Green Capital (GCGR) 10-12G/A Registration of securities (amended)

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-12g/A

Amendment #1

GENERAL FORM FOR REGISTRATION OF SECURITIES

Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934

Green Capital Group, Inc.

(Exact name of Registrant as specified in its charter)

Nevada	87-0438451
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)
5550 South Fort Apache Road, #102 Las Vegas, Nevada 89148
(Address of principal executive offices)

(903)275-8541

(Registrant’s telephone number, including area code)

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

Securities to be registered pursuant to Section 12(g) of the Act:

Title of Each Class to be so Registered

100,000,000 Shares Common at par value $.001 USD per share

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 definitions of a “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	x	Smaller reporting company	x
Emerging Growth Company	¨

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.    ¨

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control SEC 1396 (05-19) number.

INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 1.	Business Engaging in any activity or business not in conflict with the laws of the State of Nevada or any other state, territory or possession of the United States of America, or any foreign country as the Board of Directors may from time to time determine. NEVADA STATE BUSINESS LICENSE IDENTIFICATION # NV19931105849 Expiration Date 12/31/2022 In accordance with Title 7 of Nevada Revised Statues, pursuant to proper application duly filed and payment of appropriate prescribed fees, the above named entity is hereby granted a Nevada State Business License for business activities conducted within the State of Nevada. Valid until the expiration date unless suspended, revoked or cancelled in accordance with the provisions in Nevada Revised Statues.  License is not transferable and is not in lieu of any local business license, permit or registration. License must be cancelled on or before its expiration date if business activity ceases. Failure to do so will result in late fees or penalties which, by law, cannot be waived.                                                                                                            IN WITNESS WHEROF, I have hereunto set my Hand and                                                                                                            Affixed the Great Seal of State, at my office on 10/07/2021                                                                                                            BARBARA K. CEGAVSKE                                                                                                            Secretary of State Certificate Number: B202110072054222 You may view this certificate online at https://nvsos.gov THE STATE OF TEXAS Office of the Secretary of State Certificate of Fact The undersigned, as Secretary of State of Texas, does hereby certify that the document, Application for Registration for Herzog International Holdings, Inc., (file number 803900735), a NEVADA, USA Foreign For-Profit Corporation, was filed in this office on January 16, 2021. It is further certified that the entity status in Texas is in existence. It is further certified that our records indicate TOLEDO GUILLERMO as the designated registered agent for the above named entity an the designated registered office for said entity is in the State of Texas.                                                                                                  In testimony whereof, I have hereunto signed my name officially                                                                                                & caused to be impressed hereon the Seal of State at my office in                                                                                                  Austin, Texas on January 20, 2021.                                                                                                  Ruth R. Hughs                                                                                                  Secretary of State Document: 1021717670004 https://sos.texas.gov
Item 1A	Risk Factors Not applicable
Item 2	Financial Information See Item 15

Item 3	Properties   See SEC 8-K Current Report Filed May 7, 1998 https://www.sec.gov/Archives/edgar/data/866678/0001042910-98-000351.txt
Item 4	Security Ownership of Certain Beneficial Owners and Management Not applicable
Item 5	Directors and Executive Officers Not applicable
Item 6	Executive Compensation Not applicable
Item 7	Certain Relationships and Related Transactions, and Director Independence. Not applicable.
Item 8	Legal Proceedings Not applicable

Item 9	Market Price of and Dividends on the Registrant's Common Equity and Related Stockholder Matters June 2020 Estimated Value USD $931.07 million Highlights ·Costa Rica is a Central American county situated between Caribbean and Pacific coastlines and is well known for its beaches, volcanic formations, and unparalleled biodiversity  ·The real estate & housing market in Costa Rica has been booming driven by the growth in tourism and increased immigration  ·While real estate prices took a severe beating during the Global Financial Crisis in 2008, the country’s land prices are gradually recovering due to marked increase of US citizens buying property in Costa Rica  ·Costa Rican real estate offers a strong value proposition relative to similar real estate in the US as the weather and costal landscape is similar to California and Florida but with real estate significantly cheaper  ·Properties in gated communities and condominiums are particularly popular among expats and foreign homebuyers  ·Commercial real estate and in particular those typically developed for use by the hospitality and leisure industry has witnessed strong price appreciation due to the rise influx of tourist  ·Roughly 68.2% of tourist visiting Costa Rica do so for leisure to experience Costa Rica’s natural attraction and in particular the costal landscape  ·Real estate for hospitality use is expected to continue appreciating as the Costa Rican government invest more towards strengthening the country’s tourism infrastructure  Green Capital Group, Inc., is a US based company that owns a pristine undeveloped luxurious beach front property of 9,000+ acres located in the Pacific Coast of Costa Rica. The land is surrounded by both white sandy beaches and golden beaches and is suited for the development of luxurious resorts, theme parks or the construction of amusement parks. The company acquired this beachfront land in the year 1998 and prior to the acquisition, they had done a complete due diligence through securities lawyers. Earlier, this property was used for teak plantations and as a result of acquisition, the company acquired all of the assets and liabilities which were used for plantation and related business. Such assets include five (5) teak tree plantations and conservation areas (i.e. 9,000+ acres) and structures located thereon such as livestock, horses, boats and timber. The land is clear freehold title and is not involved in any litigation in any form. Source: 1.https://www.globalpropertyguide.com/Latin-American/Costa-Rica/Price-History  2.https://www.remax-oceansurf-cr.com/how-real-estate-market-costa-rica  Most of the expensive and fast selling properties in Costa Rica are located in the central valley. The least expensive properties can be found in the southern regions of Costa Rica.
Item 10	Recent Sales of Unregistered Securities Not applicable
Item 11	Description of registrant's Securities to be Registered Not applicable
Item 12	Indemnification of Directors and Officers Not applicable
Item 13	Financial Statements and Supplementary Data IRS Department of the Treasury Internal Revenue Service, New York 11742-9019 In reply refer to 0152308027 July 20, 2021 PACIFIC FOREST CORPORATION, Texas USA. Verification of Employer Identification Number: 87-0438451 by Ms. Cathy M. Snider, Operations Manager Accounts Management Op 3 https://irs.gov
Item 14	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure Not applicable

Item 15 Financial Statements and Exhibits   INVESTMENT REPORT   October 1, 2021 – October 31, 2021   CASH $22,563.35     Audited by the carrying and clearing firm of NATIONAL FINANCIAL SERVICE LLC., Member NYSE, SIPC.

SIGNATURES

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.

GREEN CAPITAL GROUP, INC.
By:	/s/ Guillermo Toledo
	Name:Guillermo Toledo  Title:Director  Date:November 8, 2021