Greenlite Ventures (GRNL) 10-Q 2011 Q1 Quarterly report

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

 For the quarterly period endedJune 30, 2010

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

For the transition period from _____ to _____

COMMISSION FILE NUMBER000-51773

GREENLITE VENTURES INC.
(Exact name of registrant as specified in its charter)
NEVADA	91-2170874
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
810 Peace Portal Drive, Suite 201, Blaine, WA	98230
(Address of principal executive offices)	(Zip code)
(360) 220-5218
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)

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 [  ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (s. 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes [  ]      No [  ]

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

Large accelerated filer [  ]	Accelerated filer  [  ]
Non-accelerated filer [  ] (Do not check if a smaller reporting company)	Smaller reporting company [X]

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

Yes [X]     No [  ]

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date:As of August 19, 2010, the Issuer had 11,366,666 shares of common stock issued and outstanding.

PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

The accompanying unaudited financial statements have been prepared in accordance with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X, and, therefore, do not include all information and footnotes necessary for a complete presentation of financial position, results of operations, cash flows, and stockholders' equity in conformity with generally accepted accounting principles. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. Operating results for the three months ended June 30, 2010 are not necessarily indicative of the results that can be expected for the year ending March 31, 2011.

As used in this Quarterly Report, the terms “we,” “us,” “our,” “Greenlite,” and the “Company” mean Greenlite Ventures Inc. unless otherwise indicated. All dollar amounts in this Quarterly Report are expressed in U.S. dollars, unless otherwise indicated.

2

GREENLITE VENTURESINC.

(ANEXPLORATION STAGECOMPANY)

 BALANCE SHEET 

ASSETS
		(Unaudited)			(Audited)
		June 30,			March 31,
		2010			2010
Current Assets
Cash	$	5,161		$	8,334
Prepaid Expenses		-0-			950
Total Current Assets		5,161			9,284
TOTAL ASSETS	$	5,161		$	9,284
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities
Accounts Payable and Accrued Expenses	$	53,514		$	45,642
Loans from Related Parties		58,000			58,000
Interest Payable		5,754			5,754
Stock Subscription Payable		50,000			50,000
Total Current Liabilities		167,268			159,396
Long Term Debt		-0-			-0-
Stockholders' Equity
Common Stock, $0.001 par value 100,000,000 shares authorized, 11,366,666 shares issued		11,366			11,366
Additional Paid in Capital		261,134			261,134
Deficit Accumulated during the Exploration Stage		(434,607	)		(422,612	)
Total Stockholders' Equity/(Deficit)		(162,107	)		(150,112	)
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY/(DEFICIT)	$	5,161		$	9,284

See Notes to Financial Statements

  4

GREENLITE VENTURES INC. 

(AN EXPLORATION STAGE COMPANY) 

STATEMENT OF OPERATIONS AND ACCUMULATEDDEFICIT

(Unaudited) 

		THREE MONTHS ENDED
		JUNE			30,			INCEPTION to
		2010			2009			JUNE 30, 2010
Revenues	$	-0-		$	-0-		$	-0-
Operating Expenses		(11,995	)		(16,688	)		(434,607	)
Loss Before Provision for Income Taxes		(11,995	)		(16,688	)		(434,607	)
Provision for Income Taxes		(-0-	)		(-0-	)		(-0-	)
Net Loss		(11,995	)		(16,688		)	(434,607	)
Accumulated Deficit, Beginning of Period		(422,612	)		(354,755	)		-0-
Accumulated Deficit, End of Period	$	(434,607	)	$	(371,443	)	$	(434,607	)
Net Loss per Share	$	(0.00	)	$	(0.00	)	$	(0.05	)
Weighted Average Shares Outstanding		11,366,666			11,366,666			8,899,561

See Notes to Financial Statements

   5

GREENLITE VENTURES INC.

(AN EXPLORATION STAGE COMPANY)

STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY/(DEFICIT)

(Unaudited)

	Common Stock				Additional			Accumulated			Total
			Dollar		Paid in			Deficit			Stockholders'
	Shares		Amount		Capital						Equity
Balances, December 21, 2000 (Date of Inception)	----	$	----	$	----		$	----		$	----
Stock Subscriptions Received $0.001 per share February 14, 2001	----		----		2,500			----			2,500
Net Loss, Period Ended March 31, 2001	----		----		----			(1,310	)		(1,310	)
Balances, March 31, 2001	----	$	----	$	2,500		$	(1,310	)	$	1,190
Stock Subscriptions Received $0.001 per share February 25, 2002	----		----		2,500			----			2,500
Common Stock Issued $0.001 per share February 28, 2002	7,500,000		7,500		(5,000	)		----			2,500
Net Loss, Period Ended March 31, 2002	----		----		----			(8,244	)		(8,244	)
Balances, March 31, 2002	7,500,000	$	7,500		----		$	(9,554	)	$	(2,054	)
Common Stock Issued $0.05 per share November 30, 2002	1,400,000		1,400		68,600			----			70,000
Net Loss, Period Ended March 31, 2003	----		----		----			(29,203	)		(29,203	)
Balances, March 31, 2003	8,900,000	$	8,900	$	68,600		$	(38,757	)	$	38,743
Net Loss, Period Ended March 31, 2004	----		----		----			(45,729	)		(45,729	)
Balances, March 31, 2004	8,900,000	$	8,900	$	68,600		$	(84,486	)	$	(6,986	)
Common Stock Issued $0.05 per share September 30, 2004	900,000		900		44,100			----			45,000
Net Loss, Period Ended March 31, 2005	----		----		----			(46,137	)		(46,137	)
Balances, March 31, 2005	9,800,000		9,800		112,700			(130,623	)		(8,123	)

See Notes to Financial Statements

6

GREENLITE VENTURES INC.

(AN EXPLORATION STAGE COMPANY)

STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY/(DEFICIT) - CONTINUED

(Unaudited)

	Common Stock				Additional		Accumulated			Total
			Dollar		Paid in		Deficit			Stockholders'
	Shares		Amount		Capital					Equity
Balances, March 31, 2005	9,800,000		9,800		112,700		(130,623	)		(8,123	)
Common Stock Issued $0.075 per share September 29, 2005	800,000		800		59,200		----			60,000
Net Loss, Period Ended March 31, 2006	----		----		----		(49,089	)		(49,089	)
Balances, March 31, 2006	10,600,000	$	10,600	$	171,900	$	(179,712	)	$	2,788
Net Loss, Period Ended March 31, 2007	----		----		----		(52,274	)		(52,274	)
Balances, March 31, 2007	10,600,000	$	10,600	$	171,900	$	(231,986	)	$	(49,486	)
Common Stock Issued $0.15 per share November 7, 2007	266,666		266		39,734		----			40,000
Common Stock Issued $0.10 per share January 24, 2008	500,000		500		49,500		----			50,000
Net Loss, Period Ended March 31, 2008	----		----		----		(71,779	)		(71,779	)
Balances, March 31, 2008	11,366,666	$	11,366	$	261,134	$	(303,765	)	$	(31,265	)
Net Loss, Period Ended March 31, 2009	----		----		----		(50,990	)		(50,990	)
Balances, March 31, 2009	11,366,666	$	11,366	$	261,134	$	(354,755	)	$	(82,255	)
Net Loss, Period Ended March 31, 2010	----		----		----		(67,857	)		(67,857	)
Balances, March 31, 2010	11,366,666	$	11,366	$	261,134	$	(422,612	)	$	(150,112	)
Net Loss, Period Ended June 30, 2010	----		----		----		(11,995	)		(11,995	)
Balances, June 30, 2010	11,366,666	$	11,366	$	261,134	$	(434,607	)	$	(162,107	)

See Notes to Financial Statements

7

GREENLITEVENTURES INC.

(ANEXPLORATION STAGE COMPANY)

STATEMENTOF CASH FLOWS

 (Unaudited)

		THREE MONTHS ENDED
		JUNE			30,			INCEPTION to
		2010			2009			JUNE 30, 2010
Cash Flows from Operating Activities
Net Loss	$	(11,995	)	$	(16,688	)	$	(434,607	)
Adjustments to Reconcile
Net Income to Net Cash Provided/(Used) by Operating Activities (Increase)Decrease in Prepaid Expenses		950			-0-			-0-
Increase(Decrease) in
Accounts Payable		7,872			12,240			53,514
Interest Payable		-0-			-0-			5,754
Net Cash Used by Operating Activities		(3,173	)		(4,448	)		(375,339	)
Cash Flows from Investing Activities		-0-			-0-			-0-
Cash Flows from Financing Activities
Proceeds from Issuance of Debt		-0-			-0-			58,000
Proceeds from Issuance of Common Stock		-0-			-0-			322,500
Net Cash Provided by Financing Activities		-0-			-0-			380,500
Net Increase (Decrease) in Cash		(3,173	)		(4,448	)		5,161
Cash at Beginning of Period		8,334			6,338			-0-
Cash at End of Period	$	5,161		$	1,890		$	5,161

See Notes to Financial Statements

   8

GREENLITEVENTURES INC.

(ANEXPLORATION STAGE COMPANY)

STATEMENTOF CASH FLOWS

 (Unaudited)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

General

Greenlite Ventures Inc. was incorporated on December 21, 2000 in the state of Nevada. The Company acquires and develops certain mineral rights in Canada.

Basis of Presentation

The Company reports revenue and expenses using the accrual method of accounting for financial and tax reporting purposes.

Use of Estimates

Management uses estimates and assumptions in preparing these financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses.

Exploration Stage Company

The Company has been in the exploration stage since its formation and has not yet realized any revenues from its planned operations. The Company is primarily engaged in the acquisition and exploration of mining properties. Upon the location of commercially minable reserves, the Company plans to prepare for mineral extraction and enter the development stage. To date, the exploration stage of the Company’s operations consists of the contracting with a geologist to sample and assess the mining viability of the Company’s claim.

Pro Forma Compensation Expense

The Company accounts for options and restricted stock granted to employees and directors in accordance with the fair value method of SFAS No. 123,Accounting for Stock-Based Compensation (“SFAS No. 123”), as amended by SFAS No. 148,Accounting for Stock-Based Compensation Transition and Disclosure an amendment of FASB Statement No. 123 and related interpretations. As such, compensation expense is recorded on stock option and restricted stock grants based on the fair value of the options or restricted stock granted, which is estimated on the date of grant using the Black-Scholes option-pricing model for stock options granted, and is recognized on a straight-line basis over the vesting period. No stock options have been issued by Greenlite Ventures Inc. Accordingly, no pro forma compensation expense is reported in these financial statements.

Mineral Rights

Mineral rights and related exploration costs have been expensed as their recoverability is presumed to be insupportable during the exploration stage.

9

GREENLITEVENTURES INC.

(ANEXPLORATION STAGE COMPANY)

STATEMENTOF CASH FLOWS

 (Unaudited)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED

Depreciation, Amortization and Capitalization

The Company records depreciation and amortization when appropriate using both straight-line and declining balance methods over the estimated useful life of the assets (five to seven years).

Expenditures for maintenance and repairs are charged to expense as incurred. Additions, major renewals and replacements that increase the property's useful life are capitalized. Property sold or retired, together with the related accumulated depreciation, is removed from the appropriate accounts and the resultant gain or loss is included in net income.

Income Taxes

The Company accounts for its income taxes in accordance with Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes". Under Statement 109, a liability method is used whereby deferred tax assets and liabilities are determined based on temporary differences between basis used for financial reporting and income tax reporting purposes. Income taxes are provided based on tax rates in effect at the time such temporary differences are expected to reverse. A valuation allowance is provided for certain deferred tax assets if it is more likely than not, that the Company will not realize the tax assets through future operations.

Fair Value of Financial Instruments

Financial accounting Standards Statement No. 107, "Disclosures About Fair Value of Financial Instruments", requires the Company to disclose, when reasonably attainable, the fair market values of its assets and liabilities which are deemed to be financial instruments. The Company's financial instruments consist primarily of cash and certain investments.

Per Share Information

The Company follows SFAS No. 128, “Earnings Per Share” and SFAS No. 150, “Accounting for Certain Financial Instruments with Characteristics of Both Liabilities and Equity,” which establish standards for the computation, presentation and disclosure requirements for basic and diluted earnings per share for entities with publicly-held common shares and potential common stock issuances. Basic earnings (loss) per share are computed by dividing net income by the weighted average number of common shares outstanding. In computing diluted earnings per share, the weighted average number of shares outstanding is adjusted to reflect the effect of potentially dilutive securities, such as convertible notes, stock options, and warrants. Common stock equivalent shares are excluded from the computation if their effect is antidilutive.

10

GREENLITEVENTURES INC.

(ANEXPLORATION STAGE COMPANY)

STATEMENTOF CASH FLOWS

 (Unaudited)

NOTE 2 - PROVISION FOR INCOME TAXES

The provision for income taxes for the periods ended June 30, 2010 and June 30, 2009 represents the minimum state income tax expense of the Company, which is not considered significant.

NOTE 3 – LOANS FROM RELATED PARTIES

On December 7, 2007, the Company obtained loans from two stockholders totaling $9,000. These loans are non-interest-bearing, short-term loans due on demand, and were obtained to provide working capital and to pay ordinary expenses. During the year ended March 31, 2009, the company obtained additional loans totaling $39,000 under identical terms for similar purposes. During the year ended March 31, 2010, additional loans in the amount of $10,000 were received under identical terms for similar purposes.

NOTE 4 - COMMITMENTS AND CONTINGENCIES

Operating Leases

The Company currently rents administrative office space under a monthly renewable contract.

Litigation

The Company is not presently involved in any litigation.

NOTE 5 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

Recently issued accounting pronouncements will have no significant impact on the Company and its reporting methods.

NOTE 6 – GOING CONCERN

Future issuances of the Company’s equity or debt securities will be required in order for the Company to continue to finance its operations and continue as a going concern. The Company’s present revenues are insufficient to meet operating expenses.

The financial statements of the Company have been prepared assuming that the Company will continue as a going concern, which contemplates, among other things, the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred cumulative net losses of $371,443 since its inception and requires capital for its contemplated operational and marketing activities to take place. The Company's ability to raise additional capital through the future issuances of common stock is unknown. The obtainment of additional financing, the successful completion of the Company's contemplated plan of operations, and its transition, ultimately, to the attainment of profitable operations are necessary for the Company to continue operations. The ability to successfully resolve these factors raise substantial doubt about the Company's ability to continue as a going concern. The financial statements of the Company do not include any adjustments that may result from the outcome of these aforementioned uncertainties.

11

GREENLITEVENTURES INC.

(ANEXPLORATION STAGE COMPANY)

STATEMENTOF CASH FLOWS

 (Unaudited)

NOTE 7 – STOCK ISSUANCES

On June 2, 2009, the Company’s Board of Directors approved a private placement offering under Regulation “S” of up to 5,000,000 units at a price of $0.02 per unit, for total proceeds of up to $100,000. Each unit consists of one share of the Company’s common stock and one share purchase warrant entitling the subscriber to purchase an additional share of the Company’s common stock for a period of two years following the date of issuance at an exercise price of $0.05 per share.

On September 11, 2009, the Company received $25,000 as an advance on the purchase of 1,250,000 units under this private placement offering. The shares and the share purchase warrants had not been issued as of June 30, 2010, and the advance is included as a current liability in the financial statements.

On October 15, 2009, the Company received an additional $25,000 as an advance on the purchase of 1,250,000 units under this private placement offering. The shares and the share purchase warrants had not been issued as of June 30, 2010, and the advance is included as a current liability in the financial statements.

12

SUPPLEMENTAL STATEMENT

13

GREENLITE VENTURESINC.

(AN EXPLORATION STAGECOMPANY)

STATEMENT OF OPERATINGEXPENSES

(Unaudited) 

		THREE MONTHS ENDED
		JUNE		30,		INCEPTION to
		2010		2009		JUNE 30, 2010
Operating Expenses
Accounting	$	4,470	$	4,640	$	119,345
Bank Charges		-0-		-0-		1,014
Cancelled Merger Costs		-0-		-0-		6,000
Consulting		700		2,000		7,450
Exploration and Development		-0-		-0-		13,720
Interest		-0-		-0-		5,754
Legal		3,402		6,650		164,176
Office Administration		2,250		2,250		51,222
Property Rights		-0-		-0-		4,000
Regulatory Expenses		573		548		31,106
Rent		375		600		22,925
Telephone		225		-0-		3,601
Travel & Entertainment		-0-		-0-		4,294
Total Operating Expenses	$	11,995	$	16,688	$	434,607

See Notes to Financial Statements

   14

ITEM 2. MANAGEMENT'S DISCUSSIONANDANALYSISOFFINANCIALCONDITIONANDRESULTS OF OPERATION.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

Certain statements contained in this Quarterly Report constitute "forward-looking statements.” These statements, identified by words such as “plan,” "anticipate," "believe," "estimate," "should," "expect" and similar expressions include our expectations and objectives regarding our future financial position, operating results and business strategy. These statements reflect the current views of management with respect to future events and are subject to risks, uncertainties and other factors that may cause our actual results, performance or achievements, or industry results, to be materially different from those described in the forward-looking statements. Such risks and uncertainties include those set forth under the caption "Part II – Item 1A. Risk Factors" and elsewhere in this Quarterly Report. We do not intend to update the forward-looking information to reflect actual results or changes in the factors affecting such forward-looking information. We advise you to carefully review the reports and documents we file from time to time with the United States Securities and Exchange Commission (the “SEC”), particularly our Annual Reports, Quarterly Reports and Current Reports.

INTRODUCTION

We were incorporated on December 21, 2000 under the laws of the State of Nevada.

We currently have no business operations or significant assets. Accordingly, we are in the process of reorganizing our business and are seeking and evaluating alternative business opportunities. We are currently reviewing opportunities in areas of reforestation and carbon credit trading. To date, no agreements or decisions to enter these business areas have been made. Our ability to seek out and acquire an alternative business opportunity is subject to our obtaining financing, of which there is no assurance.

PLAN OF OPERATION

We are currently in the process of reorganizing our business and are seeking and evaluating alternative business opportunities, particularly in reforestation and carbon credit trading areas. As a result, we are unable to provide an accurate estimate of our financial requirements for the next twelve months. However, as at June 30, 2010, we had a working capital deficit of $162,107 and will need substantial financing in the near term in order to meet our current obligations as they become due and to meet our ongoing reporting obligations under the Exchange Act. In addition, if our management is successful in identifying a suitable business opportunity for us to pursue, we will likely need significantly more financing in order to pursue the new business opportunity. There is no assurance that we will be able to obtain sufficient financing on terms acceptable to us, if at all.

RESULTS OF OPERATIONS

Three Months Summary
		Three Months Ended					Percentage
							Increase /
		June 30, 2010			June 30, 2009		(Decrease)
Revenue	$	-		$	-		n/a
Expenses		(11,995	)		(16,688	)	(28.1	)%
Net Loss	$	(11,995	)	$	(16,688	)	(28.1	)%

15

Revenues

We have not earned any revenues to date and we do not anticipate earning revenues in the near future. We have no business operations and are presently seeking alternative business opportunities, particularly in the reforestation and carbon credit trading areas.

Expenses

Our operating expenses for the three months ended June 30, 2010 and 2009 are outlined in the table below:

		Three Months Ended			Percentage
					Increase /
		June 30, 2010		June 30, 2009	(Decrease)
Accounting	$	4,470	$	4,640	(3.7	)%
Consulting		700		2,000	(65.0	)%
Legal		3,420		6,650	(48.6	)%
Office Administration		2,250		2,250	0.0%
Regulatory Expenses		573		548	4.6%
Rent		375		600	(37.5	)%
Telephone		225		-	n/a
Total	$	11,995	$	16,688	(28.1	)%

The decrease in expenses are primarily a result of a decrease in legal and consulting expenses.

Accounting and legal expenses primarily relate to costs in connection with meeting our reporting requirements under the Securities Exchange Act of 1934 (the “Exchange Act”).

Office administrative expenses consist of management consultant fees of $750 per month paid to Mr. Thomson for his services.

LIQUIDITY AND CAPITAL RESOURCES

Working Capital
							Percentage
		At June 30, 2010			At March 31, 2010		Increase / (Decrease)
Current Assets	$	5,161		$	9,284		(44.4	)%
Current Liabilities		(167,268	)		(159,396	)	4.9%
Working Capital Deficit	$	(162,107	)	$	(150,112	)	8.0%

Cash Flows
		Three Months Ended
		June 30, 2010			June 30, 2009
Net Cash Used in Operating Activities	$	(3,173	)	$	(4,448	)
Net Cash From Investing Activities		-			-
Net Cash Provided By Financing Activities		-			-
Net Decrease in Cash During Period	$	(3,173	)	$	(4,448	)

The increase in our working capital deficit at June 30, 2010 from our year ended March 31, 2010 is primarily due to an increase in accounts payable due to our lack of capital to meet our ongoing operating costs.

16

Financing Requirements

Since our inception, we have used our common stock to raise money for our property acquisition, for corporate expenses and to repay outstanding indebtedness. We have not attained profitable operations and our ability to pursue any future plan of operation is dependent upon our ability to obtain financing.

On June 2, 2009, our sole director approved a private placement offering of up to 5,000,000 units at a price of $0.02 US per unit, with each unit consisting of one share of our common stock and one share purchase warrant. Each share purchase warrant entitles the holder to purchase an additional share of our common stock at a price of $0.05 US per share exercisable for a period of two years from the date the units are issued. The private placement offering will be made to persons who are not “U.S. Persons” as defined in Regulation S. As of June 30, 2010, we had received proceeds of $50,000 US under this offering, but we have not issued any securities under the offering. There are no assurances that any additional units will be sold under the offering.

We anticipate continuing to rely on equity sales of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to our existing shareholders. There is no assurance that we will achieve any additional sales of our equity securities or arrange for debt or other financing to fund our business.

OFF-BALANCE SHEET ARRANGEMENTS

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.

CRITICAL ACCOUNTING POLICIES

The preparation of financial statements in conformity with United States generally accepted accounting principles requires our management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Our management routinely makes judgments and estimates about the effects of matters that are inherently uncertain.

We have identified certain accounting policies, described below, that are most important to the portrayal of our current or recent financial condition and results of operation.

Pro Forma Compensation Expense

We account for options and restricted stock granted to employees and directors in accordance with the fair value method of SFAS No. 123,Accounting for Stock-Based Compensation (“SFAS No. 123”), as amended by SFAS No. 148,Accounting for Stock-Based Compensation Transition and Disclosure an amendment of FASB Statement No. 123 and related interpretations. As such, compensation expense is recorded on stock option and restricted stock grants based on the fair value of the options or restricted stock granted, which is estimated on the date of grant using the Black-Scholes option-pricing model for stock options granted, and is recognized on a straight-line basis over the vesting period. No stock options have been issued by us.

Use of Estimates

Management uses estimates and assumptions in preparing our financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenues and expenses.

17

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not Applicable.

ITEM 4T. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

We carried out an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of June 30, 2010 (the “Evaluation Date”). This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were not effective as of the Evaluation Date as a result of the material weaknesses in internal control over financial reporting as identified in our Annual Report on Form 10-K for the year ended March 31, 2010 (the “2010 Annual Report”).

Disclosure controls and procedures are those controls and procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act are recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

Notwithstanding the assessment that our internal control over financial reporting was not effective and that there were material weaknesses as identified in our 2010 Annual Report, we believe that our financial statements contained in our Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2010 fairly present our financial condition, results of operations and cash flows in all material respects.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting identified in connection with our evaluation of these controls as of the quarter ended June 30, 2010 that could have affected those controls subsequent to the date of the evaluation referred to in the previous paragraph, including any correction action with regard to deficiencies and material weakness.

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PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

None.

ITEM 1A. RISK FACTORS.

The following are some of the important factors that could affect our financial performance or could cause actual results to differ materially from estimates contained in our forward-looking statements. We may encounter risks in addition to those described below. Additional risks and uncertainties not currently known to us, or that we currently deem to be immaterial, may also impair or adversely affect our business, financial condition or results of operation.

We do not have any business operations or any significant assets. Our plan of operation for the next twelve months will consist solely of seeking suitable business opportunities.

We are currently seeking and evaluating alternative business opportunities. We are currently reviewing opportunities in areas of reforestation and carbon credit trading. To date, no agreements or decisions to enter these business areas have been made. Even if we are able to identify suitable business opportunities, there are no assurances that we will be able to acquire an interest in those opportunities or that we will have the resources to pursue such opportunities. As such, an investment in our shares at this time would be highly speculative and investors could lose all of their investment.

We may not be able to obtain additional financing.

As at June 30, 2010, we had cash on hand of $5,161 and a working capital deficit of $162,107. As such, we will require substantial additional financing in order to continue as a going concern. Currently, we do not have a specific business plan, nor have we identified any suitable alternative business opportunities. As such, our ability to obtain additional financing may be substantially limited. If sufficient financing is not available or obtainable, we may not be able to continue as a going concern and investors may lose a substantial portion or all of their investment.

On June 2, 2009, our sole director approved a private placement offering of up to 5,000,000 units at a price of $0.02 US per unit, with each unit consisting of one share of our common stock and one share purchase warrant. Each share purchase warrant entitles the holder to purchase an additional share of our common stock at a price of $0.05 US per share exercisable for a period of two years from the date the units are issued. The private placement offering will be made to persons who are not “U.S. Persons” as defined in Regulation S. As of June 30, 2010, we had received proceeds of $50,000 US under this offering, but we have not issued any securities under the offering. There are no assurances that any additional units will be sold under the offering.

Because our executive officer has only agreed to provide his services on a part-time basis, he may not be able or willing to devote a sufficient amount of time to our business.

Our sole executive officer, Howard Thomson, expects to expend approximately ten hours per week on our business. Competing demands on his time may lead to a divergence between his interests and the interests of other shareholders.

Because our sole executive officer and director, Howard Thomson, owns 43.8% of our outstanding common stock, investors may find that corporate decisions influenced by Mr. Thomson are inconsistent with the best interests of other stockholders.

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Howard Thomson, our sole executive officer and director, controls 43.8% of the issued and outstanding shares of our common stock. The interests of Mr. Thomson may not be, at all times, the same as those of other shareholders. Since Mr. Thomson is not simply a passive investor but is also our active executive, his interests as an executive may, at times, be adverse to those of passive investors. Where those conflicts exist, our shareholders will be dependent upon Mr. Thomson exercising, in a manner fair to all of our shareholders, his fiduciary duties as an officer or as a member of our board of directors. Also, Mr. Thomson will have the ability to significantly influence the outcome of most corporate actions requiring shareholder approval, including the merger of our company with or into another company, the sale of all or substantially all of our assets and amendments to our Articles of Incorporation. This concentration of ownership with Mr. Thomson may also have the effect of delaying, deferring or preventing a change in control of Greenlite which may be disadvantageous to minority shareholders.

Because our stock is a penny stock, shareholders will be more limited in their ability to sell their stock.

The SEC has adopted rules 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 such securities is provided by the exchange or quotation system.

Because our securities constitute “penny stocks” within the meaning of the rules, the rules apply to us and to our securities. The rules may further affect the ability of owners of shares to sell our securities in any market that might develop for them. As long as the trading price of our common stock is less than $5.00 per share, the common stock will be subject to Rule 15g-9 under the Exchange Act. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure document prepared by the SEC, that:

1.	contains a description of the nature and level of risk in the market for penny stocks in both public offerings and secondary trading;
2.	contains 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 a violation to such duties or other requirements of securities laws;
3.	contains 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;
4.	contains a toll-free telephone number for inquiries on disciplinary actions;
5.	defines significant terms in the disclosure document or in the conduct of trading in penny stocks; and
6.	contains such other information and is in such form, including language, type, size and format, as the SEC shall require by rule or regulation.

The broker-dealer also must provide, prior to effecting any transaction in a penny stock, the customer with: (a) bid and offer quotations for the penny stock; (b) the compensation of the broker-dealer and its salesperson in the transaction; (c) 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 (d) a 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 those 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 suitably statement. These disclosure requirements may have the effect of reducing trading activity in the secondary market for our stock.

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ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

None.

ITEM 5. OTHER INFORMATION.

None.

ITEM 6. EXHIBITS.

Exhibit
Number	Description of Exhibits
3.1	Articles of Incorporation.(1)
3.2	Bylaws, as amended.(1)
10.1	Management Consulting Agreement with Howard Thomson.(3)
14.1	Code of Ethics.(2)
31.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Notes:
(1)	Filed as an exhibit to our registration statement on Form SB-2 originally filed with the SEC on March 9, 2004, as amended.
(2)	Filed as an exhibit to our Annual Report on Form 10-KSB filed with the SEC on June 29, 2006.
(3)	Filed as an exhibit to our Quarterly Report on Form 10-QSB filed with the SEC on February 19, 2008.

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SIGNATURES

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

			GREENLITE VENTURES INC.
Date:	August 20, 2010	By:	/s/ Howard Thomson
			HOWARD THOMSON
			Chief Executive Officer, Chief Financial Officer,
			President, Secretary and Treasurer
			(Principal Executive Officer
			and Principal Accounting Officer)