-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DJeFnZspjRfVvxnUdmDGy+lsLwx6bpFEO56i9tsJAiJh+j6o/MUKS/2LWf3UNnRY JOwVf2c5dTb4OI5f5xiXvw== 0001161697-08-000273.txt : 20080314 0001161697-08-000273.hdr.sgml : 20080314 20080314111647 ACCESSION NUMBER: 0001161697-08-000273 CONFORMED SUBMISSION TYPE: 10QSB PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20080131 FILED AS OF DATE: 20080314 DATE AS OF CHANGE: 20080314 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Greenstar International, Inc. CENTRAL INDEX KEY: 0001413915 STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770] IRS NUMBER: 260531576 STATE OF INCORPORATION: FL FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 10QSB SEC ACT: 1934 Act SEC FILE NUMBER: 000-52845 FILM NUMBER: 08688159 BUSINESS ADDRESS: STREET 1: 11382 PROSPERITY FARMS ROAD, SUITE 222F CITY: PALM BEACH GARDENS STATE: FL ZIP: 33410 BUSINESS PHONE: 561-626-1011 MAIL ADDRESS: STREET 1: 11382 PROSPERITY FARMS ROAD, SUITE 222F CITY: PALM BEACH GARDENS STATE: FL ZIP: 33410 10QSB 1 form10-qsb.txt FORM 10-QSB FOR 01-31-2008 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-QSB (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarter ended January 31, 2008 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ________ to __________ Commission File Number: 005-83416 GREENSTAR INTERNATIONAL, INC. ----------------------------- (Exact name of small business issuer as specified in charter) Florida 26-0531576 ------- ---------- (State or other jurisdiction of (I.R.S. Employer I.D. No.) incorporation or organization) 11382 Prosperity Farms Road, Suite 222F. Palm Beach Gardens, FL 33410 ---------------------------------------- (Address of principal executive offices) (561)-626-1011 -------------- (Issuer's telephone number, including area code) N/A --- (Former name or former address, if changed since last report) Check whether the Issuer (1) has filed all reports required to be filed by section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [X] No [ ] State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: 5,005,000 shares at March 1, 2008 Transitional Small Business Disclosure Format (Check one): Yes [ ] No [X] GREENSTAR INTERNATIONAL, INC. FORM 10-QSB QUARTERLY PERIOD ENDED JANUARY 31, 2008 INDEX Page ---- PART I - FINANCIAL INFORMATION Item 1. Financial Statements Balance Sheet (Unaudited) - As of January 31, 2008.............. 3 Statements of Operations (Unaudited) For the Three and Six Months Ended January 31, 2008......... 4 Statements of Cash Flows (Unaudited) For the Three and Six Months Ended January 31, 2008......... 5 Notes to Unaudited Financial Statements......................... 6 Item 2. Management's Discussion and Analysis or Plan of Operation.......... 8 Item 3. Controls and Procedures............................................ 10 PART II - OTHER INFORMATION Item 1. Legal Proceedings.................................................. 10 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds........ 10 Item 3. Default Upon Senior Securities..................................... 10 Item 4. Submission of Matters to a Vote of Security Holders................ 10 Item 5. Other Information.................................................. 10 Item 6. Exhibits........................................................... 10 Signatures ................................................................. 11 CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION Certain statements in this quarterly report contain or may contain forward-looking statements that are subject to known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. These forward-looking statements were based on various factors and were derived utilizing numerous assumptions and other factors that could cause our actual results to differ materially from those in the forward-looking statements. These factors include, but are not limited to, our ability to increase our revenues, develop our brands, implement our strategic initiatives, economic, political and market conditions and fluctuations, government and industry regulation, U.S. and global competition, and other factors. Most of these factors are difficult to predict accurately and are generally beyond our control. You should consider the areas of risk described in connection with any forward-looking statements that may be made in our annual report as filed with the SEC. Readers are cautioned not to place undue reliance on these forward-looking statements and readers should carefully review this quarterly report in its entirety, except for our ongoing obligations to disclose material information under the Federal securities laws, we undertake no obligation to release publicly any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events. These forward-looking statements speak only as of the date of this quarterly report, and you should not rely on these statements without also considering the risks and uncertainties associated with these statements and our business. When used in this quarterly report, the terms the "Company," "we," and "us" refers to Greenstar International, Inc. -2- GREENSTAR INTERNATIONAL, INC. (A DEVELOPMENT STAGE COMPANY) BALANCE SHEET JANUARY 31, 2008 (Unaudited) ASSETS Current Assets Cash ........................................................... $ 1,537 -------- TOTAL ASSETS ..................................................... $ 1,537 ======== LIABILITIES AND STOCKHOLDERS' DEFICIT Current Liabilities Accrued liabilities ............................................ $ 3,250 Due to shareholders ............................................ 19,100 Accrued compensation - officers ................................ 26,200 -------- TOTAL CURRENT LIABILITIES ........................................ 48,550 -------- TOTAL LIABILITIES ................................................ 48,550 -------- Stockholders' Deficit Preferred stock, $.0001 par value, 20,000,000 shares authorized, none issued and outstanding ....................... - Common stock, $.0001 par value, 100,000,000 shares authorized, 5,005,000 issued and outstanding .................. 501 Additional paid in capital .................................... 499 Deficit accumulated during development stage ................... (48,013) -------- TOTAL STOCKHOLDERS' DEFICIT ...................................... (47,013) -------- TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT ...................... $ 1,537 ======== See accompanying notes to unaudited financial statements -3- GREENSTAR INTERNATIONAL, INC. (A DEVELOPMENT STAGE COMPANY) STATEMENTS OF OPERATIONS
For the Period from July 19, 2007 For the Three For the Six (inception of Months Ended Months Ended development stage) January 31, 2008 January 31, 2008 to January 31, 2008 ---------------- ---------------- ------------------- (Unaudited) (Unaudited) (Unaudited) Revenues ............................. $ - $ - $ - ----------- ----------- ----------- Operating Expenses Professional fees .................... 3,095 8,845 20,595 General and administrative ........... - 977 1,218 Compensation - officers .............. 12,000 24,000 26,200 ----------- ----------- ----------- Total Operating Expenses ............. 15,095 33,822 48,013 ----------- ----------- ----------- Loss from Operations ................. (15,095) (33,822) (48,013) Other Income (Expense) ............... - - - ----------- ----------- ----------- Net Loss ............................. $ (15,095) $ (33,822) $ (48,013) =========== =========== =========== Net Loss per share - Basic and Diluted $ (0.00) $ (0.01) $ (0.01) =========== =========== =========== Weighted Average Common Shares Outstanding - Basic and Diluted ..... 5,001,611 5,000,806 5,000,755 =========== =========== =========== See accompanying notes to unaudited financial statements -4-
GREENSTAR INTERNATIONAL, INC. (A DEVELOPMENT STAGE COMPANY) STATEMENTS OF CASH FLOWS
For the Period from July 19, 2007 For the Three For the Six (Inception of Months Ended Months Ended Development Stage) January 31, 2008 January 31, 2008 to January 31, 2008 ---------------- ---------------- ------------------- (Unaudited) (Unaudited) (Unaudited) CASH FLOWS FROM OPERATING ACTIVITIES Net loss ........................................ $(15,095) $(33,822) $(48,013) Adjustments to reconcile net loss from operations to net cash used in operating activities: Common stock issued for services .............. 500 500 500 Changes in assets and liabilities: Increase (decrease) in: Accrued liabilities ........................... (10) (2,750) 3,250 Accrued compensation - officers ............... 12,000 24,000 26,200 -------- -------- -------- NET CASH USED IN OPERATING ACTIVITIES ............... (2,605) (12,072) (18,063) -------- -------- -------- CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from related party loans and advances 4,000 13,200 19,100 Proceeds from sale of common stock ............ - - 500 -------- -------- -------- NET CASH PROVIDED BY FINANCING ACTIVITIES ........... 4,000 13,200 19,600 -------- -------- -------- NET INCREASE IN CASH ................................ 1,395 1,128 1,537 CASH - beginning of period .......................... 142 409 - -------- -------- -------- CASH - end of period ................................ $ 1,537 $ 1,537 $ 1,537 ======== ======== ======== SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: Cash paid for: Interest .................................... $ - $ - $ - ======== ======== ======== Income taxes ................................ $ - $ - $ - ======== ======== ======== See accompanying notes to unaudited financial statements. -5-
GREENSTAR INTERNATIONAL, INC. (A DEVELOPMENT STAGE COMPANY) NOTES TO UNAUDITED FINANCIAL STATEMENTS JANUARY 31, 2008 NOTE 1 - NATURE OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - -------------------------------------------------------------------------- (A) DESCRIPTION OF BUSINESS Greenstar International, Inc. (the "Company") was incorporated under the laws of Florida on July 19, 2007. The Company has no products or services as of January 31, 2008. The Company was organized as a vehicle to seek merger, reverse merger, and or identify potential acquisition candidates. (B) BASIS OF PRESENTATION The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB and Item 310(b) of Regulation S-B. Accordingly, the financial statements do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments considered necessary to make the interim financials not misleading have been included and such adjustments are of a normal recurring nature. The results of operations for the three and six months ended January 31, 2008 are not necessarily indicative of the results for the full fiscal year ending July 31, 2008. For further information, refer to the audited financial statements and footnotes of the company for the period July 19, 2007 (inception) to July 31, 2007 included in the company's Form 10-SB. NOTE 2 - GOING CONCERN - ---------------------- As reflected in the accompanying financial statements, the Company has a net loss and net cash used in operations of $15,095 and $2,605 and $33,822 and $12,072 respectively, for the three and six months ended January, 31, 2008 and a deficit accumulated during development stage of $48,013 and stockholders' deficit of $47,013 at January 31, 2008 and is a development stage company with no revenues. The ability of the Company to continue as a going concern is dependent on the Company's ability to further implement its business plan, raise capital, and generate revenues. The Company plans to locate an operating company to merge with or sell a controlling interest to a third party who would subsequently merge an operating business into the Company. Management believes that the actions presently being taken provide the opportunity for the Company to continue as a going concern. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. -6- GREENSTAR INTERNATIONAL, INC. (A DEVELOPMENT STAGE COMPANY) NOTES TO UNAUDITED FINANCIAL STATEMENTS JANUARY 31, 2008 NOTE 3 - RELATED PARTIES - ------------------------ As of January 31, 2008 all activities of the Company have been conducted by corporate officers from either their homes or business offices. Currently there are no outstanding debts owed by the Company for the use of these facilities, for all periods presented, the value was not material. During the three and six months ended January 31, 2008 the Company paid $0 and $3,000 respectively in legal fees to the law firm in which an officer and shareholder of the Company is a principal. During the three and six months ended January 31, 2008 the Company's two officers and shareholders advanced $4,000 and $9,200 respectively to the Company for general and administrative expenses. The total amounts due the shareholders are non-interest bearing and payable upon demand. At January 31, 2008, accrued compensation due to the officers of the Company was $26,200. NOTE 4 - STOCKHOLDERS' DEFICIT - ------------------------------ On July 19, 2007, the Company filed Articles of Incorporation with the State of Florida. The Company has authorized 20,000,000 million shares of $.0001 par value preferred stock. As of January 31, 2008 there were no preferred shares issued or outstanding. The Company has authorized 100,000,000 shares of $.0001 par value common stock. On July 19, 2007 the Company issued 5,000,000 shares of common stock to the officers and directors of the Company in exchange for $500 cash. On January 2, 2008 the directors of the Company approved the issuance of 5,000 shares of common stock in exchange for $500 of consulting services received by the Company. -7- ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION Forward-Looking Statements The following discussion and analysis is provided to increase the understanding of, and should be read in conjunction with, the Financial Statements of the Company and Notes thereto included elsewhere in this Report. Historical results and percentage relationships among any amounts in these financial statements are not necessarily indicative of trends in operating results for any future period. The statements, which are not historical facts contained in this Report, including this Plan of Operations, and Notes to the Financial Statements, constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are based on currently available operating, financial and competitive information, and are subject to various risks and uncertainties. Future events and the Company's actual results may differ materially from the results reflected in these forward-looking statements. Factors that might cause such a difference include, but are not limited to, dependence on existing and future key strategic and strategic end-user customers, limited ability to establish new strategic relationships, ability to sustain and manage growth, variability of operating results, the Company's expansion and development of new service lines, marketing and other business development initiatives, the commencement of new engagements, competition in the industry, general economic conditions, dependence on key personnel, the ability to attract, hire and retain personnel who possess the technical skills and experience necessary to meet the service requirements of its clients, the potential liability with respect to actions taken by its existing and past employees, risks associated with international sales, and other risks described herein and in the Company's other SEC filings. The safe harbors of forward-looking statements provided by Section 21E of the Exchange Act are unavailable to issuers of penny stock. As we issued securities at a price below $5.00 per share, our shares are considered penny stock and such safe harbors set forth under the Reform Act are unavailable to us. Overview On July 19, 2007, we filed Articles of Incorporation with the State of Florida. We are a Florida corporation with 100,000,000 shares of $.0001 par value common stock authorized and 20,000,000 shares of $.0001 par value preferred stock authorized. As of January 31, 2008 we had 5,005,000 shares of common stock issued and outstanding. Plan of Operations We have not yet commenced any active operations. We are now seeking alternatives to increase stockholder value, including selling a controlling interest to a third party who would subsequently merge an operating business into the company. As of the date of this report, we have no binding agreement, commitment or understanding to do so. We have engaged in preliminary discussions with third parties concerning such a transaction, and we may continue further discussions. -8- Liquidity and Capital Resources As reflected in the accompanying financial statements, the Company has a net loss and net cash used in operations and $15,095 and $2,605 and $33,822 and $12,072 respectively, for the three and six months ended January 31, 2008 and a deficit accumulated during development stage of $48,013 and stockholders' deficit of $47,013 at January 31, 2008. The Company is in the development stage company and has no revenues. The ability of the Company to continue as a going concern is dependent on the Company's ability to further implement its business plan, raise capital, and generate revenues. The Company plans to locate an operating company to merge with or sell controlling interest to a third party who would subsequently merge an operating business into the Company. The ability of the Company to continue as a going concern is dependent on the Company's ability to further implement its business plan. In addition, as of January 31, 2008, we had $1,537 of current cash available, which is not sufficient to meet our needs as described below. All our costs, which we will incur irrespective of our activities to implement our current business plan, including bank service fees and those costs associated with on-going SEC reporting requirements, estimated to be less than $3,000 per quarter for 10-QSB quarterly filings and $7,500 per 10-KSB annual filing, will be funded as advances from the two officers and shareholders of our Company, to the extent that funds are available to do so. Management has advanced and paid $19,100 of our operating expenses since inception. During the three and six months ended January 31, 2008 the two officers and shareholders advanced $4,000 and $9,200 respectively to the Company. The obligation to repay these funds is not reflected in any written note, bears no interest and is due upon demand. Management is not obligated to provide these or any other funds. If we fail to meet these requirements, we will be unable to secure a qualification for quotation of our securities on the over the counter bulletin board, or if we have secured a qualification, may lose the qualification and our securities would no longer trade on the over the counter bulletin board. Further, if we fail to meet these obligations and as a consequence we fail to satisfy our SEC reporting obligations, investors will now own stock in a company that does not provide the disclosure available in quarterly and annual reports filed with the SEC and investors may have increased difficulty in selling their stock as we will be non-reporting. Accordingly, our accountants have indicated in their Report of Independent Registered Public Accounting Firm for the year period July 19, 2007 (inception) to July 31, 2007 that there is substantial doubt about our ability to continue as a going concern. Our poor financial condition could inhibit our ability to achieve our business plan. -9- ITEM 3. CONTROLS AND PROCEDURES We maintain controls and other procedures that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Act (15 U.S.C. 78a et seq.) is recorded, processed, summarized and reported, within the time periods specified in the Commission's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Act is accumulated and communicated to the issuer's management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. There were no changes in the Corporation's internal control over financial reporting that occurred during the Corporation's most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Corporation's internal control over financial reporting. PART II - OTHER INFORMATION Item 1. Legal Proceedings None Item 2. Unregistered Sales of Equity Securities and Use of Proceeds None Item 3. Defaults Upon Senior Securities. None Item 4. Submission of Matters to a Vote of Security Holders. None Item 5. Other Information. None Item 6. Exhibits Exhibit No. Name and/or Identification of Exhibit - ----------- ------------------------------------- 31.1 Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 31.2 Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 32.1 Certification of the Chief Executive Officer pursuant to U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 32.2 Certification of the Chief Financial Officer pursuant to U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 -10- SIGNATURES In accordance with the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. GREENSTAR INTERNATIONAL, INC. Date: March 14, 2008 By: /s/ Bradley B. Eavenson ----------------------- Bradley B. Eavenson Chief Executive Officer Date: March 14, 2008 By: /s/ Thomas Diemer ----------------- Thomas Diemer, Chief Financial Officer principal financial and accounting officer -11- EX-31 2 ex311.txt CERTIFICATION OF CEO PURSUANT TO SECTION 302 Exhibit No. 31.1 CERTIFICATION I, Bradley B. Eavenson, certify that: 1. I have reviewed this quarterly Report on Form 10-QSB of Greenstar International, Inc.; 2. Based on my knowledge, this quarterly 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 quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly 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 quarterly report; 4. The small business issuer's other certifying officers 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)) for the small business issuer 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 small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; (b) Evaluated the effectiveness of the small business issuer'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 (c) Disclosed in this report any change in the small business issuer's internal control over financial reporting that occurred during the small business issuer's most recent fiscal quarter (the small business issuer's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the small business issuer's internal control over financial reporting; and 5. The small business issuer's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small business issuer's board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the small business issuer'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 small business issuer's internal control over financial reporting. Date: March 14, 2008 By: /s/ Bradley B. Eavenson ----------------------- Bradley B. Eavenson Chief Executive Officer EX-31 3 ex312.txt CERTIFICATION OF CFO PURSUANT TO SECTION 302 Exhibit No. 31.2 CERTIFICATION I, Thomas Diemer, certify that: 1. I have reviewed this quarterly Report on Form 10-QSB of Greenstar International, Inc.; 2. Based on my knowledge, this quarterly 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 quarterly report; 3. Based on my knowledge, the financial statements, and other financial information included in this quarterly 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 quarterly report; 4. The small business issuer's other certifying officers 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)) for the small business issuer 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 small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared; (b) Evaluated the effectiveness of the small business issuer'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 (c) Disclosed in this report any change in the small business issuer's internal control over financial reporting that occurred during the small business issuer's most recent fiscal quarter (the small business issuer's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the small business issuer's internal control over financial reporting; and 5. The small business issuer's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small business issuer's board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the small business issuer'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 small business issuer's internal control over financial reporting. Date: March 14, 2008 By: /s/ Thomas Diemer ----------------- Thomas Diemer, Chief Financial Officer, principal accounting and financial officer EX-32 4 ex321.txt CERTIFICATION OF CEO PURSUANT TO SECTION 1350 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 Greenstar International, Inc. (the "Company") on Form 10-QSB for the quarter ending January 31, 2008, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Bradley B. Eavenson Chief Executive Officer, certify to the best of my knowledge, 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 the Report fairly presents, in all material respects, the financial condition and result of operations of the Company. Date: March 14, 2008 By: /s/ Bradley B Eavenson ---------------------- Bradley B. Eavenson Chief Executive Officer A signed original of this written statement required by Section 906, another document authenticating, acknowledging or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request. EX-32 5 ex322.txt CERTIFICATION OF CFO PURSUANT TO SECTION 1350 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 Greenstar International, Inc. (the "Company") on Form 10-QSB for the quarter ending January 31, 2008, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Thomas Diemer Chief Financial Officer, principal financial and accounting officer of the Company, certify to the best of my knowledge, 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 the Report fairly presents, in all material respects, the financial condition and result of operations of the Company. Date: March 14, 2008 By: /s/ Thomas Diemer ----------------- Thomas Diemer, Chief Financal Officer principal financial and accounting officer A signed original of this written statement required by Section 906, another document authenticating, acknowledging or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request. -----END PRIVACY-ENHANCED MESSAGE-----