10-Q

Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X]	QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2017
	OR
[   ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 000-51213

ECOLOCAP SOLUTIONS INC.

(Exact name of registrant as specified in its charter)

NEVADA

(State or other jurisdiction of incorporation or organization)

20-0909393

(I.R.S. Employer Identification Number)

6240 Oakton Street

Morton Grove, IL 60053

 (Address of principal executive offices, including Zip Code)

312-585-6670

 (Registrant's telephone number, including area code)

Indicate by check mark whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act 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 last 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 (SS 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 [X]     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," "non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large Accelerated Filer	[   ]	Accelerated Filer	[   ]
Non-accelerated Filer	[   ]	Smaller Reporting Company	[X]
Emerging Growth Company	[   ]
(Do not check if smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  YES [ ]   NO [X]

APPLICABLE ONLY TO CORPORATE ISSUERS:

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

The Issuer had 10,922,710,577 shares of Common Stock, par value $0.00001, outstanding as of December 5, 2017.

Table of Contents

TABLE OF CONTENTS

			Page
	PART I.		3
Item 1.	Financial Statements.		3
		Unaudited Consolidated Balance Sheets	3
		Unaudited Consolidated Statements of Operations	4
		Unaudited Consolidated Statements of Cash Flows	5
		Notes to Consolidated Financial Statements (Unaudited)	6
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations.		11
Item 3.	Quantitative and Qualitative Disclosures About Market Risk.		13
Item 4.	Controls and Procedures.		13
	PART II.		14
Item 1.	Legal Proceedings.		14
Item 1A.	Risk Factors.		14
Item 6.	Exhibits.		15
Signatures			18
Exhibit Index			19

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PART I: FINANCIAL INFORMATION

ITEM 1.FINANCIAL STATEMENTS.

ECOLOCAP SOLUTIONS INC.

CONSOLIDATED BALANCE SHEETS

(unaudited)

	June 30, 2017			December 31, 2016 (Restated)
ASSETS
CURRENT ASSETS:
Cash	$	63,221		$	698
Inventory		450,000			-
Prepaid expenses and sundry current assets		79,879			-
TOTAL CURRENT ASSETS AND TOTAL ASSETS	$	593,100		$	698
LIABILITIES AND STOCKHOLDERS' DEFICIT
CURRENT LIABILITIES:
Customer deposits	$	175,000		$	175,000
Convertible notes payable		925,474			1,040,838
Notes payable-related parties		2,711,094			2,335,959
Derivative liabilities		1,679,607			10,174,203
Accrued expenses and sundry current liabilities - related parties		1,320,191			1,178,411
Accrued expenses and sundry current liabilities		1,607,572			1,113,887
TOTAL CURRENT LIABILITIES AND TOTAL LIABILITIES		8,418,938			16,018,298
STOCKHOLDERS' DEFICIT
Preferred stock 100,000,000 shares authorized, par value $0.00001, 750,000 shares, respectively issued and outstanding		7			7
Common stock 10,000,000,000 shares authorized, par value $0.00001, 6,393,309,128 and 3,249,327,026 shares, respectively issued and outstanding		63,933			32,493
Additional paid in capital		56,731,189			55,983,849
Common stock to be issued		175,000			-
Accumulated deficit		(67,173,090	)		(74,638,068	)
TOTAL STOCKHOLDERS' DEFICIT-Ecolocap Solutions Inc.		(10,202,961	)		(18,621,719	)
Non-controlling interest		2,377,123			2,604,119
TOTAL STOCKHOLDERS' DEFICIT		(7,825,838	)		(16,017,600	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	593,100		$	698

See Notes to Unaudited Financial Statements

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ECOLOCAP SOLUTIONS INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

	For the Six Months ended June 30 2017			For the Six Months ended June 30 2016			For the Three Months ended June 30 2017			For the Three Months ended June 30 2016
COSTS AND EXPENSES:
		-			-			-			-
Selling, general and administrative	$	514,963		$	414,307		$	217,476		$	212,366
TOTAL OPERATING EXPENSES		514,963			414,307			217,476			212,366
Loss from operations		(514,963	)		(414,307	)		(217,476	)		(212,366	)
OTHER INCOME (EXPENSES)
Compensation expense		(102,810	)		-			(102,810	)		-
Gain (loss) on derivative liabilities at market		8,099,163			(491,065	)		(30,455	)		689,978
Interest expense-related parties		(85,377	)		(59,257	)		(43,613	)		(30,560	)
Interest expense		(158,031	)		(98,957	)		(65,109	)		(42,350	)
TOTAL OTHER INCOME (EXPENSES)		7,752,945			(649,279	)		(241,987	)		617,068
Net income (loss) before non-controlling interest	$	7,237,982		$	(1,063,586	)	$	(459,463	)	$	404,702
Non-controlling interest	$	(226,996	)	$	(190,861	)	$	(103,299	)	$	(94,772	)
Net income (loss) attributable to Ecolocap Solutions Inc	$	7,464,978		$	(872,725	)	$	(356,164	)	$	499,474
Income (Loss) Per Common Share-basic and diluted	$	0.00		$	(0.00	)	$	(0.00	)	$	0.00
Average weighted Number of Shares-basic and diluted		4,615,219,965			3,249,327,026			5,506,960,088			3,249,327,026

See Notes to Unaudited Financial Statements

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ECOLOCAP SOLUTIONS INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

	For the Six Months ended June 30 2017			For the Six Months ended June 30 2016
Net income (loss)	$	7,237,982		$	(1,063,586	)
Adjustment to reconcile net income (loss) to net cash provided by operating activities
Imputed interests of shareholders loans		48,445			33,725
Compensation expense		102,810			-
Gain on derivatives liabilities at market		(8,099,163	)		491,065
Unpaid penalty interest added to debt principal		16,500			14,653
Closing fees added to debt principal		3,000			-
Changes in operating assets and liabilities:
Prepaid expenses and sundry current assets		(79,879	)		-
Inventory		(450,000	)		-
Stock subscription payable		175,000			-
Changes in operating assets and liabilities		1,214,272			524,143
Net cash provided by operating activities	$	168,967		$	-
Financing activities
Payments of loans from shareholder		(106,444	)		-
Net cash used in financing activities	$	(106,444	)	$	-
Change in cash		62,523			-
Cash-beginning of period		698			-
Cash-end of period	$	63,221		$	0
Supplemental Disclosure of Cash Flow information
Non cash items :
Conversion of current liabilities, convertible notes payable, notes payable stockholders to common stock	$	140,274		$	-
Reclassification of derivative to APIC	$	395,433		$	-
Expenses paid by a related party on behalf of the Company	$	204,545		$	66,453
Non-cash additions of loans from shareholders	$	225,000		$	225,000

See Notes to Unaudited Financial Statements

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ECOLOCAP SOLUTIONS INC.

NOTES TO FINANCIAL STATEMENTS

(unaudited)

NOTE 1 – NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Ecolocap Solutions Inc ("we", "our" and the "Company") is an integrated and complementary network of environmentally focused technology companies that utilize advanced nanotechnology to design, develop and sell cleaner alternative energy products.  Our business approach combines science, innovation, and market-ready solutions to achieve environmentally sustainable and economically advantageous, power and energy management practices in the following areas:

M-Fuel

The Company, through its subsidiary Micro Bubble Technologies Inc. (MBT), developed M-Fuel, an innovative suspension fuel that is designed to offer fully scalable and customizable fuel solutions that will increase efficiency, lower operating costs, and reduce emissions. M -Fuel is a suspension mixture of 60% heavy oil, 40% H plus O2 molecules, and a 0.3% stabilizing additive. The production of M-Fuel takes place in our Nano Processing Units (NPU), a self contained device that is sized for output. The NPU's can be configured to operate in conjunction with an engine or burner to sully M-Fuel on demand, or pre-manufactured for delivery.

ECOS/BIO-ART

ECOS/Bio-ART is a patented air injected high-speed aerobic biological fermentation technology, utilizing uniquely cultured Bacillus, and incorporated into a specifically designed in-vessel unit. The remediation process takes seven days and reduces moisture content to an average between 12%-25% on an output equal to 1/3 the input. The output can be used as organic fertilizer, animal feed, animal bedding or biomass. The computer controlled process monitors the temperature on 3 different levels. The technology is designed to reduce the costs associated with food waste disposal and in the process, will reduce the environmental impact or methane greenhouse gas production.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The significant accounting policies followed by the Company for interim reporting are consistent with those included in the Company's Annual Report on Form 10-K for the year ended December 31, 2016. There were no material changes to our significant accounting policies during the interim period ended June 30, 2017.

The Company's inventory consists of equipment purchased for resale and is valued at the lower of cost or net realizable value.  Cost is principally determined using the first in, first out method.

Reclassifications

Certain reclassifications of amounts previously reported have been made to the accompanying financial statements in order to maintain consistency and comparability between the periods presented, primarily related to preferred shares stock on the balance sheet.

NOTE 2 - BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying unaudited interim financial statements of the Company, have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"), and rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's annual report on Form 10-K for the year ended December 31, 2016 as filed with the SEC. In the opinion of management, all adjustments, consisting of recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements as reported in the annual report on Form 10-K have been omitted.

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Going Concern

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, which contemplates continuation of the Company as a going concern. The Company has had recurring losses, negative working capital, is dependent on its shareholders to provide additional funding for operating expenses and has no recurring revenues. These items raise substantial doubts about the Company's ability to continue as a going concern.

Management's plan for the Company's continued existence include selling additional common stock of the Company and borrowing additional funds to pay overhead expenses.

With the opportunities created by the ECOS BIO-ART and M Fuel, management has begun the process of redeploying its assets, identifying business strategies that offers above average profit potential and identifying the resources necessary to successfully execute it new strategic direction.

Recognizing the opportunity this new market represents; the Company has developed an integrated development approach that focuses upon both existing and needed infrastructure facilities to produce substantial new value.

The Company's future success is dependent upon its ability to achieve profitable operations, generate cash from operating activities and obtain additional financing. There is no assurance that the Company will be able to generate sufficient cash from operations, sell additional shares of common stock or borrow additional funds.

The Company's inability to obtain additional cash could have a material adverse effect on its financial position, results of operations and its ability to continue in existence. The unaudited consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

NOTE 3 – ACCRUED EXPENSES AND SUNDRY CURRENT LIABILITIES

Accrued expenses consisted of the following at:

	June 30, 2017		December 31, 2016
Accrued interest	$	595,002	$	545,378
Accrued interest-related parties		221,181		185,401
Accrued compensation-related parties		722,844		652,844
Accounts payable		240,000		240,000
Accrued operating expenses-related parties		826,166		340,166
Accrued operating expenses		322,570		328,509
	$	2,927,763	$	2,292,298

NOTE 4 – CONVERTIBLE NOTES PAYABLE

Loans are convertible at amounts ranging from 40% to 60% of the market price of the common shares of the Company at the time of conversion and bear interest rates ranging from 8% to 22% per annum.  The amounts received during the six months period ended June 30, 2017 and 2016 are $19,500 and $14,653 in non-cash borrowings related to the default on Tonaquint and GSM loans, respectively. During the period ended June 30, 2017, the Company was in default on its convertible notes due to non-repayment of the outstanding balances.

The convertible feature of these loans, due to their potential settlement in an indeterminable number of shares of the Company's common stock has been identified as a derivative. The derivative component is fair valued at the date of issuance of the obligation and the amount is marked to market at each reporting period. All the convertible notes are in default as of June 30, 2017.

During the six months period ended June 30, 2017 notes payable of $134,864 plus accrued interests of $91,819 were converted into 2,602,882,102 shares.

There were no conversions of convertible debts in 2016.

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A summary of the amounts outstanding as of June 30, 2017 and December 31, 2016 are as follows:

	Balance June 30, 2017		Balance December 31, 2016
Tonaquint	$	499,272	$	585,846
Redwood Management, LLC		372,992		372,992
Proteus Capital		32,500		32,500
LG Capital		-		19,500
GSM Capital Group LLC		20,710		30,000
	$	925,474	$	1,040,838

NOTE 5 – NOTES PAYABLE – RELATED PARTIES

During the six months period ended June 30, 2017, notes payable to stockholders increased by $170,590 of which $225,000 resulted from conversion of accrued salaries, net of $49,000 in payments made during the period to stockholders and $5,410 from conversions into shares. The additions are for accrual of unpaid salaries and not actual cash proceeds. The amount owed to stockholders at June 30, 2017 is $2,024,269. These loans are non-interest bearing but interest is being imputed at 5.00% per annum and are payable on demand. An interest amount of $48,445 has been imputed in 2017. During the six months period ended June 30, 2017, total loans conversions of $5,410 were made into 541,100,000 shares and there were no conversions in the year ended December 31, 2016.

During the six months period ended June 30, 2017, the Company received $261,989 and made payments of $57,444 to Hanscom K Inc. The amount owed to Hanscom K. Inc. at June 30, 2017 is $658,325. These loans are non-interest bearing and are payable on demand.

During the six months period ended June 30, 2017, the Company did not receive any loans from RCO Group Inc. The amount owed to RCO Group Inc. at June 30, 2017 is $28,500. These loans bear interest at 8.00% per annum and are payable on demand.

A summary of the amounts outstanding as of June 30, 2017 and December 31, 2016 are as follows:

	Balance June 30, 2017		Balance December 31, 2016
Stockholders	$	2,024,269	$	1,853,679
Hanscom K. Inc.		658,325		453,780
RCO Group Inc.		28,500		28,500
	$	2,711,094	$	2,335,959

NOTE 6 – DERIVATIVE LIABILITIES

During the six months period ended June 30, 2017, the Company recorded various derivative liabilities associated with the convertible debts discussed in Note 4. The Company computes the value of the derivative liability at each reporting period using the Black Scholes Method using a risk free rate ranging of 0.14%, volatility rates ranging between 296.00% and 393.00% and a forfeiture rate of 0.00%.  The derivative liability at June 30, 2017 and December 31, 2016 are as follows:

	2017		2016
Tonaquint	$	800,335	$	4,799,461
Proteus Capital Group LLC		69,854		356,835
GSM Capital Group LLC		37,245		324,662
LG Capital		-		231,059
Redwood Management, LLC		720,216		3,682,835
Total	$	1,627,650	$	9,394,852

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During the six months period ended June 30, 2017, the Company recorded various derivative liabilities associated with the warrants discussed in Notes 7. The Company computes the value of the derivative liability at the issuance of the related obligation and at each reporting period using the Black Scholes Method which includes the following assumptions:  a risk free rate of 0.14%, volatility rates of 482.00% and a forfeiture rate of 0.00%.  The derivative liability at June 30, 2017 and December 31, 2016 is as follows:

	2017		2016
Lakeshore Recycling Systems LLC	$	51,957	$	779,351
Total	$	51,957	$	779,351

The following table summarizes the derivative liabilities at June 30, 2017 and December 31, 2016;

	2017		2016
Tonaquint	$	800,335	$	4,799,461
Proteus Capital Group LLC		69,854		356,835
GSM Capital Group LLC		37,245		324,662
LG Capital		-		231,059
Redwood Management, LLC		720,216		3,682,835
Lakeshore Recycling Systems LLC		51,957		779,351
Total	$	1,679,607	$	10,174,203

Financial assets and liabilities recorded at fair value in our unaudited consolidated balance sheets are categorized based upon a fair value hierarchy established by GAAP, which prioritizes the inputs used to measure fair value into the following levels:

Fair Value of Financial Instruments

Level 1— Quoted market prices in active markets for identical assets or liabilities at the measurement date.

Level 2— Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable and can be corroborated by observable market data.

Level 3— Inputs reflecting management's best estimates and assumptions of what market participants would use in pricing assets or liabilities at the measurement date. The inputs are unobservable in the market and significant to the valuation of the instruments.

A financial instrument's categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

Financial assets and liabilities measured at fair value on a recurring basis are summarized below for the period ended June 30, 2017

	Level 1		Level 2		Level 3		Total
Derivative Financial Instruments	$	-	$	-	$	1,679,607	$	1,679,607

Financial assets and liabilities measured at fair value on a recurring basis are summarized below for the year ended December 31, 2016

	Level 1		Level 2		Level 3		Total
Derivative Financial Instruments	$	-	$	-	$	10,174,203	$	10,174,203

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The following table summarizes the derivatives liability from January 1^st through June 30, 2017

	Derivative liabilities
Balance December 31, 2016	$	10,174,203
Settled upon conversion of debt		(395,433	)
Loss on change in fair value of the derivative		(8,099,163	)
Balance June 30, 2017	$	1,679,607

NOTE 7 – CAPITAL STOCK

The Company is authorized to issue 10,000,000,000 shares of common stock (par value $0.00001) of which 6,393,309,128 were issued and outstanding as of June 30, 2017 and 3,249,327,026 as of December 31, 2016.

The Company is authorized to issue 100,000,000 shares of preferred stock (par value $0.00001) of which 750,000 were issued and outstanding as of June 30, 2017 and December 31, 2016, respectively. Each share of Series A Preferred Stock has 100,000 vote per share.

On December 19, 2016, the Company issued three warrants to Lakeshore Recycling Systems, LLC (LRS). The first warrant allows LRS to purchase up to five and one third percent of issued and outstanding shares of common stock of the Company at the time of exercise of the warrant at a price of $0.0003. The second warrant allows LRS to purchase up to five and one third percent of issued and outstanding shares of common stock of the Company at the time of exercise of the warrant at a price of $0.0025. The third warrant allows LRS to purchase up to five and one third percent of issued and outstanding shares of common stock of the Company at the time of exercise of the warrant at a price of $0.005. The exercise time of the warrants is the period between March 15, 2017 and December 15, 2026.

During 2017, the following convertible debt owners converted loans plus accrued interests into common shares of the Company

	Loans converted		Interest converted		Common shares Of the Company
Tonaquint (Note 4)	$	86,574	$	84,375	$	1,969,238,072
GSM Capital Group LLC (Note 4)		28,790		-		436,527,302
LG Capital (Note 4)		19,500		7,444		197,116,728
Stockholders (Note 5)		5,410		-		541,100,000
Total	$	140,274	$	91,819	$	3,143,982,102

There were no conversions of convertible debts into common shares of the Company during the year ended December 31, 2016.

NOTE 8 – COMMITMENTS

In July 2017, the Company signed a lease for the Company's Morton Grove office, at a minimum annual rent of approximately $70,000 per year. The Morton Grove lease expires in August 2018.

NOTE 9 – SUBSEQUENT EVENTS

During the third quarter of 2017, the following convertible debt owners converted loans plus accrued interests into common shares of the Company:

	Loans converted		Interest converted		Common shares Of the Company
Tonaquint (Note 4)	$	11,092	$	160,958	$	2,867,500,000
GSM Capital Group LLC (Note 4)		20,710		20,837		1,661,901,449
Total	$	31,802	$	181,795	$	4,529,401,449

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

Operations

The following discussion of the financial condition and results of our operations should be read in conjunction with the unaudited consolidated financial statements and the related notes thereto included elsewhere in this Quarterly Report on Form 10-Q for the period ended June 30, 2017 (this "Report"). This Report contains certain forward-looking statements and our future operating results could differ materially from those discussed herein. Certain statements contained in this Report, including, without limitation, statements containing the words "believes", "anticipates," "expects" and the like, constitute "forward-looking statements". Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. We disclaim any obligation to update any such factors or to announce publicly the results of any revisions of the forward-looking statements contained or incorporated by reference herein to reflect future events or developments.

Business Plan

Our business approach combines science, innovation and market-ready solutions to achieve environmentally and economically beneficial energy and energy management practices.

The Company's first objective is to provide its full turn-key solution at lower cost. The Company technology reduces the costs associated with food waste disposal and in the process, reduces the environmental impact or methane greenhouse gas production, provide a healthier life for all and create viable organic byproducts.

The first target market is the Municipal solid waste industry (MSW), grow the number of customer and expand ECOS BIO ART brand presence.

Discussions are also underway with a number of prospective customers and the Company is confident it will enter into a number of sales agreements as soon as it can demonstrate its product with all the proprietary features. The Company is confident it will provide such demos in the next months.

Results of Operations

For the Three and Six Months Periods ended June 30, 2017

Overview

We incurred net loss of $459,463 and net income $7,237,982 for the three and six months periods ended June 30, 2017 as compared to net income of $404,702 and net loss $1,063,586 for the comparable periods of 2016. There has been an increase of $100,656 in selling, general and administrative expenses, an increase in the gain on derivatives of $8,590,228 and an increase in interest expense of $85,194 mainly attributable to the interest expense resulting from derivative liabilities.

Sales

For the three and six months periods ended June 30, 2017 and 2016 we had no sales.

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Total Cost and Expenses

For the three and six months periods ended June 30, 2017, we incurred Total Costs and Expenses of $217,476 and $514,963, an increase of 2% from the three months period from the same period of 2016 and an increase of 24% for the six months period from the same period of 2016.

Selling, General and Administrative

For the three and six months periods ended June 30, 2017, we incurred selling, general and administration expenses of $217,476 and $514,963, an increase of 2% from the three months period from the same period of 2016 and an increase of 24% for the six months period from the same period of 2016. The increase resulted from the consulting and professional fees.

Interest

We calculate interest in accordance with the respective note payable. For the three and six months periods ended June 30, 2017, we incurred a charge of $108,722 and $243,408 including related party interest. This compared to $72,910 and $158,214 for the same periods of the previous year. The interests increase is attributable to interest rate increase due to default on convertible debts.

The interest expenses on related parties increased by $26,120 due to increases in debt balance and the interest expenses on convertible loans increased by $59,074 because of interest rate and loans balance increases due to default on GSM loans so globally the interest expense increased by $85,194.

Liquidity and Capital Resources

At June 30, 2017, we had $63,221 in cash, as opposed to $698 in cash at December 31, 2016. Total cash requirements for operations for the six months period ended June 30, 2017 was $111,523. As a result of certain measures implemented to reduce corporate overhead, management estimates that cash requirements through the end of the fiscal year ended December 31, 2017 will be between $2.0 million to $5.5 million. As of the date of this Report, we do not have available resources sufficient to cover the expected cash requirements through the end of the third quarter of 2017 or the balance of the year. As a result, there is substantial doubt that we can continue as an ongoing business without obtaining additional financing. Management's plans for maintaining our operations and continued existence include selling additional equity securities and borrowing additional funds to pay operational expenses. There is no assurance we will be able to generate sufficient cash from operations, sell additional shares of Common Stock or borrow additional funds. Our inability to obtain additional cash could have a material adverse effect on our financial position, results of operations and our ability to continue its existence. If our losses continue and we are unable to secure additional financing, we may ultimately be required to seek protection from creditors under applicable bankruptcy laws.

We had total assets of $593,100 as of June 30, 2017. This was a change of $592,402 as compared to total assets of $698 as of December 31, 2016.

We had total current liabilities of $8,418,938 as of June 30, 2017. This was a decrease of $7,599,360, or 47%, as compared to current liabilities of $16,018,298 as of December 31, 2016. The net decrease was attributable to a decrease in derivative liabilities due to the gain on derivatives at market value and decrease in notes payable.

Our financial condition raises substantial doubt about our ability to continue as a going concern. Management's plan for our continued existence includes selling additional stock through private placements and borrowing additional funds to pay overhead expenses while maintaining marketing efforts to raise our sales volume. Our future success is dependent upon our ability to achieve profitable operations, generate cash from operating activities and obtain additional financing. There is no assurance that we will be able to generate sufficient cash from

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operations, sell additional shares of common stock or borrow additional funds. Our inability to obtain additional cash could have a material adverse effect on our financial position, results of operations and our ability to continue as a going concern.

This section includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this Memorandum. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.

We have only had operating losses which raise substantial doubts about our viability to continue our business and our auditors have issued an opinion expressing the uncertainty of our company to continue as a going concern. If we are not able to continue operations, investors could lose their entire investment in our company.

Contractual Obligations

The Company was party to a lease for the Company's Barrington office, at a minimum annual rent of approximately $16,800 per year. The Barrington lease expired in May 2013 and the Company remained in these premises on a month to month basis until the Company moved to its new offices.

In July 2017, the Company signed a lease for the Company's Morton Grove office, at a minimum annual rent of approximately $70,000 per year. The Morton Grove lease expires in August 2018.

Off-Balance Sheet Arrangements

The Company is not a party to any off-balance sheet arrangements.

ITEM 3.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 4.EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES.

The Company's Principal Executive Officer and Principal Financial Officer have evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934 (the "Exchange Act"). Based on that evaluation, the Company's Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of the period covered by this report, our disclosure controls and procedures are not effective in ensuring that information required to be disclosed in the reports that we file or submit under the Exchange Act is (1) recorded, processed, summarized and reported within the periods specified in the Commission's rules and forms, and (2) accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. The conclusion that our disclosure controls and procedures were not effective was due to the presence of the following material weaknesses in internal control over financial reporting which are indicative of many small companies with small staff: the lack of a functioning audit committee and segregation of duties, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures.

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Management believes that the material weaknesses set forth above did not have an effect on our financial results. However, management believes that the lack of a functioning audit committee and the lack of a majority of outside directors on our board of director results in ineffective oversight in the establishment and monitoring of required internal controls and procedures, which could result in a material misstatement in our financial statements in future periods.

Changes in Internal Control over Financial Reporting

We have not made a change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter ended June 30, 2017 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II OTHER INFORMATION

ITEM 1.LEGAL PROCEEDINGS.

As of the date of this report, the Company is not currently involved in any legal proceedings.

ITEM 1A.RISK FACTORS.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

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ITEM 6.EXHIBITS.

Exhibit		Incorporated by reference			Filed
Number	Document Description	Form	Date	Number	herewith
3.1	Articles of Incorporation, as amended.	SB-2	5/28/04	3.1
3.2	Bylaws.	SB-2	5/28/04	3.2
3.3	Certificate of Amendment to Articles of Incorporation.	10-QSB	12/30/05	3.3
3.4	Bylaws, as amended on March 17, 2006.	10-KSB	4/13/06	3.4
10.1	Letter of Intent with XL Generation AG.	8-K	7/6/05	99.1
10.2	Share Exchange Agreement with XL Generation AG.	8-K	8/19/05	99.1
10.3	Loan Agreement with Capex Investments.	8-K	9/14/05	99.1
10.4	Form of Indemnification Agreement with Capex Investments Limited.	8-K/A	11/1/05	10.4
10.5	Common Stock Purchase Agreement with Capex Investments Limited.	8-K	11/15/05	10.5
10.6	Common Stock Purchase Agreement with Aton Selct Fund Limited.	8-K	11/15/05	10.6
10.7	Common Stock Purchase Agreement with Asset Protection Fund Limited.	8-K	11/15/05	10.7
10.8	Series A Warrant to Purchase Shares of Common Stock to Capex Investments Limited.	8-K	11/15/05	10.8
10.9	Series A Warrant to Purchase Shares of Common Stock to Aton Select Fund Limited.	8-K	11/15/05	10.9
10.10	Series A Warrant to Purchase Shares of Common Stock to Asset Protection Fund Limited.	8-K	11/15/05	10.10
10.11	Registration Rights Agreement with Capex Investments Limited.	8-K	11/15/05	10.11
10.12	Registration Rights Agreement with Aton Select Fund Limited.	8-K	11/15/05	10.12
10.13	Registration Rights Agreement with Asset Protection Fund Limited.	8-K	11/15/05	10.13
10.14	Amendment to the Common Stock Purchase Agreement with Aton Select Fund Limited.	8-K	12/08/05	10.14
10.15	Amendment to the Common Stock Purchase Agreement with Asset Protection Fund Limited.	8-K	12/08/05	10.15
10.16	Lease Agreement with 866 U.N. Plaza Associates LLC.	10-QSB	12/30/05	10.16
10.17	Exclusive Manufacturing License Agreement and Non-Exclusive Distribution Agreement with APW Inc.	10-QSB	12/30/05	10.17
10.18	Common Stock Purchase Agreement with Professional Trading Services SA.	SB-2	1/13/06	10.18
10.19	Series B Warrant to Purchase Shares of Common Stock to Professional Trading Services SA.	SB-2	1/13/06	10.19
10.20	Registration Rights Agreement with Professional Trading Services SA.	SB-2	1/13/06	10.20
10.21	Amended and Restated Common Stock Purchase Agreement with Bank Sal. Oppenheim Jr. & Cie. (Switzerland) Limited.	SB-2	1/13/06	10.21
10.22	Series B Warrant to Purchase Shares of Common Stock to Bank Sal. Oppenheim Jr. & Cie. (Switzerland) Limited.	SB-2	1/13/06	10.22
10.23	Agreement of Withdrawal from Stadium SA.	SB-2	1/13/06	10.23
10.24	License Agreement with WKF/5 Ltd.	SB-2	1/13/06	10.24

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10.25	Amendment to License Agreement with WKF/5 Ltd and Alain Lemieux.	SB-2	1/13/06	10.25
10.26	Form of Subscription Agreement.	SB-2	5/28/04	99.1
10.27	Employment Agreement with Alain Lemieux.	10-KSB	4/13/06	10.27
10.28	Employment Agreement with Daniel Courteau.	10-KSB	4/13/06	10.28
10.29	Employment Agreement with Flemming Munck.	10-KSB	4/13/06	10.29
10.30	Employment Agreement with Eric Giguere.	10-KSB	4/13/06	10.30
10.31	Endorsement Agreement with La Societe 421 Productions.	10-KSB	4/13/06	10.31
10.32	Summary of terms and conditions of Oral Consulting Agreement with Greendale Consulting Limited.	10-KSB	4/13/06	10.32
10.33	Exclusive Manufacturing License Agreement with Polyprod Inc.	10-KSB	4/13/06	10.33
10.34	Management Fee Arrangement with Polyprod Inc.	10-KSB	4/13/06	10.34
10.35	Supply Contract with Febra- Kunststoffe GimbH and BASF Aktiengesellschaft.	10-KSB	4/13/06	10.35
10.36	Loan Agreement with Fiducie Alain Lemieux.	10-KSB	4/13/06	10.36
10.37	Confirmation of Debt.	10-KSB	4/13/06	10.37
10.38	Agreement with Daniel Courteau regarding Repayment of loans to Symbior Technologies Inc.	10-KSB	4/13/06	10.38
10.39	2006 Equity Incentive Plan.	10-KSB	4/13/06	10.39
10.40	Loan Agreement with Albert Beerli.	10-KSB	4/13/06	10.40
10.41	Summary of terms and conditions of Loan Agreement with Albert Beerli.	10-KSB	4/13/06	10.41
10.42	Lease Agreement with Albert Beerli.	10-KSB	4/13/06	10.42
10.43	Memorandum regarding XL Generation Canada Inc.	10-KSB	4/13/06	10.43
10.44	Stock Purchase Agreement with XL Generation AG and Stadium SA.	10-KSB	4/13/06	10.44
10.45	Common Stock Purchase Agreement with Poma Management SA.	10-QSB	9/13/06	10.45
10.46	Common Stock Purchase Agreement with Aton Select Fund Limited.	10-QSB	9/13/06	10.46
10.47	Consulting Agreement by and between Ecolocap Solutions Inc. and Lakeview Consulting LLC.	8-K	11/11/08	10.47
10.48	"ERPA" with Hong Kong Construction Investment Joint Stock Company.	8-K	12/23/08	10.1
10.49	"ERPA" with Thuong Hai Joint Stock Company.	8-K	12/23/08	10.2
10.50	"ERPA" with Vietnam Power Development Joint Stock Company.	8-K	12/23/08	10.3
10.51	"ERPA" with Hop Xuan Investment Joint Stock Company, Vietnam.	8-K	12/23/08	10.4
10.52	"ERPA" with ThangLong Education Development and Construction Import Export Investment Joint Stock Company.	8-K	12/23/08	10.5
10.53	Revised Consulting Agreement with Sodexen Inc.	8-K	12/23/08	10.6
10.54	Agreement with United Best Technology Limited.	8-K	12/23/08	10.7
10.55	Escrow Agreement with United Best Technology Limited.	8-K	12/23/08	10.8
10.56	"ERPA" with Tan Hiep Phuc Electricity Construction Joint-Stock Company Vietnam.	8-K	12/23/08	10.9
10.57	"ERPA" with Tuan Anh Hydraulic Development and Construction Investment Corporation, Vietnam.	8-K	12/23/08	10.10
10.58	"ERPA" with Lao Cai Energy & Resources Investment Joint Stock Company, Vietnam.	8-K	12/23/08	10.11
10.59	"ERPA" with Xiangton Iron and Steel Group Co. Ltd.	8-K	12/23/08	10.12

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10.60	"ERPA" with Hunan Valin Xiangton Iron & Steel Co. Ltd.	8-K	12/23/08	10.13
10.61	"ERPA" with Hebi Coal Industry (Group) Co. Ltd.	8-K	12/23/08	10.14
10.62	"ERPA" with Hebei Jinlong Cement Group Co., Ltd.	8-K	12/23/08	10.15
10.63	"ERPA" with Bao Tan Hydro Electric Joint-Stock Company.	8-K	12/23/08	10.16
10.64	"ERPA" with Construction and Infrastruction Development Joint-Stock Company Number Nine.	8-K	12/23/08	10.17
10.65	Greenhouse Gas Offset Management Services Representation Agreement.	8-K	12/23/08	10.18
10.66	"ERPA" with Xinjiang Xiangjianfeng Energy and Technology Development Co. Ltd.	8-K	12/23/08	10.19
10.67	Technical Service Agreement with Xinjiang Xiangjinfeng Energy and Technology Development Co., Ltd.	8-K	12/23/08	10.20
10.68	Technical Service Agreement with Hebei Fengda Metallized Pellet Co., Ltd.	8-K	12/23/08	10.21
10.69	"ERPA" with Hebei Fengda Metallized Pellet Co., Ltd.	8-K	12/23/08	10.22
10.70	"ERPA" with Shandong Chengzeyuan Environment Protection Engineering Co. Ltd.	8-K	12/23/08	10.23
10.71	Technical Services Agreement with Shandong Chengzeyuan Environment Protection Engineering Co., Ltd.	8-K	12/23/08	10.24
10.72	Technical Services Agreement with Leshan Kingssun Group Co. Ltd.	8-K	12/23/08	10.25
10.73	"ERPA" with Leshan Kingssun Group Co., Ltd.	8-K	12/23/08	10.26
10.74	Supply Agreement dated July 25, 2012.	8-K	7/30/12	10.1
10.75	Sale and Purchase Agreement dated July 27, 2012.	8-K	7/30/12	10.2
14.1	Code of Ethics.	10-KSB	3/31/08	14.1
31.1	Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.				X
31.2	Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.				X
32.1	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Chief Executive Officer.				X
32.2	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Chief Financial Officer.				X
99.1	Audit Committee Charter.	10-KSB	3/31/08	99.1
99.2	Executive Committee Charter.	10-KSB	3/31/08	99.2
99.3	Nominating and Corporate Governance Committee Charter.	10-KSB	3/31/08	99.3
99.4	Stock Option Plan.	10-KSB	3/31/08	99.4
101.INS	XBRL Instance Document.				X
101.SCH	XBRL Taxonomy Extension – Schema.				X
101.CAL	XBRL Taxonomy Extension – Calculations.				X
101.DEF	XBRL Taxonomy Extension – Definitions.				X
101.LAB	XBRL Taxonomy Extension – Labels.				X
101.PRE	XBRL Taxonomy Extension – Presentation.				X

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following person on behalf of the Registrant and in the capacities on this 18^th day of December 2017.

ECOLOCAP SOLUTIONS INC.
BY:	JAMES KWAK
	James Kwak
	Principal Executive Officer and a member of the
	Board of Directors
BY:	MICHEL ST-PIERRE
	Michel St-Pierre
	Principal Financial Officer and Principal
	Accounting Officer

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Table of Contents

EXHIBIT INDEX

Exhibit		Incorporated by reference			Filed
Number	Document Description	Form	Date	Number	herewith
3.1	Articles of Incorporation, as amended.	SB-2	5/28/04	3.1
3.2	Bylaws.	SB-2	5/28/04	3.2
3.3	Certificate of Amendment to Articles of Incorporation.	10-QSB	12/30/05	3.3
3.4	Bylaws, as amended on March 17, 2006.	10-KSB	4/13/06	3.4
10.1	Letter of Intent with XL Generation AG.	8-K	7/6/05	99.1
10.2	Share Exchange Agreement with XL Generation AG.	8-K	8/19/05	99.1
10.3	Loan Agreement with Capex Investments.	8-K	9/14/05	99.1
10.4	Form of Indemnification Agreement with Capex Investments Limited.	8-K/A	11/1/05	10.4
10.5	Common Stock Purchase Agreement with Capex Investments Limited.	8-K	11/15/05	10.5
10.6	Common Stock Purchase Agreement with Aton Selct Fund Limited.	8-K	11/15/05	10.6
10.7	Common Stock Purchase Agreement with Asset Protection Fund Limited.	8-K	11/15/05	10.7
10.8	Series A Warrant to Purchase Shares of Common Stock to Capex Investments Limited.	8-K	11/15/05	10.8
10.9	Series A Warrant to Purchase Shares of Common Stock to Aton Select Fund Limited.	8-K	11/15/05	10.9
10.10	Series A Warrant to Purchase Shares of Common Stock to Asset Protection Fund Limited.	8-K	11/15/05	10.10
10.11	Registration Rights Agreement with Capex Investments Limited.	8-K	11/15/05	10.11
10.12	Registration Rights Agreement with Aton Select Fund Limited.	8-K	11/15/05	10.12
10.13	Registration Rights Agreement with Asset Protection Fund Limited.	8-K	11/15/05	10.13
10.14	Amendment to the Common Stock Purchase Agreement with Aton Select Fund Limited.	8-K	12/08/05	10.14
10.15	Amendment to the Common Stock Purchase Agreement with Asset Protection Fund Limited.	8-K	12/08/05	10.15
10.16	Lease Agreement with 866 U.N. Plaza Associates LLC.	10-QSB	12/30/05	10.16
10.17	Exclusive Manufacturing License Agreement and Non-Exclusive Distribution Agreement with APW Inc.	10-QSB	12/30/05	10.17
10.18	Common Stock Purchase Agreement with Professional Trading Services SA.	SB-2	1/13/06	10.18
10.19	Series B Warrant to Purchase Shares of Common Stock to Professional Trading Services SA.	SB-2	1/13/06	10.19
10.20	Registration Rights Agreement with Professional Trading Services SA.	SB-2	1/13/06	10.20
10.21	Amended and Restated Common Stock Purchase Agreement with Bank Sal. Oppenheim Jr. & Cie. (Switzerland) Limited.	SB-2	1/13/06	10.21
10.22	Series B Warrant to Purchase Shares of Common Stock to Bank Sal. Oppenheim Jr. & Cie. (Switzerland) Limited.	SB-2	1/13/06	10.22
10.23	Agreement of Withdrawal from Stadium SA.	SB-2	1/13/06	10.23
10.24	License Agreement with WKF/5 Ltd.	SB-2	1/13/06	10.24

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10.25	Amendment to License Agreement with WKF/5 Ltd and Alain Lemieux.	SB-2	1/13/06	10.25
10.26	Form of Subscription Agreement.	SB-2	5/28/04	99.1
10.27	Employment Agreement with Alain Lemieux.	10-KSB	4/13/06	10.27
10.28	Employment Agreement with Daniel Courteau.	10-KSB	4/13/06	10.28
10.29	Employment Agreement with Flemming Munck.	10-KSB	4/13/06	10.29
10.30	Employment Agreement with Eric Giguere.	10-KSB	4/13/06	10.30
10.31	Endorsement Agreement with La Societe 421 Productions.	10-KSB	4/13/06	10.31
10.32	Summary of terms and conditions of Oral Consulting Agreement with Greendale Consulting Limited.	10-KSB	4/13/06	10.32
10.33	Exclusive Manufacturing License Agreement with Polyprod Inc.	10-KSB	4/13/06	10.33
10.34	Management Fee Arrangement with Polyprod Inc.	10-KSB	4/13/06	10.34
10.35	Supply Contract with Febra- Kunststoffe GimbH and BASF Aktiengesellschaft.	10-KSB	4/13/06	10.35
10.36	Loan Agreement with Fiducie Alain Lemieux.	10-KSB	4/13/06	10.36
10.37	Confirmation of Debt.	10-KSB	4/13/06	10.37
10.38	Agreement with Daniel Courteau regarding Repayment of loans to Symbior Technologies Inc.	10-KSB	4/13/06	10.38
10.39	2006 Equity Incentive Plan.	10-KSB	4/13/06	10.39
10.40	Loan Agreement with Albert Beerli.	10-KSB	4/13/06	10.40
10.41	Summary of terms and conditions of Loan Agreement with Albert Beerli.	10-KSB	4/13/06	10.41
10.42	Lease Agreement with Albert Beerli.	10-KSB	4/13/06	10.42
10.43	Memorandum regarding XL Generation Canada Inc.	10-KSB	4/13/06	10.43
10.44	Stock Purchase Agreement with XL Generation AG and Stadium SA.	10-KSB	4/13/06	10.44
10.45	Common Stock Purchase Agreement with Poma Management SA.	10-QSB	9/13/06	10.45
10.46	Common Stock Purchase Agreement with Aton Select Fund Limited.	10-QSB	9/13/06	10.46
10.47	Consulting Agreement by and between Ecolocap Solutions Inc. and Lakeview Consulting LLC.	8-K	11/11/08	10.47
10.48	"ERPA" with Hong Kong Construction Investment Joint Stock Company.	8-K	12/23/08	10.1
10.49	"ERPA" with Thuong Hai Joint Stock Company.	8-K	12/23/08	10.2
10.50	"ERPA" with Vietnam Power Development Joint Stock Company.	8-K	12/23/08	10.3
10.51	"ERPA" with Hop Xuan Investment Joint Stock Company, Vietnam.	8-K	12/23/08	10.4
10.52	"ERPA" with ThangLong Education Development and Construction Import Export Investment Joint Stock Company.	8-K	12/23/08	10.5
10.53	Revised Consulting Agreement with Sodexen Inc.	8-K	12/23/08	10.6
10.54	Agreement with United Best Technology Limited.	8-K	12/23/08	10.7
10.55	Escrow Agreement with United Best Technology Limited.	8-K	12/23/08	10.8
10.56	"ERPA" with Tan Hiep Phuc Electricity Construction Joint-Stock Company Vietnam.	8-K	12/23/08	10.9
10.57	"ERPA" with Tuan Anh Hydraulic Development and Construction Investment Corporation, Vietnam.	8-K	12/23/08	10.10
10.58	"ERPA" with Lao Cai Energy & Resources Investment Joint Stock Company, Vietnam.	8-K	12/23/08	10.11
10.59	"ERPA" with Xiangton Iron and Steel Group Co. Ltd.	8-K	12/23/08	10.12

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10.60	"ERPA" with Hunan Valin Xiangton Iron & Steel Co. Ltd.	8-K	12/23/08	10.13
10.61	"ERPA" with Hebi Coal Industry (Group) Co. Ltd.	8-K	12/23/08	10.14
10.62	"ERPA" with Hebei Jinlong Cement Group Co., Ltd.	8-K	12/23/08	10.15
10.63	"ERPA" with Bao Tan Hydro Electric Joint-Stock Company.	8-K	12/23/08	10.16
10.64	"ERPA" with Construction and Infrastruction Development Joint-Stock Company Number Nine.	8-K	12/23/08	10.17
10.65	Greenhouse Gas Offset Management Services Representation Agreement.	8-K	12/23/08	10.18
10.66	"ERPA" with Xinjiang Xiangjianfeng Energy and Technology Development Co. Ltd.	8-K	12/23/08	10.19
10.67	Technical Service Agreement with Xinjiang Xiangjinfeng Energy and Technology Development Co., Ltd.	8-K	12/23/08	10.20
10.68	Technical Service Agreement with Hebei Fengda Metallized Pellet Co., Ltd.	8-K	12/23/08	10.21
10.69	"ERPA" with Hebei Fengda Metallized Pellet Co., Ltd.	8-K	12/23/08	10.22
10.70	"ERPA" with Shandong Chengzeyuan Environment Protection Engineering Co. Ltd.	8-K	12/23/08	10.23
10.71	Technical Services Agreement with Shandong Chengzeyuan Environment Protection Engineering Co., Ltd.	8-K	12/23/08	10.24
10.72	Technical Services Agreement with Leshan Kingssun Group Co. Ltd.	8-K	12/23/08	10.25
10.73	"ERPA" with Leshan Kingssun Group Co., Ltd.	8-K	12/23/08	10.26
10.74	Supply Agreement dated July 25, 2012.	8-K	7/30/12	10.1
10.75	Sale and Purchase Agreement dated July 27, 2012.	8-K	7/30/12	10.2
14.1	Code of Ethics.	10-KSB	3/31/08	14.1
31.1	Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.				X
31.2	Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.				X
32.1	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Chief Executive Officer.				X
32.2	Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 for the Chief Financial Officer.				X
99.1	Audit Committee Charter.	10-KSB	3/31/08	99.1
99.2	Executive Committee Charter.	10-KSB	3/31/08	99.2
99.3	Nominating and Corporate Governance Committee Charter.	10-KSB	3/31/08	99.3
99.4	Stock Option Plan.	10-KSB	3/31/08	99.4
101.INS	XBRL Instance Document.				X
101.SCH	XBRL Taxonomy Extension – Schema.				X
101.CAL	XBRL Taxonomy Extension – Calculations.				X
101.DEF	XBRL Taxonomy Extension – Definitions.				X
101.LAB	XBRL Taxonomy Extension – Labels.				X
101.PRE	XBRL Taxonomy Extension – Presentation.				X

-21-

EX-31.1

Exhibit 31.1

SARBANES-OXLEY SECTION 302(a) CERTIFICATION

I, James Kwak, certify that:

1. I have reviewed this Form 10-Q for the period ending June 30, 2017 of Ecolocap Solutions Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:	December 18, 2017	JAMES KWAK
		James Kwak
		Principal Executive Officer

EX-31.2

Exhibit 31.2

SARBANES-OXLEY SECTION 302(a) CERTIFICATION

I, Michel St-Pierre, certify that:

1. I have reviewed this Form 10-Q for the period ending June 30, 2017 of Ecolocap Solutions Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:	December 18, 2017	MICHEL ST-PIERRE
		Michel St-Pierre
		Principal Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. Section 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Ecolocap Solutions Inc. (the "Company") on Form 10-Q for the period ended June 30, 2017, as filed with the Securities and Exchange Commission on the date hereof (the "report"), I, James Kwak, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in this Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated this 18^th day of December, 2017.

JAMES KWAK

James Kwak

Chief Executive Officer

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. Section 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Ecolocap Solutions Inc. (the "Company") on Form 10-Q for the period ended June 30, 2017, as filed with the Securities and Exchange Commission on the date hereof (the "report"), I, Michel St-Pierre, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in this Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated this 18^th day of December, 2017.

MICHEL ST-PIERRE

Michel St-Pierre

Chief Financial Officer

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Document And Entity Information - shares	6 Months Ended
	Jun. 30, 2017	Dec. 05, 2017
Document and Entity Information [Abstract]
Entity Registrant Name	Ecolocap Solutions Inc.
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Amendment Flag	false
Entity Central Index Key	0001290506
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Smaller Reporting Company
Entity Well-known Seasoned Issuer	No
Document Period End Date	Jun. 30, 2017
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	Q2
Entity Common Stock, Shares Outstanding		10,922,710,577

XML

Consolidated Balance Sheets - USD ($)	Jun. 30, 2017	Dec. 31, 2016
CURRENT ASSETS:
Cash	$ 63,221	$ 698
Inventory	450,000	0
Prepaid expenses and sundry current assets	79,879	0
TOTAL CURRENT ASSETS AND TOTAL ASSETS	593,100	698
CURRENT LIABILITIES:
Customer deposits	175,000	175,000
Convertible notes payable	925,474	1,040,838
Notes payable - related parties	2,711,094	2,335,959
Derivative liabilities	1,679,607	10,174,203
Accrued expenses and sundry current liabilities - related parties	1,320,191	1,178,411
Accrued expenses and sundry current liabilities	1,607,572	1,113,887
TOTAL CURRENT LIABILITIES AND TOTAL LIABILITIES	8,418,938	16,018,298
STOCKHOLDERS' DEFICIT
Preferred stock 100,000,000 shares authorized, par value $0.00001, 750,000 shares, respectively issued and outstanding	7	7
Common stock 10,000,000,000 shares authorized, par value $0.00001, 6,393,309,128 and 3,249,327,026 shares, issued and outstanding	63,933	32,493
Additional paid in capital	$ 56,731,189	$ 55,983,849
Common stock to be issued	175,000	0
Accumulated Deficit	$ (67,173,090)	$ (74,638,068)
TOTAL STOCKHOLDERS' DEFICIT -Ecolocap Solutions Inc.	(10,202,961)	(18,621,719)
Non-controlling interest	2,377,123	2,604,119
TOTAL STOCKHOLDERS' DEFICIT	(7,825,838)	(16,017,600)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$ 593,100	$ 698

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Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Preferred stock, authorized	100,000,000	100,000,000
Preferred stock, par value	$ 0.00001	$ 0.00001
Preferred stock, issued	750,000	750,000
Preferred stock, outstanding	750,000	750,000
Common stock, authorized	10,000,000,000	10,000,000,000
Common stock, par value	$ 0.00001	$ 0.00001
Common stock, issued	6,393,309,128	3,249,327,026
Common stock, outstanding	6,393,309,128	3,249,327,026

XML

Consolidated Statements of Operations - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
COSTS AND EXPENSES:
Selling, general and administrative	$ 217,476	$ 212,366	$ 514,963	$ 414,307
TOTAL OPERATING EXPENSES	217,476	212,366	514,963	414,307
Loss from operations	(217,476)	(212,366)	(514,963)	(414,307)
OTHER INCOME (EXPENSES)
Compensation expense	(102,810)	0	(102,810)	0
Gain (loss) on derivatives liabilities at market	(30,455)	689,978	8,099,163	(491,065)
Interest expense-related parties	(43,613)	(30,560)	(85,377)	(59,257)
Interest expense	(65,109)	(42,350)	(158,031)	(98,957)
TOTAL OTHER INCOME (EXPENSES)	(241,987)	617,068	7,752,945	(649,279)
Net income (loss) before non-controlling interest	(459,463)	404,702	7,237,982	(1,063,586)
Non-controlling interest	(103,299)	(94,772)	(226,996)	(190,861)
Net income (loss) attributable to Ecolocap Solutions Inc.	$ (356,164)	$ 499,474	$ 7,464,978	$ (872,725)
Income (Loss) Per Common Share-basic and diluted	$ (0.00)	$ 0.00	$ 0.00	$ (0.00)
Average weighted Number of Shares-basic and diluted	5,506,960,088	3,249,327,026	4,615,219,965	3,249,327,026

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Consolidated Statements of Cash Flows - USD ($)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Statement of Cash Flows [Abstract]
Net income (loss)	$ 7,237,982	$ (1,063,586)
Adjustment to reconcile net income (loss) to net cash provided by operating activities
Imputed interests of shareholders loans	48,445	33,725
Compensation expense	102,810	0
Gain on derivatives liabilities at market	(8,099,163)	491,065
Unpaid penalty interest added to debt principal	16,500	14,653
Closing fees added to debt principal	3,000	0
Changes in operating assets and liabilities:
Prepaid expenses and sundry current assets	(79,879)	0
Inventory	(450,000)	0
Stock subscription payable	175,000	0
Changes in operating assets and liabilities	1,214,272	524,143
Net cash provided by operating activities	168,967	0
Financing activities
Payments of loans from shareholder	(106,444)	0
Net cash (used in) provided by financing activities	(106,444)	0
Change in cash	62,523	0
Cash-beginning of period	698	0
Cash-end of period	63,221	0
Non cash items:
Conversion of current liabilities, convertible notes payable, notes payable to stockholders to common stock	140,274	0
Reclassification of derivative to APIC	395,433	0
Expenses paid by a related party on behalf of the Company	204,545	66,453
Non cash additions of loans from shareholders	$ 225,000	$ 225,000

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NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2017

Accounting Policies [Abstract]

NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Ecolocap Solutions Inc ("we", "our" and the "Company") is an integrated and complementary network of environmentally focused technology companies that utilize advanced nanotechnology to design, develop and sell cleaner alternative energy products.  Our business approach combines science, innovation, and market-ready solutions to achieve environmentally sustainable and economically advantageous, power and energy management practices in the following areas:

M-Fuel

The Company, through its subsidiary Micro Bubble Technologies Inc. (MBT), developed M-Fuel, an innovative suspension fuel that is designed to offer fully scalable and customizable fuel solutions that will increase efficiency, lower operating costs, and reduce emissions. M -Fuel is a suspension mixture of 60% heavy oil, 40% H plus O2 molecules, and a 0.3% stabilizing additive. The production of M-Fuel takes place in our Nano Processing Units (NPU), a self contained device that is sized for output. The NPU's can be configured to operate in conjunction with an engine or burner to sully M-Fuel on demand, or pre-manufactured for delivery.

ECOS/BIO-ART

ECOS/Bio-ART is a patented air injected high-speed aerobic biological fermentation technology, utilizing uniquely cultured Bacillus, and incorporated into a specifically designed in-vessel unit. The remediation process takes seven days and reduces moisture content to an average between 12%-25% on an output equal to 1/3 the input. The output can be used as organic fertilizer, animal feed, animal bedding or biomass. The computer controlled process monitors the temperature on 3 different levels. The technology is designed to reduce the costs associated with food waste disposal and in the process, will reduce the environmental impact or methane greenhouse gas production.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The significant accounting policies followed by the Company for interim reporting are consistent with those included in the Company's Annual Report on Form 10-K for the year ended December 31, 2016. There were no material changes to our significant accounting policies during the interim period ended June 30, 2017.

The Company's inventory consists of equipment purchased for resale and is valued at the lower of cost or net realizable value.  Cost is principally determined using the first in, first out method.

Reclassifications

Certain reclassifications of amounts previously reported have been made to the accompanying financial statements in order to maintain consistency and comparability between the periods presented, primarily related to preferred shares stock on the balance sheet.

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NOTE 2 - BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 30, 2017

Note 2 - Basis Of Presentation And Summary Of Significant Accounting Policies

BASIS OF PRESENTATION AND GOING CONCERN

The accompanying unaudited interim financial statements of the Company, have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"), and rules of the Securities and Exchange Commission, and should be read in conjunction with the audited financial statements and notes thereto contained in the Company's annual report on Form 10-K for the year ended December 31, 2016 as filed with the SEC. In the opinion of management, all adjustments, consisting of recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the financial statements which would substantially duplicate the disclosure contained in the audited financial statements as reported in the annual report on Form 10-K have been omitted.

Going Concern

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, which contemplates continuation of the Company as a going concern. The Company has had recurring losses, negative working capital, is dependent on its shareholders to provide additional funding for operating expenses and has no recurring revenues. These items raise substantial doubts about the Company's ability to continue as a going concern.

Management's plan for the Company's continued existence include selling additional common stock of the Company and borrowing additional funds to pay overhead expenses.

With the opportunities created by the ECOS BIO-ART and M Fuel, management has begun the process of redeploying its assets, identifying business strategies that offers above average profit potential and identifying the resources necessary to successfully execute it new strategic direction.

Recognizing the opportunity this new market represents; the Company has developed an integrated development approach that focuses upon both existing and needed infrastructure facilities to produce substantial new value.

The Company's future success is dependent upon its ability to achieve profitable operations, generate cash from operating activities and obtain additional financing. There is no assurance that the Company will be able to generate sufficient cash from operations, sell additional shares of common stock or borrow additional funds.

The Company's inability to obtain additional cash could have a material adverse effect on its financial position, results of operations and its ability to continue in existence. The unaudited consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

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NOTE 3 - ACCRUED EXPENSES AND SUNDRY CURRENT LIABILITIES

6 Months Ended

Jun. 30, 2017

Payables and Accruals [Abstract]

ACCRUED EXPENSES AND SUNDRY CURRENT LIABILITIES

Accrued expenses consisted of the following at:

	June 30, 2017		December 31, 2016
Accrued interest	$	595,002	$	545,378
Accrued interest-related parties		221,181		185,401
Accrued compensation-related parties		722,844		652,844
Accounts payable		240,000		240,000
Accrued operating expenses-related parties		826,166		340,166
Accrued operating expenses		322,570		328,509
	$	2,927,763	$	2,292,298

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NOTE 4 - CONVERTIBLE NOTES PAYABLE

6 Months Ended

Jun. 30, 2017

Debt Disclosure [Abstract]

CONVERTIBLE NOTES PAYABLE

Loans are convertible at amounts ranging from 40% to 60% of the market price of the common shares of the Company at the time of conversion and bear interest rates ranging from 8% to 22% per annum.  The amounts received during the six months period ended June 30, 2017 and 2016 are $19,500 and $14,653 in non-cash borrowings related to the default on Tonaquint and GSM loans, respectively. During the period ended June 30, 2017, the Company was in default on its convertible notes due to non-repayment of the outstanding balances.

The convertible feature of these loans, due to their potential settlement in an indeterminable number of shares of the Company's common stock has been identified as a derivative. The derivative component is fair valued at the date of issuance of the obligation and the amount is marked to market at each reporting period. All the convertible notes are in default as of June 30, 2017.

During the six months period ended June 30, 2017 notes payable of $134,864 plus accrued interests of $91,819 were converted into 2,602,882,102 shares.

There were no conversions of convertible debts in 2016.

A summary of the amounts outstanding as of June 30, 2017 and December 31, 2016 are as follows:

	Balance June 30, 2017		Balance December 31, 2016
Tonaquint	$	499,272	$	585,846
Redwood Management, LLC		372,992		372,992
Proteus Capital		32,500		32,500
LG Capital		-		19,500
GSM Capital Group LLC		20,710		30,000
	$	925,474	$	1,040,838

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NOTE 5 - NOTES PAYABLE – RELATED PARTIES

6 Months Ended

Jun. 30, 2017

Debt Disclosure [Abstract]

NOTES PAYABLE – RELATED PARTIES

During the six months period ended June 30, 2017, notes payable to stockholders increased by $170,590 of which $225,000 resulted from conversion of accrued salaries, net of $49,000 in payments made during the period to stockholders and $5,410 from conversions into shares. The additions are for accrual of unpaid salaries and not actual cash proceeds. The amount owed to stockholders at June 30, 2017 is $2,024,269. These loans are non-interest bearing but interest is being imputed at 5.00% per annum and are payable on demand. An interest amount of $48,445 has been imputed in 2017. During the six months period ended June 30, 2017, total loans conversions of $5,410 were made into 541,100,000 shares and there were no conversions in the year ended December 31, 2016.

During the six months period ended June 30, 2017, the Company received $261,989 and made payments of $57,444 to Hanscom K Inc. The amount owed to Hanscom K. Inc. at June 30, 2017 is $658,325. These loans are non-interest bearing and are payable on demand.

During the six months period ended June 30, 2017, the Company did not receive any loans from RCO Group Inc. The amount owed to RCO Group Inc. at June 30, 2017 is $28,500. These loans bear interest at 8.00% per annum and are payable on demand.

A summary of the amounts outstanding as of June 30, 2017 and December 31, 2016 are as follows:

	Balance June 30, 2017		Balance December 31, 2016
Stockholders	$	2,024,269	$	1,853,679
Hanscom K. Inc.		658,325		453,780
RCO Group Inc.		28,500		28,500
	$	2,711,094	$	2,335,959

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NOTE 6 - DERIVATIVE LIABILITIES

6 Months Ended

Jun. 30, 2017

Derivative Instruments and Hedging Activities Disclosure [Abstract]

DERIVATIVE LIABILITIES

During the six months period ended June 30, 2017, the Company recorded various derivative liabilities associated with the convertible debts discussed in Note 4. The Company computes the value of the derivative liability at each reporting period using the Black Scholes Method using a risk free rate ranging of 0.14%, volatility rates ranging between 296.00% and 393.00% and a forfeiture rate of 0.00%.  The derivative liability at June 30, 2017 and December 31, 2016 are as follows:

	2017		2016
Tonaquint	$	800,335	$	4,799,461
Proteus Capital Group LLC		69,854		356,835
GSM Capital Group LLC		37,245		324,662
LG Capital		-		231,059
Redwood Management, LLC		720,216		3,682,835
Total	$	1,627,650	$	9,394,852

During the six months period ended June 30, 2017, the Company recorded various derivative liabilities associated with the warrants discussed in Notes 7. The Company computes the value of the derivative liability at the issuance of the related obligation and at each reporting period using the Black Scholes Method which includes the following assumptions:  a risk free rate of 0.14%, volatility rates of 482.00% and a forfeiture rate of 0.00%.  The derivative liability at June 30, 2017 and December 31, 2016 is as follows:

	2017		2016
Lakeshore Recycling Systems LLC	$	51,957	$	779,351
Total	$	51,957	$	779,351

The following table summarizes the derivative liabilities at June 30, 2017 and December 31, 2016;

	2017		2016
Tonaquint	$	800,335	$	4,799,461
Proteus Capital Group LLC		69,854		356,835
GSM Capital Group LLC		37,245		324,662
LG Capital		-		231,059
Redwood Management, LLC		720,216		3,682,835
Lakeshore Recycling Systems LLC		51,957		779,351
Total	$	1,679,607	$	10,174,203

Financial assets and liabilities recorded at fair value in our unaudited consolidated balance sheets are categorized based upon a fair value hierarchy established by GAAP, which prioritizes the inputs used to measure fair value into the following levels:

Fair Value of Financial Instruments

Level 1— Quoted market prices in active markets for identical assets or liabilities at the measurement date.

Level 2— Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable and can be corroborated by observable market data.

Level 3— Inputs reflecting management's best estimates and assumptions of what market participants would use in pricing assets or liabilities at the measurement date. The inputs are unobservable in the market and significant to the valuation of the instruments.

A financial instrument's categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

Financial assets and liabilities measured at fair value on a recurring basis are summarized below for the period ended June 30, 2017

	Level 1		Level 2		Level 3		Total
Derivative Financial Instruments	$	-	$	-	$	1,679,607	$	1,679,607

Financial assets and liabilities measured at fair value on a recurring basis are summarized below for the year ended December 31, 2016

	Level 1		Level 2		Level 3		Total
Derivative Financial Instruments	$	-	$	-	$	10,174,203	$	10,174,203

The following table summarizes the derivatives liability from January 1^st through June 30, 2017

	Derivative liabilities
Balance December 31, 2016	$	10,174,203
Settled upon conversion of debt		(395,433	)
Loss on change in fair value of the derivative		(8,099,163	)
Balance June 30, 2017	$	1,679,607

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NOTE 7 - CAPITAL STOCK

6 Months Ended

Jun. 30, 2017

Stockholders' Equity Note [Abstract]

CAPITAL STOCK

The Company is authorized to issue 10,000,000,000 shares of common stock (par value $0.00001) of which 6,393,309,128 were issued and outstanding as of June 30, 2017 and 3,249,327,026 as of December 31, 2016.

The Company is authorized to issue 100,000,000 shares of preferred stock (par value $0.00001) of which 750,000 were issued and outstanding as of June 30, 2017 and December 31, 2016, respectively. Each share of Series A Preferred Stock has 100,000 vote per share.

On December 19, 2016, the Company issued three warrants to Lakeshore Recycling Systems, LLC (LRS). The first warrant allows LRS to purchase up to five and one third percent of issued and outstanding shares of common stock of the Company at the time of exercise of the warrant at a price of $0.0003. The second warrant allows LRS to purchase up to five and one third percent of issued and outstanding shares of common stock of the Company at the time of exercise of the warrant at a price of $0.0025. The third warrant allows LRS to purchase up to five and one third percent of issued and outstanding shares of common stock of the Company at the time of exercise of the warrant at a price of $0.005. The exercise time of the warrants is the period between March 15, 2017 and December 15, 2026.

During 2017, the following convertible debt owners converted loans plus accrued interests into common shares of the Company

	Loans converted		Interest converted		Common shares Of the Company
Tonaquint (Note 4)	$	86,574	$	84,375	$	1,969,238,072
GSM Capital Group LLC (Note 4)		28,790		-		436,527,302
LG Capital (Note 4)		19,500		7,444		197,116,728
Stockholders (Note 5)		5,410		-		541,100,000
Total	$	140,274	$	91,819	$	3,143,982,102

There were no conversions of convertible debts into common shares of the Company during the year ended December 31, 2016.

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NOTE 8 - COMMITMENTS

6 Months Ended

Jun. 30, 2017

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS

In July 2017, the Company signed a lease for the Company's Morton Grove office, at a minimum annual rent of approximately $70,000 per year. The Morton Grove lease expires in August 2018.

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NOTE 9 - SUBSEQUENT EVENTS

6 Months Ended

Jun. 30, 2017

Subsequent Events [Abstract]

SUBSEQUENT EVENTS

During the third quarter of 2017, the following convertible debt owners converted loans plus accrued interests into common shares of the Company:

	Loans converted		Interest converted		Common shares Of the Company
Tonaquint (Note 4)	$	11,092	$	160,958	$	2,867,500,000
GSM Capital Group LLC (Note 4)		20,710		20,837		1,661,901,449
Total	$	31,802	$	181,795	$	4,529,401,449

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NOTE 3 - ACCRUED EXPENSES AND SUNDRY CURRENT LIABILITIES (Tables)

6 Months Ended

Jun. 30, 2017

Payables and Accruals [Abstract]

Summary of accrued expenses

	June 30, 2017		December 31, 2016
Accrued interest	$	595,002	$	545,378
Accrued interest-related parties		221,181		185,401
Accrued compensation-related parties		722,844		652,844
Accounts payable		240,000		240,000
Accrued operating expenses-related parties		826,166		340,166
Accrued operating expenses		322,570		328,509
	$	2,927,763	$	2,292,298

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NOTE 4 - CONVERTIBLE NOTES PAYABLE (Tables)

6 Months Ended

Jun. 30, 2017

Debt Disclosure [Abstract]

Summary of convertible notes payable

	Balance June 30, 2017		Balance December 31, 2016
Tonaquint	$	499,272	$	585,846
Redwood Management, LLC		372,992		372,992
Proteus Capital		32,500		32,500
LG Capital		-		19,500
GSM Capital Group LLC		20,710		30,000
	$	925,474	$	1,040,838

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NOTE 5 - NOTES PAYABLE – RELATED PARTIES (Tables)

6 Months Ended

Jun. 30, 2017

Debt Disclosure [Abstract]

Summary of notes payable-related parties

	Balance June 30, 2017		Balance December 31, 2016
Stockholders	$	2,024,269	$	1,853,679
Hanscom K. Inc.		658,325		453,780
RCO Group Inc.		28,500		28,500
	$	2,711,094	$	2,335,959

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NOTE 6 - DERIVATIVE LIABILITIES (Tables)

6 Months Ended

Jun. 30, 2017

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Summary of derivative instruments

	2017		2016
Tonaquint	$	800,335	$	4,799,461
Proteus Capital Group LLC		69,854		356,835
GSM Capital Group LLC		37,245		324,662
LG Capital		-		231,059
Redwood Management, LLC		720,216		3,682,835
Total	$	1,627,650	$	9,394,852

	2017		2016
Lakeshore Recycling Systems LLC	$	51,957	$	779,351
Total	$	51,957	$	779,351

	2017		2016
Tonaquint	$	800,335	$	4,799,461
Proteus Capital Group LLC		69,854		356,835
GSM Capital Group LLC		37,245		324,662
LG Capital		-		231,059
Redwood Management, LLC		720,216		3,682,835
Lakeshore Recycling Systems LLC		51,957		779,351
Total	$	1,679,607	$	10,174,203

Financial assets and liabilities measured at fair value on a recurring basis

Financial assets and liabilities measured at fair value on a recurring basis are summarized below for the period ended June 30, 2017

	Level 1		Level 2		Level 3		Total
Derivative Financial Instruments	$	-	$	-	$	1,679,607	$	1,679,607

Financial assets and liabilities measured at fair value on a recurring basis are summarized below for the year ended December 31, 2016

	Level 1		Level 2		Level 3		Total
Derivative Financial Instruments	$	-	$	-	$	10,174,203	$	10,174,203

Summary of changes in derivative liabilities

	Derivative liabilities
Balance December 31, 2016	$	10,174,203
Settled upon conversion of debt		(395,433	)
Loss on change in fair value of the derivative		(8,099,163	)
Balance June 30, 2017	$	1,679,607

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NOTE 7 - CAPITAL STOCK (Tables)

6 Months Ended

Jun. 30, 2017

STOCKHOLDERS' DEFICIT

Schedule of debt conversions

	Loans converted		Interest converted		Common shares Of the Company
Tonaquint (Note 4)	$	86,574	$	84,375	$	1,969,238,072
GSM Capital Group LLC (Note 4)		28,790		-		436,527,302
LG Capital (Note 4)		19,500		7,444		197,116,728
Stockholders (Note 5)		5,410		-		541,100,000
Total	$	140,274	$	91,819	$	3,143,982,102

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NOTE 9 - SUBSEQUENT EVENTS (Tables)

6 Months Ended

Jun. 30, 2017

Subsequent Events [Abstract]

Schedule of debt conversions

	Loans converted		Interest converted		Common shares Of the Company
Tonaquint (Note 4)	$	11,092	$	160,958	$	2,867,500,000
GSM Capital Group LLC (Note 4)		20,710		20,837		1,661,901,449
Total	$	31,802	$	181,795	$	4,529,401,449

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NOTE 3 - ACCRUED EXPENSES AND SUNDRY CURRENT LIABILITIES (Details) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Payables and Accruals [Abstract]
Accrued interest	$ 595,002	$ 545,378
Accrued interest-related parties	221,181	185,401
Accrued compensation-related parties	722,844	652,844
Accounts payable	240,000	240,000
Accrued operating expenses-related parties	826,166	340,166
Accrued operating expenses	322,570	328,509
Accrued expenses	$ 2,927,763	$ 2,292,298

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NOTE 4 - CONVERTIBLE NOTES PAYABLE (Details) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Convertible notes payable	$ 925,474	$ 1,040,838
Tonaquint
Convertible notes payable	499,272	585,846
Redwood Management, LLC
Convertible notes payable	372,992	372,992
Proteus Capital Corp.
Convertible notes payable	32,500	32,500
LG Capital
Convertible notes payable	0	19,500
GSM Capital Group LLC
Convertible notes payable	$ 20,710	$ 30,000

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NOTE 4 - CONVERTIBLE NOTES PAYABLE (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Debt Disclosure [Abstract]
Proceeds from convertible notes payable	$ 19,500	$ 14,653
Converted instrument, amount	$ 134,864
Converted instrument, shares issued	2,602,882,102

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NOTE 5 - NOTES PAYABLE – RELATED PARTIES (Details) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Notes payable - related parties	$ 2,711,094	$ 2,335,959
Stockholders
Notes payable - related parties	2,024,269	1,853,679
Hanscom K. Inc.
Notes payable - related parties	658,325	453,780
RCO Group Inc.
Notes payable - related parties	$ 28,500	$ 28,500

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NOTE 5 - NOTES PAYABLE – RELATED PARTIES (Details Narrative)	6 Months Ended
	Jun. 30, 2017 USD ($)
Increase in due to officers and stockholders	$ 170,590
Accrued salaries	225,000
Due to stockholders	2,024,269
Imputed interest	48,445
Hanscom K. Inc.
Proceeds from loan	261,989
Repayments of loan	57,444
Loans payable	658,325
RCO Group Inc.
Proceeds from loan	0
Repayments of loan	0
Loans payable	$ 28,500

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NOTE 6 - DERIVATIVE LIABILITIES (Details) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Derivative liabilities	$ 1,679,607	$ 10,174,203
Tonaquint
Derivative liabilities	800,335	4,799,461
Proteus Capital Corp.
Derivative liabilities	69,854	356,835
GSM Capital Group LLC
Derivative liabilities	37,245	324,662
LG Capital
Derivative liabilities	0	231,059
Redwood Management, LLC
Derivative liabilities	720,216	3,682,835
Lakeshore Recycling Systems LLC
Derivative liabilities	$ 51,957	$ 779,351

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NOTE 6 - DERIVATIVE LIABILITIES (Details 1) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Derivative liabilities	$ 1,679,607	$ 10,174,203
Level 1
Derivative liabilities	0	0
Level 2
Derivative liabilities	0	0
Level 3
Derivative liabilities	$ 1,679,607	$ 10,174,203

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NOTE 6 - DERIVATIVE LIABILITIES (Details 2)	6 Months Ended
	Jun. 30, 2017 USD ($)
Derivative Instruments and Hedging Activities Disclosure [Abstract]
Balance December 31, 2016	$ 10,174,203
Settled upon conversion of debt	(395,433)
Loss on change in fair value of the derivative	(8,099,163)
Balance June 30, 2017	$ 1,679,607

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NOTE 6 - DERIVATIVE LIABILITIES (Details Narrative)	6 Months Ended
	Jun. 30, 2017
Convertible Notes Payable
Risk free interest rate	0.14%
Forfeiture rate	0.00%
Convertible Notes Payable | Minimum
Volatility rate	296.00%
Convertible Notes Payable | Maximum
Volatility rate	393.00%
Warrants
Risk free interest rate	0.14%
Volatility rate	482.00%
Forfeiture rate	0.00%

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NOTE 7 - CAPITAL STOCK (Details)	6 Months Ended
	Jun. 30, 2017 USD ($) shares
Loans converted	$ 140,274
Interest converted	$ 91,819
Common shares of the company | shares	3,143,982,102
Tonaquint
Loans converted	$ 86,574
Interest converted	$ 84,375
Common shares of the company | shares	1,969,238,072
GSM Capital Group LLC
Loans converted	$ 28,790
Interest converted	$ 0
Common shares of the company | shares	436,527,302
LG Capital
Loans converted	$ 19,500
Interest converted	$ 7,444
Common shares of the company | shares	197,116,728
Stockholders
Loans converted	$ 5,410
Interest converted	$ 0
Common shares of the company | shares	541,100,000

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NOTE 7 - CAPITAL STOCK (Details Narrative) - $ / shares	Jun. 30, 2017	Dec. 31, 2016
STOCKHOLDERS' DEFICIT
Preferred stock, authorized	100,000,000	100,000,000
Preferred stock, par value	$ 0.00001	$ 0.00001
Preferred stock, issued	750,000	750,000
Preferred stock, outstanding	750,000	750,000
Common stock, authorized	10,000,000,000	10,000,000,000
Common stock, par value	$ 0.00001	$ 0.00001
Common stock, issued	6,393,309,128	3,249,327,026
Common stock, outstanding	6,393,309,128	3,249,327,026

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NOTE 9 - SUBSEQUENT EVENTS (Details)	6 Months Ended
	Jun. 30, 2017 USD ($) shares
Loans converted	$ 140,274
Interest converted	$ 91,819
Common shares of the company | shares	3,143,982,102
Tonaquint
Loans converted	$ 11,092
Interest converted	$ 160,958
Common shares of the company | shares	2,867,500,000
GSM Capital Group LLC
Loans converted	$ 20,710
Interest converted	$ 20,837
Common shares of the company | shares	1,661,901,449
Total
Loans converted	$ 31,802
Interest converted	$ 181,795
Common shares of the company | shares	4,529,401,449