10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

Third Amended

Form 10-Q/A

(Mark One)

x          QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended March 31, 2013

OR

o          TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from_____________ to _____________.

Commission file number 000-54049

GREEN AUTOMOTIVE COMPANY

(Exact name of registrant as specified in its charter)

Nevada	22-3680581
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
5495 Wilson Street Riverside, California	92509
(Address of principal executive offices)	(Zip Code)

(877) 449-8842

Registrant’s telephone number, including area code

23 Corporate Place, Suite 150

Newport Beach, California 92660

(Former address, if changed since last report)

(Former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes x  No o

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 (§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 o  No x

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

Large accelerated filer o	Accelerated filer o
Non-accelerated filer o	Smaller reporting company x
(Do not check if a 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 o  No x

Applicable only to issuers involved in bankruptcy proceedings during the preceding five years:

Indicate by check mark whether the registrant filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.  Yes o  No o

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.  As of May 20, 2013, there were 349,574,514 shares of common stock, $0.001 par value, issued and outstanding.

2

GREEN AUTOMOTIVE COMPANY

PART I – FINANCIAL INFORMATION
ITEM 1 – Financial Statements	6
ITEM 2 – Management’s Discussion And Analysis Of Financial Condition And Results Of Operation	40
ITEM 3 – Quantitative And Qualitative Disclosures About Market Risk	46
ITEM 4 – Controls And Procedures	46
PART II – OTHER INFORMATION
ITEM 1 – Legal Proceedings	48
ITEM 1A –  Risk Factors	48
ITEM 2 – Unregistered Sales of Equity Securities and Use of Proceeds	49
ITEM 3 – Defaults Upon Senior Securities	49
ITEM 4 – Mine Safety Disclosures	49
ITEM 5 – Other Information	50
ITEM 6 – Exhibits	51

3

EXPLANATORY NOTE

On July 10, 2013, we filed an Amendment No. 1 to our Quarterly Report on Form 10-Q for the period ended March 31, 2013, for the purpose of restating our interim condensed consolidated financial statements to correct inaccuracies in our financial statements caused by management incorrectly applying a 16.667% limitation to the conversion terms of our Series A Convertible Preferred Stock, which caused us to understated the derivative liability and other income/expense – change in value in derivative liability. Please refer to Note 20 of the notes to the condensed consolidated financial statements.

On October 25, 2013, we filed an Amendment No. 2 to our Quarterly Report on Form 10-Q for the period ended March 31, 2013, to further correct and clarify certain errors in our restated financial statements for the period ended March 31, 2013.  

We are now filing this Amendment No. 3 to our Quarterly Report on Form 10-Q for the period ended March 31, 2013, to further correct and clarify certain errors in our restated financial statements for the period ended March 31, 2013, primarily to exclude our Series B Preferred Stock from our outstanding securities.  Since our Series B Preferred Stock is owned by our wholly-owned subsidiary it is not considered outstanding and is eliminated in consolidation.  Other than these updates, this amendment does not otherwise change or update the disclosures set forth in our Quarterly Report on Form 10-Q as originally filed and subsequently amended and does not otherwise reflect events occurring after the original filing of the Quarterly Report on Form 10-Q Report.

4

PART I – FINANCIAL INFORMATION

This Quarterly Report includes forward-looking statements within the meaning of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).  These statements are based on management’s beliefs and assumptions, and on information currently available to management.  Forward-looking statements include the information concerning our possible or assumed future results of operations set forth under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”  Forward-looking statements also include statements in which words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “estimate,” “consider,” or similar expressions are used.

Forward-looking statements are not guarantees of future performance.  They involve risks, uncertainties, and assumptions.  Our future results and shareholder values may differ materially from those expressed in these forward-looking statements.  Readers are cautioned not to put undue reliance on any forward-looking statements.

5

ITEM 1

Financial Statements

The unaudited condensed consolidated financial statements of registrant for the three months ended March 31, 2013 and 2012 are below.  The consolidated condensed financial statements reflect all adjustments which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented.  All such adjustments are of a normal and recurring nature.

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

TABLE OF CONTENTS

	Page
Condensed Consolidated Balance sheets – March 31, 2013 (Unaudited)  and December 31, 2012	7
Condensed Consolidated Statements of Operations for the Three Months Ended March 31, 2013 and 2012 (Unaudited)	8
Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three Months Ended March 31, 2013 and 2012 (Unaudited)	9
Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2013 and 2012 (Unaudited)	10
Notes to Condensed Consolidated Financial Statements (Unaudited)	11-36

6

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

(Formerly Green Automotive Company Corporation)

Condensed Consolidated Balance Sheets

March 31, 2013 and December 31, 2012

(As Restated)

	March 31,		December 31,
	2013		2012
	(Unaudited)
Current Assets
Cash	$	37,995	$	87,325
Accounts receivable		156,541		163,389
Inventories		96,781		-
Notes receivable		-		11,329
Prepaid expenses and deposits		63,401		14,896
Other current assets		42,610		22,693
Total Current Assets		397,328		299,632
Property and equipment, net		286,764		164,065
Total Assets	$	684,092	$	463,697
Current Liabilities
Accounts payable and accrued expenses	$	932,603	$	872,086
Deferred revenue		434,536		422,182
Credit facility and other advances		87,125		73,916
Derivative liability		33,138,133		79,732,676
Share liability on purchase of NCWI		250,000		250,000
Funds received from FMS not converted into Preference Shares		358,552		120,102
Sums due to Global Market Advisors		104,100		104,100
Accrued value added taxes		37,543		39,944
Sums due to global trade finance		25,000		25,000
Lease payable		11,347		15,062
Other payables		38,210		27,474
Total Current Liabilities		35,417,149		81,682,542
Long-term Liabilities
Notes payable, net of discounts		411,545		384,507
Total Long-term Liabilities		411,545		384,507
Total Liabilities		35,828,694		82,067,049
Contingencies		-		-
Stockholder’s Deficit
Preferred stock, Class A Convertible Preferred Stock, 100,000,000 shares authorized at March 31, 2013 and December 31, 2012, respectively, $.001 par value, 855,142 and 895,801 shares issued and outstanding at March 31, 2013 and December 31, 2012, respectively.		855		896
Preferred Stock, Class B Preferred Stock, 10,000,000 shares authorized at March 31, 2013 and December 31, 2012 respectively, $.001 par value, 0 and 0 shares issued and outstanding at March 31, 2013 and December 31, 2012, respectively.		-		-
Common stock, 900,000,000 shares authorized  $.001 par value, 345,524,514 and 324,551,468 shares issued and outstanding at March 31, 2013 and December 31, 2012, respectively		345,524		324,551
Additional paid-in capital		20,967,575		12,710,403
Accumulated other comprehensive loss		(13,379)		(111,307)
Accumulated deficit		(56,445,177)		(94,527,895)
Total  Stockholder’s Deficit		(35,144,602)		(81,603,352)
Total Liabilities and Stockholders’ Deficit	$	684,092	$	463,697

See accompanying notes to the condensed consolidated financial statements

7

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

(Formerly Green Automotive Company Corporation)

Condensed Consolidated Statements of Operations

For The Three Months Ended March 31, 2013 and 2012

(Unaudited)

(As Restated)

	March 31,
	2013		2012
Revenues	$	218,396	$	-
Costs of goods sold		78,847		-
Gross profit		139,549		-
Operating expenses
Depreciation and amortization		8,876		133,861
Loss on disposal of equipment		12,516		-
Stock based compensation		214,286		-
General and administrative		486,148		119,610
		721,826		253,471
(Loss) before other expenses		(582,277)		(253,471)
Other income (expenses)
Change in fair value of derivative liability		38,690,539		(7,979)
Gain on conversion of debt to stock		40,749		-
Loss on conversion of preferred shares		(20,375)		-
Interest expense		(45,919)		(379)
		38,664,994		(8,358)
Income / (loss) before income taxes		38,082,717		(261,829)
Income taxes		-		-
Net income / (loss)	$	38,082,717	$	(261,829)
Net income / (loss) per share - Basic	$	0.11	$	(0.00)
Net income / (loss) per share - Diluted	$	0.07	$	(0.00)
Weighted average shares outstanding - Basic		334,804,957		272,838,022
Weighted average shares outstanding - Diluted		550,163,039		420,632,665

See accompanying notes to the condensed consolidated financial statements

8

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

(Formerly Green Automotive Company Corporation)

Condensed Consolidated Statements of Comprehensive Income / (Loss)

For The Three Months Ended March 31, 2013 and 2012

(Unaudited)

(As Restated)

	March 31,
	2013		2012
Net income / (loss)	$	38,082,717	$	(261,829)
Other comprehensive income / (loss), net of tax:
Foreign currency translation	$	97,928	$	-
Comprehensive income / (loss)	$	38,180,645	$	(261,829)

See accompanying notes to the condensed consolidated financial statements

9

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

(Formerly Green Automotive Company Corporation)

Condensed Consolidated Statements of Cash Flows

For The Quarter Ended March 31, 2013 and 2012

(As Restated)

	March 31,
	2013		2012
	(Unaudited)			(Unaudited)
OPERATING ACTIVITIES:
Net income (loss)	$	38,082,717	$	(261,829)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization		8,876		133,861
Loss on conversion of preferred shares		20,375		-
Loss on disposal of vehicles		12,516		-
(Gain)/loss on conversion of debt to stock		(40,749)		-
Change in fair value of derivative liability		(38,690,539)		7,979
Share based compensation		214,286		-
Changes in operating assets and liabilities:
Accounts receivable		6,848		-
Inventories		(96,781)		-
Other assets		(19,917)		-
Prepaid expenses		(48,505)		-
Accounts payable and accrued expenses		(1,275)		44,736
Deferred revenue		12,354		-
Net cash used in operating activities		(539,794)		(75,253)
INVESTING ACTIVITIES:
Proceeds from disposal of vehicles		28,092		-
Proceeds from disposal of investment		11,329		-
Purchase of property and equipment		(181,749)		-
Net cash provided by investing activities		(142,328)		-
FINANCING ACTIVITIES:
Increase in advances payable		75,000		40,310
Advances from related party		418,638		-
Proceeds from notes payable		36,520		49,000
Payments to notes payable		(4,861)
Net cash provided by financing activities		525,297		89,310
Effect of change in exchange rate on cash		107,495		-
Net  (decrease) / increase in cash		(49,330)		14,057
CASH AT BEGINNING PERIOD		87,325		906
CASH AT END OF PERIOD	$	37,995	$	14,963
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest	$	-	$	-
Cash paid for income taxes	$	-	$	-
NON-CASH INVESTING AND FINANCING TRANSACTIONS
Share based compensation	$	214,286	$	-
Common shares issued in exchange for preferred shares	$	7,883,630	$	-
Common shares issued to settle liabilities	$	-	$	430,689
Preferred shares issued to settle debt	$	180,188	$	-

See accompanying notes to the condensed consolidated financial statements

10

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

1. DESCRIPTION OF BUSINESS

We are a corporation originally organized under the laws of the State of Delaware in 1996, but re-incorporated in Nevada effective June 3, 2011.  We formerly operated under the name GANAS Corp. (“GANAS”).  Prior to November 2009, GANAS’ objective was to obtain through acquisition and/or merger transactions, assets, which could benefit our shareholders.  Effective November 4, 2009, GANAS acquired Go Green USA LLC, a Nevada limited liability company organized on April 28, 2009 (“Go”), in a share exchange transaction pursuant to which newly issued shares of GANAS common stock were issued in exchange for all of the issued and outstanding membership interests of Go (the “Go Merger”).  The Go Merger resulted in GANAS issuing 1,436,202 shares of its common stock with par value $0.001 for each 1% membership interest in Go, following which GANAS changed its name to Green Automotive Company Corporation.  Effective September 30, 2011, we effected a Change of Domicile, re-incorporating in Nevada and simplifying our name to Green Automotive Company, among other things (the “Re-Incorporation”).

We are currently involved in assessing a number of All-Electric and alternate fuel vehicles including an All-Electric Intra-City and Municipal Mass Transit Bus and School Bus, for introduction to the U.S. market, to be manufactured by our subsidiary, Newport Coach Works, Inc.

Liberty Transaction

On June 28, 2012, we entered into a Stock Exchange Agreement (the “Liberty Agreement”) with Liberty Electric Cars Ltd., an England and Wales private company limited (“LEC”), and its wholly-owned subsidiary LEC 2 Limited, an England and Wales private company limited (“LEC2” and together with LEC, the “LEC Entities”), under which our wholly-owned subsidiary, Liberty Automotive Group, Inc. (formerly GAC EV Motors Inc.), a Nevada corporation (“LAG”) agreed to purchase 100% of the issued and outstanding securities of LEC (the “LEC Shares”), that owns 100% of the issued and outstanding securities of LEC2 (the “LEC2 Shares”) (collectively the “LEC Securities”) in exchange for the transfer of Thirty Nine Million Seven Hundred Forty Two Thousand One Hundred Seventy Eight (39,742,178) shares of our common stock held by LAG to the LEC Shareholders.  These shares represented approximately 8.19% of our outstanding voting control.  We also issued to Mr. West and Mr. Hobday, the executives of LEC, a total of 300,000 shares of our Series A Preferred Stock in exchange for the non-competition provisions in their independent contractor agreements.  This transaction closed on July 23, 2012.

Additionally, pursuant to the Liberty Agreement, we issued to GAC Automotive Services, Inc., a Nevada corporation and one of our wholly-owned subsidiaries (“GAC Auto”) Ten Million (10,000,000) shares of Series B Convertible Preferred Stock (the “Series B Shares”).  The issuance of the Series B shares to GAC Auto is not part of the purchase price of the LEC Entities and is not compensation to the LEC Entities or LEC Shareholders, but is reserved for issuance to certain entities that LEC and/or LEC2 have been in negotiations with at the time of execution of the Liberty Agreement if those entities and/or assets are purchased by us or our subsidiaries.  The determination as to when and if to transfer the Series B Shares from GAC Auto to a selling party must be approved by our Board of Directors.  To date, all of the Series B Shares are still held by GAC Auto. The Series B Preferred Stock have been eliminated on consolidation and are reflected as treasury shares.

As a result of the Liberty Transaction, we acquired LEC, a company that designs and develops electric vehicle drive solutions for use in its own converted vehicles and for sale to original equipment manufacturers (OEMs) for incorporation into their production.  LEC’s engineers have invented innovative EV drive train technologies that can be employed in a wide variety of vehicle platforms.  LEC is also involved in a number of advanced research programs for developing next generation electric vehicle (“EV”) solutions.  These programs include the prestigious “Deliver” project where LEC is working together with “tier one” automotive companies to develop a pure electric commercial vehicle, and the “Motore” project in which LEC has partnered with other “tier one” automotive companies and universities to develop a “rare earth” free electric motor technology.  Additionally, LEC has also created after sales support for EV’s, by providing a comprehensive aftermarket maintenance program throughout Europe for electric trucks and cars.

11

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

1. DESCRIPTION OF BUSINESS (continued)

Liberty Transaction (continued)

Due to its experience in EV technologies and in servicing EVs, LEC recently re-signed its agreement with, a large U.S. truck manufacturer, for the on-going support of electric vehicles run by its key clients in Europe.  LEC will continue to take care of all warranty support when required by these customers, all of whom run fleets of electric commercial vehicles across Europe.  This truck manufacturer’s customers include major companies such as FedEx, UPS and Veolia, who are using the first “ground up” electric trucks known as the “Modec” that were launched some 4 years ago for the purpose of making pollution free deliveries in urban areas.

Newport Coachworks Transaction (as Restated)

On October 12, 2012, we entered into an Acquisition and Stock Exchange Agreement (the “NCWI Agreement”) with Newport Coachworks, Inc., a California corporation (“NCWI”), under which we agreed to purchase 100% of the issued and outstanding securities of NCWI (the “NCWI Shares”) from Mr. Carter Read, NCWI’s sole shareholder, in exchange for the transfer of Five Million (5,000,000) shares of our common stock due at the closing of the transaction (the “GACR Closing Shares”), and up to an additional Twenty Two Million (22,000,000) shares of our common stock (the “GACR Additional Shares” and together with the GACR Closing Shares, the “GACR Shares”) to vest as follows:  upon NCWI obtaining bona fide, binding purchase orders, with cash down payment standard in the industry to NCWI, from third party purchasers requiring NCWI to manufacturer Sixty (60) buses with compressed natural gas engines at NCWI’s manufacturing facility (each a “Qualified Purchase Order”) within the first twelve (12) months following the payment of one-half of the initial forecasted funding of $500,000. As discussed below GACR will issue to Mr. Read up to all of the GACR Additional Shares, which shares will either be kept in escrow and distributed, or kept in treasury and issued, to Mr. Read within ten (10) days of the end of each calendar quarter pro rata with the number of Qualified Purchase Orders received by NCWI for the applicable calendar quarter (the “NCWI Transaction”).  The determination as to whether the shares will be issued and held in escrow or kept in treasury will be determined by the Parties in good faith and has not been determined to date. The GACR Shares, if all issued, currently represent approximately 7.6% of our outstanding common stock.  This transaction closed on October 12, 2012. The shares were not issued to NCWI as of March 31, 2013. Due to administrative delays combined with the imposed restrictions placed upon our Transfer agent following the TRO as explained in Note 19 Subsequent Events the 5,000,000 shares were not issued until July 18, 2013.

Matter of Time Merger

On September 1, 2011, Green Automotive Company entered into a Stock Purchase Agreement and Escrow Agreement with Mark E. Crone (“Crone”) and Bosch Equities, L.P. (“Bosch”), under which we purchased 100% of the outstanding equity of Matter of Time I Co., a Nevada corporation (“MOT”), and extinguished a repayment obligation of MOT totaling $6,000, all in exchange for $30,000.

On February 10, 2012, Green Automotive Company entered into a Merger Agreement and Plan of Reorganization with Matter of Time I Co., a Nevada corporation (“MOT”) (the “MOT Agreement”).  Under the MOT Agreement, at the closing of the transaction contemplated by the MOT Agreement, MOT dissolved into and became a part of Green Automotive Company, with Green Automotive Company being the surviving corporation and assuming MOT’s status as a reporting issuer under the Securities Exchange Act of 1934, as amended.  On December 14, 2012 the transactions contemplated by the MOT Agreement closed (the “Closing”). As a result of the Closing, MOT was merged out of existence and Green Automotive Company became a reporting issuer under the Securities Exchange Act of 1934, as amended.

12

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

2. BASIS OF PRESENTATION

The accompanying unaudited condensed interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) as promulgated in the United States of America.

The unaudited condensed interim consolidated financial statements at March 31, 2013 and for the three-month periods ended March 31, 2013 and 2012 are unaudited, but include all adjustments, consisting of normal recurring entries, which our management believes to be necessary for a fair presentation of the periods presented. Interim results are not necessarily indicative of results for a full year. The Company’s operating results will fluctuate for the foreseeable future. Therefore, period-to-period comparisons should not be relied upon as predictive of our operating results in future periods.

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The summary of significant accounting policies presented below is designed to assist in understanding the Company’s condensed consolidated financial statements. Such financial statements and accompanying notes are the representations of the Company’s management, who is responsible for their integrity and objectivity. These accounting policies conform to GAAP in all material respects, and have been consistently applied in preparing the accompanying financial statements.

Principles of Consolidation

The Company’s unaudited condensed consolidated financial statements include the assets, liabilities and operating results of majority-owned subsidiaries. The Company does not hold significant variable interests in any variable interest entities. All significant intercompany accounts and transactions have been eliminated.

Reverse Merger Accounting

The MOT Merger was accounted for as a reverse-merger and recapitalization in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Green Automotive Company was the acquirer for financial reporting purposes and MOT was the acquired company. Consequently, the assets and liabilities and operations that are reflected in the historical financial statements prior to the Merger will be those of Green Automotive Company and will be recorded at the historical cost basis of the Company. The consolidated financial statements after completion of the Merger include the assets and liabilities of Green Automotive Company. Common stock and the corresponding capital amounts of the Company pre-merger have been retroactively restated as capital stock shares reflecting the exchange ratio in the Merger.

Going Concern

Our condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern. However, as of March 31, 2013, we have sustained recurring operating losses and have a stockholders’ deficit of $35,144,602.  These conditions, among others, give rise to substantial doubt about our ability to continue as a going concern. Management is continuing to seek additional equity capital to fund the acquisition or to purchase an ongoing business and improving profitability of existing operations. Until such time, we anticipate our working capital needs will be funded through the issuance of debt and equity instruments. Management believes these steps will provide us with adequate funds to sustain our continued existence. There is, however, no assurance that the steps taken by management will meet all of our needs or that we will continue as a going concern. The accompanying condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

13

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Use of Estimates

The preparation of the condensed consolidated financial statements requires management of the Company to make a number of estimates and assumptions relating to the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The assumptions used by management in future estimates could change significantly due to changes in circumstances, including, but not limited to, challenging economic conditions. Accordingly, future estimates may differ significantly.

Cash and Cash Equivalents

Cash and cash equivalents consist of amounts held as bank deposits and highly liquid debt instruments purchased with an original maturity of three months or less. The Company had no cash equivalents as of March 31, 2013 and December 31, 2012.

Accounts receivable

Accounts receivable consists of trade receivables, which are recorded at the invoiced amount, net of taxes, allowances for doubtful accounts and prompt payment discounts. Trade receivables do not carry interest. The allowance for doubtful accounts represents management’s estimate of the amount of probable credit losses in existing accounts receivable, as determined from a review of past due balances and other specific account data. Account balances are written off against the allowance when management determines the receivable is uncollectible.

Inventories

The Company’s inventories are valued at cost, as determined by the first-in, first out (FIFO) method; in aggregate such valuations are not in excess of market.

Concentrations

The Company currently maintains substantially all of its cash with major financial institutions. At times, cash balances may be in excess of the amounts insured by the Federal Deposit Insurance Corporation.

Comprehensive Income (Loss)

In June 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2011-05, Presentation of Comprehensive Income (“ASU 2011-05”), which amends FASB Codification Topic 220 on comprehensive income disclosures.  The new guidance allows an entity to present components of net income and other comprehensive income in one continuous statement, referred to as the statement of comprehensive income, or in two separate, but consecutive statements, while eliminating the option to report other comprehensive income and its components in the statement of changes in shareholders’ equity.  The provisions of ASU 2011-05 were adopted in 2012.  The adoption of ASU 2011-05 did not impact the Company’s consolidated financial position, results of operations or cash flows as it required only a change in the format of presentation.

Intangible Assets

Acquired intangible assets are amortized over their useful lives unless the lives are determined to be indefinite. Acquired intangible assets are carried at cost, less accumulated amortization and impairment.

14

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Property and Equipment

Property and equipment consisting of leasehold improvements, furniture and fixtures, equipment and vehicles are stated at cost. Property and equipment are depreciated using the straight-line method over the estimated service lives ranging from three to seven years. Maintenance and repairs are expensed as incurred and improvements are capitalized. Gains or losses on the disposition of fixed assets are recorded upon disposal.

Impairment of Long-Lived Assets

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset.

If the carrying amount of an asset exceeds its undiscounted estimated future cash flows, an impairment review is performed. An impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of would be separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell, and are no longer depreciated. The assets and liabilities of a disposed group classified as held for sale would be presented separately in the appropriate asset and liability sections of the balance sheet. There were no impairment charges for the three months ended March 31, 2013 and 2012.

Derivative Instruments

The fair value of derivative instruments is recorded and shown separately under current liabilities. Changes in the fair value are recorded in the condensed consolidated statement of income under other income (expense).

The Company evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the consolidated statements of operations. For stock-based derivative financial instruments, the Company uses a weighted average Black-Scholes-Merton option pricing model to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date.

Fair Value Measurements

ASC 820, “Fair Value Measurements”, requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into three levels that may be used to measure fair value: Level 1, defined as observable inputs such as quoted prices in active markets for identical assets or liabilities; Level 2, inputs other than level one that are either directly or indirectly observable such as quoted prices for identical or similar assets or liabilities on markets that are not active; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

15

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Income Taxes

We account for income taxes under the asset and liability method.  Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases.  Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to be recovered or settled.  The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.  Valuation allowances are recorded, when necessary, to reduce deferred tax assets to the amount expected to be realized.

As a result of the implementation of certain provisions of ASC 740, Income Taxes (“ASC 740”), which clarifies the accounting and disclosure for uncertainty in tax positions, as defined, ASC 740 seeks to reduce the diversity in practice associated with certain aspects of the recognition and measurement related to accounting for income taxes.  We adopted the provisions of ASC 740 as of January 1, 2007, and have analyzed filing positions in each of the federal and state jurisdictions where we are required to file income tax returns, as well as all open tax years in these jurisdictions.  We have identified the U.S. federal and California as our "major" tax jurisdictions.  Generally, we remain subject to Internal Revenue Service examination of our 2007 through 2012 U.S. federal income tax returns, and remain subject to California Franchise Tax Board examination of our 2007 through 2012 California Franchise Tax Returns.  However, we have certain tax attribute carryforwards which will remain subject to review and adjustment by the relevant tax authorities until the statute of limitations closes with respect to the year in which such attributes are utilized.

We believe that our income tax filing positions and deductions will be sustained on audit and do not anticipate any adjustments that will result in a material change to our financial position.  Therefore, no reserves for uncertain income tax positions have been recorded pursuant to ASC 740.  In addition, we did not record a cumulative effect adjustment related to the adoption of ASC 740.  Our policy for recording interest and penalties associated with income-based tax audits is to record such items as a component of income taxes.

Revenue Recognition

We recognize revenues related to annual membership income and service of electric vehicles in accordance with Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) No. 605, Revenue Recognition.  Revenue is recognized when we have evidence of an arrangement, a determinable fee, and when collection is considered to be probable and services are provided. In the event that final acceptance of our product by the customer is uncertain, revenue is deferred until all acceptance criteria have been met.  In the event we have amounts billed or collected in accordance with contractual terms in advance of when the work is performed we treat these as deferred revenues.  These advance payments primarily relate to the Company's grant project and E-Care membership scheme. The current portion of deferred revenue represents the balance the Company estimates will be earned as revenue during the next fiscal year (see note 9).

Grant Income

Grant income is not recognized until a grant claim has been submitted and approved by Government representatives.

E-tech services

Revenues from consultancy services are recognized only when all services have been rendered and collectability is reasonably assured.

E-Care services

Revenues from maintenance, repair, and overhaul services are recognized only when all services have been rendered and collectability is reasonably assured.

16

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NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

 (UNAUDITED)

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Earnings (Loss) per Common Share (as Restated)

The Company computes net income (loss) per share in accordance with ASC 260, "Earnings per Share". ASC 260 requires presentation of both basic and diluted earnings (loss) per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period including 555,142 (net of 300,000 forfeit shares) for March 31, 2013 and 500,000 for March 2012 Series A convertible preferred Stock, using the if-converted method, 18,000,000 for March 31, 2013 and 4,000,000 for March 31, 2012 Stock options, using the treasury stock method, and 5,551,913 shares for March 31, 2013 (nil March 2012) for convertible loan notes, using the if-converted method In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential common shares if their effect is anti-dilutive.

Share-Based Payment Arrangements

Generally, all forms of share-based payments, including stock option grants, restricted stock grants and stock appreciation rights are measured at their fair value on the awards’ grant date, based on the estimated number of awards that are ultimately expected to vest. Share-based compensation awards issued to non-employees for services rendered are recorded at either the fair value of the services rendered or the fair value of the share-based payment, whichever is more readily determinable. The expenses resulting from share-based payments are recorded in operating expenses in the condensed consolidated statement of operations.

Reclassifications

Certain prior year amounts have been reclassified to conform to the current year presentation. Such reclassifications had no impact on previously reported net loss.

Recent Accounting Pronouncements

Effective January 2012, the Company adopted ASU No. 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs (ASU 2011-04). ASU 2011-04 represents the converged guidance of the Financial Accounting Standards Board (FASB) and the International Accounting Standards Board (IASB) on fair value measurement. A variety of measures are included in the update intended to either clarify existing fair value measurement requirements, change particular principles requirements for measuring fair value or for disclosing information about fair value measurements. For many of the requirements, the FASB does not intend to change the application of existing requirements under Accounting Standards Codification (ASC) Topic 820, Fair Value Measurements. ASU 2011-04 was effective for interim and annual periods beginning after December 15, 2011. The adoption of this update did not have a material impact on the consolidated financial statements and related disclosures.

Effective January 2012, the Company adopted ASU No. 2011-05, Presentation of Comprehensive Income (ASU 2011-05). ASU 2011-05 is intended to increase the prominence of items reported in other comprehensive income and to facilitate convergence of accounting guidance in this area with that of the IASB. The amendments require that all non-owner changes in shareholders’ equity be presented in a single continuous statement of comprehensive income or in two separate but consecutive statements. In December 2011, the FASB issued ASU No. 2011-12, Comprehensive Income (Topic 220): Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05 (ASU 2011-12). ASU 2011-12 defers the provisions of ASU 2011-05 that require the presentation of reclassification adjustments on the face of both the statement of income and statement of other comprehensive income. Amendments under ASU 2011-05 that were not deferred under ASU 2011-12 will be applied retrospectively for fiscal years, and interim periods within those years, beginning after December 15, 2011. The adoption of this update did not have a material impact on the consolidated financial statements and related disclosures.

17

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

Recent Accounting Pronouncements (continued)

In December 2011, the FASB issued ASU No. 2011-11, Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities (ASU 2011-11). The amendments in ASU 2011-11 require the disclosure of information on offsetting and related arrangements for financial and derivative instruments to enable users of its financial statements to understand the effect of those arrangements on its financial position. Amendments under ASU 2011-11 will be applied retrospectively for fiscal years, and interim periods within those years, beginning after January 1, 2013. The adoption of this update did not have a material impact on the consolidated financial statements and related disclosures.

In July 2012, the FASB issued guidance on testing for indefinite-lived intangible assets for impairment. The new guidance allows an entity to simplify the testing for a drop in value of intangible assets such as trademarks, patents, and distribution rights. The amended standard reduces the cost of accounting for indefinite-lived intangible assets, especially in cases where the likelihood of impairment is low. The changes permit businesses and other organizations to first use subjective criteria to determine if an intangible asset has lost value. The amendments to U.S. GAAP will be effective for fiscal years starting after September 15, 2012. The adoption of this update did not have a material impact on the consolidated financial statements and related disclosures.

In February 2013, the FASB issued ASU No. 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive (ASU 2013-02). This guidance is the culmination of the FASB’s deliberation on reporting reclassification adjustments from accumulated other comprehensive income (AOCI). The amendments in ASU 2013-02 do not change the current requirements for reporting net income or other comprehensive income. However, the amendments require disclosure of amounts reclassified out of AOCI in its entirety, by component, on the face of the statement of operations or in the notes thereto. Amounts that are not required to be reclassified in their entirety to net income must be cross-referenced to other disclosures that provide additional detail. This standard is effective prospectively for annual and interim reporting periods beginning after December 15, 2012. The adoption of this update did not have a material impact on the consolidated financial statements and related disclosures.

Other recent pronouncements issued by FASB (including its Emerging Task Force), the American Institute of Certified Public Accountants, and the United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements.

4. ACQUISITIONS (as Restated)

On June 28, 2012, we entered into a Stock Exchange Agreement (the “Agreement”) with Liberty Electric Cars Ltd., an England and Wales private company limited (“LEC”), and its wholly-owned subsidiary LEC 2 Limited, an England and Wales private company limited (“LEC2” and together with LEC, the “LEC Entities”), under which our wholly-owned subsidiary, Liberty Automotive Group, Inc. (formerly GAC EV Motors Inc.), a Nevada corporation (“LAG”) agreed to purchase 100% of the issued and outstanding securities of LEC Entities in exchange for Thirty Nine Million Seven Hundred Forty Two Thousand One Hundred Seventy Eight (39,742,178) shares of our common stock held by LAG to the LEC Shareholders. The Company valued the common shares at $0.05 per share based on price paid in similar transactions involving the Company’s common stock. These shares represent approximately Ten percent (10%) of our outstanding voting control.  This transaction closed on July 23, 2012.

Additionally, pursuant to the Agreement, we issued to GAC Automotive Services, Inc., a Nevada corporation and one of our wholly-owned subsidiaries (“GAC Auto”) Ten Million (10,000,000) shares of Series B Convertible Preferred Stock (the “Series B Shares”).  The issuance of the Series B shares to GAC Auto is not part of the purchase price of the LEC Entities and is not compensation to the LEC Entities or LEC Shareholders, but is reserved for issuance to certain entities that LEC and/or LEC2 have been in negotiations with at the time of execution of the Agreement if those entities and/or assets are purchased by us or our subsidiaries.  The determination as to when and if to transfer the Series B Shares from GAC Auto to a selling party must be approved by our Board of Directors. The Series B Preferred Stock have been eliminated on consolidation and are reflected as treasury shares.

18

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

4. ACQUISITIONS (as Restated) (continued)

As part of the Agreement, the Company issued 300,000 shares of restricted preferred stock to two LEC Directors as a covenant not to compete. The preferred shares are fully forfeitable in the event the Directors terminated their employment before the third year anniversary. Additionally, these preferred shares were valued at $5 per share and were recorded as part of purchase price. The Company valued the preferred shares at $5.00 per share based on price paid in similar transactions involving the Company’s preferred stock.

Contemporaneously with the Agreement, we entered into a Stock Purchase Agreement No.1 (the “Stock Agreement”) with First Market Services, a Nevada corporation (“FMS”), under which we may sell up to One Hundred Twenty Thousand (120,000) shares of our Series A Preferred Stock (the “Series A Shares”) for the purchase price of Five Dollars ($5) per share.  Pursuant to the Stock Agreement, FMS has the right to purchase the Series A Shares in increments of One Thousand Dollars ($1,000) with a minimum purchase of Fifty Thousand Dollars ($50,000) per month for a minimum of twelve (12) months, with Forty Thousand Dollars ($40,000) being earmarked for the LEC Entities to fund their operations and growth, and Ten Thousand Dollars ($10,000) being earmarked to fund the costs associated with the Company being a public company.

On October 12, 2012, we entered into an Acquisition and Stock Exchange Agreement (the “NCWI Agreement”) with Newport Coachworks, Inc., a California corporation (“NCWI”), under which we agreed to purchase 100% of the issued and outstanding securities of NCWI (the “NCWI Shares”) from Mr. Carter Read, NCWI’s sole shareholder, in exchange for the transfer of Five Million (5,000,000) shares of our common stock (The Company valued the common shares at $0.05 per share based on price paid in similar transactions involving the Company’s common stock) due at the closing of the transaction (the “GACR Closing Shares”), and up to an additional Twenty Two Million (22,000,000) shares of our common stock (the “GACR Additional Shares” and together with the GACR Closing Shares, the “GACR Shares”) to vest as follows: upon NCWI obtaining bona fide, binding purchase orders, with cash down payment standard in the industry to NCWI, from third party purchasers requiring NCWI to manufacturer Sixty (60) buses with compressed natural gas engines at NCWI’s manufacturing facility (each a “Qualified Purchase Order”) within the first twelve (12) months following the payment of one-half of the initial forecasted funding ($500,000). As discussed below, GACR will issue Mr. Read up to all of the GACR Additional Shares, which shares will either be kept in escrow and distributed, or kept in treasury and issued, to Mr. Read within ten (10) days of the end of each calendar quarter pro rata with the number of Qualified Purchase Orders received by NCWI for that quarter.

The determination as to whether the shares will be issued and held in escrow or kept in treasury will be determined by the Parties in good faith and has not been determined to date. The GACR Shares, if all issued, would currently represent approximately 7.6% of our outstanding common stock. This transaction closed on October 12, 2012.

As noted above, we have a financing obligation to NCWI under the NCWI Agreement under which we are agreed to provide up to One Million Dollars ($1,000,000) to NCWI pursuant to the forecasted timeline set forth in the NCWI Agreement. The total funding is made up of $500,000 as the forecasted requirement for initiating an internal combustion engine based bus manufacturing and $500,000 as the forecasted requirement for reaching pre-production stage in electric bus manufacturing. Both parties to the NCWI Agreement agreed that the funding requirements are forecasted amounts which may rise or fall according to business requirements and may be modified by the parties as needed.

19

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

4. ACQUISITIONS (as Restated) (continued)

The allocation of the purchase price and the estimated fair market values of the assets acquired and liabilities assumed for the LEC and NCWI are shown below.

	LIBERTY ELECTRIC CARS LIMITED		NEWPORT COACHWORKS
Cash	$	149,497	1,000
Notes receivable		212,773	-
Other current assets		492,174	-
Property and equipment, net		197,469	-
Intangible asset (covenant not to compete)		1,500,000	-
Other intangible assets (Goodwill)		2,233,543	249,000
Total assets acquired		4,785,456	250,000
Accounts payable and accrued expenses		446,945	-
Deferred revenue		182,982	-
Notes payable		625,195	-
Other		43,225	-
Total liabilities assumed		1,298,347	-
Net assets acquired	$	3,487,109	250,000
Final Consideration
39,742,178 Common Stock issued for Liberty @ 5 cents		$1,987,109
300,000 Series A Preferred Shares issued @$5		$1,500,000
5,000,000 Common Stock issued for NCI @ 5 cents			$250,000
		$3,487,109	$250,000

20

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

4. ACQUISITIONS (as Restated) (continued)

The following are unaudited pro-forma results of operations as if the acquisitions has occurred at the beginning of the period for the three months ended March 31, 2013 and 2012:

Pro-forma (unaudited)

	For the three months ended March 31,
	2013		2012
Revenues	$	218,396	$	317,434
Costs of goods sold		78,847		25,337
Gross profit		139,549		292,097
Operating expenses
Depreciation and amortization		8,876		141,227
Loss on disposal of equipment		12,516		-
General and administrative		486,148		547,259
		507,540		688,486
Loss before other expenses		(367,991)		(396,389)
Other income (expenses)
Stock issued in settlement of an agreement		(214,286)		-
Change in fair value of derivative liability		38,690,539		(7,979)
Gain on conversion of debt to stock		40,749		-
Loss on conversion of preferred shares		(20,375)		-
Interest expense		(45,919)		(379)
		38,450,708		(8,358)
Profit / (loss) before income taxes		38,082,717		(404,747)
Income taxes		-		-
Net income / (loss)	$	38,082,717	$	(453,716)
Net income / (loss) per share  (basic)	$	0.11	$	(0.00)
Net income / (loss) per share  (diluted)	$	0.07	$	(0.00)
Weighted average shares outstanding (basic)		334,804,957		272,838,022
Weighted average shares outstanding (diluted)		550,163,039		420,632,665

21

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(As Restated)

4. ACQUISITIONS (as Restated) (continued)

The acquisition method of accounting is based on ASC Subtopic 805-10, “Business Combinations,” and uses the fair value concepts defined in ASC Subtopic 820-10, “Fair Value Measurements and Disclosures”. The purchase price for the LEC and NCWI Businesses was allocated to the net tangible and intangible assets based upon their fair values as of the respective acquisition dates. The allocation of the purchase price was based upon a valuation and the estimates and assumptions were subject to change within the measurement period. The excess of the purchase price over the fair values of the net tangible assets and intangible assets, if any, was recorded as goodwill and is generally driven by our expectations of our ability to realize synergies and achieve our strategic growth objectives.

The goodwill recorded in connection with the LEC and NCWI acquisitions were $3,733,543 and $249,000, respectively, on each transaction acquisition date. and was  fully written off in  year ended December 31, 2012. The impairment arose because of the lowered revenue and cash flow projections.

In accordance with U.S. GAAP, impairment testing for goodwill is performed at least annually.  The Company performs its annual impairment test as of December 31.  Goodwill is tested for impairment between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value.

The impairment test for goodwill uses a two-step approach, which is performed at the entity level as the Company has one reporting unit. Step 1 compares the fair value of the reporting unit to its carrying value including goodwill. If the carrying value exceeds the fair value, there is a potential impairment and Step 2 must be performed. Step 2 compares the carrying value of the reporting unit’s goodwill to its implied fair value (i.e., the fair value of the reporting unit less the fair value of the unit’s assets and liabilities, including identifiable intangible assets). If the carrying value of goodwill exceeds its implied fair value, the excess is recorded as an impairment.

The Company performed its annual test of goodwill as of December 31, 2012.  The Company determined the fair value of the reporting unit exceeded the carrying value of the reporting unit.

For the quarter ended September 30, 2012, the Company concluded there were indicators of potential goodwill impairment, including the decline in the value of the Company’s revenue recognition. As a result of identifying indicators of impairment, the Company performed an impairment test of goodwill as of December 31, 2012.

In performing Step 1 of the impairment test, the Company estimated the fair value of the reporting unit using the market approach for purposes of estimating the total enterprise value for the Company.

The market approach is based on the guideline publicly traded company method to determine the fair value of the reporting unit. Under this method, market multiples ratios were applied to the reporting unit’s earnings with consideration given to the Company’s size, product offerings, growth, and other relevant factors compared to those of the guideline companies. The guideline companies selected were engaged in the same or a similar line of business as the Company. Market multiples were then selected based on consideration of risk, growth, and profitability differences between the Company and the guideline companies.  The selected market multiples were then multiplied by the Company’s earnings streams for the twelve months ended December, 2012 and an annual 2013 forecast, with each given equal weighting, to arrive at an estimate of fair value for the Company.

Based on the above analysis, it was determined that the carrying value of the reporting unit including goodwill exceeded the fair value of the reporting unit, requiring the Company to perform Step 2 of the goodwill impairment test to measure the amount of impairment loss, if any.

In performing Step 2 of the goodwill impairment test, the Company compared the implied fair value of the reporting unit’s goodwill to its carrying value of goodwill.  This test resulted in a non-cash, goodwill impairment charge of $3,982,543 which was recognized during the year ended December 31, 2012.  This charge had no impact on our cash flows or our compliance with debt covenants.

22

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

(As Restated)

4. ACQUISITIONS (as Restated) (continued)

The following table sets forth the balance of the Company’s goodwill as of December 31, 2011 and September 30 2012:

	December 31, 2011		Additions		Impairments		December 31, 2012
	(in millions)
Goodwill, gross	$	—	$	3,982,543	$	(3,982,543)	$	—
Accumulated impairment losses		—		—		—		—
Total goodwill, net	$	—	$	3,982,543	$	(3,982,543)	$	—

The fair value estimates used in the goodwill impairment analysis required significant judgment. The Company’s fair value estimates for purposes of determining the goodwill impairment charge are considered Level 3 fair value measurements.  We based our fair value estimates on assumptions that we believe to be reasonable but that are inherently uncertain, including estimates of future revenues and operating margins and assumptions about the overall economic climate and the competitive environment for our business. Our estimates assume that revenues will decline into the foreseeable future. There can be no assurance that our estimates and assumptions will prove to be accurate predictions of the future. If our assumptions regarding business plans, competitive environments or anticipated operating results are not correct, we may be required to record goodwill impairment charges in future periods.

5. ACCOUNTS RECEIVABLE

Accounts receivable consists of the following: as of March 31, 2013 and December 31, 2012:

Accounts Receivables	March 31, 2013		December 31. 2012
Trade receivables	$	109,586	$	113,429
Grant monies receivable	$	46,955	$	49,960
	$	156,541	$	163,389

6. INVENTORIES

Inventories consist of raw materials and work In progress. These pertain to the Bus production in the NCWI facility. The Company’s inventories are valued at cost, as determined by the first-in, first out (FIFO) method; in aggregate such valuations are not in excess of market. and consisted of the following  as of March 31, 2013 and December 31, 2012:

	March 31, 2013		December 31. 2012
Raw materials	$	6,936	$	-
Work in progress		89,845		-
	$	96,781	$	-

23

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

7. PROPERTY AND EQUIPMENT

Property and equipment consists of the following: as of March 31, 2013 and December 31, 2012:

	March 31, 2013		December 31, 2012
Leasehold improvements	$	9,539	$	10,149
Furniture and fixtures		7,930		8,086
Equipment		280,344		111,973
Computer hardware and software		37,779		32,963
Vehicles		26,706		92,938
		362,298		256,109
Less accumulated depreciation		(75,534)		(92,044)
	$	286,764	$	164,065

Our property and equipment in 2013 are located equally in terms of value in California and in the United Kingdom (the “UK”). The UK assets are acquired as part of LEC Entities acquisition (see Note 4). For the three months ended March 31, 2013 and March 31 2012, depreciation expense was $8,876 and $660, respectively.

8. INTANGIBLE ASSETS

Intangible assets consist of the following and were mainly related to the LEC acquisition:

	March 31, 2013		December 31, 2012
Go License	$	500,000	$	500,000
Crash test homologation costs		228,912		228,912
Liberty acquired technology		619,462		619,462
Assembled workforce		689,000		689,000
Trade name and website		45,000		45,000
Non-compete agreement		1,500,000		1,500,000
		3,582,374		3,582,374
Less amortization and impairment		(3,582,374)		(3,582,374)
	$	−	$	−

Amortization expense was $0 for the three months ended March 31, 2013 and $133,201 for the three months ended March 31, 2012. Additionally, the Company impaired the remaining basis in the intangibles during the year ended December 31, 2012 as management revised its sales forecast for the product which impaired the goodwill as of December 31, 2012.

9. DEFERRED REVENUE

Deferred revenue consists of the following: as of March 31, 2013 and December 31, 2012:

Deferred Revenues	March 31, 2013		December 31. 2012
Deferred Grant Income	$	307,079	$	307,226
Deferred membership fees	$	123,707	$	114,956
Payment on account – Newport Coachworks	$	3,750	$	-
	$	434,536	$	422,182

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GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

10. SHARE LIABILITY ON PURCHASE OF NCWI

On October 12, 2012, we entered into an Acquisition and Stock Exchange Agreement (the “NCWI Agreement”) with Newport Coachworks, Inc., a California corporation (“NCWI”), under which we agreed to purchase 100% of the issued and outstanding securities of NCWI (the “NCWI Shares”) from Mr. Carter Read, NCWI’s sole shareholder. As at March 31, 2013 the initial payment of 5 million ordinary shares has not been made.

11. FUNDS RECEIVED FROM FMS NOT CONVERTED INTO PREFERENCE SHARES

During the year 2011 and through December 21, 2011, the Company borrowed a total of $1,139,670 from FMS under the Agreement., all advances were supported individually by a Convertible Preferred Note (“CPN”), the notes bore interest at 18% per annum and were convertible into the Company’s common stock at the rate of 0.05 limited to a ceiling of 4.99% of total outstanding shares on date of conversion.

On December 21, 2011, the Company and FMS entered into the Settlement & Conversion Agreement (“SCA”) whereby the parties agreed that FMS should forgive all amounts owed from the Company under the agreement including the accrued interest of $66,280 as documented under the individual CPN for a total of $1,205,950 in consideration the Company issued to FMS 500,000 shares of the Company’s restricted no par value Series A Convertible Preferred Stock (“CPS”) (see Note 10). The CPS is convertible into Company’s common stock in accordance with the following formula:

No. of common shares to be issued upon conversion of CPS =

No. of common stock outstanding on date of conversion x 0.000001 x No. of preferred shares being converted.

The Company has received advances during the three months ended March 31, 2013 in the amount of $418,639. These advances were made directly from the major shareholder. These advances are due upon demand and do not bear any interest. The Company converted $180,188 of the advances in the first quarter of 2013 to 21,841 shares of the Company’s preferred stock at $8.25 per share. At March 31, 2013 $358,552 had not been converted into preferred shares.

12. SUMS DUE TO GLOBAL MARKET ADVISORS

On July 19, 2010, we entered into an Advisory Agreement (the “Advisory Agreement’) with Global Market Advisors, Inc., a Nevada corporation (“GMAI”).  Under the Advisory Agreement, GMAI was retained by us to assist with a variety of services, including, but not limited to, assisting us with our filings as a public company, making the public aware of us and our business, and provide general advice to our management in order to execute our business plan and strategy.  In exchange for the services we agreed to compensate GMAI and at March 31, 2013 advisory fees of $104,100 have been accrued.

13. SUMS DUE TO GLOBAL TRADE FINANCE

On January 1, 2012 the Company made and entered into a credit facility with Global Trade Finance (“GTF”) to provide credit up to $250,000.  The Company had drawn down $79,000 of the facility through the second quarter of 2012.  The effective rate of interest is 8% on the facility, and the facility was to be secured by 5,000,000 shares of Green Auto common stock, and the advances made to the Company under the credit facility were not reduced to Convertible Notes. The facility was to be due January 1, 2013, or up to twenty four months if demand for repayment is not made, however, effective June 30, 2012, the $79,000 was converted into 1,500,000 shares of Green Auto common stock. The Company recorded $4,000 gain on settlement of debt. The Company also borrowed another $25,000 on this facility that it still owes under the same terms listed above.

25

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

14. NOTES PAYABLE, NET OF DISCOUNTS

Notes Payable	March 31, 2013		December 31, 2012
N Eckert -  £116,625 Note Payable, 12% interest, due upon the company raising in excess of £500,000 on OTCBB market, unsecured	$	177,142	$	188,478
R Knight £38,500 Note Payable, Nil Interest, when funds permit, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	58,478	$	62,220
P Beitl £52,540 (2012: £37,983) Note Payable, Nil Interest, when funds permit, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	79,803	$	61,384
R Mcwaters – £25,000 Note payable, 12% interest, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	37,973	$	40,403
D Voss – £25,000 Note payable, 12% interest, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	37,973	$	40,403
M Elson – £20,000 Note payable, 12% interest, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	30,376	$	32,322
N Jones £10,053 Note Payable, Nil Interest, when funds permit, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	15,270	$	16,247
I Hobday – £3,525 Note payable, Nil interest, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	5,354	$	5,697
P Lilley £700 Note Payable, Nil Interest, when funds permit, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	1,064	$	1,130
	$	443,433	$	448,284
Debt Discount	$	(31,888)	$	(63,777)
	$	411,545	$	384,507

As part of the acquisition of Liberty Electric described in Note 4 above, the Company had $625,195 in notes payable. Most of these notes are non-interest bearing and due upon demand. Four notes with a total amount of $211,240 were converted into 1,004,180 shares of GACR common stock. One note in the amount of $5,354 has an interest rate of nil% and is due to a related party. The balance due on the other notes at March 31, 2013 is $408,601 and at December 31, 2012 $5,697 was owed to a related party and the remaining notes totaled $378,810.

26

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

15. STOCK INCENTIVE PLAN

On May 30, 2011, the Company adopted the 2011 Non-Qualified Stock Incentive Plan (the “Plan”). Under the Plan, participants, including both employees and nonemployees of the Company, have the opportunity to acquire common units of the Company. For awards made under the Plan, participants purchase common units at the time the award is made at (i) a stated value, or (ii) a percentage that is not less than 50% of the current fair market value of the stock. Award agreements with employees have a term of ten years and typically have a graded vesting terms over five years. If a participant ceases to be employed with the Company prior to the end of the vesting period, the participant forfeits his/her rights to any unvested units at the date of the termination.

There were 4,000,000 unvested stock options as of March 31, 2013 and December 31, 2012. The Company granted 18,000,000 and 1,000,000 stock options during the years ended December 31, 2012 and 2011, respectively. No options were granted during the three months ended March 31, 2013 The Company also did not record any stock option expense for the quarters ended March 31, 2013 and 2012.

The fair value of each option award is estimated on the date of grant using the Black-Scholes option valuation model that uses the assumptions noted in the following table. Because the Black-Scholes option valuation model incorporate ranges of assumptions for inputs, those ranges are disclosed. Expected volatilities are based on historical volatilities of the Company’s stock. The Company uses historical data to estimate option exercise and employee termination within the valuation model. The expected term of options granted is derived from estimates and represents the period of time that options granted are expected to be outstanding. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant.

	March 31, 2013		December 31, 2012
Expected Volatility	88	%	88	%
Expected dividends	−	%	−	%
Expected terms (in years)	3		3
Risk-free rate	0.36	%	0.36	%
Forfeiture rate	−	%	−	%

A summary of option activity as of March 31, 2013 and December 31, 2012, and changes during the periods then ended is presented below:

			Weighted-		Average
			Average		Remaining		Aggregate
			Exercise		Contractual		Intrinsic
	Options		Price		Life (Years)		Value
Outstanding at December 31, 2011		4,000,000	$	0.002		1.41	$	191,500
Granted		18,000,000		0.42		2.90		−
Exercised		−		−		−		−
Forfeited or expired		−		−		−		−
Outstanding at December 31, 2012		22,000,000	$	0.34		2.44	$	191,500
Exercisable at December 31, 2012		18,000,000	$	0.42		3.00	$	−

			Weighted-		Average
			Average		Remaining		Aggregate
			Exercise		Contractual		Intrinsic
	Options		Price		Life (Years)		Value
Outstanding at January 2013		22,000,000	$	0.34		2.44	$	191,500
Granted		−		−		−		−
Exercised		−		−		−		−
Forfeited or expired		−		−		−		−
Outstanding at March 31,2013		22,000,000	$	0.34		2.19	$	191,500
Exercisable at March 31,2013		18,000,000	$	0.42		2.75	$	−

27

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

16. STOCKHOLDERS’ DEFICIT (As Restated)

Convertible Preferred Stock and Derivative Liability

On December 21, 2011, the Company and FMS entered into the Settlement & Conversion Agreement (“SCA”) whereby the parties agreed that FMS should forgive all amounts owed from the Company under the agreement including the accrued interest as documented under the individual convertible promissory notes for a total of $1,205,950 in consideration the Company issued to FMS 500,000 shares of the Company’s restricted no par value Series A Convertible Preferred Stock (“CPS”).

On July 23, 2012 and in relation with the LEC Acquisition (Note 4), the Company issued 300,000 shares of restricted preferred stock to two LEC Directors as a covenant not to compete. The preferred shares are fully forfeitable in the event the Directors terminated their employment or violated the non-compete provision before the third year anniversary. Additionally, these preferred shares were valued at $5 per share and were recorded as part of the purchase price.

On or about September 29, 2012, the Company issued an additional 30,000 CPS to FMS to settle $150,000 of advances owed to FMS (see Note 4) at a conversion rate of $5 per CPS.

On or about December 26, 2012, the Company issued an additional 53,680 CPS to FMS for cash at a price of $5 per CPS.

On or about December 26, 2012, the Company issued an additional 12,121 CPS to FMS for cash at a price of $8.5 per CPS.

On or about February 15, 2013 FMS converted 62,500 Pref A shares in to 20,437,331 shares of our common stock.

On or about March 6, 2013, the Company issued an additional 21,841 CPS to FMS for cash at a price of $8.5 per CPS in settlement of $180,188 advances from related party.

The CPS is convertible into Company’s common stock in accordance with the following formula:

No. of common shares to be issued upon conversion of CPS =

No. of common stock outstanding on date of conversion x 0.000001 x No. of preferred stock being converted.

Additionally, the financial statements presented here have been restated to give effect that subsequent to the filing date of the Original Form 10-K the Company the Black Scholes calculation for Derivative Transactions relating to the Series A Convertible Preferred Stock incorrectly assumed that there was a 16.667% restriction in the number of common shares that the preferred shares could be converted into. This had the effect of understating the cost of the transactions in 2011 and 2012 and understating the liability. Please see restatement note 20 below.

Due to their being no explicit limit to the number of shares to be delivered upon settlement of the above conversion option embedded in the CPS, the conversion feature is classified as derivative liabilities and recorded at fair value.

28

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

16.  STOCKHOLDERS’ DEFICIT (As Restated) (continued)

Pursuant to ASC 815, “Derivatives and Hedging,” the Company initially recognized the fair value of the embedded conversion feature of the CPS on date of issuance and was charged to operations. On March 31, 2013, the Company recorded a mark-to-market adjustment based on the fair value of the derivative liability on that date which resulted in a gain of $38,690,539. The fair value of the derivative liability was determined using the Black Scholes option pricing model with a quoted market price of $0.18, a conversion price of $0.157, expected volatility of 104%, no expected dividends, an expected term of one year and a risk-free interest rate of 0.16%. As of March 31, 2013, the number of common shares that could be potentially issued to settle the conversion of the preferred stock is 191,815,170 common shares.

The following table sets forth by level with the fair value hierarchy the Company’s financial assets and liabilities measured at fair value on March 31, 2013.

	Level 1		Level 2		Level 3		Total
Assets
None	$	-	$	-	$	-	$	-
Liabilities
Derivative Financial instruments	$	-	$	-	$	33,138,133	$	33,138,133

The following table summarizes the derivative liabilities included in the condensed consolidated balance sheet at March 31, 2013:

Balance at December 31, 2011	$	5,731,806
Derivative liability related to LEC debt conversion feature		133,872
Derivative liability related to preferred stock conversion feature		73,866,998
Balance at January 1, 2013	$	79,732,676
Derivative liability related to LEC debt conversion feature		(40,749)
Derivative liability related to preferred stock conversion feature		(7,863,255)
Change in Value of Historic Derivatives		(38,690,539)
Balance at March 31, 2013 (unaudited)	$	33,138,133

Common Stock

During the quarter ended June 30, 2011, a third party individual purchased 1,000,000 shares of common stock for $10,000 cash. In addition, this third party provided services to the company valued at $40,000 based on market prices of those services.

On January 1, 2012 the Company made and entered into a credit facility with Global Trade Finance (“GTF”) to provide credit up to $250,000. The Company had drawn down $79,000 of the facility through the second quarter of 2012. The effective rate of interest is 8% on the facility, and the facility was to be secured by 5,000,000 shares of Green Auto common stock, and the advances made to the Company under the credit facility were not reduced to Convertible Notes. The facility was to be due January 1, 2013, or up to twenty four months if demand for repayment is not made, however, effective June 30, 2012, the $79,000 was converted into 1,500,000 shares of Green Auto common stock. The Company recorded $4,000 loss on settlement of debt. The Company has borrowed another $25,000 on this facility that it still owes under the same terms listed above.

On January 27, 2012, the Company issued 8,000,000 shares of its common stock for the settlement of $430,689 of payables due to related parties.

29

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

Common Stock (Continued)

On June 28, 2012, we entered into a Stock Exchange Agreement (the “Agreement”) with Liberty Electric Cars Ltd., an England and Wales private company limited (“LEC”), and its wholly-owned subsidiary LEC 2, Limited, an England and Wales private company limited (“LEC2” and together with LEC, the “LEC Entities”), under which our wholly-owned subsidiary, Liberty Automotive Group, Inc. (formerly GAC EV Motors Inc.), a Nevada corporation (“LAG”) agreed to purchase 100% of the issued and outstanding securities of LEC (the “LEC Shares”), and LEC owns 100% of the issued and outstanding securities of LEC2 (the “LEC2 Shares”) (collectively the “LEC Securities”) in exchange for the transfer of Thirty Nine Million Seven Hundred Forty Two Thousand One Hundred Seventy Eight (39,742,178) shares of our common stock held by LAG to the LEC Shareholders.  These shares represent approximately Ten percent (10%) of our outstanding voting control.  This transaction closed on July 23, 2012.

On or about November 13, 2012, we issued an aggregate of 1,004,180 shares of our common stock to four non-affiliate investors in exchange for $211,240 owed by Liberty under debt instruments. The issuances were exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, and the investor was either accredited or sophisticated and familiar with our operations.

On or about November 13, 2012, we issued 300,000 shares of our common stock to one non-affiliate investor in exchange for $47,038 owed by Liberty for services performed. The issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, and the investor was either accredited or sophisticated and familiar with our operations.

On or about February 15, 2013 FMS converted 62,500 Pref A shares in to 20,437,331 shares of our common stock.

On or about February 15, 2013, we issued 375,000 shares of our common stock to Kodiak Capital Group LLC worth $150,000 as part of the Kodiak Funding Agreement. The issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, and the investor was either accredited or sophisticated and familiar with our operations.

On or about February 15, 2013, we issued 160,715 shares of our common stock to Colin Manners (part of Kodiak Capital Group LLC) worth $64,286 as part of the Kodiak Funding Agreement. The issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, and the investor was either accredited or sophisticated and familiar with our operations.

On March 18, 2013, the Company entered into a funding agreement for up to $3 million with Kodiak Capital Group LLC, a Newport Beach-based institutional investor. The Company has agreed to file a registration statement with the U.S. Securities & Exchange Commission (“SEC”) covering the shares that may be issued to Kodiak under the terms of the common stock purchase agreement. After the SEC has declared the registration statement related to the transaction effective, the Company has the right at its sole discretion over a period of one year to sell up $3 million of its common stock to Kodiak under the terms set forth in the agreement. Proceeds from this transaction will be used to fund the Company’s business development and for general corporate purposes.

30

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

17. INCOME TAXES

Our provisions for income taxes for the three months ended March 31, 2013 and for the three months ended March 31, 2012 , respectively, were as follows (using our blended effective Federal and State income tax rate of 35.0%):

	2013		2012
Current Tax Provision:
Federal and state
Taxable income	$	-	$	-
Total current tax provision	$	-	$	-
Deferred Tax Provision:
Federal and state
Net loss carryforwards	$	(13,328,950)	$	29,591,783
Change in valuation allowance		13,328,950		(29,591,783)
Total deferred tax provision	$	-	$	-

Deferred tax assets for the three months ended March 31, 2013 and year ended December 31, 2012 consisted of the following:

	2013		2012
Deferred tax assets:
Net operating loss carryforwards	$	(38,082,717)	$	84,547,954
Valuation allowance		38,082,717		(84,547,954)
Net deferred tax assets	$	-	$	-

Internal Revenue Code Section 382 and similar California rules place a limitation on the amount of taxable income that can be offset by net operating loss carryforwards (“NOL”) after a change in control (generally greater than a 50% change in ownership).  Transactions such as planned future sales of our common stock may be included in determining such a change in control.  These factors give rise to uncertainty as to whether the net deferred tax assets are realizable.  We have approximately $12,615,000 in NOL at December 31, 2012 that will begin to expire in 2030 for federal and state purposes and could be limited for use under IRC Section 382.  We have recorded a valuation allowance against the entire net deferred tax asset balance due because we believe there exists a substantial doubt that we will be able to realize the benefits due to our lack of a history of earnings and due to possible limitations under IRC Section 382.

A reconciliation of the expected tax benefit computed at the U.S. federal and state statutory income tax rates to our tax benefit for the three months ended March 31, 2013 and year ended December 31, 2012 is as follows:

	3 month ended and Year ended December 31,
	2013				2012
Federal income tax rate at 35%	$	13,328,950	35.0	%	$	(29,591,783)	35.0	%
State income tax, net of federal benefit		-	-	%		-	-	%
Change in valuation allowance		(13,328,950)	(35.0)	%		29,591,783	(35.0)	%
Benefit for income taxes	$	-	-	%	$	-	-	%

31

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

17. INCOME TAXES (Continued)

We file income tax returns in the U.S. with varying statutes of limitations.  Our policy is to recognize interest expense and penalties related to income tax matters as a component of our provision for income taxes.  There were no accrued interest and penalties associated with uncertain tax positions as of December 31, 2012 and 2011. We have no unrecognized tax benefits and thus no interest or penalties included in the financial statements.

18. CONTINGENCIES

Our predecessor, Go Green USA, LLC (“Go Green”) was a defendant, along with other defendants in a civil action filed in Marshall County, West Virginia by Glen Dale Motor Co. and Tomsic Motor Co, Civil Action no. 11-C-104 H. This undefended and previously unknown action resulted in a default judgment order in the amount of $3,717,615 with interest accruing at 7% per annum from and after February 13, 2012. There is no active effort to enforce this action against Go Green and we believe there are numerous defenses to the asserted judgment and any such enforcement effort. Moreover, the existence of the liability pre-existed our acquisition of Go Green and its existence was not disclosed as a part of the acquisition.

Management has not accrued for this event in the financial statements as its not determinable whether the Company is liable for this as Steve Wells is no longer with the Company. The Company expects that if they are served that the expected loss could be between zero to $3,717,615.

19. SUBSEQUENT EVENTS

On January 31, 2013, the Company signed a binding agreement to buy UK-based electric vehicle distributor Going Green Limited (www.goingreen.co.uk). Trading under the brand name, “GoinGreen”, it has sold over 1400 of the highly successful G-Wiz electric vehicles, making it one of Europe’s largest single retailers of electric vehicles.  Going Green Ltd was founded in 2002 and in the early days, set itself the mission to minimize the effects of climate change by encouraging carbon-neutral motoring. The company pioneered electric vehicles in the UK with the G-Wiz, an electric vehicle designed in California and manufactured in India by the Indo-Reva Electric Car Company, making London the capital of the electric vehicle (EV). The deal was completed on April 1, 2013 when 1,562,498 shares of GACR common stock was exchanged for 100% of the issued and outstanding securities of Going Green Limited (an England and Wales private limited company).

On April 15, 2013, the Company’s subsidiary, Newport Coachworks Inc. (NCI), delivered the first one of the 432 buses ordered from its major customer Don Brown Bus Sales Inc.

On March 22, 2013 GACR filed an Ex Parte Motion For Temporary Restraining Order against TBG in  the Utah District Court in Salt Lake City, Utah (the “Utah TRO”) requesting the Court for permission to instruct the GACR Transfer Agent to put a Rule 144 Legend on two (2) certificates (representing 1,000,000 shares of GACR Common Stock - the “TBG Shares”) which had been submitted by TBG to MTG Trading (a registered NASD Broker-Dealer) for deposit in “street name” for future sale into the public market. After a brief hearing on March 22, 2013, the Court, decided that there was enough evidence presented by GACR to justify a Temporary Restraining Order, and granted GACR's motion.

The following week the Court held a Hearing with all parties to settle on a form of order for the permanent injunction requested by GACR, or allow the GACR Transfer Agent to re-issue the TBG Shares in the name of Cede & Co. (effectively allowing the TBG Shares to be sold as “Free-Trading” shares in the public market): the Court decided to let the Temporary Restraining  Order stand, which served to prevent Action Stock Transfer from re-issuing the TBG Shares in the name of Cede & Co. but left open for additional briefing and consideration the issue of whether the amount of the bond for the injunction should be increased to the difference between the current estimated free market value of the TBG Shares ($250,000 give or take) and the value on the day of the Courts decision. The Court determined that the possible loss to TBG, if it was decided that the TBG Shares should not have been held by the GACR Transfer Agent and re-legended, was $50,000 and ordered GACR to post a $50,000 Bond, which we posted.

32

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

NOTES TO RESTATED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

19. SUBSEQUENT EVENTS (continued)

However, on May 9, 2013 the Court issued its Memorandum Decision and Order in favor of GACR placing a Permanent Injunction on the re-issuance of the TBG Shares without a Rule 144 Legend until such shares were eligible under Rule 144 for the removal of the restrictive Legend, which is on or about December 24, 2013. As a result, GACR’s Bond will be cancelled and, while TBG has the right to appeal the Memorandum Decision and Order.  In management’s view it is more likely than not that TBG will not do so and, failing an appeal by TBG, GACR is released from the terms of the Utah TRO as to the restriction on issuance of additional shares to meet pre-TRO agreements and other agreements to which we are a party which require the issuance of additional shares of our stock. See Memorandum Decision and Order attached as Exhibit 99.1 to our First Amended Quarterly Report on Form 10-Q/A for the period ended June 30, 2013.

20. RESTATEMENT

The Black Scholes calculation for Derivative Transactions relating to preferred A shares incorrectly assumed that there was a 16.667% restriction in the number of ordinary shares that they could be converted in to. This had the effect of understating the income in the Statement of Operations derived reversing change in value of historic derivatives and understating the level of Derivative liability on the balance sheet.

The original Valuation for 2012 was based on 595,801 Series A Preferred shares (Convertible to Common Stock) converting to a restricted 54,092,993 of common stock at a Black Scholes value of $0.39 per share giving a total liability of $21,114,932. The revised valuation was based on an unrestricted 193,368,089 of common stock at a Black Scholes value of $0.41 per share giving a total liability of $79,598,804. This gave rise to a further $58,483,872 of derivative liability to date

500,000 Series A preferred shares were issued to FMS on February 8, 2012

  30,000 Series A preferred shares were issued to FMS on September 29, 2012

  12,121 Series A preferred shares were issued to FMA on December 17, 2012

  30,000 Series A preferred shares were issued to FMA on December 17, 2012

  23,680 Series A preferred shares were issued to FMS on December 26, 2012

595,801

The original Valuation for three months ended 2013 was based on 555,142 Series A Preferred shares (Convertible to Common Stock) converting to a restricted 57,588,571 of common stock at a Black Scholes value of $0.158 per share giving a total liability of $9,090,814 and a movement for the three months of $12,024,118. The revised valuation was based on an unrestricted 191,815,170 of common stock at a Black Scholes value of $0.172 per share giving a total liability of $33,044,939 and a movement for the three months of $46,553,865. This gave rise to a net change of $34,529,747 of derivative liability for the quarter.

595,801   Series A preferred shares as at January 1^st, 2012

 (62,500)  Series A preferred shares converted to ordinary shares on February 15, 2013

  21,841   Series A preferred shares were issued to FMS on March 6, 2013

555,142

33

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

(Formerly Green Automotive Company Corporation)

Restated Condensed Consolidated Balance Sheets

March 31, 2013

	Balance Sheets
	as at March 31, 2013
	March 31,		Adjustments		Restated
	(Unaudited)
Total Current Assets	$	397,328	$	-	$	397,328
Property and equipment, net		286,764		-		286,764
Total Assets	$	684,092	$	-	$	684,092
Current Liabilities
Accounts payable and accrued expenses	$	932,603	$	-	$	932,603
Deferred revenue		434,536		-		434,536
Credit facility and other advances		87,125		-		87,125
Derivative liability		9,184,008		23,954,125		33,138,133
Share liability on purchase of NCWI		250,000		-		250,000
Funds received from FMS not converted into Preference Shares		358,552		-		358,552
Sums due to Global Market Advisors		104,100		-		104,100
Accrued value added taxes		37,543		-		37,543
Sums due to global trade finance		25,000		-		25,000
Lease payable		11,347		-		11,347
Other payables		38,210		-		38,210
Total Current Liabilities		11,463,024		23,954,125		35,417,149
Total Long-term Liabilities		411,545		-		411,545
Total Liabilities		11,874,569		23,954,125		35,828,694
Contingencies		-		-		-
Stockholder's Deficit
Preferred stock, Class A Convertible Preferred Stock 100,000,000 shares authorized at March 31, 2013, $.001 par value, 855,142 shares issued and outstanding at March 31, 2013.		855		-		855
Preferred Stock, Class B Preferred Stock, 10,000,000 shares authorized at March 31, 2013, $.001 par value, 0 shares issued and outstanding at March 31, 2013.		-		-		-
Common stock, 900,000,000 shares authorized $.001 par value, 345,524,514 and shares issued and outstanding at March 31, 2013.		345,524		-		345,524
Additional paid-in capital		20,967,575		-		20,967,575
Accumulated other comprehensive loss		(13,379)		-		(13,379)
Accumulated deficit		(32,491,052)		(23,954,125)		(56,445,177)
Total Stockholder's Deficit		(11,190,477)		(23,954,125)		(35,144,602)
Total Liabilities and Stockholders' Deficit	$	684,092	$	-	$	684,092
Accumulated deficit
Opening  2012		(36,044,022)		(58,483,872)		(94,527,894)
Comprehensive Income for 2013		3,552,970		34,529,747		38,082,717
Closing		(32,491,052)		(23,954,125)		(56,445,177)

34

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

(Formerly Green Automotive Company Corporation)

Restated Condensed Consolidated Statements of Operations

For The Three Months Ended March 31, 2013

Unaudited

	3 Months ended March 31, 2013
	As Reported		Adjustments		Restated
Gross profit		139,549				139,549
Operating expenses
Depreciation and amortization		8,876				8,876
Loss on disposal of equipment		12,516				12,516
Stock based compensation		-		214,286		214,286
General and administrative		700,434		(214,286)		486,148
		721,826				721,826
(Loss) before other expenses		(582,277)		-		(582,277)
Other income (expenses)
Change in fair value of derivative liability		4,160,792		34,529,747		38,690,539
Gain on conversion of debt to stock		40,749		-		40,749
Loss on conversion of preferred shares		(20,375)		-		(20,375)
Interest expense		(45,919)		-		(45,919)
		4,135,247		34,529,747		38,664,994
Profit before income taxes		3,552,970		34,529,747		38,082,717
Income taxes		-		-		-
						-
Net income	$	3,552,970	$	34,529,747	$	38,082,717
Net income per share (basic)	$	0.01			$	0.11
Net income per share (diluted)	$	0.01			$	0.07
Weighted average shares outstanding (basic)		335,037,991		(233,034)		334,804,957
Weighted average shares outstanding (diluted)		638,827,910		(88,664,871)		550,163,039

35

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

(Formerly Green Automotive Company Corporation)

Restatement Condensed Consolidated Statements of Cash Flows

For The Quarter Ended March 31, 2013

	3 Months ended March 31, 2013
	As Reported		Adjustments		Restated
	(Unaudited)
OPERATING ACTIVITIES:
Net income (loss)	$	3,552,970	$	34,529,747	$	38,082,717
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization		8,876		-		8,876
Loss on conversion of Preferred Shares		20,375		-		20,375
Loss on disposal of assets		12,516		-		12,516
(Gain)/loss on conversion of debt to stock		(40,749)		-		(40,749)
Change in fair value of derivative liability		(4,160,792)		(34,529,747)		(38,690,539)
Share based compensation		214,286		-		214,286
Changes in assets and liabilities:						-
Accounts receivable		6,848		-		6,848
Inventories		(96,781)		-		(96,781)
Other assets		(19,917)		-		(19,917)
Prepaid expenses		(48,505)		-		(48,505)
Accounts payable and accrued expenses		(1,275)		-		(1,275)
Deferred revenue		12,354		-		12,354
Net cash (used in) operating activities		(539,794)		-		(539,794)
Net cash provided by investing activities		(142,328)		-		(142,328)
Net cash provided by financing activities		525,297		-		525,297
Effect of change in exchange rate on cash		107,495		-		107,495
Net (decrease) / increase in cash		(49,330)		-		(49,330)
CASH AT BEGINNING PERIOD		87,325		-		87,325
CASH AT END OF PERIOD	$	37,995	$	-	$	37,995
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest	$	-	$	-	$	-
Cash paid for income taxes	$	-	$	-	$	-
NON-CASH INVESTING AND FINANCING TRANSACTIONS
Share based compensation	$	214,286	$	-	$	214,286
Common shares issued in exchange for preferred shares	$	7,883,630	$	-	$	7,883,630
Common shares issued to settle liabilities	$	-	$	-	$	-
Preferred shares issued to settle debt	$	180,188	$	-	$	180,188

36

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

(Formerly Green Automotive Company Corporation)

Restated Condensed Consolidated Statements of Operations

For The Three Months Ended March 31, 2012

Unaudited

	3 Months ended March 31, 2012
	As Reported		Adjustments		Restated
Loss before other expenses	$	(684,160)	$	-	$	(684,160)
Other income (expenses)
Change in fair value of derivative liability		-		(7,979)		(7,979)
Gain on conversion of debt to stock		430,689		-		430,689
Interest expense		(379)		-		(379)
		430,310		(7,979)		422,331
Profit / (loss) before income taxes		(253,850)		(7,979)		(261,829)
Income taxes		-		-		-
						-
Net income / (loss)	$	(253,850)	$	(7,979)	$	(261,829)
Net income / (loss) per share  Basic	$	(0.00)			$	(0.00)
Net income / (loss) per share  Diluted	$	(0.00)			$	(0.00)
Weighted average shares		272,838,022		-		272,838,022
Weighted average shares (fully diluted)		420,632,665		-		420,632,665

37

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

(Formerly Green Automotive Company Corporation)

Restatement Condensed Consolidated Statements of Cash Flows

For The Quarter Ended March 31, 2012

	3 Months ended March 31, 2012
	As Reported		Adjustments		Restated
	(Unaudited)
OPERATING ACTIVITIES:
Net loss	$	(253,850)	$	(7,979)	$	(261,829)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization		133,861		-		133,861
(Gain)/loss on conversion of debt to stock		430,689		-		430,689
Change in fair value of derivative liability		-		7,979		7,979
Changes in assets and liabilities:
Accounts receivable		(385,953)		-		(385,953)
Net cash (used in) operating activities		(75,253)		-		(75,253)
Net cash provided by investing activities		-		-		-
Net cash provided by financing activities		89,310		-		89,310
Effect of change in exchange rate on cash		-		-		-
Net  (decrease) / increase in cash		14,057		-		14,057
CASH AT BEGINNING PERIOD		906		-		906
CASH AT END OF PERIOD	$	14,963	$	-	$	14,963
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest	$	-	$	-	$	-
Cash paid for income taxes	$	-	$	-	$	-
NON-CASH INVESTING AND FINANCING TRANSACTIONS
Common shares issued to settle liabilities	$	430,689	$	-	$	430,689

38

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

(Formerly Green Automotive Company Corporation)

Restated Consolidated Balance Sheet

December 31, 2012

	Balance Sheets
	as at December 31, 2012
	December 31,		Adjustments		Restated
Current Assets
Total Assets	$	463,697	$	-	$	463,697
Current Liabilities
Accounts payable and accrued expenses		872,086		-		872,086
Due to related parties		-		-		-
Deferred revenue		422,182		-		422,182
Current portion of notes payable		-		-		-
Credit facility and other advances		73,916		-		73,916
Derivative liability		21,248,804		58,483,872		79,732,676
Shares owed to Carter Read on purchase of NCI		250,000		-		250,000
Funds received from FMS not converted into Preference Shares		120,102		-		120,102
Sums due to Global market Advisors		104,100		-		104,100
Value added Taxes owed		39,944		-		39,944
Sums due to Equity Market D		25,000		-		25,000
Lease creditor		15,062		-		15,062
Sundry Creditors		27,474		-		27,474
Total Current Liabilities		23,198,670		58,483,872		81,682,542
Total Long-term Liabilities		384,507		-		384,507
Total Liabilities		23,583,177		58,483,872		82,067,049
Contingencies		-		-		-
Stockholder's Deficit
Preferred stock, Class A Convertible Preferred Stock 100,000,000 shares authorized at December 31, 2012 and 895,801 shares issued and outstanding at December 31, 2012.		896		-		896
Preferred Stock, Class B Preferred Stock, 10,000,000 shares authorized at December 31, 2012 respectively, $.001 par value, 0 shares issued and outstanding at December 31, 2012.		-		-		-
Common stock, 900,000,000 shares authorized $.001 par value and 324,551,468 shares issued and outstanding at December 31, 2012.		324,551		-		324,551
Additional paid-in capital		12,710,403		-		12,710,403
Accumulated other comprehensive loss		(111,308)		-		(111,308)
Accumulated deficit		(36,044,022)		(58,483,872)		(94,527,894)
Total Stockholder's Deficit		(23,119,480)		(58,483,872)		(81,603,352)
Total Liabilities and Stockholders' Deficit	$	463,697	$	-	$	463,697
Accumulated deficit
Opening  2012		(5,621,179)		(4,358,761)		(9,979,940)
Comprehensive Loss for 2012		(30,422,843)		(54,125,111)		(84,547,954)
Closing		(36,044,022)		(58,483,872)		(94,527,894)

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ITEM 2

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

This Quarterly Report on Form 10-Q of Green Automotive Company for the period ended March 31, 2013 contains forward-looking statements, principally in this Section and “Business.” Generally, you can identify these statements because they use words like “anticipates,” “believes,” “expects,” “future,” “intends,” “plans,” and similar terms. These statements reflect only our current expectations. Although we do not make forward-looking statements unless we believe we have a reasonable basis for doing so, we cannot guarantee their accuracy and actual results may differ materially from those we anticipated due to a number of uncertainties, many of which are unforeseen, including, among others, the risks we face as described in this filing. You should not place undue reliance on these forward-looking statements which apply only as of the date of this annual report. To the extent that such statements are not recitations of historical fact, such statements constitute forward-looking statements that, by definition, involve risks and uncertainties. In any forward-looking statement where we express an expectation or belief as to future results or events, such expectation or belief is expressed in good faith and believed to have a reasonable basis, but there can be no assurance that the statement of expectation of belief will be accomplished.

We believe it is important to communicate our expectations to our investors. There may be events in the future; however, that we are unable to predict accurately or over which we have no control. The risk factors listed in this filing, as well as any cautionary language in this annual report, provide examples of risks, uncertainties and events that may cause our actual results to differ materially from the expectations we describe in our forward-looking statements. Factors that could cause actual results or events to differ materially from those anticipated, include, but are not limited to: our ability to successfully obtain financing for product acquisition; changes in product strategies; general economic, financial and business conditions; changes in and compliance with governmental regulations; changes in various tax laws; and the availability of key management and other personnel.

Overview

We are involved in a number of advanced research programs for developing next generation electric vehicle (“EV”) solutions, primarily in the bus, limousine, and large SUV markets.

History and Development of the Company

We are a corporation originally organized under the laws of the State of Delaware in 1996, but re-incorporated in Nevada effective June 3, 2011.  We formerly operated under the name GANAS Corp. (“GANAS”).  Prior to November 2009, GANAS’ objective was to obtain through acquisition and/or merger transactions, assets, which could benefit our shareholders.  Effective November 4, 2009, GANAS acquired Go Green USA LLC, a Nevada limited liability company organized on April 28, 2009 (“Go”), in a share exchange transaction pursuant to which newly issued shares of GANAS common stock were issued in exchange for all of the issued and outstanding membership interests of Go (the “Go Merger”).  The Go Merger resulted in GANAS issuing 1,436,202.25 shares of its common stock with par value $0.001 for each 1% membership interest in Go, following which GANAS changed its name to Green Automotive Company Corporation.  Effective September 30, 2011, we effected a Change of Domicile, re-incorporating in Nevada and simplifying our name to Green Automotive Company, among other things (the “Re-Incorporation”).

In August 2009, prior to the Go Merger, Go entered into a Memorandum of Understanding with a subsidiary of  Zotye Holding Group, a Chinese automotive manufacturer (collectively, “Zotye”) which, on January 29, 2010, was reduced to a definitive Exclusive Agreement of Distribution and Service between the Issuer and Zotye (the “Zotye Agreement”).  On July 20, 2010, the Zotye Agreement was amended and restated “between the Issuer and Yongkang Titan Imp. & Exp. Co., Ltd., a reported subsidiary of Zotye,” and then on December 21, 2010, the Zotye Agreement was further amended and restated between the Issuer and Zhejiang Titan Imp. & Exp. Co., Ltd., another reported Zotye subsidiary.

On January 29, 2010, following the execution of the Zotye Agreement we changed our primary SIC Code to 5012 for automobiles.

40

Following the Go Merger, and throughout the 2010 and 2011 fiscal years we devoted all of our resources to the homologation of the all-electric Zotye Sport Utility Vehicle (“SUV”) with the intent to import and distribute the SUV throughout the U.S. pursuant to the Zotye Agreement.  However, after taking several SUV’s through the required tests to comply with the standard safety benchmarks required by the U.S. Department of Transportation (“DOT”) and the U.S. Federal Motor Vehicle Safety Standards (“FMVSS”) to determine the safety and US marketability of the SUV, we elected to modify our business plan so as to not be dependent upon one supplier, one product and only one segment of the new all-electric automotive industry, and instead to be involved in two areas of the industry: the import, testing and distribution of foreign and domestic manufactured Eco- friendly passenger vehicles (“Passenger Vehicles”), Municipal Transit Buses, School Buses, Limousines, and Airport and Hotel Shuttle Vans (collectively, “Mass-Transit Vehicles”), and the conversion of conventional internal combustion engine driven vehicles into all-electric powered vehicles (“Conversion Vehicles”), with the medium term goal of becoming the first manufacturer of all-electric Mass-Transit Vehicles and  Conversion Vehicles.

On September 1, 2011, Green Automotive Company entered into a Stock Purchase Agreement and Escrow Agreement with Mark E. Crone (“Crone”) and Bosch Equities, L.P. (“Bosch”), under which we purchased 100% of the outstanding equity of Matter of Time I Co., a Nevada corporation (“MOT”), and extinguished a repayment obligation of MOT totaling $6,000, all in exchange for $30,000.  A copy of this agreement is attached hereto as Exhibit 10.16.

On February 10, 2012, we entered into a Merger Agreement and Plan of Reorganization with Matter of Time I Co., a Nevada corporation (“MOT”) (the “MOT Agreement”).  Under the MOT Agreement, at the closing of the transaction contemplated by the MOT Agreement, MOT dissolved into and became a part of Green Automotive Company, with Green Automotive Company being the surviving corporation and assuming MOT’s status as a reporting issuer under the Securities Exchange Act of 1934, as amended.  On December 14, the transactions contemplated by the MOT Agreement closed (the “Closing”).  A copy of the MOT Agreement is attached hereto as Exhibit 10.5.  As a result of the Closing, MOT was merged out of existence and Green Automotive Company became a reporting issuer under the Securities Exchange Act of 1934, as amended.

On June 28, 2012, we entered into a Stock Exchange Agreement (the “Liberty Agreement”) with Liberty Electric Cars Ltd., an England and Wales private company limited (“LEC”), and its wholly-owned subsidiary LEC 2 Limited, an England and Wales private company limited (“LEC2” and together with LEC, the “LEC Entities”), under which our wholly-owned subsidiary, Liberty Automotive Group, Inc. (formerly GAC EV Motors Inc.), a Nevada corporation (“LAG”) agreed to purchase 100% of the issued and outstanding securities of LEC (the “LEC Shares”), that owns 100% of the issued and outstanding securities of LEC2 (the “LEC2 Shares”) (collectively the “LEC Securities”) in exchange for the transfer of Thirty Nine Million Seven Hundred Forty Two Thousand One Hundred Seventy Eight (39,742,178) shares of our common stock held by LAG to the LEC Shareholders.  These shares represent approximately 8.19% of our outstanding voting control.  This transaction closed on July 23, 2012.  As a result of this transaction, through LEC, we design and develop electric vehicle drive solutions for use in LEC’s own converted vehicles and for sale to original equipment manufacturers (OEMs) for incorporation into their production, as well as in the aftermarket maintenance market for EV vehicles.

On October 12, 2012, we entered into an Acquisition and Stock Exchange Agreement (the “NCWI Agreement”) with Newport Coachworks, Inc., a California corporation (“NCWI”), under which we agreed to purchase 100% of the issued and outstanding securities of NCWI (the “NCWI Shares”) from Mr. Carter Read, NCWI’s sole shareholder, in exchange for the transfer of Five Million (5,000,000) shares of our common stock due at the closing of the transaction (the “GACR Closing Shares”), and up to an additional Twenty Two Million (22,000,000) shares of our common stock (the “GACR Additional Shares” and together with the GACR Closing Shares, the “GACR Shares”) to vest as follows:  upon NCWI obtaining bona fide, binding purchase orders, with a cash down payment standard in the industry to NCWI, from third party purchasers requiring NCWI to manufacturer Sixty (60) buses with compressed natural gas engines at NCWI’s manufacturing facility (each a “Qualified Purchase Order”) within the first twelve (12) months following the payment of one-half of the initial forecasted funding of $500,000.  As discussed below, GACR will issue Mr. Read up to all of the GACR Additional Shares, which shares will either be kept in escrow and distributed, or kept in treasury and issued, to Mr. Read within ten (10) days of the end of each calendar quarter pro rata with the number of Qualified Purchase Orders received by NCWI for the applicable calendar quarter (the “NCWI Transaction”).  The determination as to whether the shares will be issued and held in escrow or kept in treasury will be determined by the Parties in good faith and has not been determined to date.  The GACR Shares, if all issued, currently represent approximately 7.6% of our outstanding common stock.  This transaction closed on October 12, 2012.  As a result of this acquisition we are in the business, through NCWI, of bus and limousine manufacturing.

41

Overview of Electric Vehicle Market

The market for electric vehicles is growing rapidly, driven primarily by government incentives and the fuel costs for traditional vehicles.  With most major OEM’s now launching electric vehicles the general consensus is that EV’s will eventually replace traditional fossil fuel vehicles, the only question is “how quickly”. Industry analysts Frost and Sullivan’s research (2010) indicated that circa 20% of the market for EV’s will be satisfied by new entrants rather than traditional automotive OEM’s.  Indeed, Tesla’s rise to market value ($2.3bn based on the sale of just 1,500 cars worldwide in 2011) shows what new entrants can achieve.  Electric cars in all categories are forecasted to reach sales of 3.8m units annually by 2020 (Pike Research 2012), with electric trucks forecasted to reach annual sales of 100,000 units globally (Pike research 2011) (excluding buses and coaches).  The development of infrastructure for charging EV’s lags the introduction of vehicles, and as such, the main initial market will be for EV’s that regularly drive the same or similar routes (delivery vehicles, school buses, shuttle buses etc.).  These vehicles, which return to base regularly, and can therefore be charged easily, represent the vanguard of EV adoption.  As infrastructure for charging becomes better and more readily available, coupled with a reduction in component costs driven by volume growth and technology development, then adoption by the public for personal use should increase. The market features two types of products: “ground up” electric vehicles (Renault Zoe, Modec truck, Tesla sports car) and converted product (Smiths Electric Trucks, Azure E Connect).  Converted vehicles are quicker to market and remove the need to design an entire vehicle.  Adoption of EV’s in the business-to-business segment is driven by a number of factors: pollution and emission reduction; lower fuel costs; legislation; incentives; health issues; driver satisfaction; noise reduction and total cost of ownership benefits.

Results of Operations for the Three Months Ended March 31, 2013 and March 31, 2012

Summary of Results of Operations

	Three Months Ended March 31,
	2013		2012
Revenue	$	218,396	$	-
Cost of goods sold		78,847		-
Operating expenses:
General and administrative		486,148		119,610
Stock based compensation		214,286		-
Loss on disposal of fixed assets		12,516		-
Amortization and depreciation		8,876		133,861
Total operating expenses		721,826		253,471
Operating income		(582,277)		(253,471)
Other Income (Expenses)
Change in fair value of derivative liability		38,690,539		(7,979)
Gain / (loss) on conversion of debt to stock		40,749		-
Loss in conversion of preferred shares		(20,375)		-
Interest expense		(45,919)		(379)
Net income (loss)	$	38,082,717	$	(261,829)

Operating Loss; Net Income (Loss)

We had net income of $38,082,717 for the three months ended March 31, 2013, compared to a net loss of ($261,829) for the three months ended March 31, 2012. However, this difference was largely a result of non-cash change in fair value of derivative liabilities primarily related to convertible preferred stock outstanding, and, as a result, our net income of $38,082,717 is not indicative of the results of our operations and should not be viewed as an indicator of our future results. Our management believes our operating loss of $582,277 for the three months ended March 31, 2013, compared to our operating loss of $253,471 for the three months ended March 31, 2012, is a more accurate indicator of our current results, and more in line with what are future quarters will look like until we are successful in generating revenue from our operations.

42

Revenue

Our revenue from the three months ended March 31, 2013 was $218,396 compared to $0 for the three months ended March 31, 2012.  All of our revenue was derived from the operations of our subsidiary, Liberty Electric Cars Ltd.  This revenue was the result of E-tech consulting work and E-care servicing work.

Cost of Goods Sold

Our cost of goods sold for the three months ended March 31, 2013 were $78,847, compared to $0 for the same period one year ago.  Since we did not have any revenues for the three months ended March 31, 2012, we did not have any cost of goods sold for that period.  The cost of goods sold for the three months ended March 31, 2013 all related to the revenues generated from LEC.  Since the revenues from LEC primarily related to the provisions of workshop servicing or consultancy services our cost of goods sold were a low percentage of revenue.  As Newport Coachworks starts to manufacture and sell vehicles, we anticipate our cost of goods sold as a percentage of revenue will greatly increase due to the manufacturing costs related to the bus production being conducted by Newport Coachworks.

General and Administrative Expenses

General and administrative expenses increased by $366,538 to $486,148 for the three months ended March 31, 2013, from $119,610 for the three months ended March 31, 2012, primarily due to the inclusion now of expenses related to Liberty Electric Cars subsidiary start-up costs associated with our Newport Coachworks subsidiary.

Stock based compensation

Stock based compensation increased by $214,286 from $nil in the same three month period in 2012. The stock based compensation expense pertained to the Kodiak agreement.

Depreciation and Amortization

Our expenses related to depreciation and amortization were $8,876 for the three months ended March 31, 2013, compared to $133,861 for the three months ended March 31, 2012.  The decrease was attributable to certain assets, mainly the long-lived assets of Green Automotive Company, becoming fully amortized.

Change in Fair Value of Derivative Liability

During the three months ended March 31, 2013, we had a change in fair value of derivative liability of $38,690,539 mainly related to the issuance of the Series A Preferred Stock and Liberty’s convertible notes, compared to ($7,979) for the three months ended March 31, 2012.

Interest Expense; Net

Interest expense, net increased to $45,919 for the three months ended March 31, 2013, compared to $379 for the three months ended March 31, 2012.  In the three months ended March 31, 2013 our interest expenses includes interest on its notes payable and credit facilities drawn in order to meet its capital and operating requirements.

Loss on Conversion of Preferred Shares

During the three months ended March 31, 2013, we had loss in conversion of preferred shares of $20,375, due to the conversion of some shares of our Series A Preferred Stock in to shares of our common stock during the quarter, compared to $0 for three months ended March 31, 2012.

43

Liquidity and Capital Resources for Three Months Ended March 31, 2013 and 2012

Introduction

During the three months ended March 31, 2013 and 2012, because of our operating losses, we did not generate positive operating cash flows.  Our cash on hand as of March 31, 2013 was $37,995 and our monthly cash flow burn rate is approximately $60,000, excluding professional fees and consultants on an as needed basis.  As a result, we have significant short term cash needs.  These needs are being satisfied through proceeds from the sales of our securities and the issuance of convertible notes.  We currently do not believe we will be able to satisfy our cash needs from our revenues for some time.

Our cash, current assets, total assets, current liabilities, and total liabilities as of March 31, 2013 compared to December 31, 2012, respectively, are as follows:

	March 31, 2013		December 31, 2012		Change
Cash	$	37,995	$	87,325	$	49,330
Total Current Assets		397,328		299,632		97,696
Total Assets		684,092		463,697		220,395
Total Current Liabilities		35,417,149		81,682,542		(46,265,393)
Total Liabilities	$	35,828,694	$	82,067,049	$	(46,238,355)

Our total assets increased by $220,395 as of March 31, 2013 compared to December 31, 2012. The increase in total assets was primarily attributed to increase in inventory and assets in our Newport Coachworks subsidiary as it ramps up production of buses.

Our current liabilities decreased by $46,265,393 as of March 31, 2013 as compared to December 31, 2012. A large portion of this decrease was due to a decrease in derivative liability of $46,594,543 between the two periods, which is the result of the mark-to-market adjustments for the convertible instruments.

In order to repay our obligations in full or in part when due, we will be required to raise significant capital from other sources.  There is no assurance, however, that we will be successful in these efforts.

Cash Requirements

We had cash available as of March 31, 2013 of $37,995 and $87,325 on December 31, 2012.  Based on our revenues, cash on hand and current monthly burn rate, around $60,000, excluding professional fees and consultants on an as needed basis, we will need to continue borrowing from our shareholders and other related parties, and/or raise money from the sales of our securities, to fund operations.

Sources and Uses of Cash

Operations

We had net cash (used) by operating activities of $(539,794) for the three months ended March 31, 2013, as compared to $(75,253) for the three months ended March 31, 2012. For the period in 2013, the net cash used in operating activities consisted primarily of our net income of $38,082,717, adjusted by the change in fair value of derivative liability of ($38,690,539), share based compensation of $214,286, depreciation and amortization of $8,876, gain on conversion of debt to stock of ($40,749), loss on conversion of preferred shares of $20,375, and gain on disposal of assets of $12,516, plus changes in: inventories of ($96,781), prepaid expenses of ($48,505), other assets of ($19,917), accounts payable and accrued expenses of ($1,275), accounts receivable of $6,848, and deferred revenue of $12,354.

44

Investments

We had net cash provided by investing activities of ($142,328) for the three months ended March 31, 2013 compared to $0 for the three months ended March 31, 2012.  In the three months ended March 31, 2013 the net cash provided by investing activities related mainly to purchase of property and equipment of ($181,749), offset by proceeds from disposal of vehicles of $28,092, and proceeds from disposal of investment of $11,329.

Financing

Our net cash provided by financing activities for the three months ended March 31, 2013 was $525,297, compared to $89,310 for the three months ended March 31, 2012.  For the period in 2013, our financing activities consisted of $418,638 in advances from a related party, $75,000 in increases in advances payable, $36,250 from proceeds from notes payable, and ($4,861) from payments to notes payable.

Off Balance Sheet Arrangements

We have no off balance sheet arrangements.

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ITEM 3

Quantitative and Qualitative Disclosures About Market Risk

As a smaller reporting company, we are not required to provide the information required by this Item.

ITEM 4

Controls and Procedures

(a)

Evaluation of Disclosure Controls Procedures

We maintain disclosure controls and procedures (as defined in Rule 13a-l5(e) under the Exchange Act) that are designed to ensure that information that would be required to be disclosed in Exchange Act reports is recorded, processed, summarized and reported within the time period specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including to our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

As required by Rule 13a-15 under the Exchange Act, our management, including our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2013. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that as of March 31, 2013, and as of the date that the evaluation of the effectiveness of our disclosure controls and procedures was completed, our disclosure controls and procedures were not effective to satisfy the objectives for which they are intended.

(b)

Management’s Report on Internal Controls over Financial Reporting

Our management is responsible for establishing and maintaining effective internal control over financial reporting (as defined in Rule 13a-l5(f) of the Securities Exchange Act). Management assessed the effectiveness of the Company’s internal control over financial reporting as of March 31, 2013. In making this assessment, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). Based on that assessment, management believes that, as of March 31, 2013, the Company’s internal control over financial reporting was ineffective based on the COSO criteria, due to the following material weaknesses listed below.

Insufficient segregation of duties in our finance and accounting functions due to limited personnel. We internally performed all aspects of our financial reporting process, including, but not limited to, access to the underlying accounting records and systems, the ability to post and record journal entries and responsibility for the preparation of the financial statements. Due to the fact these duties were performed by limited personnel, a lack of review was created over the financial reporting process that might result in a failure to detect errors in spreadsheets, calculations, or assumptions used to compile the financial statements and related disclosures as filed with the SEC.

Insufficient corporate governance policies. We have not documented our internal controls.  We have limited policies and procedures that cover the recording and reporting of financial transactions and accounting provisions.  As a result we may be delayed in our ability to calculate certain accounting provisions.  While we believe these provisions are accounted for correctly in the attached audited financial statements our lack of internal controls could lead to a delay in our reporting obligations.  We were required to provide written documentation of key internal controls over financial reporting beginning with our fiscal year ending December 31, 2009.  Management evaluated the impact of our failure to have written documentation of our internal controls and procedures on our assessment of our disclosure controls and procedures and has concluded that the control deficiency that resulted represented a material weakness.

Effective controls over the control environment were not maintained.  Specifically, a formally adopted written code of business conduct and ethics that governs our employees, officers, and directors was not in place.  Additionally, management has not developed and effectively communicated to our employees its accounting policies and procedures.  This has resulted in inconsistent practices.  Further, our Board of Directors does not currently have any independent members and no director qualifies as an audit committee financial expert as defined in Item 407(d)(5)(ii) of Regulation S-K.  Since these entity level programs have a pervasive effect across the organization, management has determined that these circumstances constitute a material weakness.

46

Failure to properly account for our revenue and assets.  We do not have formal procedures in place to regularly review our revenue recognition and impairment of long-lived assets.  As a result, in the past, we did not originally correctly record our revenue and test the impairments of long-lived assets, which caused us to have a high number of audit adjustments proposed by our independent auditor.  If we did not adjust these errors based on the proposals by our independent auditor the magnitude of the resulting misstatements in our financial statements could reasonably be expected to have been material.  As a result, we are currently looking to hire additional personnel with U.S. GAAP experience to assist in the preparation of our financial statements.

These control deficiencies could result in a material misstatement to our interim or annual financial statements that possibly would not be prevented or detected.

When we are financially able, we intend to take appropriate and reasonable steps to make the necessary improvements to remediate these deficiencies and we intend to consider the results of our remediation efforts and related testing as part of our next assessment of the effectiveness of our internal control over financial reporting.

(c)

Changes in Internal Control over Financial Reporting

There was no change in our internal control over financial reporting during the period ended March 31, 2013, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

(d)

Officer’s Certifications

Appearing as an exhibit to this quarterly report on Form 10-Q are “Certifications” of our Chief Executive and Financial Officer. The Certifications are required pursuant to Sections 302 of the Sarbanes-Oxley Act of 2002 (the “Section 302 Certifications”). This section of the quarterly report on Form 10-Q contains information concerning the Controls Evaluation referred to in the Section 302 Certifications. This information should be read in conjunction with the Section 302 Certifications for a more complete understanding of the topics presented.

47

PART II – OTHER INFORMATION

ITEM 1

Legal Proceedings

Our predecessor, Go Green USA, LLC (“Go Green”) was a party defendant, along with other defendants in a civil action filed in Marshall County, West Virginia by Glen Dale Motor Co. and Tomsic Motor Co, Civil Action No. 11-C-104 H.  This undefended and previously unknown action resulted in a default judgment and related judgment order in the amount of $3,717,615 with interest accruing at 7% per annum from and after February 13, 2012.  There is no active effort to enforce this action against Go Green and we believe there are numerous defenses to the asserted judgment and any such enforcement effort.  Moreover, the existence of the liability pre-existed our acquisition of Go Green and its existence was not disclosed as a part of the acquisition. Management has not accrued for this event in the financial statements as its not determinable whether we are liable for this case as Steve Wells is no longer with the company. We expect that if we are properly served and are a proper party to the litigation that the expected loss could be zero to $3,717,615.

On March 22, 2013, we filed an Ex Parte Motion For Temporary Restraining Order against The Barclay Group, one of our shareholders, in the Utah District Court in Salt Lake City, Utah, entitled Green Automotive Company v. The Barclay Group, Inc., et al., Third Judicial District, Salt Lake County, Utah, Case No. 130902103 (the “Utah TRO”) requesting the Court to order GACR’s Transfer Agent to put a Rule 144 Legend on two (2) certificates (representing 1,000,000 shares of GACR Common Stock - the “TBG Shares”) which had been submitted by TBG to MTG Trading (a registered NASD Broker-Dealer) for deposit in “street name” in its brokerage account for future sale into the public market. After a brief hearing on March 22, 2013, the Court, decided there was sufficient evidence presented by GACR to justify a Temporary Restraining Order, and granted GACR's motion.

The following week, on March 27, 2013, the Court held a Hearing with all parties to settle on a form of order for the preliminary injunction requested by GACR, or allow GACR’s Transfer Agent to re-issue the TBG Shares in the name of Cede & Co. (effectively allowing the TBG Shares to be sold as “Free-Trading” shares in the public market).  At the hearing the Court decided to let the Temporary Restraining Order stand, which served to prevent GACR’s transfer agent from re-issuing the TBG Shares “free-trading” in the name of Cede & Co. but left open for additional briefing and consideration the issue of whether the amount of the bond for the injunction should be increased to the difference between the current estimated free market value of the TBG Shares (approximately $250,000) and the value on the day of the Court’s decision. The Court determined that the possible loss to TBG, if it was decided that the TBG Shares should not have been held by GACR’s Transfer Agent and re-legended, was $50,000 and ordered GACR to post a $50,000 bond, which we posted.

On May 9, 2013, the Court issued its Memorandum Decision and Order in favor of GACR request for a Preliminary Injunction to prohibit GACR’s transfer agent from re-issuing TBG Shares without a Rule 144 restrictive legend until such shares were eligible under Rule 144 for the removal of the restrictive legend, which current eligibility is on or about December 24, 2013.  As a result, GACR’s Bond will be canceled.  TBG has the right to appeal the Memorandum Decision and Order.  Additionally, as a result of a subsequent hearing on May 16, 2013, the Court released us from the terms of the Utah TRO which placed restrictions on our ability to issue new shares, so we can now meet pre-TRO agreements and other agreements to which we are a party that require the issuance of shares of our stock.

In the ordinary course of business, we are from time to time involved in various pending or threatened legal actions.  The litigation process is inherently uncertain and it is possible that the resolution of such matters might have a material adverse effect upon our financial condition and/or results of operations.  However, in the opinion of our management, other than as set forth herein, matters currently pending or threatened against us are not expected to have a material adverse effect on our financial position or results of operations.

ITEM 1A

Risk Factors

As a smaller reporting company, we are not required to provide the information required by this Item.

48

ITEM 2

Unregistered Sales of Equity Securities and Use of Proceeds

During the three months ended March 31, 2013, we issued the following unregistered securities:

On or about February 15, 2013, we received a request from First Market Services to convert 62,500 shares of our Series A Convertible Preferred Stock into shares of our common stock.  Pursuant to the Certificate of Designation for our Series A Preferred Stock, our management calculated the number of shares of our common stock to be issued upon the conversion of 62,500 shares of our Series A Convertible Preferred Stock to be 20,437,331 shares, a figure that First Market Services confirmed.  As a result, on February 15, 2013, we issued 20,437,331 shares of our common stock to First Market Services.  The shares contained a standard Rule 144 restrictive legend.  The issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933 since the investor was either accredited or sophisticated and familiar with our operations.

On March 14, 2013, we entered into an Investment Agreement (the "Agreement") with Kodiak Capital Group, LLC ("Kodiak") in order to establish a source of funding for the company.  Under the Agreement, Kodiak will provide us with up to $3,000,000 of funding.  Pursuant to the Agreement, on February 15, 2013, we issued a total of 535,715 shares of our common stock, with 375,000 shares issued in the name of Kodiak and 160,715 shares issued in the name of Colin Manners, a principal of Kodiak, per Kodiak’s instruction.  The shares contained a standard Rule 144 restrictive legend.  The issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933 since the investor was either accredited or sophisticated and familiar with our operations.

On October 29, 2012, Liberty Electric Cars Ltd., our wholly-owned subsidiary (“LEC”), entered into a Purchase and Management Agreement with Metroelectric PLC (“Metroelectric”), under which LEC purchased a 30% ownership interest in Powabyke EV Limited (“Powabyke”) from Metroelectric in exchange for 1,050,000 shares of our common stock.   As a result of the Temporary Restraining Order that was put in place under the Barclay Group litigation detailed above these shares have not been issued, but will be shortly now that the order has been lifted.  The shares contained a standard Rule 144 restrictive legend.  The issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933 since the investor was either accredited or sophisticated and familiar with our operations.

On January 23, 2013, we entered into a Settlement Agreement and General Release by and between us, LEC, on the one hand, and Gary Spaniak (“Spaniak”) and Ron Davis (“Davis”), respectively (the “Settlement Agreements”), under which we and LEC agreed with Spaniak and Davis to settle issues between them related to LEC’s agreement with OicCo Acquisition I Inc., a Delaware corporation (“OicCo”), in exchange for One Million Five Hundred Thousand (1,500,000) shares of our common stock.  As a result of the Temporary Restraining Order that was put in place under the Barclay Group litigation detailed above these shares have not been issued, but will be shortly now that the order has been lifted.  The shares contained a standard Rule 144 restrictive legend.  The issuances were exempt from registration pursuant to Section 4(2) of the Securities Act of 1933 since the investors were either accredited or sophisticated and familiar with our operations.

If our stock is listed on an exchange we will be subject to the Securities Enforcement and Penny Stock Reform Act of 1990 requires additional disclosure relating to the market for penny stocks in connection with trades in any stock defined as a penny stock. The Commission has adopted regulations that generally define a penny stock to be any equity security that has a market price of less than $5.00 per share, subject to a few exceptions which we do not meet. Unless an exception is available, the regulations require the delivery, prior to any transaction involving a penny stock, of a disclosure schedule explaining the penny stock market and the risks associated therewith.

ITEM 3

Defaults Upon Senior Securities

During the period covered by this report there were no events which are required to be reported under this Item.

ITEM 4

Mine Safety Disclosures

During the period covered by this report there were no events which are required to be reported under this Item.

49

ITEM 5

Other Information

On March 14, 2013, we entered into an Investment Agreement (the "Agreement") with Kodiak Capital Group, LLC ("Kodiak") in order to establish a source of funding for the company.

Under the Agreement, Kodiak will provide us with up to $3,000,000 of funding.  During the term of the Agreement, we may request an investment from Kodiak by delivering a “put notice” to Kodiak notifying Kodiak of our intent to sell shares of our common stock to Kodiak in exchange for a purchase price.  The purchase price for the common stock identified in the put notice is equal to eighty percent (80%) of the lowest closing bid price of our common stock in the five (5) trading days after the put notice.  Once the shares have been determined under a put notice and have been delivered to Kodiak, then Kodiak will be obligated to purchase the shares for the purchase price. We are under no obligation to submit any put notices under the Agreement.  Kodiak is only obligated to purchase the shares if a Registration Statement registering the shares has been declared effective by the Securities and Exchange Commission.

There is no minimum amount we can request in a put notice at any one time.  The maximum amount we can request in a put notice at any one time is the full $3,000,000.  Notwithstanding the above, in no event shall Kodiak be required to purchase shares if, when  added to the number of shares of our common stock beneficially owned by Kodiak at that time, it would cause Kodiak to own more than 4.99% of our outstanding common stock.

The Agreement will be terminated:

·

When Kodiak has purchased $3,000,000 of our common stock under the Agreement;

·

Twelve months after a Registration Statement registering the  shares under the Agreement becomes effective with the Securities and Exchange Commission; or

·

Upon written notice by us to Kodiak.

The Agreement may be terminated:

·

In the  event  that  either  party  commits a  material  breach of the Agreement; or

·

Either party becomes insolvent.

In connection with the Agreement, we:

·

Issued Kodiak 535,715 shares of our common stock, restricted in accordance with Rule 144; and

·

Paid Kodiak $15,000 as a document preparation fee.

Pursuant to the Agreement  each of the parties will  indemnify one another and the respective  party's  shareholders,  officers,  directors,  employees and agents  from and  against  any  actions  arising from the other party's  breach of the Agreement.

50

ITEM 6

Exhibits

3.1 (1)	Articles of Incorporation of Green Automotive Company, filed June 3, 2011
3.2 (1)	Articles of Merger of Green Automotive Company, filed October 19, 2011
3.3 (1)	Articles of Merger between Green Automotive Company and Matter of Time I Co., filed December 13, 2012
3.4 (1)	Amended and Restated Bylaws of Green Automotive Company
10.1 (1)	Advisory Agreement by and between Green Automotive Company and Global Market Advisors, Inc. dated July 19, 2010
10.2 (1)	Credit Agreement by and between Green Automotive Company and Global Trade Finance, Inc. dated January 1, 2012
10.3 (1)	Settlement, General Release and Conversion Agreement by and between Green Automotive Company and Global Trade Finance, Inc. dated June 30, 2012
10.4 (1)	Assignment Agreement by an between Green Automotive Company and Investment Finance IFC Ltd. Dated January 27, 2012
10.5 (1)	Merger Agreement and Plan of Reorganization by and between Green Automotive Company and Matter of Time I Co. dated February 10, 2012 and completed December 12, 2012.
10.6 (1)	Stock Exchange Agreement by and between Green Automotive Company and Liberty Electric Cars Ltd. Dated June 28, 2012
10.7 (1)	Amendment No. 1 to Stock Exchange Agreement by and between Green Automotive Company and Liberty Electric Cars Ltd. Dated December 4, 2012
10.8 (1)	Stock Purchase Agreement by and between Green Automotive Company and First Market Services dated June 29, 2012
10.9 (1)	Acquisition and Stock Exchange Agreement by and between Green Automotive Company and Newport Coachworks, Inc. dated October 12, 2012
10.10 (1)	Amended and Restated Independent Contractor Agreement by and between Liberty Electric Cars Ltd. And Ian Hobday dated December 4, 2012
10.11 (1)	Amended and Restated Independent Contractor Agreement by and between Liberty Electric Cars Ltd. And Darren West dated December 4, 2012
10.12 (1)	Employment Agreement by and between Newport Coachworks, Inc. and Carter Read dated October 2012
10.13 (1)	Distribution Agreement by and between Newport Coachworks, Inc. and Don Brown Bus Sales, Inc. dated November 1, 2012
10.14 (1)	Employment Agreement with Mark Aubry dated December 17, 2012
10.15 (1)	Stock Purchase Agreement by and between Green Automotive Company and First Market Services dated November 20, 2012
10.16 (1)	Stock Purchase Agreement by and between Green Automotive Company and Mark E. Crone and Bosch Equities, LP dated September 1, 2011

51

10.17 (1)	Exchange Agreement by and between Green Automotive Company and Investment Finance Company IFC Limited dated March 31, 2012
10.18 (2)	Investment Agreement with Kodiak Capital Group, LLC dated March 14, 2013
10.19 (2)	Registration Rights Agreement with Kodiak Capital Group, LLC dated March 14, 2013
23.1 (1)	List of Subsidiaries
31.1	Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer (filed herewith)
31.2	Rule 13a-14(a)/15d-14(a) Certification of Chief Accounting Officer (filed herewith)
32.1	Section 1350 Certification of Chief Executive Officer (filed herewith).
32.2	Section 1350 Certification of Chief Accounting Officer (filed herewith).
101.INS **	XBRL Instance Document
101.SCH **	XBRL Taxonomy Extension Schema Document
101.CAL **	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF **	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB **	XBRL Taxonomy Extension Label Linkbase Document
101.PRE **	XBRL Taxonomy Extension Presentation Linkbase Document

* Filed herewith.

** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

(1)

Incorporated by reference from our Current Report on Form 8-K filed with the Commission on December 20, 2012.

(2)

Incorporated by reference from our Current Report on Form 8-K filed with the Commission on March 19, 2013.

52

SIGNATURES

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

	Green Automotive Company a Nevada corporation
Dated:   December 31 , 2013		/s/ Ian Hobday
	By:	Ian Hobday
	Its:	Chief Executive Officer

53

EX-31

EXHIBIT 31.1

Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer

I, Ian Hobday, certify that:

1.

I have reviewed this Third Amended Quarterly Report on Form 10-Q/A of Green Automotive Company;

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(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exhibit 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(s) 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.

Dated:  December 31, 2013
		/s/ Ian Hobday
	By:	Ian Hobday
	Its:	Chief Executive Officer

EX-31

EXHIBIT 31.2

Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer

I, Darren West, certify that:

1.

I have reviewed this Third Amended Quarterly Report on Form 10-Q/A of Green Automotive Company;

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(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exhibit 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(s) 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.

Dated: December 31, 2013
		/s/ Darren West
	By:	Darren West
	Its:	Chief Financial Officer

EX-32

EXHIBIT 32.1

CERTIFICATION PURSUANT TO 18 USC, SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Third Amended Quarterly Report of Green Automotive Company (the “Company”) on Form 10-Q/A for the quarter ended March 31, 2013, as filed with the Securities and Exchange Commission on or about the date hereof (the “Report”), I, Ian Hobday, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Sec. 906 of the Sarbanes-Oxley Act of 2002, that:

(1)

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

(2)

Information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated:  December 31, 2013
		/s/ Ian Hobday
	By:	Ian Hobday
	Its:	Chief Executive Officer

A signed original of this written statement required by Section 906 has been provided to Green Automotive Company and will be retained by Green Automotive Company and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32

EXHIBIT 32.2

CERTIFICATION PURSUANT TO 18 USC, SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906

 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Third Amended Quarterly Report of Green Automotive Company (the “Company”) on Form 10-Q/A for the quarter ended March 31, 2013, as filed with the Securities and Exchange Commission on or about the date hereof (the “Report”), I, Darren West, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Sec. 1350, as adopted pursuant to Sec. 906 of the Sarbanes-Oxley Act of 2002, that:

(1)  

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

(2)  

Information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated:  December 31, 2013
		/s/ Darren West
	By:	Darren West
	Its:	Chief Financial Officer

A signed original of this written statement required by Section 906 has been provided to Green Automotive Company and will be retained by Green Automotive Company and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Funds Received from FMS Note Converted into Preference Shares

3 Months Ended

Mar. 31, 2013

Funds Received From Fms Note Converted Into Preference Shares

Funds Received from FMS Note Converted into Preference Shares

11. FUNDS RECEIVED FROM FMS NOT CONVERTED INTO PREFERENCE SHARES

During the year 2011 and through December 21, 2011, the Company borrowed a total of $1,139,670 from FMS under the Agreement., all advances were supported individually by a Convertible Preferred Note (“CPN”), the notes bore interest at 18% per annum and were convertible into the Company’s common stock at the rate of 0.05 limited to a ceiling of 4.99% of total outstanding shares on date of conversion.

On December 21, 2011, the Company and FMS entered into the Settlement & Conversion Agreement (“SCA”) whereby the parties agreed that FMS should forgive all amounts owed from the Company under the agreement including the accrued interest of $66,280 as documented under the individual CPN for a total of $1,205,950 in consideration the Company issued to FMS 500,000 shares of the Company’s restricted no par value Series A Convertible Preferred Stock (“CPS”) (see Note 10). The CPS is convertible into Company’s common stock in accordance with the following formula:

No. of common shares to be issued upon conversion of CPS =

No. of common stock outstanding on date of conversion x 0.000001 x No. of preferred shares being converted.

The Company has received advances during the three months ended March 31, 2013 in the amount of $418,639. These advances were made directly from the major shareholder. These advances are due upon demand and do not bear any interest. The Company converted $180,188 of the advances in the first quarter of 2013 to 21,841 shares of the Company’s preferred stock at $8.25 per share. At March 31, 2013 $358,552 had not been converted into preferred shares.

XML

Sums Due to Global Trade Finance (Details Narrative) (USD $)	3 Months Ended
	Mar. 31, 2013	Jun. 30, 2012
Sums Due To Global Trade Finance
Credit facilities, maximum borrowing capacity	$ 250,000
Credit facilities, current borrowings		79,000
Credit facilities, interest rate during period	8.00%
Credit facilities, conversion of line of credit	79,000
Credit facilities, stock issued during period	1,500,000
Credit facilities, gain / loss on recourse of debt	$ 4,000

XML

Condensed Consolidated Statements of Operations (Unaudited) (USD $)	3 Months Ended
	Mar. 31, 2013	Mar. 31, 2012
Income Statement [Abstract]
Revenues	$ 218,396	$ 0
Cost of Goods Sold	78,847	0
Gross Profit	139,549	0
Operating Expenses
Depreciation and amortization	8,876	133,861
Loss on disposal of equipment	12,516	0
Stock based compensation	214,286	0
General and administrative	486,148	119,610
Total Operating Expenses	721,826	253,471
(Loss) before other expenses	(582,277)	(253,471)
Other income (expenses)
Change in fair value of derivative liability	38,690,539	(7,979)
Gain on conversion of debt to stock	40,749	0
Loss on conversion of preferred shares	(20,375)	0
Interest expense	(45,919)	(379)
Total Other Expenses	38,664,994	(8,358)
Profit / (loss) before income taxes	38,082,717	(261,829)
Income taxes	0	0
Net income / (loss)	$ 38,082,717	$ (261,829)
Net income / (loss) per share - Basic	$ 0.11	$ 0.00
Net income / (loss) per share - Diluted	$ 0.07	$ 0.00
Weighted average shares outstanding - Basic	334,804,957	272,838,022
Weighted average shares outstanding - Diluted	550,163,039	420,632,665

XML

Acquisitions

3 Months Ended

Mar. 31, 2013

Business Combinations [Abstract]

Acquisitions

4. ACQUISITIONS (as Restated)

On June 28, 2012, we entered into a Stock Exchange Agreement (the “Agreement”) with Liberty Electric Cars Ltd., an England and Wales private company limited (“LEC”), and its wholly-owned subsidiary LEC 2 Limited, an England and Wales private company limited (“LEC2” and together with LEC, the “LEC Entities”), under which our wholly-owned subsidiary, Liberty Automotive Group, Inc. (formerly GAC EV Motors Inc.), a Nevada corporation (“LAG”) agreed to purchase 100% of the issued and outstanding securities of LEC Entities in exchange for Thirty Nine Million Seven Hundred Forty Two Thousand One Hundred Seventy Eight (39,742,178) shares of our common stock held by LAG to the LEC Shareholders. The Company valued the common shares at $0.05 per share based on price paid in similar transactions involving the Company’s common stock. These shares represent approximately Ten percent (10%) of our outstanding voting control. This transaction closed on July 23, 2012.

Additionally, pursuant to the Agreement, we issued to GAC Automotive Services, Inc., a Nevada corporation and one of our wholly-owned subsidiaries (“GAC Auto”) Ten Million (10,000,000) shares of Series B Convertible Preferred Stock (the “Series B Shares”). The issuance of the Series B shares to GAC Auto is not part of the purchase price of the LEC Entities and is not compensation to the LEC Entities or LEC Shareholders, but is reserved for issuance to certain entities that LEC and/or LEC2 have been in negotiations with at the time of execution of the Agreement if those entities and/or assets are purchased by us or our subsidiaries. The determination as to when and if to transfer the Series B Shares from GAC Auto to a selling party must be approved by our Board of Directors. The Series B Preferred Stock have been eliminated on consolidation and are reflected as treasury shares.

As part of the Agreement, the Company issued 300,000 shares of restricted preferred stock to two LEC Directors as a covenant not to compete. The preferred shares are fully forfeitable in the event the Directors terminated their employment before the third year anniversary. Additionally, these preferred shares were valued at $5 per share and were recorded as part of purchase price. The Company valued the preferred shares at $5.00 per share based on price paid in similar transactions involving the Company’s preferred stock.

Contemporaneously with the Agreement, we entered into a Stock Purchase Agreement No.1 (the “Stock Agreement”) with First Market Services, a Nevada corporation (“FMS”), under which we may sell up to One Hundred Twenty Thousand (120,000) shares of our Series A Preferred Stock (the “Series A Shares”) for the purchase price of Five Dollars ($5) per share. Pursuant to the Stock Agreement, FMS has the right to purchase the Series A Shares in increments of One Thousand Dollars ($1,000) with a minimum purchase of Fifty Thousand Dollars ($50,000) per month for a minimum of twelve (12) months, with Forty Thousand Dollars ($40,000) being earmarked for the LEC Entities to fund their operations and growth, and Ten Thousand Dollars ($10,000) being earmarked to fund the costs associated with the Company being a public company.

On October 12, 2012, we entered into an Acquisition and Stock Exchange Agreement (the “NCWI Agreement”) with Newport Coachworks, Inc., a California corporation (“NCWI”), under which we agreed to purchase 100% of the issued and outstanding securities of NCWI (the “NCWI Shares”) from Mr. Carter Read, NCWI’s sole shareholder, in exchange for the transfer of Five Million (5,000,000) shares of our common stock (The Company valued the common shares at $0.05 per share based on price paid in similar transactions involving the Company’s common stock) due at the closing of the transaction (the “GACR Closing Shares”), and up to an additional Twenty Two Million (22,000,000) shares of our common stock (the “GACR Additional Shares” and together with the GACR Closing Shares, the “GACR Shares”) to vest as follows: upon NCWI obtaining bona fide, binding purchase orders, with cash down payment standard in the industry to NCWI, from third party purchasers requiring NCWI to manufacturer Sixty (60) buses with compressed natural gas engines at NCWI’s manufacturing facility (each a “Qualified Purchase Order”) within the first twelve (12) months following the payment of one-half of the initial forecasted funding ($500,000). As discussed below, GACR will issue Mr. Read up to all of the GACR Additional Shares, which shares will either be kept in escrow and distributed, or kept in treasury and issued, to Mr. Read within ten (10) days of the end of each calendar quarter pro rata with the number of Qualified Purchase Orders received by NCWI for that quarter.

The determination as to whether the shares will be issued and held in escrow or kept in treasury will be determined by the Parties in good faith and has not been determined to date. The GACR Shares, if all issued, would currently represent approximately 7.6% of our outstanding common stock. This transaction closed on October 12, 2012.

As noted above, we have a financing obligation to NCWI under the NCWI Agreement under which we are agreed to provide up to One Million Dollars ($1,000,000) to NCWI pursuant to the forecasted timeline set forth in the NCWI Agreement. The total funding is made up of $500,000 as the forecasted requirement for initiating an internal combustion engine based bus manufacturing and $500,000 as the forecasted requirement for reaching pre-production stage in electric bus manufacturing. Both parties to the NCWI Agreement agreed that the funding requirements are forecasted amounts which may rise or fall according to business requirements and may be modified by the parties as needed.

The allocation of the purchase price and the estimated fair market values of the assets acquired and liabilities assumed for the LEC and NCWI are shown below.

	LIBERTY ELECTRIC CARS LIMITED		NEWPORT COACHWORKS
Cash	$	149,497	1,000
Notes receivable		212,773	-
Other current assets		492,174	-
Property and equipment, net		197,469	-
Intangible asset (covenant not to compete)		1,500,000	-
Other intangible assets (Goodwill)		2,233,543	249,000
Total assets acquired		4,785,456	250,000
Accounts payable and accrued expenses		446,945	-
Deferred revenue		182,982	-
Notes payable		625,195	-
Other		43,225	-
Total liabilities assumed		1,298,347	-
Net assets acquired	$	3,487,109	250,000
Final Consideration
39,742,178 Common Stock issued for Liberty @ 5 cents		$1,987,109
300,000 Series A Preferred Shares issued @$5		$1,500,000
5,000,000 Common Stock issued for NCI @ 5 cents			$250,000
		$3,487,109	$250,000

The following are unaudited pro-forma results of operations as if the acquisitions has occurred at the beginning of the period for the three months ended March 31, 2013 and 2012:

Pro-forma (unaudited)

	For the three months ended March 31,
	2013		2012
Revenues	$	218,396	$	317,434
Costs of goods sold		78,847		25,337
Gross profit		139,549		292,097
Operating expenses
Depreciation and amortization		8,876		141,227
Loss on disposal of equipment		12,516		-
General and administrative		486,148		547,259
		507,540		688,486
Loss before other expenses		(367,991)		(396,389)
Other income (expenses)
Stock issued in settlement of an agreement		(214,286)		-
Change in fair value of derivative liability		38,690,539		(7,979)
Gain on conversion of debt to stock		40,749		-
Loss on conversion of preferred shares		(20,375)		-
Interest expense		(45,919)		(379)
		38,450,708		(8,358)
Profit / (loss) before income taxes		38,082,717		(404,747)
Income taxes		-		-
Net income / (loss)	$	38,082,717	$	(453,716)
Net income / (loss) per share (basic)	$	0.11	$	(0.00)
Net income / (loss) per share (diluted)	$	0.07	$	(0.00)
Weighted average shares outstanding (basic)		334,804,957		272,838,022
Weighted average shares outstanding (diluted)		550,163,039		420,632,665

The acquisition method of accounting is based on ASC Subtopic 805-10, “Business Combinations,” and uses the fair value concepts defined in ASC Subtopic 820-10, “Fair Value Measurements and Disclosures”. The purchase price for the LEC and NCWI Businesses was allocated to the net tangible and intangible assets based upon their fair values as of the respective acquisition dates. The allocation of the purchase price was based upon a valuation and the estimates and assumptions were subject to change within the measurement period. The excess of the purchase price over the fair values of the net tangible assets and intangible assets, if any, was recorded as goodwill and is generally driven by our expectations of our ability to realize synergies and achieve our strategic growth objectives.

The goodwill recorded in connection with the LEC and NCWI acquisitions were $3,733,543 and $249,000, respectively, on each transaction acquisition date. and was fully written off in year ended December 31, 2012. The impairment arose because of the lowered revenue and cash flow projections.

In accordance with U.S. GAAP, impairment testing for goodwill is performed at least annually. The Company performs its annual impairment test as of December 31. Goodwill is tested for impairment between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying value.

The impairment test for goodwill uses a two-step approach, which is performed at the entity level as the Company has one reporting unit. Step 1 compares the fair value of the reporting unit to its carrying value including goodwill. If the carrying value exceeds the fair value, there is a potential impairment and Step 2 must be performed. Step 2 compares the carrying value of the reporting unit’s goodwill to its implied fair value (i.e., the fair value of the reporting unit less the fair value of the unit’s assets and liabilities, including identifiable intangible assets). If the carrying value of goodwill exceeds its implied fair value, the excess is recorded as an impairment.

The Company performed its annual test of goodwill as of December 31, 2012. The Company determined the fair value of the reporting unit exceeded the carrying value of the reporting unit.

For the quarter ended September 30, 2012, the Company concluded there were indicators of potential goodwill impairment, including the decline in the value of the Company’s revenue recognition. As a result of identifying indicators of impairment, the Company performed an impairment test of goodwill as of December 31, 2012.

In performing Step 1 of the impairment test, the Company estimated the fair value of the reporting unit using the market approach for purposes of estimating the total enterprise value for the Company.

The market approach is based on the guideline publicly traded company method to determine the fair value of the reporting unit. Under this method, market multiples ratios were applied to the reporting unit’s earnings with consideration given to the Company’s size, product offerings, growth, and other relevant factors compared to those of the guideline companies. The guideline companies selected were engaged in the same or a similar line of business as the Company. Market multiples were then selected based on consideration of risk, growth, and profitability differences between the Company and the guideline companies. The selected market multiples were then multiplied by the Company’s earnings streams for the twelve months ended December, 2012 and an annual 2013 forecast, with each given equal weighting, to arrive at an estimate of fair value for the Company.

Based on the above analysis, it was determined that the carrying value of the reporting unit including goodwill exceeded the fair value of the reporting unit, requiring the Company to perform Step 2 of the goodwill impairment test to measure the amount of impairment loss, if any.

In performing Step 2 of the goodwill impairment test, the Company compared the implied fair value of the reporting unit’s goodwill to its carrying value of goodwill. This test resulted in a non-cash, goodwill impairment charge of $3,982,543 which was recognized during the year ended December 31, 2012. This charge had no impact on our cash flows or our compliance with debt covenants.

The following table sets forth the balance of the Company’s goodwill as of December 31, 2011 and September 30 2012:

	December 31, 2011		Additions		Impairments		December 31, 2012
	(in millions)
Goodwill, gross	$	—	$	3,982,543	$	(3,982,543)	$	—
Accumulated impairment losses		—		—		—		—
Total goodwill, net	$	—	$	3,982,543	$	(3,982,543)	$	—

The fair value estimates used in the goodwill impairment analysis required significant judgment. The Company’s fair value estimates for purposes of determining the goodwill impairment charge are considered Level 3 fair value measurements. We based our fair value estimates on assumptions that we believe to be reasonable but that are inherently uncertain, including estimates of future revenues and operating margins and assumptions about the overall economic climate and the competitive environment for our business. Our estimates assume that revenues will decline into the foreseeable future. There can be no assurance that our estimates and assumptions will prove to be accurate predictions of the future. If our assumptions regarding business plans, competitive environments or anticipated operating results are not correct, we may be required to record goodwill impairment charges in future periods.

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Contingencies

3 Months Ended

Mar. 31, 2013

Commitments and Contingencies Disclosure [Abstract]

Contingencies

18. CONTINGENCIES

Our predecessor, Go Green USA, LLC (“Go Green”) was a defendant, along with other defendants in a civil action filed in Marshall County, West Virginia by Glen Dale Motor Co. and Tomsic Motor Co, Civil Action no. 11-C-104 H. This undefended and previously unknown action resulted in a default judgment order in the amount of $3,717,615 with interest accruing at 7% per annum from and after February 13, 2012. There is no active effort to enforce this action against Go Green and we believe there are numerous defenses to the asserted judgment and any such enforcement effort. Moreover, the existence of the liability pre-existed our acquisition of Go Green and its existence was not disclosed as a part of the acquisition.

Management has not accrued for this event in the financial statements as its not determinable whether the Company is liable for this as Steve Wells is no longer with the Company. The Company expects that if they are served that the expected loss could be between zero to $3,717,615.

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Restatement (Details) (USD $)	3 Months Ended				3 Months Ended		12 Months Ended	3 Months Ended		12 Months Ended
	Mar. 31, 2013	Mar. 31, 2012	Dec. 31, 2012	Dec. 31, 2011	Mar. 31, 2013 As Reported	Mar. 31, 2012 As Reported	Dec. 31, 2012 As Reported	Mar. 31, 2013 Adjustments	Mar. 31, 2012 Adjustments	Dec. 31, 2012 Adjustments
Error Corrections And Prior Period Adjustments [Line Items]
Derivative liability	$ 33,138,133		$ 79,732,676	$ 5,731,806	$ 9,184,008		$ 21,248,804	$ 23,954,125		$ 58,483,872
Total Current Liabilities	35,417,149		81,682,542		11,463,024		23,198,670	23,954,125		58,483,872
Total Liabilities	35,828,694		82,067,049		11,874,569		23,583,177	23,954,125		58,483,872
Accumulated deficit	(56,445,177)		(94,527,895)		(32,491,052)		(36,044,022)	(23,954,125)		(58,483,872)
Total Stockholders' Deficit	(35,144,602)		(81,603,352)		(11,190,477)		(23,119,480)	(23,954,125)		(58,483,872)
Accumulated deficit, Opening 2012					(36,044,022)		(5,621,179)	(58,483,872)		(4,358,761)
Comprehensive income / (loss)	38,180,645	(261,829)			3,552,970		(30,422,843)	34,529,747		(54,125,111)
Stock based compensation	214,286	0			0			214,286
General and administrative	486,148	119,610			700,434			(214,286)
Change in fair value of derivative liability	38,690,539	(7,979)			4,160,792	0		34,529,747	(7,979)
Total Other Expenses	38,664,994	(8,358)			4,122,732	430,310		34,529,747	(7,979)
Profit / (loss) before income taxes	38,082,717	(261,829)			3,552,970	(253,850)		34,529,747	(7,979)
Net income / (loss)	38,082,717	(261,829)			3,552,970	(253,850)		34,529,747	(7,979)
Weighted average shares Basic	334,804,957	272,838,022			335,037,991			(233,034)
Weighted average shares Diluted	550,163,039	420,632,665			638,827,910			(88,664,871)
Increase decrease in fair value of derivative liability	$ (38,690,539)	$ 7,979			$ (4,160,792)			$ (34,529,747)

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Stock Incentive Plan (Details 1)	3 Months Ended	12 Months Ended
	Mar. 31, 2013	Dec. 31, 2012
Share-Based Compensation Arrangement by Share-Based Payment Award Fair Value Assumptions and Methodology
Fair value assumptions, expected volatility	88.00%	88.00%
Fair value assumptions, expected terms (in years)	3 years	3 years
Fair value assumptions, risk-free rate	0.36%	0.36%

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Sums Due to Global Market Advisors

3 Months Ended

Mar. 31, 2013

Sums Due To Global Market Advisors

Sums Due to Global Market Advisors

12. SUMS DUE TO GLOBAL MARKET ADVISORS

On July 19, 2010, we entered into an Advisory Agreement (the “Advisory Agreement’) with Global Market Advisors, Inc., a Nevada corporation (“GMAI”). Under the Advisory Agreement, GMAI was retained by us to assist with a variety of services, including, but not limited to, assisting us with our filings as a public company, making the public aware of us and our business, and provide general advice to our management in order to execute our business plan and strategy. In exchange for the services we agreed to compensate GMAI and at March 31, 2013 advisory fees of $104,100 have been accrued.

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Property and Equipment (Details Narrative) (USD $)	3 Months Ended
	Mar. 31, 2013	Mar. 31, 2012
Property, Plant and Equipment [Abstract]
Property and equipment, depreciation expense	$ 8,876	$ 660

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Stock Incentive Plan (Details 2) (USD $)	3 Months Ended	12 Months Ended
	Mar. 31, 2013	Dec. 31, 2012
Share-Based Compensation Arrangement By Share-Based Payment Award Options Outstanding [Roll Forward]
Stock options outstanding, beginning of period	22,000,000	4,000,000
Stock options, granted		18,000,000
Stock options outstanding, end of period	22,000,000	22,000,000
Stock options exercisable, end of period	18,000,000	18,000,000
Weighted average exercise price outstanding, beginning of period	$ 0.34	$ 0.002
Weighted average exercise price, granted		$ 0.42
Weighted average exercise price outstanding, end of period	$ 0.34	$ 0.34
Weighted average exercise price exercisable, end of period	$ 0.42	$ 0.42
Average remaining contractual life (years) outstanding, beginning of period	2 years 5 months	1 year 5 months
Average remaining contractual life (years), granted		2 years 11 months
Average remaining contractual life (years) outstanding, end of period	2 years 3 months	2 years 5 months
Average remaining contractual life exercisable, end of period	2 years 9 months	3 years
Aggregate intrinsic value outstanding, beginning of period	$ 191,500	$ 191,500
Aggregate intrinsic value outstanding, end of period	$ 191,500	$ 191,500

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Restatement (Tables)

3 Months Ended

Mar. 31, 2013

Accounting Changes and Error Corrections [Abstract]

Schedule of Error Corrections and Prior Period Adjustments

	Balance Sheets
	as at March 31, 2013
	March 31,		Adjustments		Restated
	(Unaudited)
Total Current Assets	$	397,328	$	-	$	397,328
Property and equipment, net		286,764		-		286,764
Total Assets	$	684,092	$	-	$	684,092
Current Liabilities
Accounts payable and accrued expenses	$	932,603	$	-	$	932,603
Deferred revenue		434,536		-		434,536
Credit facility and other advances		87,125		-		87,125
Derivative liability		9,184,008		23,954,125		33,138,133
Share liability on purchase of NCWI		250,000		-		250,000
Funds received from FMS not converted into Preference Shares		358,552		-		358,552
Sums due to Global Market Advisors		104,100		-		104,100
Accrued value added taxes		37,543		-		37,543
Sums due to global trade finance		25,000		-		25,000
Lease payable		11,347		-		11,347
Other payables		38,210		-		38,210
Total Current Liabilities		11,463,024		23,954,125		35,417,149
Total Long-term Liabilities		411,545		-		411,545
Total Liabilities		11,874,569		23,954,125		35,828,694
Contingencies		-		-		-
Stockholder's Deficit
Preferred stock, Class A Convertible Preferred Stock 100,000,000 shares authorized at March 31, 2013, $.001 par value, 855,142 shares issued and outstanding at March 31, 2013.		855		-		855
Preferred Stock, Class B Preferred Stock, 10,000,000 shares authorized at March 31, 2013, $.001 par value, 0 shares issued and outstanding at March 31, 2013.		-		-		-
Common stock, 900,000,000 shares authorized $.001 par value, 345,524,514 and shares issued and outstanding at March 31, 2013.		345,524		-		345,524
Additional paid-in capital		20,967,575		-		20,967,575
Accumulated other comprehensive loss		(13,379)		-		(13,379)
Accumulated deficit		(32,491,052)		(23,954,125)		(56,445,177)
Total Stockholder's Deficit		(11,190,477)		(23,954,125)		(35,144,602)
Total Liabilities and Stockholders' Deficit	$	684,092	$	-	$	684,092
Accumulated deficit
Opening 2012		(36,044,022)		(58,483,872)		(94,527,894)
Comprehensive Income for 2013		3,552,970		34,529,747		38,082,717
Closing		(32,491,052)		(23,954,125)		(56,445,177)

	3 Months ended March 31, 2013
	As Reported		Adjustments		Restated
Gross profit		139,549				139,549
Operating expenses
Depreciation and amortization		8,876				8,876
Loss on disposal of equipment		12,516				12,516
Stock based compensation		-		214,286		214,286
General and administrative		700,434		(214,286)		486,148
		721,826				721,826
(Loss) before other expenses		(582,277)		-		(582,277)
Other income (expenses)
Change in fair value of derivative liability		4,160,792		34,529,747		38,690,539
Gain on conversion of debt to stock		40,749		-		40,749
Loss on conversion of preferred shares		(20,375)		-		(20,375)
Interest expense		(45,919)		-		(45,919)
		4,135,247		34,529,747		38,664,994
Profit before income taxes		3,552,970		34,529,747		38,082,717
Income taxes		-		-		-
						-
Net income	$	3,552,970	$	34,529,747	$	38,082,717
Net income per share (basic)	$	0.01			$	0.11
Net income per share (diluted)	$	0.01			$	0.07
Weighted average shares outstanding (basic)		335,037,991		(233,034)		334,804,957
Weighted average shares outstanding (diluted)		638,827,910		(88,664,871)		550,163,039

	3 Months ended March 31, 2013
	As Reported		Adjustments		Restated
	(Unaudited)
OPERATING ACTIVITIES:
Net income (loss)	$	3,552,970	$	34,529,747	$	38,082,717
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization		8,876		-		8,876
Loss on conversion of Preferred Shares		20,375		-		20,375
Loss on disposal of assets		12,516		-		12,516
(Gain)/loss on conversion of debt to stock		(40,749)		-		(40,749)
Change in fair value of derivative liability		(4,160,792)		(34,529,747)		(38,690,539)
Share based compensation		214,286		-		214,286
Changes in assets and liabilities:						-
Accounts receivable		6,848		-		6,848
Inventories		(96,781)		-		(96,781)
Other assets		(19,917)		-		(19,917)
Prepaid expenses		(48,505)		-		(48,505)
Accounts payable and accrued expenses		(1,275)		-		(1,275)
Deferred revenue		12,354		-		12,354
Net cash (used in) operating activities		(539,794)		0		(539,794)
Net cash provided by investing activities		(142,328)		-		(142,328)
Net cash provided by financing activities		525,297		-		525,297
Effect of change in exchange rate on cash		107,495		-		107,495
Net (decrease) / increase in cash		(49,330)		0		(49,330)
CASH AT BEGINNING PERIOD		87,325		-		87,325
CASH AT END OF PERIOD	$	37,995	$	0	$	37,995
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest	$	-	$	-	$	-
Cash paid for income taxes	$	-	$	-	$	-
NON-CASH INVESTING AND FINANCING TRANSACTIONS
Share based compensation	$	214,286	$	-	$	214,286
Common shares issued in exchange for preferred shares	$	7,883,630	$	-	$	7,883,630
Common shares issued to settle liabilities	$	-	$	-	$	-
Preferred shares issued to settle debt	$	180,188	$	-	$	180,188

	3 Months ended March 31, 2012
	As Reported		Adjustments		Restated
Loss before other expenses	$	(684,160)	$	-	$	(684,160)
Other income (expenses)
Change in fair value of derivative liability		-		(7,979)		(7,979)
Gain on conversion of debt to stock		430,689		-		430,689
Interest expense		(379)		-		(379)
		430,310		(7,979)		422,331
Profit / (loss) before income taxes		(253,850)		(7,979)		(261,829)
Income taxes		-		-		-
						-
Net income / (loss)	$	(253,850)	$	(7,979)	$	(261,829)
Net income / (loss) per share Basic	$	(0.00)			$	(0.00)
Net income / (loss) per share Diluted	$	(0.00)			$	(0.00)
Weighted average shares		272,838,022		-		272,838,022
Weighted average shares (fully diluted)		420,632,665		-		420,632,665

	3 Months ended March 31, 2012
	As Reported		Adjustments		Restated
	(Unaudited)
OPERATING ACTIVITIES:
Net loss	$	(253,850)	$	(7,979)	$	(261,829)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization		133,861		-		133,861
(Gain)/loss on conversion of debt to stock		430,689		-		430,689
Change in fair value of derivative liability		-		7,979		7,979
Changes in assets and liabilities:
Accounts receivable		(385,953)		-		(385,953)
Net cash (used in) operating activities		(75,253)		-		(75,253)
Net cash provided by investing activities		-		-		-
Net cash provided by financing activities		89,310		-		89,310
Effect of change in exchange rate on cash		-		-		-
Net (decrease) / increase in cash		14,057		-		14,057
CASH AT BEGINNING PERIOD		906		-		906
CASH AT END OF PERIOD	$	14,963	$	-	$	14,963
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest	$	-	$	-	$	-
Cash paid for income taxes	$	-	$	-	$	-
NON-CASH INVESTING AND FINANCING TRANSACTIONS
Common shares issued to settle liabilities	$	430,689	$	-	$	430,689

	Balance Sheets
	as at December 31, 2012
	December 31,		Adjustments		Restated
Current Assets
Total Assets	$	463,697	$	-	$	463,697
Current Liabilities
Accounts payable and accrued expenses		872,086		-		872,086
Due to related parties		-		-		-
Deferred revenue		422,182		-		422,182
Current portion of notes payable		-		-		-
Credit facility and other advances		73,916		-		73,916
Derivative liability		21,248,804		58,483,872		79,732,676
Shares owed to Carter Read on purchase of NCI		250,000		-		250,000
Funds received from FMS not converted into Preference Shares		120,102		-		120,102
Sums due to Global market Advisors		104,100		-		104,100
Value added Taxes owed		39,944		-		39,944
Sums due to Equity Market D		25,000		-		25,000
Lease creditor		15,062		-		15,062
Sundry Creditors		27,474		-		27,474
Total Current Liabilities		23,198,670		58,483,872		81,682,542
Total Long-term Liabilities		384,507		-		384,507
Total Liabilities		23,583,177		58,483,872		82,067,049
Contingencies		-		-		-
Stockholder's Deficit
Preferred stock, Class A Convertible Preferred Stock 100,000,000 shares authorized at December 31, 2012 and 895,801 shares issued and outstanding at December 31, 2012.		896		-		896
Preferred Stock, Class B Preferred Stock, 10,000,000 shares authorized at December 31, 2012 respectively, $.001 par value, 0 shares issued and outstanding at December 31, 2012.		-		-		-
Common stock, 900,000,000 shares authorized $.001 par value and 324,551,468 shares issued and outstanding at December 31, 2012.		324,551		-		324,551
Additional paid-in capital		12,710,403		-		12,710,403
Accumulated other comprehensive loss		(111,308)		-		(111,308)
Accumulated deficit		(36,044,022)		(58,483,872)		(94,527,894)
Total Stockholder's Deficit		(23,119,480)		(58,483,872)		(81,603,352)
Total Liabilities and Stockholders' Deficit	$	463,697	$	-	$	463,697
Accumulated deficit
Opening 2012		(5,621,179)		(4,358,761)		(9,979,940)
Comprehensive Loss for 2012		(30,422,843)		(54,125,111)		(84,547,954)
Closing		(36,044,022)		(58,483,872)		(94,527,894)

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Summary of Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2013

Accounting Policies [Abstract]

Principles of Consolidation

Principles of Consolidation

The Company’s unaudited condensed consolidated financial statements include the assets, liabilities and operating results of majority-owned subsidiaries. The Company does not hold significant variable interests in any variable interest entities. All significant intercompany accounts and transactions have been eliminated.

Reverse Merger Accounting

Reverse Merger Accounting

The MOT Merger was accounted for as a reverse-merger and recapitalization in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Green Automotive Company was the acquirer for financial reporting purposes and MOT was the acquired company. Consequently, the assets and liabilities and operations that are reflected in the historical financial statements prior to the Merger will be those of Green Automotive Company and will be recorded at the historical cost basis of the Company. The consolidated financial statements after completion of the Merger include the assets and liabilities of Green Automotive Company. Common stock and the corresponding capital amounts of the Company pre-merger have been retroactively restated as capital stock shares reflecting the exchange ratio in the Merger.

Going Concern

Going Concern

Our condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern. However, as of March 31, 2013, we have sustained recurring operating losses and have a stockholders’ deficit of $35,144,602. These conditions, among others, give rise to substantial doubt about our ability to continue as a going concern. Management is continuing to seek additional equity capital to fund the acquisition or to purchase an ongoing business and improving profitability of existing operations. Until such time, we anticipate our working capital needs will be funded through the issuance of debt and equity instruments. Management believes these steps will provide us with adequate funds to sustain our continued existence. There is, however, no assurance that the steps taken by management will meet all of our needs or that we will continue as a going concern. The accompanying condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Use of Estimates

Use of Estimates

The preparation of the condensed consolidated financial statements requires management of the Company to make a number of estimates and assumptions relating to the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The assumptions used by management in future estimates could change significantly due to changes in circumstances, including, but not limited to, challenging economic conditions. Accordingly, future estimates may differ significantly.

Cash and Cash Equivalents

Cash and Cash Equivalents

Cash and cash equivalents consist of amounts held as bank deposits and highly liquid debt instruments purchased with an original maturity of three months or less. The Company had no cash equivalents as of March 31, 2013 and December 31, 2012.

Accounts receivable

Accounts receivable

Accounts receivable consists of trade receivables, which are recorded at the invoiced amount, net of taxes, allowances for doubtful accounts and prompt payment discounts. Trade receivables do not carry interest. The allowance for doubtful accounts represents management’s estimate of the amount of probable credit losses in existing accounts receivable, as determined from a review of past due balances and other specific account data. Account balances are written off against the allowance when management determines the receivable is uncollectible.

Inventories

Inventories

The Company’s inventories are valued at cost, as determined by the first-in, first out (FIFO) method; in aggregate such valuations are not in excess of market.

Concentrations

Concentrations

The Company currently maintains substantially all of its cash with major financial institutions. At times, cash balances may be in excess of the amounts insured by the Federal Deposit Insurance Corporation.

Comprehensive Income (Loss)

Comprehensive Income (Loss)

In June 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2011-05, Presentation of Comprehensive Income (“ASU 2011-05”), which amends FASB Codification Topic 220 on comprehensive income disclosures. The new guidance allows an entity to present components of net income and other comprehensive income in one continuous statement, referred to as the statement of comprehensive income, or in two separate, but consecutive statements, while eliminating the option to report other comprehensive income and its components in the statement of changes in shareholders’ equity. The provisions of ASU 2011-05 were adopted in 2012. The adoption of ASU 2011-05 did not impact the Company’s consolidated financial position, results of operations or cash flows as it required only a change in the format of presentation.

Intangible Assets

Intangible Assets

Acquired intangible assets are amortized over their useful lives unless the lives are determined to be indefinite. Acquired intangible assets are carried at cost, less accumulated amortization and impairment.

Property and Equipment

Property and Equipment

Property and equipment consisting of leasehold improvements, furniture and fixtures, equipment and vehicles are stated at cost. Property and equipment are depreciated using the straight-line method over the estimated service lives ranging from three to seven years. Maintenance and repairs are expensed as incurred and improvements are capitalized. Gains or losses on the disposition of fixed assets are recorded upon disposal.

Impairment of Long-Lived Assets

Impairment of Long-Lived Assets

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset.

If the carrying amount of an asset exceeds its undiscounted estimated future cash flows, an impairment review is performed. An impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of would be separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell, and are no longer depreciated. The assets and liabilities of a disposed group classified as held for sale would be presented separately in the appropriate asset and liability sections of the balance sheet. There were no impairment charges for the three months ended March 31, 2013 and 2012.

Derivative Instruments

Derivative Instruments

The fair value of derivative instruments is recorded and shown separately under current liabilities. Changes in the fair value are recorded in the condensed consolidated statement of income under other income (expense).

The Company evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the consolidated statements of operations. For stock-based derivative financial instruments, the Company uses a weighted average Black-Scholes-Merton option pricing model to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date.

Fair Value Measurements

Fair Value Measurements

ASC 820, “Fair Value Measurements”, requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into three levels that may be used to measure fair value: Level 1, defined as observable inputs such as quoted prices in active markets for identical assets or liabilities; Level 2, inputs other than level one that are either directly or indirectly observable such as quoted prices for identical or similar assets or liabilities on markets that are not active; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

Income Taxes

Income Taxes

We account for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are recorded, when necessary, to reduce deferred tax assets to the amount expected to be realized.

As a result of the implementation of certain provisions of ASC 740, Income Taxes (“ASC 740”), which clarifies the accounting and disclosure for uncertainty in tax positions, as defined, ASC 740 seeks to reduce the diversity in practice associated with certain aspects of the recognition and measurement related to accounting for income taxes. We adopted the provisions of ASC 740 as of January 1, 2007, and have analyzed filing positions in each of the federal and state jurisdictions where we are required to file income tax returns, as well as all open tax years in these jurisdictions. We have identified the U.S. federal and California as our "major" tax jurisdictions. Generally, we remain subject to Internal Revenue Service examination of our 2007 through 2012 U.S. federal income tax returns, and remain subject to California Franchise Tax Board examination of our 2007 through 2012 California Franchise Tax Returns. However, we have certain tax attribute carryforwards which will remain subject to review and adjustment by the relevant tax authorities until the statute of limitations closes with respect to the year in which such attributes are utilized.

We believe that our income tax filing positions and deductions will be sustained on audit and do not anticipate any adjustments that will result in a material change to our financial position. Therefore, no reserves for uncertain income tax positions have been recorded pursuant to ASC 740. In addition, we did not record a cumulative effect adjustment related to the adoption of ASC 740. Our policy for recording interest and penalties associated with income-based tax audits is to record such items as a component of income taxes.

Revenue Recognition

Revenue Recognition

We recognize revenues related to annual membership income and service of electric vehicles in accordance with Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) No. 605, Revenue Recognition. Revenue is recognized when we have evidence of an arrangement, a determinable fee, and when collection is considered to be probable and services are provided. In the event that final acceptance of our product by the customer is uncertain, revenue is deferred until all acceptance criteria have been met. In the event we have amounts billed or collected in accordance with contractual terms in advance of when the work is performed we treat these as deferred revenues. These advance payments primarily relate to the Company's grant project and E-Care membership scheme. The current portion of deferred revenue represents the balance the Company estimates will be earned as revenue during the next fiscal year (see note 9).

Grant Income

Grant income is not recognized until a grant claim has been submitted and approved by Government representatives.

E-tech services

Revenues from consultancy services are recognized only when all services have been rendered and collectability is reasonably assured.

E-Care services

Revenues from maintenance, repair, and overhaul services are recognized only when all services have been rendered and collectability is reasonably assured.

Earnings (Loss) per Common Share (as Restated)

Net Income (Loss) per Common Share

The Company computes net income (loss) per share in accordance with ASC 260, "Earnings per Share". ASC 260 requires presentation of both basic and diluted earnings (loss) per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period including Series A convertible preferred stock, using the if-converted method, stock options, using the treasury stock method, and convertible loan notes, using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential common shares if their effect is anti-dilutive.

Share-Based Payment Arrangements

Share-Based Payment Arrangements

Generally, all forms of share-based payments, including stock option grants, restricted stock grants and stock appreciation rights are measured at their fair value on the awards’ grant date, based on the estimated number of awards that are ultimately expected to vest. Share-based compensation awards issued to non-employees for services rendered are recorded at either the fair value of the services rendered or the fair value of the share-based payment, whichever is more readily determinable. The expenses resulting from share-based payments are recorded in operating expenses in the condensed consolidated statement of operations.

Reclassifications

Reclassifications

Certain prior year amounts have been reclassified to conform to the current year presentation. Such reclassifications had no impact on previously reported net loss.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

Effective January 2012, the Company adopted ASU No. 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs (ASU 2011-04). ASU 2011-04 represents the converged guidance of the Financial Accounting Standards Board (FASB) and the International Accounting Standards Board (IASB) on fair value measurement. A variety of measures are included in the update intended to either clarify existing fair value measurement requirements, change particular principles requirements for measuring fair value or for disclosing information about fair value measurements. For many of the requirements, the FASB does not intend to change the application of existing requirements under Accounting Standards Codification (ASC) Topic 820, Fair Value Measurements. ASU 2011-04 was effective for interim and annual periods beginning after December 15, 2011. The adoption of this update did not have a material impact on the consolidated financial statements and related disclosures.

Effective January 2012, the Company adopted ASU No. 2011-05, Presentation of Comprehensive Income (ASU 2011-05). ASU 2011-05 is intended to increase the prominence of items reported in other comprehensive income and to facilitate convergence of accounting guidance in this area with that of the IASB. The amendments require that all non-owner changes in shareholders’ equity be presented in a single continuous statement of comprehensive income or in two separate but consecutive statements. In December 2011, the FASB issued ASU No. 2011-12, Comprehensive Income (Topic 220): Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05 (ASU 2011-12). ASU 2011-12 defers the provisions of ASU 2011-05 that require the presentation of reclassification adjustments on the face of both the statement of income and statement of other comprehensive income. Amendments under ASU 2011-05 that were not deferred under ASU 2011-12 will be applied retrospectively for fiscal years, and interim periods within those years, beginning after December 15, 2011. The adoption of this update did not have a material impact on the consolidated financial statements and related disclosures.

In December 2011, the FASB issued ASU No. 2011-11, Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities (ASU 2011-11). The amendments in ASU 2011-11 require the disclosure of information on offsetting and related arrangements for financial and derivative instruments to enable users of its financial statements to understand the effect of those arrangements on its financial position. Amendments under ASU 2011-11 will be applied retrospectively for fiscal years, and interim periods within those years, beginning after January 1, 2013. The adoption of this update did not have a material impact on the consolidated financial statements and related disclosures.

In July 2012, the FASB issued guidance on testing for indefinite-lived intangible assets for impairment. The new guidance allows an entity to simplify the testing for a drop in value of intangible assets such as trademarks, patents, and distribution rights. The amended standard reduces the cost of accounting for indefinite-lived intangible assets, especially in cases where the likelihood of impairment is low. The changes permit businesses and other organizations to first use subjective criteria to determine if an intangible asset has lost value. The amendments to U.S. GAAP will be effective for fiscal years starting after September 15, 2012. The adoption of this update did not have a material impact on the consolidated financial statements and related disclosures.

In February 2013, the FASB issued ASU No. 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive (ASU 2013-02). This guidance is the culmination of the FASB’s deliberation on reporting reclassification adjustments from accumulated other comprehensive income (AOCI). The amendments in ASU 2013-02 do not change the current requirements for reporting net income or other comprehensive income. However, the amendments require disclosure of amounts reclassified out of AOCI in its entirety, by component, on the face of the statement of operations or in the notes thereto. Amounts that are not required to be reclassified in their entirety to net income must be cross-referenced to other disclosures that provide additional detail. This standard is effective prospectively for annual and interim reporting periods beginning after December 15, 2012. The adoption of this update did not have a material impact on the consolidated financial statements and related disclosures.

Other recent pronouncements issued by FASB (including its Emerging Task Force), the American Institute of Certified Public Accountants, and the United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements.

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Restatement

3 Months Ended

Mar. 31, 2013

Accounting Changes and Error Corrections [Abstract]

Restatement

20. RESTATEMENT

The Black Scholes calculation for Derivative Transactions relating to preferred A shares incorrectly assumed that there was a 16.667% restriction in the number of ordinary shares that they could be converted in to. This had the effect of understating the income in the Statement of Operations derived reversing change in value of historic derivatives and understating the level of Derivative liability on the balance sheet.

The original Valuation for 2012 was based on 595,801 Series A Preferred shares (Convertible to Common Stock) converting to a restricted 54,092,993 of common stock at a Black Scholes value of $0.39 per share giving a total liability of $21,114,932. The revised valuation was based on an unrestricted 193,368,089 of common stock at a Black Scholes value of $0.41 per share giving a total liability of $79,598,804. This gave rise to a further $58,483,872 of derivative liability to date

 500,000 Series A preferred shares were issued to FMS on February 8, 2012

   30,000 Series A preferred shares were issued to FMS on September 29, 2012

   12,121 Series A preferred shares were issued to FMA on December 17, 2012

   30,000 Series A preferred shares were issued to FMA on December 17, 2012

   23,680 Series A preferred shares were issued to FMS on December 26, 2012

 595,801

The original Valuation for three months ended 2013 was based on 555,142 Series A Preferred shares (Convertible to Common Stock) converting to a restricted 57,588,571 of common stock at a Black Scholes value of $0.158 per share giving a total liability of $9,090,814 and a movement for the three months of $12,024,118. The revised valuation was based on an unrestricted 191,815,170 of common stock at a Black Scholes value of $0.172 per share giving a total liability of $33,044,939 and a movement for the three months of $46,553,865. This gave rise to a net change of $34,529,747 of derivative liability for the quarter.

595,801  Series A preferred shares as at January 1^st, 2012

(62,500) Series A preferred shares converted to ordinary shares on February 15, 2013

  21,841  Series A preferred shares were issued to FMS on March 6, 2013

555,142

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

(Formerly Green Automotive Company Corporation)

Restated Condensed Consolidated Balance Sheets

March 31, 2013 

	Balance Sheets
	as at March 31, 2013
	March 31,		Adjustments		Restated
	(Unaudited)
Total Current Assets	$	397,328	$	-	$	397,328
Property and equipment, net		286,764		-		286,764
Total Assets	$	684,092	$	-	$	684,092
Current Liabilities
Accounts payable and accrued expenses	$	932,603	$	-	$	932,603
Deferred revenue		434,536		-		434,536
Credit facility and other advances		87,125		-		87,125
Derivative liability		9,184,008		23,954,125		33,138,133
Share liability on purchase of NCWI		250,000		-		250,000
Funds received from FMS not converted into Preference Shares		358,552		-		358,552
Sums due to Global Market Advisors		104,100		-		104,100
Accrued value added taxes		37,543		-		37,543
Sums due to global trade finance		25,000		-		25,000
Lease payable		11,347		-		11,347
Other payables		38,210		-		38,210
Total Current Liabilities		11,463,024		23,954,125		35,417,149
Total Long-term Liabilities		411,545		-		411,545
Total Liabilities		11,874,569		23,954,125		35,828,694
Contingencies		-		-		-
Stockholder's Deficit
Preferred stock, Class A Convertible Preferred Stock 100,000,000 shares authorized at March 31, 2013, $.001 par value, 855,142 shares issued and outstanding at March 31, 2013.		855		-		855
Preferred Stock, Class B Preferred Stock, 10,000,000 shares authorized at March 31, 2013, $.001 par value, 0 shares issued and outstanding at March 31, 2013.		-		-		-
Common stock, 900,000,000 shares authorized $.001 par value, 345,524,514 and shares issued and outstanding at March 31, 2013.		345,524		-		345,524
Additional paid-in capital		20,967,575		-		20,967,575
Accumulated other comprehensive loss		(13,379)		-		(13,379)
Accumulated deficit		(32,491,052)		(23,954,125)		(56,445,177)
Total Stockholder's Deficit		(11,190,477)		(23,954,125)		(35,144,602)
Total Liabilities and Stockholders' Deficit	$	684,092	$	-	$	684,092
Accumulated deficit
Opening 2012		(36,044,022)		(58,483,872)		(94,527,894)
Comprehensive Income for 2013		3,552,970		34,529,747		38,082,717
Closing		(32,491,052)		(23,954,125)		(56,445,177)

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

(Formerly Green Automotive Company Corporation)

Restated Condensed Consolidated Statements of Operations

For The Three Months Ended March 31, 2013

Unaudited

	3 Months ended March 31, 2013
	As Reported		Adjustments		Restated
Gross profit		139,549				139,549
Operating expenses
Depreciation and amortization		8,876				8,876
Loss on disposal of equipment		12,516				12,516
Stock based compensation		-		214,286		214,286
General and administrative		700,434		(214,286)		486,148
		721,826				721,826
(Loss) before other expenses		(582,277)		-		(582,277)
Other income (expenses)
Change in fair value of derivative liability		4,160,792		34,529,747		38,690,539
Gain on conversion of debt to stock		40,749		-		40,749
Loss on conversion of preferred shares		(20,375)		-		(20,375)
Interest expense		(45,919)		-		(45,919)
		4,135,247		34,529,747		38,664,994
Profit before income taxes		3,552,970		34,529,747		38,082,717
Income taxes		-		-		-
						-
Net income	$	3,552,970	$	34,529,747	$	38,082,717
Net income per share (basic)	$	0.01			$	0.11
Net income per share (diluted)	$	0.01			$	0.07
Weighted average shares outstanding (basic)		335,037,991		(233,034)		334,804,957
Weighted average shares outstanding (diluted)		638,827,910		(88,664,871)		550,163,039

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

(Formerly Green Automotive Company Corporation)

Restatement Condensed Consolidated Statements of Cash Flows

For The Quarter Ended March 31, 2013 

	3 Months ended March 31, 2013
	As Reported		Adjustments		Restated
	(Unaudited)
OPERATING ACTIVITIES:
Net income (loss)	$	3,552,970	$	34,529,747	$	38,082,717
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization		8,876		-		8,876
Loss on conversion of Preferred Shares		20,375		-		20,375
Loss on disposal of assets		12,516		-		12,516
(Gain)/loss on conversion of debt to stock		(40,749)		-		(40,749)
Change in fair value of derivative liability		(4,160,792)		(34,529,747)		(38,690,539)
Share based compensation		214,286		-		214,286
Changes in assets and liabilities:						-
Accounts receivable		6,848		-		6,848
Inventories		(96,781)		-		(96,781)
Other assets		(19,917)		-		(19,917)
Prepaid expenses		(48,505)		-		(48,505)
Accounts payable and accrued expenses		(1,275)		-		(1,275)
Deferred revenue		12,354		-		12,354
Net cash (used in) operating activities		(539,794)		-		(539,794)
Net cash provided by investing activities		(142,328)		-		(142,328)
Net cash provided by financing activities		525,297		-		525,297
Effect of change in exchange rate on cash		107,495		-		107,495
Net (decrease) / increase in cash		(49,330)		-		(49,330)
CASH AT BEGINNING PERIOD		87,325		-		87,325
CASH AT END OF PERIOD	$	37,995	$	-	$	37,995
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest	$	-	$	-	$	-
Cash paid for income taxes	$	-	$	-	$	-
NON-CASH INVESTING AND FINANCING TRANSACTIONS
Share based compensation	$	214,286	$	-	$	214,286
Common shares issued in exchange for preferred shares	$	7,883,630	$	-	$	7,883,630
Common shares issued to settle liabilities	$	-	$	-	$	-
Preferred shares issued to settle debt	$	180,188	$	-	$	180,188

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

(Formerly Green Automotive Company Corporation)

Restated Condensed Consolidated Statements of Operations

For The Three Months Ended March 31, 2012

Unaudited 

	3 Months ended March 31, 2012
	As Reported		Adjustments		Restated
Loss before other expenses	$	(684,160)	$	-	$	(684,160)
Other income (expenses)
Change in fair value of derivative liability		-		(7,979)		(7,979)
Gain on conversion of debt to stock		430,689		-		430,689
Interest expense		(379)		-		(379)
		430,310		(7,979)		422,331
Profit / (loss) before income taxes		(253,850)		(7,979)		(261,829)
Income taxes		-		-		-
						-
Net income / (loss)	$	(253,850)	$	(7,979)	$	(261,829)
Net income / (loss) per share Basic	$	(0.00)			$	(0.00)
Net income / (loss) per share Diluted	$	(0.00)			$	(0.00)
Weighted average shares		272,838,022		-		272,838,022
Weighted average shares (fully diluted)		420,632,665		-		420,632,665

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

(Formerly Green Automotive Company Corporation)

Restatement Condensed Consolidated Statements of Cash Flows

For The Quarter Ended March 31, 2012 

	3 Months ended March 31, 2012
	As Reported		Adjustments		Restated
	(Unaudited)
OPERATING ACTIVITIES:
Net loss	$	(253,850)	$	(7,979)	$	(261,829)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization		133,861		-		133,861
(Gain)/loss on conversion of debt to stock		430,689		-		430,689
Change in fair value of derivative liability		-		7,979		7,979
Changes in assets and liabilities:
Accounts receivable		(385,953)		-		(385,953)
Net cash (used in) operating activities		(75,253)		-		(75,253)
Net cash provided by investing activities		-		-		-
Net cash provided by financing activities		89,310		-		89,310
Effect of change in exchange rate on cash		-		-		-
Net (decrease) / increase in cash		14,057		-		14,057
CASH AT BEGINNING PERIOD		906		-		906
CASH AT END OF PERIOD	$	14,963	$	-	$	14,963
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest	$	-	$	-	$	-
Cash paid for income taxes	$	-	$	-	$	-
NON-CASH INVESTING AND FINANCING TRANSACTIONS
Common shares issued to settle liabilities	$	430,689	$	-	$	430,689

GREEN AUTOMOTIVE COMPANY AND SUBSIDIARIES

(Formerly Green Automotive Company Corporation)

Restated Consolidated Balance Sheet

December 31, 2012

	Balance Sheets
	as at December 31, 2012
	December 31,		Adjustments		Restated
Current Assets
Total Assets	$	463,697	$	-	$	463,697
Current Liabilities
Accounts payable and accrued expenses		872,086		-		872,086
Due to related parties		-		-		-
Deferred revenue		422,182		-		422,182
Current portion of notes payable		-		-		-
Credit facility and other advances		73,916		-		73,916
Derivative liability		21,248,804		58,483,872		79,732,676
Shares owed to Carter Read on purchase of NCI		250,000		-		250,000
Funds received from FMS not converted into Preference Shares		120,102		-		120,102
Sums due to Global market Advisors		104,100		-		104,100
Value added Taxes owed		39,944		-		39,944
Sums due to Equity Market D		25,000		-		25,000
Lease creditor		15,062		-		15,062
Sundry Creditors		27,474		-		27,474
Total Current Liabilities		23,198,670		58,483,872		81,682,542
Total Long-term Liabilities		384,507		-		384,507
Total Liabilities		23,583,177		58,483,872		82,067,049
Contingencies		-		-		-
Stockholder's Deficit
Preferred stock, Class A Convertible Preferred Stock 100,000,000 shares authorized at December 31, 2012 and 895,801 shares issued and outstanding at December 31, 2012.		896		-		896
Preferred Stock, Class B Preferred Stock, 10,000,000 shares authorized at December 31, 2012 respectively, $.001 par value, 0 shares issued and outstanding at December 31, 2012.		-		-		-
Common stock, 900,000,000 shares authorized $.001 par value and 324,551,468 shares issued and outstanding at December 31, 2012.		324,551		-		324,551
Additional paid-in capital		12,710,403		-		12,710,403
Accumulated other comprehensive loss		(111,308)		-		(111,308)
Accumulated deficit		(36,044,022)		(58,483,872)		(94,527,894)
Total Stockholder's Deficit		(23,119,480)		(58,483,872)		(81,603,352)
Total Liabilities and Stockholders' Deficit	$	463,697	$	-	$	463,697
Accumulated deficit
Opening 2012		(5,621,179)		(4,358,761)		(9,979,940)
Comprehensive Loss for 2012		(30,422,843)		(54,125,111)		(84,547,954)
Closing		(36,044,022)		(58,483,872)		(94,527,894)

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Inventories (Details) (USD $)	Mar. 31, 2013	Dec. 31, 2012
Inventory
Raw materials	$ 6,936	$ 0
Work in progress	89,845	0
Total inventories	$ 96,781	$ 0

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Notes Payable, Net of Discounts (Tables)

3 Months Ended

Mar. 31, 2013

Debt Disclosure [Abstract]

Schedule of Debt

Notes Payable	March 31, 2013		December 31, 2012
N Eckert - £116,625 Note Payable, 12% interest, due upon the company raising in excess of £500,000 on OTCBB market, unsecured	$	177,142	$	188,478
R Knight £38,500 Note Payable, Nil Interest, when funds permit, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	58,478	$	62,220
P Beitl £52,540 (2012: £37,983) Note Payable, Nil Interest, when funds permit, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	79,803	$	61,384
R Mcwaters – £25,000 Note payable, 12% interest, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	37,973	$	40,403
D Voss – £25,000 Note payable, 12% interest, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	37,973	$	40,403
M Elson – £20,000 Note payable, 12% interest, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	30,376	$	32,322
N Jones £10,053 Note Payable, Nil Interest, when funds permit, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	15,270	$	16,247
I Hobday – £3,525 Note payable, Nil interest, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	5,354	$	5,697
P Lilley £700 Note Payable, Nil Interest, when funds permit, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	1,064	$	1,130
	$	443,433	$	448,284
Debt Discount	$	(31,888)	$	(63,777)
	$	411,545	$	384,507

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Summary of Significant Accounting Policies (Details Narrative)	3 Months Ended
	Mar. 31, 2013
Accounting Policies [Abstract]
Potential dilutive common stock, convertible preferred and stock options	Diluted EPS gives effect to all dilutive potential common shares outstanding during the period including 555,142 (net of 300,000 forfeit shares) for March 2013 and 500,000 for March 2012 Series A convertible preferred Stock, using the if-converted method, 18,000,000 for March 2013 and 4,000,000 for March 2012 Stock options, using the treasury stock method, and 5,551,913 shares for March 2013 (nil March 2012) for convertible loan notes, using the if-converted method. In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential common shares if their effect is anti-dilutive.

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Intangible Assets (Details) (USD $)	Mar. 31, 2013	Dec. 31, 2012
Goodwill and Intangible Assets Disclosure [Abstract]
Go License	$ 500,000	$ 500,000
Crash test homologation costs	228,912	228,912
Liberty acquired technology	619,462	619,462
Assembled workforce	689,000	689,000
Trade name and website	45,000	45,000
Non-compete agreement	1,500,000	1,500,000
Less amortization	(3,582,374)	(3,582,374)
Total intangible assets	$ 0	$ 0

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Property and Equipment (Tables)

3 Months Ended

Mar. 31, 2013

Property, Plant and Equipment [Abstract]

Property and Equipment

	March 31, 2013		December 31, 2012
Leasehold improvements	$	9,539	$	10,149
Furniture and fixtures		7,930		8,086
Equipment		280,344		111,973
Computer hardware and software		37,779		32,963
Vehicles		26,706		92,938
		362,298		256,109
Less accumulated depreciation		(75,534)		(92,044)
	$	286,764	$	164,065

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Income Taxes (Details Narrative) (USD $)	12 Months Ended
	Dec. 31, 2012
Income Tax Disclosure [Abstract]
Net operating loss, federal and state. carryforwards	$ 12,615,000
Net operating loss, federal and state, carryforwards expiration dates	Begin to expire in 2030

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Income Taxes (Details 3) (USD $)	3 Months Ended	12 Months Ended
	Mar. 31, 2013	Dec. 31, 2012
Income Tax Expense Benefit Continuing Operations Income Tax Reconciliation
Federal income tax, federal statutory rate	35.00%	35.00%
Federal income tax rate at 35%	$ 13,328,950	$ (29,591,783)
Change in valuation allowance	$ (13,328,950)	$ 29,591,783

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Acquisitions (Details 3) (USD $)	12 Months Ended
	Dec. 31, 2011
Business Combinations [Abstract]
Goodwill additions, gross	$ 3,982,543
Goodwill impairments, gross	$ (3,982,543)

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Subsequent Events

3 Months Ended

Mar. 31, 2013

Subsequent Events [Abstract]

Subsequent Events

19. SUBSEQUENT EVENTS

On January 31, 2013, the Company signed a binding agreement to buy UK-based electric vehicle distributor Going Green Limited (www.goingreen.co.uk). Trading under the brand name, “GoinGreen”, it has sold over 1400 of the highly successful G-Wiz electric vehicles, making it one of Europe’s largest single retailers of electric vehicles. Going Green Ltd was founded in 2002 and in the early days, set itself the mission to minimize the effects of climate change by encouraging carbon-neutral motoring. The company pioneered electric vehicles in the UK with the G-Wiz, an electric vehicle designed in California and manufactured in India by the Indo-Reva Electric Car Company, making London the capital of the electric vehicle (EV). The deal was completed on April 1, 2013 when 1,562,498 shares of GACR common stock was exchanged for 100% of the issued and outstanding securities of Going Green Limited (an England and Wales private limited company).

On April 15, 2013, the Company’s subsidiary, Newport Coachworks Inc. (NCI), delivered the first one of the 432 buses ordered from its major customer Don Brown Bus Sales Inc.

On March 22, 2013 GACR filed an Ex Parte Motion For Temporary Restraining Order against TBG in the Utah District Court in Salt Lake City, Utah (the “Utah TRO”) requesting the Court for permission to instruct the GACR Transfer Agent to put a Rule 144 Legend on two (2) certificates (representing 1,000,000 shares of GACR Common Stock - the “TBG Shares”) which had been submitted by TBG to MTG Trading (a registered NASD Broker-Dealer) for deposit in “street name” for future sale into the public market. After a brief hearing on March 22, 2013, the Court, decided that there was enough evidence presented by GACR to justify a Temporary Restraining Order, and granted GACR's motion.

The following week the Court held a Hearing with all parties to settle on a form of order for the permanent injunction requested by GACR, or allow the GACR Transfer Agent to re-issue the TBG Shares in the name of Cede & Co. (effectively allowing the TBG Shares to be sold as “Free-Trading” shares in the public market): the Court decided to let the Temporary Restraining Order stand, which served to prevent Action Stock Transfer from re-issuing the TBG Shares in the name of Cede & Co. but left open for additional briefing and consideration the issue of whether the amount of the bond for the injunction should be increased to the difference between the current estimated free market value of the TBG Shares ($250,000 give or take) and the value on the day of the Courts decision. The Court determined that the possible loss to TBG, if it was decided that the TBG Shares should not have been held by the GACR Transfer Agent and re-legended, was $50,000 and ordered GACR to post a $50,000 Bond, which we posted.

However, on May 9, 2013 the Court issued its Memorandum Decision and Order in favor of GACR placing a Permanent Injunction on the re-issuance of the TBG Shares without a Rule 144 Legend until such shares were eligible under Rule 144 for the removal of the restrictive Legend, which is on or about December 24, 2013. As a result, GACR’s Bond will be canceled and, while TBG has the right to appeal the Memorandum Decision and Order. In management’s view it is more likely than not that TBG will not do so and, failing an appeal by TBG, GACR is released from the terms of the Utah TRO as to the restriction on issuance of additional shares to meet pre-TRO agreements and other agreements to which we are a party which require the issuance of additional shares of our stock. See Memorandum Decision and Order attached as Exhibit 99.1 to our First Amended Quarterly Report on Form 10-Q/A for the period ended June 30, 2013.

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Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $)	3 Months Ended
	Mar. 31, 2013	Mar. 31, 2012
OPERATING ACTIVITIES:
Net income (loss)	$ 38,082,717	$ (261,829)
Adjustments to reconcile net income (loss) to net cash used in operating activities:
Depreciation and amortization	8,876	133,861
Loss on conversion of preferred shares	20,375	0
Loss on disposal of vehicles	12,516	0
(Gain)/loss on conversion of debt to stock	(40,749)	0
Change in fair value of derivative liability	(38,690,539)	7,979
Share based compensation	214,286	0
Changes in operating assets and liabilities:
Accounts receivable	6,848	0
Inventories	(96,781)	0
Other assets	(19,917)	0
Prepaid expenses	(48,505)	0
Accounts payable and accrued expenses	(1,275)	44,736
Deferred revenue	12,354	0
Net cash used in operating activities	(539,794)	(75,253)
INVESTING ACTIVITIES:
Proceeds from disposal of vehicles	28,092	0
Proceeds from disposal of investment	11,329	0
Purchase of property and equipment	(181,749)	0
Net cash provided by investing activities	(142,328)	0
FINANCING ACTIVITIES:
Increase in advances payable	75,000	40,310
Advances from related party	418,638	0
Proceeds from notes payable	36,520	49,000
Payments on notes payable	(4,861)	0
Net cash provided by financing activities	525,297	89,310
Effect of change in exchange rate on cash	107,495	0
Net (decrease) / increase in cash	(49,330)	14,057
CASH AT BEGINNING PERIOD	87,325	906
CASH AT END OF PERIOD	37,995	14,963
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for interest	0	0
Cash paid for income taxes	0	0
NON-CASH INVESTING AND FINANCING TRANSACTIONS
Share based compensation	214,286	0
Common shares issued in exchange for preferred shares	7,883,630	0
Common shares issued to settle liabilities	0	430,689
Preferred shares issued to settle debt	$ 180,188	$ 0

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Basis of Presentation

3 Months Ended

Mar. 31, 2013

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

2. BASIS OF PRESENTATION

The accompanying unaudited condensed interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles (“GAAP”) as promulgated in the United States of America.

The unaudited condensed interim consolidated financial statements at March 31, 2013 and for the three-month periods ended March 31, 2013 and 2012 are unaudited, but include all adjustments, consisting of normal recurring entries, which our management believes to be necessary for a fair presentation of the periods presented. Interim results are not necessarily indicative of results for a full year. The Company’s operating results will fluctuate for the foreseeable future. Therefore, period-to-period comparisons should not be relied upon as predictive of our operating results in future periods.

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Accounts Receivable

3 Months Ended

Mar. 31, 2013

Receivables [Abstract]

Accounts Receivable

5. ACCOUNTS RECEIVABLE

Accounts receivable consists of the following: as of March 31, 2013 and December 31, 2012:

Accounts Receivables	March 31, 2013		December 31. 2012
Trade receivables	$	109,586	$	113,429
Grant monies receivable	$	46,955	$	49,960
	$	156,541	$	163,389

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Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2013

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The summary of significant accounting policies presented below is designed to assist in understanding the Company’s condensed consolidated financial statements. Such financial statements and accompanying notes are the representations of the Company’s management, who is responsible for their integrity and objectivity. These accounting policies conform to GAAP in all material respects, and have been consistently applied in preparing the accompanying financial statements.

Principles of Consolidation

The Company’s unaudited condensed consolidated financial statements include the assets, liabilities and operating results of majority-owned subsidiaries. The Company does not hold significant variable interests in any variable interest entities. All significant intercompany accounts and transactions have been eliminated.

Reverse Merger Accounting

The MOT Merger was accounted for as a reverse-merger and recapitalization in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Green Automotive Company was the acquirer for financial reporting purposes and MOT was the acquired company. Consequently, the assets and liabilities and operations that are reflected in the historical financial statements prior to the Merger will be those of Green Automotive Company and will be recorded at the historical cost basis of the Company. The consolidated financial statements after completion of the Merger include the assets and liabilities of Green Automotive Company. Common stock and the corresponding capital amounts of the Company pre-merger have been retroactively restated as capital stock shares reflecting the exchange ratio in the Merger.

Going Concern

Our condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern. However, as of March 31, 2013, we have sustained recurring operating losses and have a stockholders’ deficit of $35,144,602. These conditions, among others, give rise to substantial doubt about our ability to continue as a going concern. Management is continuing to seek additional equity capital to fund the acquisition or to purchase an ongoing business and improving profitability of existing operations. Until such time, we anticipate our working capital needs will be funded through the issuance of debt and equity instruments. Management believes these steps will provide us with adequate funds to sustain our continued existence. There is, however, no assurance that the steps taken by management will meet all of our needs or that we will continue as a going concern. The accompanying condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Use of Estimates

The preparation of the condensed consolidated financial statements requires management of the Company to make a number of estimates and assumptions relating to the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. The assumptions used by management in future estimates could change significantly due to changes in circumstances, including, but not limited to, challenging economic conditions. Accordingly, future estimates may differ significantly.

Cash and Cash Equivalents

Cash and cash equivalents consist of amounts held as bank deposits and highly liquid debt instruments purchased with an original maturity of three months or less. The Company had no cash equivalents as of March 31, 2013 and December 31, 2012.

Accounts receivable

Accounts receivable consists of trade receivables, which are recorded at the invoiced amount, net of taxes, allowances for doubtful accounts and prompt payment discounts. Trade receivables do not carry interest. The allowance for doubtful accounts represents management’s estimate of the amount of probable credit losses in existing accounts receivable, as determined from a review of past due balances and other specific account data. Account balances are written off against the allowance when management determines the receivable is uncollectible.

Inventories

The Company’s inventories are valued at cost, as determined by the first-in, first out (FIFO) method; in aggregate such valuations are not in excess of market.

Concentrations

The Company currently maintains substantially all of its cash with major financial institutions. At times, cash balances may be in excess of the amounts insured by the Federal Deposit Insurance Corporation.

Comprehensive Income (Loss)

In June 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2011-05, Presentation of Comprehensive Income (“ASU 2011-05”), which amends FASB Codification Topic 220 on comprehensive income disclosures. The new guidance allows an entity to present components of net income and other comprehensive income in one continuous statement, referred to as the statement of comprehensive income, or in two separate, but consecutive statements, while eliminating the option to report other comprehensive income and its components in the statement of changes in shareholders’ equity. The provisions of ASU 2011-05 were adopted in 2012. The adoption of ASU 2011-05 did not impact the Company’s consolidated financial position, results of operations or cash flows as it required only a change in the format of presentation.

Intangible Assets

Acquired intangible assets are amortized over their useful lives unless the lives are determined to be indefinite. Acquired intangible assets are carried at cost, less accumulated amortization and impairment.

Property and Equipment

Property and equipment consisting of leasehold improvements, furniture and fixtures, equipment and vehicles are stated at cost. Property and equipment are depreciated using the straight-line method over the estimated service lives ranging from three to seven years. Maintenance and repairs are expensed as incurred and improvements are capitalized. Gains or losses on the disposition of fixed assets are recorded upon disposal.

Impairment of Long-Lived Assets

Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset.

If the carrying amount of an asset exceeds its undiscounted estimated future cash flows, an impairment review is performed. An impairment charge is recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of would be separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell, and are no longer depreciated. The assets and liabilities of a disposed group classified as held for sale would be presented separately in the appropriate asset and liability sections of the balance sheet. There were no impairment charges for the three months ended March 31, 2013 and 2012.

Derivative Instruments

The fair value of derivative instruments is recorded and shown separately under current liabilities. Changes in the fair value are recorded in the condensed consolidated statement of income under other income (expense).

The Company evaluates all of its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re-valued at each reporting date, with changes in the fair value reported in the consolidated statements of operations. For stock-based derivative financial instruments, the Company uses a weighted average Black-Scholes-Merton option pricing model to value the derivative instruments at inception and on subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is evaluated at the end of each reporting period. Derivative instrument liabilities are classified in the balance sheet as current or non-current based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date.

Fair Value Measurements

ASC 820, “Fair Value Measurements”, requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 establishes a fair value hierarchy based on the level of independent, objective evidence surrounding the inputs used to measure fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. ASC 820 prioritizes the inputs into three levels that may be used to measure fair value: Level 1, defined as observable inputs such as quoted prices in active markets for identical assets or liabilities; Level 2, inputs other than level one that are either directly or indirectly observable such as quoted prices for identical or similar assets or liabilities on markets that are not active; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions.

Income Taxes

We account for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are recorded, when necessary, to reduce deferred tax assets to the amount expected to be realized.

As a result of the implementation of certain provisions of ASC 740, Income Taxes (“ASC 740”), which clarifies the accounting and disclosure for uncertainty in tax positions, as defined, ASC 740 seeks to reduce the diversity in practice associated with certain aspects of the recognition and measurement related to accounting for income taxes. We adopted the provisions of ASC 740 as of January 1, 2007, and have analyzed filing positions in each of the federal and state jurisdictions where we are required to file income tax returns, as well as all open tax years in these jurisdictions. We have identified the U.S. federal and California as our "major" tax jurisdictions. Generally, we remain subject to Internal Revenue Service examination of our 2007 through 2012 U.S. federal income tax returns, and remain subject to California Franchise Tax Board examination of our 2007 through 2012 California Franchise Tax Returns. However, we have certain tax attribute carryforwards which will remain subject to review and adjustment by the relevant tax authorities until the statute of limitations closes with respect to the year in which such attributes are utilized.

We believe that our income tax filing positions and deductions will be sustained on audit and do not anticipate any adjustments that will result in a material change to our financial position. Therefore, no reserves for uncertain income tax positions have been recorded pursuant to ASC 740. In addition, we did not record a cumulative effect adjustment related to the adoption of ASC 740. Our policy for recording interest and penalties associated with income-based tax audits is to record such items as a component of income taxes.

Revenue Recognition

We recognize revenues related to annual membership income and service of electric vehicles in accordance with Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) No. 605, Revenue Recognition. Revenue is recognized when we have evidence of an arrangement, a determinable fee, and when collection is considered to be probable and services are provided. In the event that final acceptance of our product by the customer is uncertain, revenue is deferred until all acceptance criteria have been met. In the event we have amounts billed or collected in accordance with contractual terms in advance of when the work is performed we treat these as deferred revenues. These advance payments primarily relate to the Company's grant project and E-Care membership scheme. The current portion of deferred revenue represents the balance the Company estimates will be earned as revenue during the next fiscal year (see note 9).

Grant Income

Grant income is not recognized until a grant claim has been submitted and approved by Government representatives.

E-tech services

Revenues from consultancy services are recognized only when all services have been rendered and collectability is reasonably assured.

E-Care services

Revenues from maintenance, repair, and overhaul services are recognized only when all services have been rendered and collectability is reasonably assured.

Earnings (Loss) per Common Share (as Restated)

The Company computes net income (loss) per share in accordance with ASC 260, "Earnings per Share". ASC 260 requires presentation of both basic and diluted earnings (loss) per share (EPS) on the face of the income statement. Basic EPS is computed by dividing net income (loss) available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period including 555,142 (net of 300,000 forfeit shares) for March 31, 2013 and 500,000 for March 2012 Series A convertible preferred Stock, using the if-converted method, 18,000,000 for March 31, 2013 and 4,000,000 for March 31, 2012 Stock options, using the treasury stock method, and 5,551,913 shares for March 31, 2013 (nil March 2012) for convertible loan notes, using the if-converted method In computing diluted EPS, the average stock price for the period is used in determining the number of shares assumed to be purchased from the exercise of stock options or warrants. Diluted EPS excludes all dilutive potential common shares if their effect is anti-dilutive.

Share-Based Payment Arrangements

Generally, all forms of share-based payments, including stock option grants, restricted stock grants and stock appreciation rights are measured at their fair value on the awards’ grant date, based on the estimated number of awards that are ultimately expected to vest. Share-based compensation awards issued to non-employees for services rendered are recorded at either the fair value of the services rendered or the fair value of the share-based payment, whichever is more readily determinable. The expenses resulting from share-based payments are recorded in operating expenses in the condensed consolidated statement of operations.

Reclassifications

Certain prior year amounts have been reclassified to conform to the current year presentation. Such reclassifications had no impact on previously reported net loss.

Recent Accounting Pronouncements

Effective January 2012, the Company adopted ASU No. 2011-04, Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements in U.S. GAAP and IFRSs (ASU 2011-04). ASU 2011-04 represents the converged guidance of the Financial Accounting Standards Board (FASB) and the International Accounting Standards Board (IASB) on fair value measurement. A variety of measures are included in the update intended to either clarify existing fair value measurement requirements, change particular principles requirements for measuring fair value or for disclosing information about fair value measurements. For many of the requirements, the FASB does not intend to change the application of existing requirements under Accounting Standards Codification (ASC) Topic 820, Fair Value Measurements. ASU 2011-04 was effective for interim and annual periods beginning after December 15, 2011. The adoption of this update did not have a material impact on the consolidated financial statements and related disclosures.

Effective January 2012, the Company adopted ASU No. 2011-05, Presentation of Comprehensive Income (ASU 2011-05). ASU 2011-05 is intended to increase the prominence of items reported in other comprehensive income and to facilitate convergence of accounting guidance in this area with that of the IASB. The amendments require that all non-owner changes in shareholders’ equity be presented in a single continuous statement of comprehensive income or in two separate but consecutive statements. In December 2011, the FASB issued ASU No. 2011-12, Comprehensive Income (Topic 220): Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05 (ASU 2011-12). ASU 2011-12 defers the provisions of ASU 2011-05 that require the presentation of reclassification adjustments on the face of both the statement of income and statement of other comprehensive income. Amendments under ASU 2011-05 that were not deferred under ASU 2011-12 will be applied retrospectively for fiscal years, and interim periods within those years, beginning after December 15, 2011. The adoption of this update did not have a material impact on the consolidated financial statements and related disclosures.

In December 2011, the FASB issued ASU No. 2011-11, Balance Sheet (Topic 210): Disclosures about Offsetting Assets and Liabilities (ASU 2011-11). The amendments in ASU 2011-11 require the disclosure of information on offsetting and related arrangements for financial and derivative instruments to enable users of its financial statements to understand the effect of those arrangements on its financial position. Amendments under ASU 2011-11 will be applied retrospectively for fiscal years, and interim periods within those years, beginning after January 1, 2013. The adoption of this update did not have a material impact on the consolidated financial statements and related disclosures.

In July 2012, the FASB issued guidance on testing for indefinite-lived intangible assets for impairment. The new guidance allows an entity to simplify the testing for a drop in value of intangible assets such as trademarks, patents, and distribution rights. The amended standard reduces the cost of accounting for indefinite-lived intangible assets, especially in cases where the likelihood of impairment is low. The changes permit businesses and other organizations to first use subjective criteria to determine if an intangible asset has lost value. The amendments to U.S. GAAP will be effective for fiscal years starting after September 15, 2012. The adoption of this update did not have a material impact on the consolidated financial statements and related disclosures.

In February 2013, the FASB issued ASU No. 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive (ASU 2013-02). This guidance is the culmination of the FASB’s deliberation on reporting reclassification adjustments from accumulated other comprehensive income (AOCI). The amendments in ASU 2013-02 do not change the current requirements for reporting net income or other comprehensive income. However, the amendments require disclosure of amounts reclassified out of AOCI in its entirety, by component, on the face of the statement of operations or in the notes thereto. Amounts that are not required to be reclassified in their entirety to net income must be cross-referenced to other disclosures that provide additional detail. This standard is effective prospectively for annual and interim reporting periods beginning after December 15, 2012. The adoption of this update did not have a material impact on the consolidated financial statements and related disclosures.

Other recent pronouncements issued by FASB (including its Emerging Task Force), the American Institute of Certified Public Accountants, and the United States Securities and Exchange Commission did not or are not believed by management to have a material impact on the Company’s present or future financial statements.

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Acquisitions (Details 1) (USD $)	Dec. 31, 2012
Business Acquisition [Line Items]
Notes payable	$ 625,195
Liberty Electric Cars Limited
Business Acquisition [Line Items]
Cash	149,497
Notes receivable	212,773
Other current assets	492,174
Property and equipment, net	197,469
Intangible asset (covenant not to compete)	1,500,000
Other intangible assets	2,233,543
Total assets acquired	4,785,456
Accounts payable and accrued expenses	446,945
Deferred revenue	182,982
Notes payable	625,195
Other	43,225
Total liabilities assumed	1,298,347
Net assets acquired	3,487,109
Final consideration, common stock issued, value	1,987,109
Final consideration, preferred stock issued, value	1,500,000
Total final consideration	3,487,109
Newport Coachworks
Business Acquisition [Line Items]
Cash	1,000
Notes receivable	0
Other current assets	0
Property and equipment, net	0
Intangible asset (covenant not to compete)	0
Other intangible assets	249,000
Total assets acquired	250,000
Accounts payable and accrued expenses	0
Deferred revenue	0
Notes payable	0
Other	0
Total liabilities assumed	0
Net assets acquired	250,000
Final consideration, common stock issued, value	250,000
Total final consideration	$ 250,000

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Acquisitions (Tables)

3 Months Ended

Mar. 31, 2013

Business Combinations [Abstract]

Schedule of Assets Acquired and Liabilities Assumed

	LIBERTY ELECTRIC CARS LIMITED		NEWPORT COACHWORKS
Cash	$	149,497	1,000
Notes receivable		212,773	-
Other current assets		492,174	-
Property and equipment, net		197,469	-
Intangible asset (covenant not to compete)		1,500,000	-
Other intangible assets (Goodwill)		2,233,543	249,000
Total assets acquired		4,785,456	250,000
Accounts payable and accrued expenses		446,945	-
Deferred revenue		182,982	-
Notes payable		625,195	-
Other		43,225	-
Total liabilities assumed		1,298,347	-
Net assets acquired	$	3,487,109	250,000
Final Consideration
39,742,178 Common Stock issued for Liberty @ 5 cents		$1,987,109
300,000 Series A Preferred Shares issued @$5		$1,500,000
5,000,000 Common Stock issued for NCI @ 5 cents			$250,000
		$3,487,109	$250,000

Schedule of Business Acquisition Proforma Financials

	For the three months ended March 31,
	2013		2012
Revenues	$	218,396	$	317,434
Costs of goods sold		78,847		25,337
Gross profit		139,549		292,097
Operating expenses
Depreciation and amortization		8,876		141,227
Loss on disposal of equipment		12,516		-
General and administrative		486,148		547,259
		507,540		688,486
Loss before other expenses		(367,991)		(396,389)
Other income (expenses)
Stock issued in settlement of an agreement		(214,286)		-
Change in fair value of derivative liability		38,690,539		(7,979)
Gain on conversion of debt to stock		40,749		-
Loss on conversion of preferred shares		(20,375)		-
Interest expense		(45,919)		(379)
		38,450,708		(8,358)
Profit / (loss) before income taxes		38,082,717		(404,747)
Income taxes		-		-
Net income / (loss)	$	38,082,717	$	(453,716)
Net income / (loss) per share (basic)	$	0.11	$	(0.00)
Net income / (loss) per share (diluted)	$	0.07	$	(0.00)
Weighted average shares outstanding (basic)		334,804,957		272,838,022
Weighted average shares outstanding (diluted)		550,163,039		420,632,665

Schedule of Goodwill Acquired

	December 31, 2011		Additions		Impairments		December 31, 2012
	(in millions)
Goodwill, gross	$	—	$	3,982,543	$	(3,982,543)	$	—
Accumulated impairment losses		—		—		—		—
Total goodwill, net	$	—	$	3,982,543	$	(3,982,543)	$	—

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Intangible Assets (Tables)

3 Months Ended

Mar. 31, 2013

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Intangible Assets and Goodwill

	March 31, 2013		December 31, 2012
Go License	$	500,000	$	500,000
Crash test homologation costs		228,912		228,912
Liberty acquired technology		619,462		619,462
Assembled workforce		689,000		689,000
Trade name and website		45,000		45,000
Non-compete agreement		1,500,000		1,500,000
		3,582,374		3,582,374
Less amortization and impairment		(3,582,374)		(3,582,374)
	$	−	$	−

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Income Taxes (Tables)

3 Months Ended

Mar. 31, 2013

Income Tax Disclosure [Abstract]

Schedule of Components of Income Tax Benefits

	2013		2012
Current Tax Provision:
Federal and state
Taxable income	$	-	$	-
Total current tax provision	$	-	$	-
Deferred Tax Provision:
Federal and state
Net loss carryforwards	$	(13,328,950)	$	29,591,783
Change in valuation allowance		13,328,950		(29,591,783)
Total deferred tax provision	$	-	$	-

Schedule of Deferred Tax Assets and Liabilities

	2013		2012
Deferred tax assets:
Net operating loss carryforwards	$	(38,082,717)	$	84,547,954
Valuation allowance		38,082,717		(84,547,954)
Net deferred tax assets	$	-	$	-

Schedule of Effective Income Tax Rate Reconciliation

	3 month ended and Year ended December 31,
	2013				2012
Federal income tax rate at 35%	$	13,328,950	35.0	%	$	(29,591,783)	35.0	%
State income tax, net of federal benefit		-	-	%		-	-	%
Change in valuation allowance		(13,328,950)	(35.0)	%		29,591,783	(35.0)	%
Benefit for income taxes	$	-	-	%	$	-	-	%

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Notes Payable, Net of Discount (Details Narrative) (USD $)	12 Months Ended
	Dec. 31, 2012	Mar. 31, 2013
Debt Disclosure [Abstract]
Liberty Electric, notes payable	$ 625,195
Liberty Electric, stock issued, convertible debt, value	211,240
Liberty Electric, stock issued, convertible debt, shares	1,004,180
Liberty Electric, related party debt	$ 5,697	$ 408,601

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Intangible Assets (Details Narrative) (USD $)	3 Months Ended
	Mar. 31, 2013	Mar. 31, 2012
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible assets, amortization expense	$ 0	$ 133,201

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Accounts Receivable (Details) (USD $)	Mar. 31, 2013	Dec. 31, 2012
Accounts Receivables
Trade receivables	$ 109,586	$ 113,429
Grant monies receivable	46,955	49,960
Net trade receivables	$ 156,541	$ 163,389

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Condensed Consolidated Balance Sheets (Parenthetical) (USD $)	Mar. 31, 2013	Dec. 31, 2012
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	900,000,000	900,000,000
Common stock , shares issued	345,524,514	324,551,468
Common stock, shares outstanding	345,524,514	324,551,468
Preferred Stock, Class A Convertible
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	100,000,000	100,000,000
Preferred stock, shares issued	855,142	895,801
Preferred stock, shares outstanding	855,142	895,801
Preferred Stock, Class B Convertible
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0

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Intangible Assets

3 Months Ended

Mar. 31, 2013

Goodwill and Intangible Assets Disclosure [Abstract]

Intangible Assets

8. INTANGIBLE ASSETS

Intangible assets consist of the following and were mainly related to the LEC acquisition:

	March 31, 2013		December 31, 2012
Go License	$	500,000	$	500,000
Crash test homologation costs		228,912		228,912
Liberty acquired technology		619,462		619,462
Assembled workforce		689,000		689,000
Trade name and website		45,000		45,000
Non-compete agreement		1,500,000		1,500,000
		3,582,374		3,582,374
Less amortization and impairment		(3,582,374)		(3,582,374)
	$	−	$	−

Amortization expense was $0 for the three months ended March 31, 2013 and $133,201 for the three months ended March 31, 2012. Additionally, the Company impaired the remaining basis in the intangibles during the year ended December 31, 2012 as management revised its sales forecast for the product which impaired the goodwill as of December 31, 2012.

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Condensed Consolidated Statements of Comprehensive Income (Loss) (USD $)	3 Months Ended
	Mar. 31, 2013	Mar. 31, 2012
Condensed Consolidated Statements Of Comprehensive Income Loss
Net income / (loss)	$ 38,082,717	$ (261,829)
Other comprehensive income / (loss), net of tax:
Foreign currency translation	97,928	0
Comprehensive income / (loss)	$ 38,180,645	$ (261,829)

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Stockholders' Deficit (Details 1) (Fair Value Inputs - Level 3, USD $)	Mar. 31, 2013
Fair Value Inputs - Level 3
Derivatives Fair Value [Line Items]
Derivative Financial Instruments	$ 33,138,133

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Condensed Consolidated Balance Sheets (Unaudited) (USD $)	Mar. 31, 2013	Dec. 31, 2012
Current Assets
Cash	$ 37,995	$ 87,325
Accounts receivable	156,541	163,389
Inventories	96,781	0
Notes receivable	0	11,329
Prepaid expenses and deposits	63,401	14,896
Other current assets	42,610	22,693
Total Current Assets	397,328	299,632
Property and equipment, net	286,764	164,065
Total Assets	684,092	463,697
Current Liabilities
Accounts payable and accrued expenses	932,603	872,086
Deferred revenue	434,536	422,182
Credit facility and other advances	87,125	73,916
Derivative liability	33,138,133	79,732,676
Share liability on purchase of NCWI	250,000	250,000
Funds received from FMS not converted into Preference Shares	358,552	120,102
Sums due to GLobal Market Advisors	104,100	104,100
Accrued Value added taxes	37,543	39,944
Sums due to global trade finance	25,000	25,000
Lease payable	11,347	15,062
Other payables	38,210	27,474
Total Current Liabilities	35,417,149	81,682,542
Long-term Liabilities
Notes payable, net of discounts	411,545	384,507
Total Long-term Liabilities	411,545	384,507
Total Liabilities	35,828,694	82,067,049
Contingencies
Stockholder's Deficit
Common stock	345,524	324,551
Additional paid-in capital	20,967,575	12,710,403
Accumulated other comprehensive loss	(13,379)	(111,307)
Accumulated deficit	(56,445,177)	(94,527,895)
Total Stockholders' Deficit	(35,144,602)	(81,603,352)
Total Liabilities and Stockholders' Deficit	684,092	463,697
Preferred Stock, Class A Convertible
Stockholder's Deficit
Preferred stock	855	896
Preferred Stock, Class B Convertible
Stockholder's Deficit
Preferred stock	$ 0	$ 0

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Deferred Revenue (Details) (USD $)	Mar. 31, 2013	Dec. 31, 2012
Deferred Revenues
Deferred grant income	$ 307,079	$ 307,226
Deferred membership fees	123,707	114,956
Payment on account - Newport Coachworks	3,750	0
Total deferred revenue	$ 434,536	$ 422,182

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Accounts Receivable (Tables)

3 Months Ended

Mar. 31, 2013

Receivables [Abstract]

Schedule of Accounts Receivable

Accounts Receivables	March 31, 2013		December 31. 2012
Trade receivables	$	109,586	$	113,429
Grant monies receivable	$	46,955	$	49,960
	$	156,541	$	163,389

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Income Taxes

3 Months Ended

Mar. 31, 2013

Income Tax Disclosure [Abstract]

Income Taxes

17. INCOME TAXES

Our provisions for income taxes for the three months ended March 31, 2013 and for the three months ended March 31, 2012 , respectively, were as follows (using our blended effective Federal and State income tax rate of 35.0%):

	2013		2012
Current Tax Provision:
Federal and state
Taxable income	$	-	$	-
Total current tax provision	$	-	$	-
Deferred Tax Provision:
Federal and state
Net loss carryforwards	$	(13,328,950)	$	29,591,783
Change in valuation allowance		13,328,950		(29,591,783)
Total deferred tax provision	$	-	$	-

Deferred tax assets for the three months ended March 31, 2013 and year ended December 31, 2012 consisted of the following:

	2013		2012
Deferred tax assets:
Net operating loss carryforwards	$	(38,082,717)	$	84,547,954
Valuation allowance		38,082,717		(84,547,954)
Net deferred tax assets	$	-	$	-

Internal Revenue Code Section 382 and similar California rules place a limitation on the amount of taxable income that can be offset by net operating loss carryforwards (“NOL”) after a change in control (generally greater than a 50% change in ownership). Transactions such as planned future sales of our common stock may be included in determining such a change in control. These factors give rise to uncertainty as to whether the net deferred tax assets are realizable. We have approximately $12,615,000 in NOL at December 31, 2012 that will begin to expire in 2030 for federal and state purposes and could be limited for use under IRC Section 382. We have recorded a valuation allowance against the entire net deferred tax asset balance due because we believe there exists a substantial doubt that we will be able to realize the benefits due to our lack of a history of earnings and due to possible limitations under IRC Section 382.

A reconciliation of the expected tax benefit computed at the U.S. federal and state statutory income tax rates to our tax benefit for the three months ended March 31, 2013 and year ended December 31, 2012 is as follows:

	3 month ended and Year ended December 31,
	2013				2012
Federal income tax rate at 35%	$	13,328,950	35.0	%	$	(29,591,783)	35.0	%
State income tax, net of federal benefit		-	-	%		-	-	%
Change in valuation allowance		(13,328,950)	(35.0)	%		29,591,783	(35.0)	%
Benefit for income taxes	$	-	-	%	$	-	-	%

We file income tax returns in the U.S. with varying statutes of limitations. Our policy is to recognize interest expense and penalties related to income tax matters as a component of our provision for income taxes. There were no accrued interest and penalties associated with uncertain tax positions as of December 31, 2012 and 2011. We have no unrecognized tax benefits and thus no interest or penalties included in the financial statements.

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Acquisitions (Details Narrative) (USD $)	1 Months Ended	2 Months Ended
	Oct. 31, 2012	Jul. 31, 2012
Business Combinations [Abstract]
Business acquisition, equity interest issued or issuable, description	We have a financing obligation to NCWI under the NCWI Agreement under which we agreed to provide up to $1,000,000 to NCWI pursuant to the forecasted timeline set forth in the NCWI Agreement. The total funding is made up of $500,000 as the forecasted requirement for initiating an internal combustion engine based bus manufacturing and $500,000 as the forecasted requirement for reaching pre-production stage in electric bus manufacturing. Both parties to the NCWI Agreement agreed that the funding requirements are forecasted amounts which may rise or fall according to business requirements and may be modified by the parties as needed.	We entered into a Stock Purchase Agreement with First Market Services, a Nevada corporation, under which we may sell up to 120,000 shares of our Series A Preferred Stock with the purchase price of $5 per share. Pursuant to the Stock Agreement, FMS has the right to purchase the Series A Shares in increments of $1,000 with a minimum purchase of $50,000 per month for a minimum of 12 months, with $40,000 being earmarked for the LEC Entities to fund their operations and growth, and $10,000 being earmarked to fund the costs associated with the Company being a public company.
Stock issued during period, Liberty Electric Cars		39,742,178
Series B convertible preferred stock issued, GAC Auto		10,000,000
Restricted preferred stock issued, LEC Directors		300,000
Common stock, price per share		$ 0.05
Preferred shares, price per share		$ 5.00

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Notes Payable, Net of Discount (Details) (USD $)	Mar. 31, 2013	Dec. 31, 2012
Debt Instrument [Line Items]
Note payable, debt discount	$ (31,888)	$ (63,777)
Note payable, net of current maturities	411,545	384,507
Note Payable - N Eckert
Debt Instrument [Line Items]
Note payable	177,142	188,478
Note payable, interest rate	12.00%	12.00%
Note Payable - R Knight
Debt Instrument [Line Items]
Note payable	58,478	62,220
Note Payable - P Beitl
Debt Instrument [Line Items]
Note payable	79,803	61,384
Note Payable - R Mcwaters
Debt Instrument [Line Items]
Note payable	37,973	40,403
Note payable, interest rate	12.00%	12.00%
Note Payable - D Voss
Debt Instrument [Line Items]
Note payable	37,973	40,403
Note payable, interest rate	12.00%	12.00%
Note Payable - M Elson
Debt Instrument [Line Items]
Note payable	30,376	32,322
Note payable, interest rate	12.00%	12.00%
Note Payable - N Jones
Debt Instrument [Line Items]
Note payable	15,270	16,247
Note Payable - I Hobday
Debt Instrument [Line Items]
Note payable	5,354	5,697
Note Payable - P Lilley
Debt Instrument [Line Items]
Note payable	$ 1,064	$ 1,130

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Contingencies (Details Narrative) (USD $)	12 Months Ended
	Dec. 31, 2012
Commitments and Contingencies Disclosure [Abstract]
Loss contingency, management's assessment and process	Our predecessor, Go Green USA, LLC, was a defendant, along with other defendants in a civil action filed in Marshall County, West Virginia by Glen Dale Motor Co. and Tomsic Motor Co, Civil Action no. 11-C-104 H. This undefended and previously unknown action resulted in a default judgment order in the amount of $3,717,615 with interest accruing at 7% per annum from and after February 13, 2012. There is no active effort to enforce this action against Go Green and we believe there are numerous defenses to the asserted judgment and any such enforcement effort. Moreover, the existence of the liability pre-existed our acquisition of Go Green and its existence was not disclosed as a part of the acquisition.
Loss contingency, range of possible loss, portion not accrued	$ 3,717,615

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Description of Business (Details Narrative) (USD $)	1 Months Ended	2 Months Ended		1 Months Ended
	Nov. 30, 2009 Go Green USA LLC	Jul. 31, 2012 Liberty Electric Cars Ltd.	Jul. 31, 2012 GAC Automotive Services, Inc.	Oct. 31, 2012 Newport Coachworks, Inc.	Sep. 30, 2011 Matter of Time I Co.	Jul. 31, 2013 Newport Coachworks
Business Acquisition
Business acquisition, shares issued	1,436,202	39,742,178		27,000,000
Business acquisition, convertible preferred stock issued		300,000	10,000,000
Business acquisition, vesting terms				Upon NCWI obtaining bona fide, binding purchase orders, with cash down payment standard in the industry to NCWI, from third party purchasers requiring NCWI to manufacturer 60 buses with diesel or compressed natural gas engines at NCWI's manufacturing facility within the first 12 months following the payment of one-half of the initial forecasted funding $500,000. GACR will issue Mr. Read up to all of the GACR Additional Shares, which shares will either be kept in escrow and distributed, or kept in treasury and issued, to Mr. Read within 10 days of the end of each calendar quarter pro rata with the number of Qualified Purchase Orders received by NCWI for the applicable calendar quarter.
Business acquisition, purchase price					$ 30,000
Business acquisition, extinguishment of obligation					$ 6,000
Percent of voting shares		8.19%		7.60%
Common stock issued, shares						5,000,000

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Stock Incentive Plan (Tables)

3 Months Ended

Mar. 31, 2013

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Schedule of Share-Based Payment Award Stock Options Valuation Assumptions

	March 31, 2013		December 31, 2012
Expected Volatility	88	%	88	%
Expected dividends	−	%	−	%
Expected terms (in years)	3		3
Risk-free rate	0.36	%	0.36	%
Forfeiture rate	−	%	−	%

Schedule of Share-Based Compensation Stock Options Activity

			Weighted-		Average
			Average		Remaining		Aggregate
			Exercise		Contractual		Intrinsic
	Options		Price		Life (Years)		Value
Outstanding at December 31, 2011		4,000,000	$	0.002		1.41	$	191,500
Granted		18,000,000		0.42		2.90		−
Exercised		−		−		−		−
Forfeited or expired		−		−		−		−
Outstanding at December 31, 2012		22,000,000	$	0.34		2.44	$	191,500
Exercisable at December 31, 2012		18,000,000	$	0.42		3.00	$	−

			Weighted-		Average
			Average		Remaining		Aggregate
			Exercise		Contractual		Intrinsic
	Options		Price		Life (Years)		Value
Outstanding at January 2013		22,000,000	$	0.34		2.44	$	191,500
Granted		−		−		−		−
Exercised		−		−		−		−
Forfeited or expired		−		−		−		−
Outstanding at March 31,2013		22,000,000	$	0.34		2.19	$	191,500
Exercisable at March 31,2013		18,000,000	$	0.42		2.75	$	−

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Stockholders' Deficit (Tables)

3 Months Ended

Mar. 31, 2013

Equity [Abstract]

Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis

	Level 1		Level 2		Level 3		Total
Assets
None	$	-	$	-	$	-	$	-
Liabilities
Derivative Financial instruments	$	-	$	-	$	33,138,133	$	33,138,133

Schedule of Derivative Liabilities at Fair Value

Balance at December 31, 2011	$	5,731,806
Derivative liability related to LEC debt conversion feature		133,872
Derivative liability related to preferred stock conversion feature		73,866,998
Balance at January 1, 2013	$	79,732,676
Derivative liability related to LEC debt conversion feature		(40,749)
Derivative liability related to preferred stock conversion feature		(7,863,255)
Change in Value of Historic Derivatives		(38,690,539)
Balance at March 31, 2013 (unaudited)	$	33,138,133

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Property and Equipment

3 Months Ended

Mar. 31, 2013

Property, Plant and Equipment [Abstract]

Property and Equipment

7. PROPERTY AND EQUIPMENT

Property and equipment consists of the following: as of March 31, 2013 and December 31, 2012:

	March 31, 2013		December 31, 2012
Leasehold improvements	$	9,539	$	10,149
Furniture and fixtures		7,930		8,086
Equipment		280,344		111,973
Computer hardware and software		37,779		32,963
Vehicles		26,706		92,938
		362,298		256,109
Less accumulated depreciation		(75,534)		(92,044)
	$	286,764	$	164,065

Our property and equipment in 2013 are located equally in terms of value in California and in the United Kingdom (the “UK”). The UK assets are acquired as part of LEC Entities acquisition (see Note 4). For the three months ended March 31, 2013 and March 31 2012, depreciation expense was $8,876 and $660, respectively.

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Income Taxes (Details 2) (USD $)	Mar. 31, 2013	Dec. 31, 2012
Deferred tax asset
Net operating loss carryforwards	$ (38,082,717)	$ 84,547,954
Valuation allowance	$ 38,082,717	$ (84,547,954)

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Inventories (Tables)

3 Months Ended

Mar. 31, 2013

Inventory Disclosure [Abstract]

Schedule of Inventory

	March 31, 2013		December 31. 2012
Raw materials	$	6,936	$	-
Work in progress		89,845		-
	$	96,781	$	-

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Acquisitions (Details 2) (USD $)	3 Months Ended
	Mar. 31, 2013	Mar. 31, 2012
Business Acquisition ProForma Information [Line Items]
Revenues	$ 218,396	$ 0
Cost of goods sold	78,847	0
Gross Profit	139,549	0
Operating expenses
Depreciation and amortization	8,876	133,861
Loss on disposal of equipment	12,516	0
General and administrative	486,148	119,610
Total Operating Expenses	721,826	253,471
Loss before other expenses	(582,277)	(253,471)
Other income (expenses)
Change in fair value of derivative liability	38,690,539	(7,979)
Gain on conversion of debt to stock	40,749	0
Loss on conversion of preferred shares	(20,375)	0
Total other income (expenses)	38,664,994	(8,358)
Profit / (loss) before income taxes	38,082,717	(261,829)
Income taxes	0	0
Net income / (loss)	38,082,717	(261,829)
Net income / (loss) per share (basic)	$ 0.11	$ 0.00
Net income / (loss) per share (diluted)	$ 0.07	$ 0.00
Weighted average shares outstanding (basic)	334,804,957	272,838,022
Weighted average shares outstanding (diluted)	550,163,039	420,632,665
Acquisition Proforma Statement of Operations
Business Acquisition ProForma Information [Line Items]
Revenues	218,396	317,434
Cost of goods sold	78,847	25,337
Gross Profit	139,549	292,097
Operating expenses
Depreciation and amortization	8,876	141,227
Loss on disposal of equipment	12,516	0
General and administrative	486,148	547,259
Total Operating Expenses	507,540	688,486
Loss before other expenses	(367,991)	(396,389)
Other income (expenses)
Stock issued in settlement of an agreement	(214,286)	0
Change in fair value of derivative liability	38,690,539	(7,979)
Gain on conversion of debt to stock	40,749	0
Loss on conversion of preferred shares	(20,375)	0
Interest expense	(45,919)	(379)
Total other income (expenses)	38,450,708	(8,358)
Profit / (loss) before income taxes	38,082,717	(404,747)
Income taxes	0	0
Net income / (loss)	$ 38,082,717	$ (453,716)
Net income / (loss) per share (basic)	$ 0.11	$ 0.00
Net income / (loss) per share (diluted)	$ 0.07	$ 0.00
Weighted average shares outstanding (basic)	334,804,957	272,838,022
Weighted average shares outstanding (diluted)	550,163,039	420,632,665

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Share Liability on Purchase of NCWI

3 Months Ended

Mar. 31, 2013

Share Liability On Purchase Of Ncwi

Share Liability on Purchase of NCWI

10. SHARE LIABILITY ON PURCHASE OF NCWI

On October 12, 2012, we entered into an Acquisition and Stock Exchange Agreement (the “NCWI Agreement”) with Newport Coachworks, Inc., a California corporation (“NCWI”), under which we agreed to purchase 100% of the issued and outstanding securities of NCWI (the “NCWI Shares”) from Mr. Carter Read, NCWI’s sole shareholder. As at March 31, 2013 the initial payment of 5 million ordinary shares has not been made.

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Inventories

3 Months Ended

Mar. 31, 2013

Inventory Disclosure [Abstract]

Inventories

6. INVENTORIES

Inventories consist of raw materials and work In progress. These pertain to the Bus production in the NCWI facility. The Company’s inventories are valued at cost, as determined by the first-in, first out (FIFO) method; in aggregate such valuations are not in excess of market. and consisted of the following as of March 31, 2013 and December 31, 2012:

	March 31, 2013		December 31. 2012
Raw materials	$	6,936	$	-
Work in progress		89,845		-
	$	96,781	$	-

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Description of Business

3 Months Ended

Mar. 31, 2013

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Description of Business

1. DESCRIPTION OF BUSINESS

We are a corporation originally organized under the laws of the State of Delaware in 1996, but re-incorporated in Nevada effective June 3, 2011. We formerly operated under the name GANAS Corp. (“GANAS”). Prior to November 2009, GANAS’ objective was to obtain through acquisition and/or merger transactions, assets, which could benefit our shareholders. Effective November 4, 2009, GANAS acquired Go Green USA LLC, a Nevada limited liability company organized on April 28, 2009 (“Go”), in a share exchange transaction pursuant to which newly issued shares of GANAS common stock were issued in exchange for all of the issued and outstanding membership interests of Go (the “Go Merger”). The Go Merger resulted in GANAS issuing 1,436,202 shares of its common stock with par value $0.001 for each 1% membership interest in Go, following which GANAS changed its name to Green Automotive Company Corporation. Effective September 30, 2011, we effected a Change of Domicile, re-incorporating in Nevada and simplifying our name to Green Automotive Company, among other things (the “Re-Incorporation”).

We are currently involved in assessing a number of All-Electric and alternate fuel vehicles including an All-Electric Intra-City and Municipal Mass Transit Bus and School Bus, for introduction to the U.S. market, to be manufactured by our subsidiary, Newport Coach Works, Inc.

Liberty Transaction

On June 28, 2012, we entered into a Stock Exchange Agreement (the “Liberty Agreement”) with Liberty Electric Cars Ltd., an England and Wales private company limited (“LEC”), and its wholly-owned subsidiary LEC 2 Limited, an England and Wales private company limited (“LEC2” and together with LEC, the “LEC Entities”), under which our wholly-owned subsidiary, Liberty Automotive Group, Inc. (formerly GAC EV Motors Inc.), a Nevada corporation (“LAG”) agreed to purchase 100% of the issued and outstanding securities of LEC (the “LEC Shares”), that owns 100% of the issued and outstanding securities of LEC2 (the “LEC2 Shares”) (collectively the “LEC Securities”) in exchange for the transfer of Thirty Nine Million Seven Hundred Forty Two Thousand One Hundred Seventy Eight (39,742,178) shares of our common stock held by LAG to the LEC Shareholders. These shares represented approximately 8.19% of our outstanding voting control. We also issued to Mr. West and Mr. Hobday, the executives of LEC, a total of 300,000 shares of our Series A Preferred Stock in exchange for the non-competition provisions in their independent contractor agreements. This transaction closed on July 23, 2012.

Additionally, pursuant to the Liberty Agreement, we issued to GAC Automotive Services, Inc., a Nevada corporation and one of our wholly-owned subsidiaries (“GAC Auto”) Ten Million (10,000,000) shares of Series B Convertible Preferred Stock (the “Series B Shares”). The issuance of the Series B shares to GAC Auto is not part of the purchase price of the LEC Entities and is not compensation to the LEC Entities or LEC Shareholders, but is reserved for issuance to certain entities that LEC and/or LEC2 have been in negotiations with at the time of execution of the Liberty Agreement if those entities and/or assets are purchased by us or our subsidiaries. The determination as to when and if to transfer the Series B Shares from GAC Auto to a selling party must be approved by our Board of Directors. To date, all of the Series B Shares are still held by GAC Auto.The Series B Preferred Stock have been eliminated on consolidation and are reflected as treasury shares.

As a result of the Liberty Transaction, we acquired LEC, a company that designs and develops electric vehicle drive solutions for use in its own converted vehicles and for sale to original equipment manufacturers (OEMs) for incorporation into their production. LEC’s engineers have invented innovative EV drive train technologies that can be employed in a wide variety of vehicle platforms. LEC is also involved in a number of advanced research programs for developing next generation electric vehicle (“EV”) solutions. These programs include the prestigious “Deliver” project where LEC is working together with “tier one” automotive companies to develop a pure electric commercial vehicle, and the “Motore” project in which LEC has partnered with other “tier one” automotive companies and universities to develop a “rare earth” free electric motor technology. Additionally, LEC has also created after sales support for EV’s, by providing a comprehensive aftermarket maintenance program throughout Europe for electric trucks and cars.

Due to its experience in EV technologies and in servicing EVs, LEC recently re-signed its agreement with, a large U.S. truck manufacturer, for the on-going support of electric vehicles run by its key clients in Europe. LEC will continue to take care of all warranty support when required by these customers, all of whom run fleets of electric commercial vehicles across Europe. This truck manufacturer’s customers include major companies such as FedEx, UPS and Veolia, who are using the first “ground up” electric trucks known as the “Modec” that were launched some 4 years ago for the purpose of making pollution free deliveries in urban areas.

Newport Coachworks Transaction (as Restated)

On October 12, 2012, we entered into an Acquisition and Stock Exchange Agreement (the “NCWI Agreement”) with Newport Coachworks, Inc., a California corporation (“NCWI”), under which we agreed to purchase 100% of the issued and outstanding securities of NCWI (the “NCWI Shares”) from Mr. Carter Read, NCWI’s sole shareholder, in exchange for the transfer of Five Million (5,000,000) shares of our common stock due at the closing of the transaction (the “GACR Closing Shares”), and up to an additional Twenty Two Million (22,000,000) shares of our common stock (the “GACR Additional Shares” and together with the GACR Closing Shares, the “GACR Shares”) to vest as follows: upon NCWI obtaining bona fide, binding purchase orders, with cash down payment standard in the industry to NCWI, from third party purchasers requiring NCWI to manufacturer Sixty (60) buses with compressed natural gas engines at NCWI’s manufacturing facility (each a “Qualified Purchase Order”) within the first twelve (12) months following the payment of one-half of the initial forecasted funding of $500,000. As discussed below GACR will issue to Mr. Read up to all of the GACR Additional Shares, which shares will either be kept in escrow and distributed, or kept in treasury and issued, to Mr. Read within ten (10) days of the end of each calendar quarter pro rata with the number of Qualified Purchase Orders received by NCWI for the applicable calendar quarter (the “NCWI Transaction”). The determination as to whether the shares will be issued and held in escrow or kept in treasury will be determined by the Parties in good faith and has not been determined to date. The GACR Shares, if all issued, currently represent approximately 7.6% of our outstanding common stock. This transaction closed on October 12, 2012. The shares were not issued to NCWI as of March 31, 2013. Due to administrative delays combined with the restrictions placed upon our Transfer agent following the TRO as explained in Note 19 Subsequent Events the 5,000,000 shares were not issued until July 18, 2013

Matter of Time Merger

On September 1, 2011, Green Automotive Company entered into a Stock Purchase Agreement and Escrow Agreement with Mark E. Crone (“Crone”) and Bosch Equities, L.P. (“Bosch”), under which we purchased 100% of the outstanding equity of Matter of Time I Co., a Nevada corporation (“MOT”), and extinguished a repayment obligation of MOT totaling $6,000, all in exchange for $30,000.

On February 10, 2012, Green Automotive Company entered into a Merger Agreement and Plan of Reorganization with Matter of Time I Co., a Nevada corporation (“MOT”) (the “MOT Agreement”). Under the MOT Agreement, at the closing of the transaction contemplated by the MOT Agreement, MOT dissolved into and became a part of Green Automotive Company, with Green Automotive Company being the surviving corporation and assuming MOT’s status as a reporting issuer under the Securities Exchange Act of 1934, as amended. On December 14, 2012 the transactions contemplated by the MOT Agreement closed (the “Closing”). As a result of the Closing, MOT was merged out of existence and Green Automotive Company became a reporting issuer under the Securities Exchange Act of 1934, as amended.

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Funds Received from FMS Note Converted into Preference Shares (Details Narrative) (USD $)	12 Months Ended
	Dec. 31, 2011
Funds Received From Fms Note Converted Into Preference Shares
Forgiveness of debt	$ 1,205,950
Convertible preferred shares, issued	$ 500,000
Convertible preferred stock, terms of conversion	No. of common shares to be issued upon conversion of CPS = No. of common stock outstanding on date of conversion fully diluted x (0.000001 x No. of preferred stock outstanding at date of conversion).

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Property and Equipment - Property and Equipment (Details) (USD $)	Mar. 31, 2013	Dec. 31, 2012
Property, Plant and Equipment [Abstract]
Leasehold improvements	$ 9,539	$ 10,149
Furniture and fixtures	7,930	8,086
Equipment	280,344	111,973
Computer hardware and software	37,779	32,963
Vehicles	26,706	92,938
Less accumulated depreciation	(75,534)	(92,044)
Property and equipment	$ 286,764	$ 164,065

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Deferred Revenue (Tables)

3 Months Ended

Mar. 31, 2013

Deferred Revenue Disclosure [Abstract]

Schedule of Deferred Revenue

Deferred Revenues	March 31, 2013		December 31. 2012
Deferred Grant Income	$	307,079	$	307,226
Deferred membership fees	$	123,707	$	114,956
Payment on account – Newport Coachworks	$	3,750	$	-
	$	434,536	$	422,182

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Subsequent Events (Details Narrative)	1 Months Ended	3 Months Ended
	Mar. 31, 2013	Mar. 31, 2013 Subsequent Event Business Acquisition - Going Green
Subsequent Event [Line Items]
Business acquisition, shares issued		1,562,498
Business acquisition, effective date of acquisition		Apr. 01, 2013
Loss contingency, actions taken by court	On May 7, 2013 GACR filed an Ex Parte Motion For Temporary Restraining Order against TBG in the Utah District Court in Salt Lake City, Utah requesting the Court for permission to instruct the GACR Transfer Agent to put a Rule 144 Legend on two certificates (representing 1,000,000 shares of GACR Common Stock) which had been submitted by TBG to MTG Trading for deposit in "street name" for future sale into the public market. After a brief hearing on May 7th, the Court, decided that there was enough evidence presented by GACR to justify a Temporary Restraining Order, and granted GACR's motion. The following week the Court held a Hearing with all parties to settle on a form of order for the permanent injunction requested by GACR, or allow the GACR Transfer Agent to re-issue the TBG Shares in the name of Cede & Co. (effectively allowing the TBG Shares to be sold as "Free-Trading" shares in the public market): the Court decided to let the Temporary Restraining Order stand, which served to prevent Action Stock Transfer from re-issuing the TBG Shares in the name of Cede & Co. but left open for additional briefing and consideration the issue of whether the amount of the bond for the injunction should be increased to the difference between the current estimated free market value of the TBG Shares ($250,000 give or take) and the value on the day of the Courts decision. The Court determined that the possible loss to TBG, if it was decided that the TBG Shares should not have been held by the GACR Transfer Agent and re-legended, was $50,000 and ordered GACR to post a $50,000 Bond., which we posted. However, on May 9, 2013 the Court issued its Memorandum Decision and Order in favor of GACR placing a Permanent Injunction on the re-issuance of the TBG Shares without a Rule 144 Legend until such shares were eligible under Rule 144 for the removal of the restrictive Legend, which is on or about December 24, 2013. As a result, GACR's Bond will be canceled and, while TBG has the right to appeal the Memorandum Decision and Order. In management's view it is more likely than not that TBG will not do so and, failing an appeal by TBG, GACR is released from the terms of the Utah TRO as to the restriction on issuance of additional shares to meet pre-TRO agreements and other agreements to which we are a party which require the issuance of additional shares of our stock.

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Stockholders' Deficit (Details 2) (USD $)	3 Months Ended		12 Months Ended
	Mar. 31, 2013	Mar. 31, 2012	Dec. 31, 2012
Summary of Derivative Liabilities [Roll Forward]
Derivative liability, beginning of period	$ 79,732,676	$ 5,731,806	$ 5,731,806
Derivative liability, related to LEC debt conversion feature	(40,749)		133,872
Derivative liability, related to preferred stock conversion feature	(7,863,255)		73,866,998
Change in value of historic derivatives	(38,690,539)	7,979
Derivative liability, end of period	$ 33,138,133		$ 79,732,676

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Sums Due to Global Trade Finance

3 Months Ended

Mar. 31, 2013

Sums Due To Global Trade Finance

Sums Due to Global Trade Finance

13. SUMS DUE TO GLOBAL TRADE FINANCE

On January 1, 2012 the Company made and entered into a credit facility with Global Trade Finance (“GTF”) to provide credit up to $250,000. The Company had drawn down $79,000 of the facility through the second quarter of 2012. The effective rate of interest is 8% on the facility, and the facility was to be secured by 5,000,000 shares of Green Auto common stock, and the advances made to the Company under the credit facility were not reduced to Convertible Notes. The facility was to be due January 1, 2013, or up to twenty four months if demand for repayment is not made, however, effective June 30, 2012, the $79,000 was converted into 1,500,000 shares of Green Auto common stock. The Company recorded $4,000 gain on settlement of debt. The Company also borrowed another $25,000 on this facility that it still owes under the same terms listed above.

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Deferred Revenue

3 Months Ended

Mar. 31, 2013

Deferred Revenue Disclosure [Abstract]

Deferred Revenue

9. DEFERRED REVENUE

Deferred revenue consists of the following: as of March 31, 2013 and December 31, 2012:

Deferred Revenues	March 31, 2013		December 31. 2012
Deferred Grant Income	$	307,079	$	307,226
Deferred membership fees	$	123,707	$	114,956
Payment on account – Newport Coachworks	$	3,750	$	-
	$	434,536	$	422,182

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Stockholders' Deficit

3 Months Ended

Mar. 31, 2013

Equity [Abstract]

Stockholders' Deficit

16. STOCKHOLDERS’ DEFICIT (As Restated)

Convertible Preferred Stock and Derivative Liability

On December 21, 2011, the Company and FMS entered into the Settlement & Conversion Agreement (“SCA”) whereby the parties agreed that FMS should forgive all amounts owed from the Company under the agreement including the accrued interest as documented under the individual convertible promissory notes for a total of $1,205,950 in consideration the Company issued to FMS 500,000 shares of the Company’s restricted no par value Series A Convertible Preferred Stock (“CPS”).

On July 23, 2012 and in relation with the LEC Acquisition (Note 4), the Company issued 300,000 shares of restricted preferred stock to two LEC Directors as a covenant not to compete. The preferred shares are fully forfeitable in the event the Directors terminated their employment or violated the non-compete provision before the third year anniversary. Additionally, these preferred shares were valued at $5 per share and were recorded as part of the purchase price.

On or about September 29, 2012, the Company issued an additional 30,000 CPS to FMS to settle $150,000 of advances owed to FMS (see Note 4) at a conversion rate of $5 per CPS.

On or about December 26, 2012, the Company issued an additional 53,680 CPS to FMS for cash at a price of $5 per CPS.

On or about December 26, 2012, the Company issued an additional 12,121 CPS to FMS for cash at a price of $8.5 per CPS.

On or about February 15, 2013 FMS converted 62,500 Pref A shares in to 20,437,331 shares of our common stock.

On or about March 6, 2013, the Company issued an additional 21,841 CPS to FMS for cash at a price of $8.5 per CPS in settlement of $180,188 advances from related party.

The CPS is convertible into Company’s common stock in accordance with the following formula:

No. of common shares to be issued upon conversion of CPS =

No. of common stock outstanding on date of conversion x 0.000001 x No. of preferred stock being converted.

Additionally, the financial statements presented here have been restated to give effect that subsequent to the filing date of the Original Form 10-K the Company the Black Scholes calculation for Derivative Transactions relating to the Series A Convertible Preferred Stock incorrectly assumed that there was a 16.667% restriction in the number of common shares that the preferred shares could be converted into. This had the effect of understating the cost of the transactions in 2011 and 2012 and understating the liability. Please see restatement note 20 below.

Due to their being no explicit limit to the number of shares to be delivered upon settlement of the above conversion option embedded in the CPS, the conversion feature is classified as derivative liabilities and recorded at fair value.

Pursuant to ASC 815, “Derivatives and Hedging,” the Company initially recognized the fair value of the embedded conversion feature of the CPS on date of issuance and was charged to operations. On March 31, 2013, the Company recorded a mark-to-market adjustment based on the fair value of the derivative liability on that date which resulted in a gain of $38,690,539. The fair value of the derivative liability was determined using the Black Scholes option pricing model with a quoted market price of $0.18, a conversion price of $0.157, expected volatility of 104%, no expected dividends, an expected term of one year and a risk-free interest rate of 0.16%. As of March 31, 2013, the number of common shares that could be potentially issued to settle the conversion of the preferred stock is 191,815,170 common shares.

The following table sets forth by level with the fair value hierarchy the Company’s financial assets and liabilities measured at fair value on March 31, 2013.

	Level 1		Level 2		Level 3		Total
Assets
None	$	-	$	-	$	-	$	-
Liabilities
Derivative Financial instruments	$	-	$	-	$	33,138,133	$	33,138,133

The following table summarizes the derivative liabilities included in the condensed consolidated balance sheet at March 31, 2013:

Balance at December 31, 2011	$	5,731,806
Derivative liability related to LEC debt conversion feature		133,872
Derivative liability related to preferred stock conversion feature		73,866,998
Balance at January 1, 2013	$	79,732,676
Derivative liability related to LEC debt conversion feature		(40,749)
Derivative liability related to preferred stock conversion feature		(7,863,255)
Change in Value of Historic Derivatives		(38,690,539)
Balance at March 31, 2013 (unaudited)	$	33,138,133

Common Stock

During the quarter ended June 30, 2011, a third party individual purchased 1,000,000 shares of common stock for $10,000 cash. In addition, this third party provided services to the company valued at $40,000 based on market prices of those services.

On January 1, 2012 the Company made and entered into a credit facility with Global Trade Finance (“GTF”) to provide credit up to $250,000. The Company had drawn down $79,000 of the facility through the second quarter of 2012. The effective rate of interest is 8% on the facility, and the facility was to be secured by 5,000,000 shares of Green Auto common stock, and the advances made to the Company under the credit facility were not reduced to Convertible Notes. The facility was to be due January 1, 2013, or up to twenty four months if demand for repayment is not made, however, effective June 30, 2012, the $79,000 was converted into 1,500,000 shares of Green Auto common stock. The Company recorded $4,000 loss on settlement of debt. The Company has borrowed another $25,000 on this facility that it still owes under the same terms listed above.

On January 27, 2012, the Company issued 8,000,000 shares of its common stock for the settlement of $430,689 of payables due to related parties.

On June 28, 2012, we entered into a Stock Exchange Agreement (the “Agreement”) with Liberty Electric Cars Ltd., an England and Wales private company limited (“LEC”), and its wholly-owned subsidiary LEC 2, Limited, an England and Wales private company limited (“LEC2” and together with LEC, the “LEC Entities”), under which our wholly-owned subsidiary, Liberty Automotive Group, Inc. (formerly GAC EV Motors Inc.), a Nevada corporation (“LAG”) agreed to purchase 100% of the issued and outstanding securities of LEC (the “LEC Shares”), and LEC owns 100% of the issued and outstanding securities of LEC2 (the “LEC2 Shares”) (collectively the “LEC Securities”) in exchange for the transfer of Thirty Nine Million Seven Hundred Forty Two Thousand One Hundred Seventy Eight (39,742,178) shares of our common stock held by LAG to the LEC Shareholders. These shares represent approximately Ten percent (10%) of our outstanding voting control. This transaction closed on July 23, 2012.

On or about November 13, 2012, we issued an aggregate of 1,004,180 shares of our common stock to four non-affiliate investors in exchange for $211,240 owed by Liberty under debt instruments. The issuances were exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, and the investor was either accredited or sophisticated and familiar with our operations.

On or about November 13, 2012, we issued 300,000 shares of our common stock to one non-affiliate investor in exchange for $47,038 owed by Liberty for services performed. The issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, and the investor was either accredited or sophisticated and familiar with our operations.

On or about February 15, 2013 FMS converted 62,500 Pref A shares in to 20,437,331 shares of our common stock.

On or about February 15, 2013, we issued 375,000 shares of our common stock to Kodiak Capital Group LLC worth $150,000 as part of the Kodiak Funding Agreement. The issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, and the investor was either accredited or sophisticated and familiar with our operations.

On or about February 15, 2013, we issued 160,715 shares of our common stock to Colin Manners (part of Kodiak Capital Group LLC) worth $64,286 as part of the Kodiak Funding Agreement. The issuance was exempt from registration pursuant to Section 4(2) of the Securities Act of 1933, and the investor was either accredited or sophisticated and familiar with our operations.

On March 18, 2013, the Company entered into a funding agreement for up to $3 million with Kodiak Capital Group LLC , a Newport Beach-based institutional investor. The Company has agreed to file a registration statement with the U.S. Securities & Exchange Commission (“SEC”) covering the shares that may be issued to Kodiak under the terms of the common stock purchase agreement. After the SEC has declared the registration statement related to the transaction effective, the Company has the right at its sole discretion over a period of one year to sell up $3 million of its common stock to Kodiak under the terms set forth in the agreement. Proceeds from this transaction will be used to fund the Company’s business development and for general corporate purposes.

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Notes Payable, Net of Discounts

3 Months Ended

Mar. 31, 2013

Debt Disclosure [Abstract]

Notes Payable, Net of Discounts

14. NOTES PAYABLE, NET OF DISCOUNTS

Notes Payable	March 31, 2013		December 31, 2012
N Eckert - £116,625 Note Payable, 12% interest, due upon the company raising in excess of £500,000 on OTCBB market, unsecured	$	177,142	$	188,478
R Knight £38,500 Note Payable, Nil Interest, when funds permit, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	58,478	$	62,220
P Beitl £52,540 (2012: £37,983) Note Payable, Nil Interest, when funds permit, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	79,803	$	61,384
R Mcwaters – £25,000 Note payable, 12% interest, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	37,973	$	40,403
D Voss – £25,000 Note payable, 12% interest, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	37,973	$	40,403
M Elson – £20,000 Note payable, 12% interest, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	30,376	$	32,322
N Jones £10,053 Note Payable, Nil Interest, when funds permit, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	15,270	$	16,247
I Hobday – £3,525 Note payable, Nil interest, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	5,354	$	5,697
P Lilley £700 Note Payable, Nil Interest, when funds permit, convertible based on a conversion price of 50% of close price on date of notification, unsecured	$	1,064	$	1,130
	$	443,433	$	448,284
Debt Discount	$	(31,888)	$	(63,777)
	$	411,545	$	384,507

As part of the acquisition of Liberty Electric described in Note 4 above, the Company had $625,195 in notes payable. Most of these notes are non-interest bearing and due upon demand. Four notes with a total amount of $211,240 were converted into 1,004,180 shares of GACR common stock. One note in the amount of $5,354 has an interest rate of nil% and is due to a related party. The balance due on the other notes at March 31, 2013 is $408,601 and at December 31, 2012 $5,697 was owed to a related party and the remaining notes totaled $378,810.

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Document and Entity Information	3 Months Ended
	Mar. 31, 2013	May 20, 2013
Document And Entity Information
Entity Registrant Name	Green Automotive Co
Entity Central Index Key	0001497632
Document Type	10-Q
Document Period End Date	Mar. 31, 2013
Amendment Flag	true
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		349,574,514
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2013
Amendment Description	Green Automotive Company is filing this Amendment No. 3 to the Quarterly Report on Form 10-Q/A for the quarterly period ended March 31, 2013 to further correct certain errors in our financial statements primarily to exclude our Series B Preferred Stock from our outstanding shares.

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Stock Incentive Plan

3 Months Ended

Mar. 31, 2013

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock Incentive Plan

15. STOCK INCENTIVE PLAN

On May 30, 2011, the Company adopted the 2011 Non-Qualified Stock Incentive Plan (the “Plan”). Under the Plan, participants, including both employees and nonemployees of the Company, have the opportunity to acquire common units of the Company. For awards made under the Plan, participants purchase common units at the time the award is made at (i) a stated value, or (ii) a percentage that is not less than 50% of the current fair market value of the stock. Award agreements with employees have a term of ten years and typically have a graded vesting terms over five years. If a participant ceases to be employed with the Company prior to the end of the vesting period, the participant forfeits his/her rights to any unvested units at the date of the termination.

There were 4,000,000 unvested stock options as of March 31, 2013 and December 31, 2012. The Company granted 18,000,000 and 1,000,000 stock options during the years ended December 31, 2012 and 2011, respectively. No options were granted during the three months ended March 31, 2013 The Company also did not record any stock option expense for the quarters ended March 31, 2013 and 2012.

The fair value of each option award is estimated on the date of grant using the Black-Scholes option valuation model that uses the assumptions noted in the following table. Because the Black-Scholes option valuation model incorporate ranges of assumptions for inputs, those ranges are disclosed. Expected volatilities are based on historical volatilities of the Company’s stock. The Company uses historical data to estimate option exercise and employee termination within the valuation model. The expected term of options granted is derived from estimates and represents the period of time that options granted are expected to be outstanding. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant.

	March 31, 2013		December 31, 2012
Expected Volatility	88	%	88	%
Expected dividends	−	%	−	%
Expected terms (in years)	3		3
Risk-free rate	0.36	%	0.36	%
Forfeiture rate	−	%	−	%

A summary of option activity as of March 31, 2013 and December 31, 2012, and changes during the periods then ended is presented below:

			Weighted-		Average
			Average		Remaining		Aggregate
			Exercise		Contractual		Intrinsic
	Options		Price		Life (Years)		Value
Outstanding at December 31, 2011		4,000,000	$	0.002		1.41	$	191,500
Granted		18,000,000		0.42		2.90		−
Exercised		−		−		−		−
Forfeited or expired		−		−		−		−
Outstanding at December 31, 2012		22,000,000	$	0.34		2.44	$	191,500
Exercisable at December 31, 2012		18,000,000	$	0.42		3.00	$	−

			Weighted-		Average
			Average		Remaining		Aggregate
			Exercise		Contractual		Intrinsic
	Options		Price		Life (Years)		Value
Outstanding at January 2013		22,000,000	$	0.34		2.44	$	191,500
Granted		−		−		−		−
Exercised		−		−		−		−
Forfeited or expired		−		−		−		−
Outstanding at March 31,2013		22,000,000	$	0.34		2.19	$	191,500
Exercisable at March 31,2013		18,000,000	$	0.42		2.75	$	−

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Income Taxes (Details 1) (USD $)	3 Months Ended
	Mar. 31, 2013	Mar. 31, 2012
Deferred Tax Provision:
Net loss carryforwards	$ (13,328,950)	$ 29,591,783
Change in valuation allowance	$ 13,328,950	$ (29,591,783)

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Stockholders' Deficit (Details Narrative) (USD $)	3 Months Ended	12 Months Ended		3 Months Ended	12 Months Ended	1 Months Ended			12 Months Ended
	Mar. 31, 2013	Dec. 31, 2012	Dec. 31, 2011	Mar. 31, 2013 Convertible Preferred Stock and Derivative Liability	Dec. 31, 2012 Convertible Preferred Stock and Derivative Liability	Feb. 28, 2013 Common Stock	Nov. 30, 2012 Common Stock	Jan. 31, 2012 Common Stock	Dec. 31, 2011 Common Stock
Class of Stock [Line Items]
Conversion of debt for preferred stock, value					$ 150,000
Conversion of debt for preferred stock, shares	1,500,000				30,000
Preferred stock issued, shares					65,801
Preferred stock issued, price per share					$ 5.00
Mark to market adjustment on embedded conversion feature				4,514,214
Fair value assumptions, market price				$ 0.18
Fair value assumptions, conversion price				$ 0.157
Fair value assumptions, expected volatility	88.00%	88.00%		104.00%
Fair value assumptions, risk-free rate	0.36%	0.36%		0.16%
Shares potentially convertible				55,840,782
Proceeds from issuance of common stock, value									10,000
Common stock issued for cash, shares									1,000,000
Common stock issued, shares						160,715	300,000	8,000,000
Common stock issued, value			$ 500,000			$ 64,286	$ 47,038	$ 430,689
Funding agreement				On March 18, 2013, the Company entered into a funding agreement for up to $3 million with Kodiak Capital Group LLC , a Newport Beach-based institutional investor. The Company has agreed to file a registration statement with the U.S. Securities & Exchange Commission covering the shares that may be issued to Kodiak under the terms of the common stock purchase agreement. After the SEC has declared the registration statement related to the transaction effective, the Company has the right at its sole discretion over a period of one year to sell up $3 million of its common stock to Kodiak under the terms set forth in the agreement. Proceeds from this transaction will be used to fund the Company's business development and for general corporate purposes.