 24, 2021, the Company filed an application for a temporary restraining (“TRO”) order in the Superior Court of New Jersey, Chancery Division: Monmouth County (Docket No.: Mon-C-132-21) seeking to restrain Liberty Stock Transfer, Inc. from removing restrictive legends from 6,000,000 shares of Company stock held in the name of International Monetary, as well as from transferring said shares. The Court granted the TRO effective until September 28, 2021. On September 28, 2021, the Court declined to issue any further restraints.

In the interim, on September 16, 2021, International Monetary filed an action against the Company in Clark County, Nevada (Case No: A-21-841175-B) alleging breach of contract and breach good faith and fair dealing, as well as a request for declaratory relief, and temporary restraining order and preliminary injunction. On September 30, 2021, the Company filed a notice of removal of the action to the United States District Court for the District of Nevada (Case 2:21-cv-01820), as well as a request for a temporary restraining order enjoining International Monetary from taking any action to remove the restrictive legend shares from Company shares held in its name. On October 14, 2021, International Monetary filed a motion to strike the petition for removal. As of December 31, 2021, no ruling on that motion had been entered. As of December10x, 2022 the parties entered in to a mutual resolution of the matter and on November 3, 2022, the Company entered into a settlement agreement with two separate private lenders, which provided for the settlement of all disputes and claims of the parties, including those arising in connection with the lenders’ loans to the Company (the “Settlement Agreement”). The transactions under the Hague Convention throughSettlement Agreement closed on November 8, 2022.

On January 28, 2023, the Central Administrative Authorityboard authorized management to issue 227,284 shares of the Company’s common stock, restricted by Rule 144, to International Monetary in Hong Kong SAR. In July 2017, litigation Counsel, Warren Markowitz, Esq.keeping with the previously signed settlement agreement.

NOTE 11 – SUBSEQUENT EVENTS

On April 2, 2023, the board of directors authorized and approved management’s action to cancel the shares of GTII common stock held by Michael Andreyov, Nikolai Bitsendko and Igor Kirhzner.

On April 26, 2023 The Company and GoFun, Inc., received confirmationwho were both preparing for an arbitration hearing on April 24, 2023, instead were able to mutually resolve their dispute and arbitration was cancelled.

On May 2, 2023, the Company confirmed with the transfer agent that the papers were served in Hong Kong SAR. Counsel is weighing its options as to further action at this time.distribution of the one for ten stock dividend, approved by FINRA with a record date of April 15, 2023, would begin.

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

Cautionary Statements

This Form 10-Q may contain “forward-looking statements,” as that term is used in federal securities laws, about Global Tech’s consolidated financial condition, results of operations and business. These statements include, among others: