UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-K





x ANNUAL REPORT
PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF
1934





For the
fiscal year ended November 30, 2009





Commission
File Number 000-33271





GLOBAL
BIOTECH CORP.





Delaware
              
              98-022951(State
      or Other Jurisdiction of
              
              (I.R.S.
      EmployerIncorporation
      or Organization)
              
              Identification
      No.)





5800
Metropolitan Blvd E Suite 328


Montreal,
Quebec H1S 1A7


ADDRESS
OF principal Executive Offices)





Issuer's
telephone number: (514) 333-4545





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





Securities registered pursuant to
Section 12 (g) of the Act: Common stock, par value $0.0001 per sharePreferred stock, par value $0.0001 per share





Check
whether the issuer (1) filed all reports required to be filed by Section 13 or
15 (d) of the Exchange Act during the past 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days.





Yes x





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





Check if
there is no disclosure of delinquent filers, in response to Item 405 of
Regulation S-B, is not contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information, statements incorporated by reference in Part 3 of this Form 10-K or
any amendment to this Form 10-K.





Issuer's
revenues for its most recent fiscal year: $0




As of
June 18, 2009, the aggregate market value of the issuer's common stock based on
its reported price on the OTC Bulletin Board held by non-affiliates of the
issuer was approximately $3,360,775. The shares of Global Biotech were not
listed on any publicly traded exchange as of the end of its most recently
completed second quarter.


At
February 25, 2010, 67,265,500 shares of issuer's common stock were
outstanding.




GLOBAL
BIOTECH CORP.


FORM
10-K ANNUAL REPORT


TABLE
OF CONTENTS




SECTION





PART
      1Item
      1.
                    Business
                    
                    3Item
      2.
                    Properties
                    
                    12Item
      3.
                    Legal
      Proceedings
                    
                    12Item
      4.
                    Submission
      of Matters to a Vote of Security Holders
                    
                    13PART
      2Item
      5.
                    Market
      for Registrant's Common Equity and Related Stockholders’
      Matters
                    
                    13Item
      6.
                    Management's
      Discussion and Analysis of Financial Condition and Results of
      Operation
                    
                    15Item
      7.
                    Financial
      Statements and Supplementary Data
                    
                    20Item
      8.
                    Changes
      in and Disagreements with Accountants on Accounting and Financial
      Disclosure.
                    
                    20Item
      8a.
                    Controls
      and Procedures
                    
                    21PART
      3Item
      9.
                    Directors
      and Executive Officers of the Registrant
                    
                    21Item
      10.
                    Executive
      Compensation
                    
                    25Item
      11.
                    Security
      Ownership of Certain Beneficial Owners and Management
                    
                    25Item
      12.
                    Certain
      Relationship and Related Transactions
                    
                    26PART
      4Item
      13.
                    Exhibits,
      Financial Statement Schedule and Reports on Form 8-K
                    
                    26Item
      14.
                    Principal
      Accountant Fees and Services
                    
                    27


2


DESCRIPTION
OF BUSINESS





(a)
Business Development





GLOBAL
BIOTECH CORP. ("GLOBAL"), formerly (SWORD COMP-SOFT CORP.) was organized on
November 2, 1998. Its goal was to bring interactive healthcare information
services utilizing the Internet to the consumer, the end user, to access what
they, as individuals, need.





As of
March 5, 2003 this business was sold along with the assumption of a note
payable in the amount of $700,000 to Millenia Hope Inc., its former parent
corporation. In exchange, GLOBAL received 30.7 million shares of its outstanding
common shares held by Millenia Hope Inc. Subsequently, GLOBAL acquired the
exclusive 10 year North American licensing rights to a vehicle tracking system
in exchange for 30.7 million of its common shares.





GLOBAL’s
vehicle tracking system was supposed to seamlessly tie together wireless
communications and the Internet with global positioning technology to link
vehicles to a world of unlimited wireless services. As of February 24,
2005,GLOBAL’s Board of Directors concluded that its attempt to enter the vehicle
tracking business was unsuccessful and entered into a provisional agreement,
with Advanced Fluid Technologies Inc. a Delaware corporation, to acquire assets
from the latter corporation pursuant to entering the bottled water, more
specifically the oxygenated bottled water, market. This Agreement was finalized
on August 15, 2007.





(b)
Business of Issuer





GLOBAL’s
goal is to position AquaBoost(TM), the bottled oxygenated water product it
expects to acquire from Advanced Fluid Technologies, as an energizing
alternative to soft drinks and as a beverage with more health benefits than
ordinary water. To date, the aforementioned product has had minimal sales and
the Company will endeavor, but can offer no guarantees, to raise its sales level
significantly. Officers and director of the firm have committed to fund the
operations of the Company until sufficient funds have been generated from
ongoing business.





OXYGENATED
WATER, THE PRODUCT





Oxygen
enriched water is water that is treated, combined or infused with oxygen. Most
oxygen enriched water companies claim that their water contains around seven
times the oxygen of natural, mineral, tap or spring water. For many of the
available brands the oxygen content is acknowledged to decrease over time
(giving products a shorter shelf life) and also decreases when the
oxygen-enriched water bottle is opened, as the oxygen slowly
dissipates.


3


Oxygenated
water is a convenient source of additional oxygen for the body. The benefits of
additional oxygen, according to the studies run and research done, include
increased cardiovascular and muscular endurance. Oxygenated water raises the
body's energy levels, improves concentration, calms the nervous system, and
helps to remove toxins (See Tests and Studies).





BOTTLED
WATER MARKET





Worldwide
sales in the fast-growing bottled water industry have risen annually, over the
past decade, surpassing $40 billion US in 2004. The United States market was
$7.1 billion US and the European market, where bottled water is the leading
beverage, at an estimated $12 billion. Some analysts suggest that bottled water
will surpass all US beverage categories, excluding soft drinks. Bottled water
sales grew at a 7.9% annual rate between 2002-2007 to reach 206 billion
litres.





Oxygenated
bottled water is a sub-category, one of the groups of specialty beverages, of
the broader bottled water market. Zenith International, a British food industry
consultant, stated, in its January 2005 report, that the worldwide sales of
bottled oxygenated water in 2004 reached 110 million litres, a growth of 30%
from previous year and 65% during the past 2 years.





MARKET
SIZE AND TRENDS





The
oxygenated water market represents an important niche within the global beverage
market. The product imparts beneficial aspects not available from bottled water,
and is a healthy substitute for soft drinks. For the year 2004, according to the
aforementioned Zenith study, Europeans purchased some 44 billion litres of
bottled water and Americans more than 26 billion litres. The 2004 sales figures
for oxygenated bottled water were 32 million litres for the United States and 40
million litres for Europe, respectively.




As per
the previously mentioned Zenith report, oxygenated water sales should double
between 2004 and the year 2008. This would yield an annual growth rate of 20%,
far above the predicted growth rate of regular bottled water.




According
to the Canadian Soft Drinks Association, bottled water is the largest selling
beverage in Europe and ranks behind soft drinks in North America. The growth
rate in the past decade for all bottled water consumption is much higher than
that of soft drinks.





COMPETITION





Several
Canadian companies and Bio-Hydration of San Diego, California, the volume leader
in oxygenated water, have developed their own oxygenated water.O2 Canada,
Oxyl'Eau, Neva Sport, Athletic Superwater, and Life 02 are being marketed as a
means to improve athletic performance. Penta and Avani's oxygenated water relies
on the purity of its product in its sales effort.


4


All of
these brands are not on par with AquaBoost(TM) in either their oxygen-retentive
abilities and/or in their levels of oxygenation.





Brand
                                  
                                  Parts Per Million of
                                    Oxygen
                                  
                                  Oxygen Retentive Ability
                                    Upon Opening of a Bottle
                                    600mlPenta
      Waters
                                  
                                  Up
      to 70
                                  
                                  Not
      listedLife
      O2
                                  
                                  Up
      to 120
                                  
                                  Less
      than 36 hoursO2
      Canada
                                  
                                  Up
      to 40
                                  
                                  Not
      listedAthletic
      Super Water
                                  
                                  Up
      to 50
                                  
                                  Not
      listedAvani
      Extra Oxygen
                                  
                                  Up
      to 50
                                  
                                  Maximum
      up to 2 hoursNeva
      Sport
                                  
                                  Up
      to 50
                                  
                                  Within
      24 hoursOxyL'eau
                                  
                                  15
                                  
                                  Not
      listed





AQUABOOST(TM)





AquaBoost(TM)
is "oxygenated" water: it has been treated to retain oxygen in concentrations
far higher than those found in nature. For example, water can retain 9 parts per
million (ppm) of oxygen at 20(degree) under a pressure of one atmosphere.
Studies conducted by the Quebec government have confirmed that our water
contained at least 20 ppm - the highest concentration detectable by the
government lab's measurement instruments. Our own tests established that
AquaBoost(TM) contained in excess of 80 ppm and even exceeded 100 ppm, even six
months after bottling (See Tests and Studies section).





PRODUCTION
PROCESS





We have
added new dimensions to the laws of physics governing dissolved gases. Our
method of dissolving gases in a liquid works by influencing ionic mobility,
electron diffusion, via an electron cannon, and the use of triboelectricity with
electrostatic charges. Due to the aforementioned processes, we can attach and
stabilize oxygen molecules in water at levels previously unheard of, 100PPM and
even higher.





Therefore,
in contrast to a mineralized solution reducing the dissolvability of oxygen in
water, as would be the case with our competitors' products, a small quantity of
minerals helps us create conductivity in water. In effect, the amount of
conductivity is influenced by the electrolyte strength, the nature of free ions
and their concentration in water. The process modifies water's physical and
chemical characteristics and allows us to bond the oxygen molecule to
water.


5


Currently,
we expect that our oxygenated bottled water will be produced for us by Saint
Ellie’s bottling plant in Quebec,Canada, though we have the option to utilize
any other facility that may prove more efficacious. Their production and
bottling capacity is more than adequate to fill our estimated annual sales of
oxygenated water.





DEVELOPMENT





We are
researching the optimum path to bring further products to the market in the
medium term, by exploring the oxygenation technology's application in beverages
other than water. Oxygenated fruit-juices is one of the development items on our
mid-term strategic horizon.





COMPETITIVE
ADVANTAGES





·
            Due
      to its production process, AquaBoost(TM)'s elevated oxygen content does
      not simply bubble away, when the product is opened, as happens with many
      of our competitors' products. Aquaboost(TM) will retain its oxygen level
      over a much longer period of time than its
  competitors.





·
            Our
      level of dissolved oxygen, up to 100ppm, is far greater than the vast
      majority of our competitors (see previous
  section).





·
            Our
      production process ensures that our product is clean of all contaminants
      and impurities.





PRICING
AND MARKETING





PRICING





Due to
the superior qualities of of AquaBoost(TM), we believe that retailers will
obtain premium prices for it. The higher price will signal to consumers that
there is something "unique" about AquaBoost(TM), which we expect will fuel
greater customer demand. It will also offer the increased margins of oxygenated
and specialty type waters to distributors, thus helping to boost our product's
introduction into the consumer marketplace.





POTENTIAL
CONSUMERS





AquaBoost(TM)
offers important benefits to consumers. In raising their oxygen levels, people
not only feel better and have increased energy levels, they also think more
clearly and function at peak performance for longer periods of time, improving
their work and leisure time productivity.





An in
house survey of potential AquaBoost(TM) customers and the 2005 report of Zenith
International tell us that they are health-conscious, men and women who will
benefit from the additional oxygen in their bodies. They lead active lifestyles,
engage in sports and other physical activities and are looking for healthy,
nourishing alternatives to soft drinks and other traditional
beverages.


6


A
secondary group that we have identified, through the same research, are the
elderly, who may encounter oxygen deprivation through illness and physical
trauma. Oxygen reduces the effectiveness of pathogenic bacteria and viruses. As
a simple, readily available source of oxygen. AquaBoost(TM) can offer these
consumers better health.





In March
2001 Aquaboost(TM) was shown at the beverage and food show, SIAL, in Montreal,
Quebec. Over 4,000 samples of Aquaboost(TM) were given out and generated
significant positive interest during the commencement of the product testing
phase.





MARKETING
STRATEGY





The
Company, both in the short and in the long term, aims to raise the awareness of
our product, and the added benefits of additional oxygen in the blood
stream.





Medical
benefits, of elevated oxygen levels, include:





Treatment
of:





-
Infectious Diseases


- Chronic
wounds


-
Anemia/blood loss


- Post
operative wound care


- Spinal
cord injury


-
Cerebral Damage


- Burn
Victims





Improvements
in:





-
Cognitive performance


-
Lowering blood pressure


-
Depression


- Sleep
Disorders


- Chronic
joint and muscular pain


- Chronic
Fatigue


-
Respiratory and Heart problems


-
Stimulation of metabolism





AquaBoost(TM)
will be marketed and differentiated as having one of the highest PPM of oxygen
and retaining this level over an extended period of time, thus conveying more of
the potential benefits of higher bloodstream oxygen levels. With appropriate
financing we will also utilize sport stars and will continue to ride the general
bottled water and specialty water consumption rise, vis a vis soft drinks and
other beverages.


7


PURCHASED
RIGHTS





On August
15,2007 the Company finalized an agreement with Advanced Fluid Technologies to
purchase their to be patented oxygenation unit and all technical know how,
intellectual properties, methodologies and all information pertaining to the
following: the fixation of the oxygen molecule to water or any other fluid
and/or to the building and maintenance of the oxygenation unit. Furthermore; all
trademarks for the name Aquaboost Oxygenated Water,  and the right to
use and register said name globally, were to be transferred to
Global.





Purchase
price, for all the aforementioned assets, is a combination of debt this being
the $216,261 due by AFT to the Company in a note payable as of August 26, 2005,
and 18 million shares of the Company’s common stock, valued at $720,000.
Pursuant to the above stock issuance to Advanced Fluid Technologies, on August
15,2007, the assets listed in the Agreement were transferred to the
Company.





TESTS AND
STUDIES





AquaBoost(TM)
oxygen levels and retentive abilities





December
1999 - March 2000-Test done by the Government of Quebec, Canada's Testing
facility.





58
samples of 500 ml and 1000 ml bottles refrigerated until December 23, 1999 and
then left at room temperature until the end of the of experiment


Upper
limit of government testing equipment 20 ppm


Samples
opened December 23, 1999, January 19, February 16 and March 13,
2000.





All
samples measured at or above the maximum testing level i.e. in excess of 20 ppm
of dissolved oxygen.





February
2000 - July 2000-Test done In-House by Dr. Rene Morel of Hospital Maisoneuve
Rosemont.


Measured,
once a month, the oxygen level of a total of 200 bottles, 500 ml and 1000 ml,
left at room temperature, for 6 months consecutively.


All
samples measured between 80-110 ppm of dissolved oxygen, even after 6
months.





August
2000 - Test done by LAB Preclinical Research International


Variation
of PO2 levels in MMHG in relation to time, animals


1 canine
test subject, 11 months old, 500 ml with an oxygen content of 33
ppm


Increased
PO2 level within a short time of receiving the oxygenised solution.





July 2000
- Test done by Dr. Knox van Dyke and Dr. Meir Sacks - University of West
Virginia





Examined
AquaBoost(TM) in an assay against the strong pro-oxidant SIN-1 which produces a
key body oxidant called peroxynitrite. AquaBoost acted as an antixiodant by
suppressing the light from luminol. Normally the peroxynitrite reacts with the
luminol to produce light. AquaBoost interfered with the production or
transmission of light, clearly indicating it is acting as an
antioxidant.




November
2000 - Test done In-House by Dr. Rene Morel of Hospital-Maisoneuve
Rosemont.





Variation
of PO2 levels in MMHG in relation to time, humans


6 adults,
male and female ages 38-53, who ingested 750 ml each of AquaBoost(TM) with an
oxygen content of 100ppm. In all cases, their PO2 level increased significantly
within a short time of ingesting Aquaboost(TM). Equally as significant, the
elevated level of PO2 was detectable after a sustained period of
time.


8





April
2002 - Test done by Northwest Environmental Water Lab in
Oakville.  AquaBoost retaind oxygenated was 82ppm or 900% more than
naturally occurring oxygen in water.





STUDIES
ON THE BENEFITS OF INGESTING OXYGENATED WATER





The
European Journal of Medical Research( vol.6, Nov 20,2001) has carried out a
study on the effect of oxygen enriched water on behalf of Germany's
Adelhoizener. The study found that, due to warming in the stomach, oxygen bound
in mineral water slowly de-binds and penetrates the stomach septum. Hence,
venous blood leading to the liver was additionally supplied with oxygen. This
oxygen enrichment amounted to 7% to 14% and lasted for around one
hour.





In August
1997 double-blind tests were conducted by the Center for Research on Woman's
Health, Denton, Texas under the supervision of Dr. John Duncan. This involved 25
participants - 20 male and 5 females. They were given either clustered and
oxygen enriched water or normal water and asked to run for 90 minutes with
relevant recordings and measurements taken. It was found that runners drinking
the clustered and oxygen enriched water decreased recorded times over the 5
kilometre distance by an average of 31 seconds, compared to regular bottled
water. It was concluded that oxygen enriched beverages could increase athletic
achievement.





According
to a January 1999 article in the Canadian Journal of Health and Nutrition,
"Oxygen Boosts Performance", the addition of extra oxygen to the human body
yields many health and well-being benefits: improved cardiovascular endurance,
raised energy levels, improved concentration, a calmer nervous system, and
reduced toxin levels.





In a
study conducted for Oxy-Water by George Washington University, entitled "Effects
of Oxygenized Water on Percent Oxygen Saturation and Performance During
Exercise"( presented to The American College of Sports Medicine in June 2001 by
Jenkins,Moreland,Waddell and Fernhall),  the effect of oxygen enriched
water on performance during exercise was investigated. The study involved ten
men and ten women aged between 23 and 35 - all regular exercisers. Each person
performed two maximum output tests and two endurance tests, two for both
oxygenized and distilled water. All four tests were carried out on a cycling
machine. Each person drank 50cl of water 15 minutes before each test and then
immediately following fatigue.





Further
separation of the group found that the time to fatigue during the maximum output
exercise was greater with Oxy-Water compared to the distilled water. The study
concluded, "Individuals who are highly trained may benefit from the use of
oxygenised water to increase percentage oxygen saturation during acute bouts of
intense exercise and possibly prolong time to fatigue. Even small increases in
oxygen saturation may be significant in highly trained individuals and elite
performers."





"Oxygen
plays a pivotal role in the proper functioning of the immune system..we can look
at oxygen deficiency as the single greates cause of all diseases." Stephen
Levine, a respected molecular biologist and geneticist, and Dr. Paris M. Kidd,
Ph.D., excerpted from Antioxidant Adaptation and Immunity, etc., published in
August 1986.





Two time
Nobel Prize winning researcher, Dr. Otto Warburg determined that healthy cells
might become cancerous as a result of oxygen depriviation.- per an OxyPlus
oxygenated water excerpt





Dr. Otto
Warburg's studies prove that when your body is saturated in oxygen, your healthy
cells have more energy and are stronger. Cancer cells do not feed on oxygen,they
feed on fermentation. An oxygen- saturated body is a hostile environment for
cancer. Oxygen increases your energy, your memory and the quality of your
life(excerpted from his address on June 30,1966 in Lindau, Lake Constance,
Germany).


9





As
reported in the New York Times in 2001,Glenn J. Butler, whose bio-engineering
career includes work with NASA and whose firm manages The Chronic Wound
Treatment & Hyperbaric Center at The Mount Vernon Hospital, researched the
long and short-term effects of consuming Oxygen8 (an oxygenated water produced
in the US). Mr. Butler's findings: "By drinking Oxygen8, there is a significant
increase in blood oxygen levels. The results suggest that the oxygen remains
inthe system for longer than 10 minutes after consumption. Approximately 1 out
of every 3 of Americans is in need of hydration and thus, oxygen would be
beneficial for their health."





As with
many scientific claims, there are detractors from the benefit of ingesting
oxygen enriched water. The tests and studies we have quoted are the validation
for our beliefs in the benefit of oxygenated water.





AQUISITIONS





On August
15, 2007 the Company finalized an agreement with Advanced Fluid Technologies to
purchase their to be patented oxygenation unit and all technical know how,
intellectual properties, methodologies and all information pertaining to the
following: the fixation of the oxygen molecule to water or any other fluid
and/or to the building and maintenance of the oxygenation unit. Furthermore; all
trademarks for the name Aquaboost Oxygenated Water and the right to use and
register said name globally, were to be transferred to Global.





Purchase
price, for all the aforementioned assets, was a combination of debt this being
the $216,261 due by AFT to the Company in a note payable as of August 26, 2005,
and 18 million shares of the Company’s common stock valued at $0.04 per share or
$720,000.  Pursuant to the above stock issuance to Advanced Fluid
Technologies on August 15,2007, the assets listed in the Agreement were
transferred to the Company.





Business
Objectives and Milestones





The
Company’s short-term and medium-term objectives are as follows:





·
            To
      attach our oxygenation unit in Quebec to the bottling line of a recognized
      North American bottler via a joint venture or establish our own bottling
      plant;


·
            To
      create a revenue stream through sales from strategic merchandising
      relationships and highly targeted markets - to this end, the Company is
      working on forming business relationships with pharmacy chains to place
      its nutraceutical beverage products in the next 6 to 12
      months;


·
            To
      strengthen its investor relations program, to increase shareholder value
      and increase public investors’ interest in the Company;
  and


·
            To
      complete development of additional oxygenated and non-oxygenated drinks
      with nutraceutical values, which can be added to the Company’s product
      offering, distributed by others, or licensed to
  others.





The
Company’s long-term objectives are:





·
            To
      position AquaboostTM as a top quality oxygenated water in the specialty
      waters market - AquaboostTM’s oxygenation level (up to 100 ppm and
      greater), the ability of our bottled water to retain this level of
      oxygenation, even over lengthy periods of time, and the purity of our
      product, we believe, should give AquaboostTM the ability to become a staple
      in this specialty waters niche;


10





·
            To
      reach our 4 years sales objective - We have set a conservative sales
      objective of 4-6% of the European and American markets, or US$12.5 million
      to US$20 million of annual revenues by 2013. The fact that AquaboostTM was
      seen by hundreds of distributors at the SIAL in Montreal, Canada in 2001,
      gives Management confidence that Global can meet these sales objectives;
      and





·
            To
      enter other complimentary beverage fields - The Company has held
      discussions with several large beverage companies about oxygenating fruit
      juices. Should these discussions prove successful, the Company would have
      another major revenue generating area.  The Company may also
      partner with other beverage distributors or lease its technology for
      royalties in those regions and for those products where it will not
      negatively impact potential AquaboostTM sales.We are also conducting
      research and development on a potential new product that we currently
      refer to as “Aquaboost-VitA:  Orange
    Antioxidant”.


11





EMPLOYEES





There are
no signed contracts with any employees. At the current time the following
officers are its only employees:





Louis
Greco - President-Director





Responsible
for overall operational co-ordination, implantation of its new business
direction and the marketing effort required to bring this to
fruition.




At
present, he devotes 1 1/2 days per week to the Company and is a resident of
Montreal.





Perry
Choiniere – Chief Operating Officer-Director





Responsible
for day-to-day implantation of the Company's entry into the bottled water field.
Currently, he devotes a full week to the Company and is a Montreal
resident.





Dr.
Pierre Marois, Chief Scientific Officer





Dr.
Pierre Marois, a well- respected physician at St. Justine's Hospital in
Montreal, Canada, specializes in rehabilitative and epidermal medicine. Dr.
Marois has specific expertise in the oxygenation process, having been one of the
leaders of a research team involved in oxygenation projects from 1998-2001.
Resident of Montreal.





Gilles
Lamarre- Vice President-Director





Responsible
for assisting the President with general oversight of the Company, its
operations and shareholder communications. Currently, he devotes a full week to
the Company and is a Montreal resident





Eric
Sonigo, Vice President – Production





Once the
corporation starts selling its product in large volume, Mr.
Sonigo will be responsible for the production runs and machinery maintenance, as
well as scheduling of orders and will work full time for the Company. He is a
Montreal resident.





Although
the aforementioned four officers, to a greater or lesser extent, do not work
full time for GLOBAL; each one devoted an adequate amount of time to accomplish
his role in the corporate structure. Whenever it is necessary, each of these
officers puts in work time over and above their regularly scheduled
workday.





ITEM
2. DESCRIPTION
OF PROPERTIES





Our
principal office is 1200 sq, ft., located at 5800 Metropolitan Est, suite 328 in
Montreal, Quebec.





ITEM
3. LEGAL
PROCEEDINGS




We are
not involved in any material legal proceedings.


12





ITEM
4. ITEMS
SUBMITTED TO A VOTE OF SECURITY HOLDERS





None





ITEM
5. MARKET
FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDERS MATTERS





The
Company's Common Stock is currently quoted for trading on the Over The Counter Bulletin Board Market
under the symbol GBIQ.The following table sets forth the range of
quarterly, high and low sale prices for the Company's Common Stock from the
inception of quotation during the fourth quarter of 2009. The quotations
represent inter-dealer quotations without adjustment for retail markups,
markdowns or commissions, and may not necessarily represent actual
transactions.





Common
      stock
                  
                  High
                  
                  
                  Low2009Fourth
      Quarter (inception)
                  
                  $
                  0.50
                  
                  
                  $
                  0.152010First
      Quarter
                  
                  $
                  0.30
                  
                  
                  $
                  0.07





Of the
67,265,500 shares of common stock outstanding, 53,167,550 shares are currently
subject to the resale restrictions and limitations of Rule 144. In general,
under Rule 144 as currently in effect, subject to the satisfaction of certain
other conditions, a person, including an affiliate, or persons whose shares are
aggregated with affiliates, who has owned restricted shares of common stock
beneficially for at least one year is entitled to sell, within any three-month
period, a number of shares that does not exceed 1% of the total number of
outstanding shares of the same class. In the event the shares are sold on an
exchange or are reported on the automated quotation system of a registered
securities association, you could sell during any three-month period the greater
of such 1% amount or the average weekly trading volume as reported for the four
calendar weeks preceding the date on which notice of your sale is filed with the
SEC. Sales under Rule 144 are also subject to certain manner of sale provisions,
notice requirements and the availability of current public information about
us.





A person
who has not been an affiliate for at least the three months immediately
preceding the sale and who has beneficially owned shares of common stock for at
least two years is entitled to sell such shares under Rule 144 without regard to
any of the limitations described above.


(b)
Holders





As of
February 25, 2010, there were over 300 holders of the Company's common
stock.


13





(c)
Dividends





The
Company has had no earnings to date, nor has the Company declared any dividends
to date. The payment by the Company of dividends, if any, in the future, rests
within the discretion of its Board of Directors and will depend, among other
things, upon the Company's earnings, its capital requirements and its financial
condition, as well as other relevant factors. The Company has not declared any
cash dividends since inception, and has no present intention of paying any cash
dividends on its Common Stock in the foreseeable future, as it intends to use
earnings, if any, to generate growth.





(d)
Recent Sales of Unregistered Securities.





Common
Stock





(a)
Common or Preferred Stock





The
Company is authorized to issue 260,000,000 shares of Common Stock, $0.0001 par
value, of which 67,265,500 shares were issued and outstanding as of the date
hereof. Each outstanding share of Common Stock is entitled to one (1) vote,
either in person or by proxy, on all matters that may be voted upon the owners
thereof at meetings of the stockholders.





The
holders of Common Stock: (i) have equal ratable rights to dividends from funds
legally available therefore, when and if declared by the Board of Directors of
the Company; (ii) are entitled to share ratably in all of the assets of the
Company available for distribution to holders of Common Stock upon liquidation,
dissolution or winding up of the affairs of the Company; (iii) do not have
preemptive, subscription or conversion rights, or redemption or sinking fund
provisions applicable thereto; and (iv) are entitled to one non-cumulative vote
per share on all matters on which stockholders may vote at all meetings of
stockholders.





Holders
of Shares of Common Stock of the Company do not have cumulative voting rights,
which means that the individuals holding Common Stock with voting rights to more
than 50% of eligible votes, voting for the election of directors, can elect all
directors of the Company if they so choose and, in such event, the holders of
the remaining shares will not be able to elect any of the Company's
directors.





The
Company is authorized to issue 80,000,000 shares of Preferred Stock, $0.0001 par
value, of which 0 shares were issued and outstanding as of the date
hereof.





(b) Debt
Securities.





The
Company has not issued any debt securities to date.





(c) Other
securities to be registered





None


14




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





Special
Note Regarding Forward-Looking Statements





Some of
the statements under "Plan of Operations", "Business" and elsewhere in this
registration statement are forward-looking statements that involve risks and
uncertainties. These forward-looking statements include statements about our
plans, objectives, expectations, intentions and assumptions and other statements
contained herein that are not statements of historical fact. You can identify
these statements by words such as "may," "will," "should," "estimates," "plans,"
"expects," "believes," "intends," and similar expressions. We cannot guarantee
future results, levels of activity, performance or achievements. Our actual
results and the timing of certain events may differ significantly from the
results discussed in the forward-looking statements. You are cautioned not to
place undue reliance on any forward-looking statements.





Plan of
Operation.





The
following discussion should be read in conjunction with the financial statements
and related notes, which are included elsewhere in this
prospectus.  Statements made below which are not historical facts are
forward-looking statements. Forward-looking statements involve a number of risks
and uncertainties including, but not limited to, general economic conditions and
our ability to market our product.





The
business objective of GLOBAL is to position AquaBoost(TM) as a top quality
oxygenated water in the specialty waters market. Our oxygenation level (up to
100 ppm and greater), the ability of our bottled water to retain this level of
oxygenation, even over lengthy periods of time and the purity of our product, we
believe, should give us the ability to become a staple in this specialty waters
niche.





We have
set a conservative sales objective of 4-6% of the European and American markets,
or $12.5 million U.S. to $20 million U.S., by the year 2013, our envisioned
fourth year of production. The fact that AquaBoost(TM) was seen by hundreds of
distributors at the SIAL in Montreal, Canada in 2001 and that there is already a
market in Mexico for the product, gives us confidence in our abilities to reach
our sales objectives. However, no assurances can be given that the Company will
meet these goals.





Furthermore,
the Company has held discussions with several large beverage companies about
oxygenating fruit juices. Should these discussions prove successful, the Company
would have another major revenue generating area.  Currently, it is
too premature to hazard an estimate about the likelihood of finalizing any deals
with said corporations.




The
Company will also attempt to partner with other beverage distributors or lease
its technology for royalties in those regions and for those products where it
will not negatively impact on potential AquaBoost(TM) sales.





As of
December 2009, we started the process of hooking up our oxygenation unit to the
facility of an established water bottler in the Shawinigan, Quebec region. We
expect to be in production April/May of 2010.





GLOBAL
BIOTECH CORP. (formerly SWORD COMP-SOFT CORP.) was incorporated in November 1998
as an (ASP) Application Service Provider, specializing in the E-Healthcare
sector. On May 29, 2000 Millenia Hope Inc. acquired 35,700,000 shares of GLOBAL
BIOTECH CORP., this being the 76% of GLOBAL’s issued capital, in exchange for
5,000,000 common shares, valued at $129,478 based on the net tangible asset
value of Millenia Hope and not fair market value of the shares and 5,000,000
warrants entitling the registered holder thereof to purchase at any time from
that date for a period of three years, one share of common stock at a price of
two dollars.




15




As of
March 5, 2003 this business was sold along with the assumption of a note payable
of $700,000 to Millenia Hope Inc., its former parent corporation. In exchange,
GLOBAL received 30.7 million shares of its outstanding common shares held by
Millenia Hope Inc. Subsequently, GLOBAL acquired the exclusive 10 year North
American licensing rights to market a unique vehicle tracking model from First
Link Assoc. in exchange for 30.7 million of its common shares.





GLOBAL’s
vehicle tracking system was supposed to seamlessly tie together wireless
communications and the Internet with global positioning technology to link
vehicles to a world of unlimited wireless services. As of February 24, 2005,
GLOBAL’s Board of Directors concluded that its attempt to enter the vehicle
tracking business was unsuccessful and entered into a provisional agreement,
with Advanced Fluid Technologies Inc. (AFT), a Delaware corporation, to acquire
assets from the latter corporation pursuant to entering the bottled water, more
specifically, the oxygenated bottled water market.





On August
15,2007 GLOBAL finalized an agreement with Advanced Fluid Technologies to
purchase their to be patented oxygenation unit and all technical know how,
intellectual properties, methodologies and all information pertaining to the
following: the fixation of the oxygen molecule to water or any other fluid
and/or to the building and maintenance of the oxygenation unit. Furthermore; all
trademarks for the name Aquaboost Oxygenated Water and the right to use and
register said name globally, were to be transferred to Global.





Purchase
price, for all the aforementioned assets, was a combination of debt this being
the $216,261 due by AFT to the Company in a note payable as of August 26, 2005,
and 18 million shares of the Company’s common stock valued at $0.04 per share or
$720,000. Pursuant to the above stock issuance to Advanced Fluid Technologies on
August 15,2007, the assets listed in the Agreement were transferred to the
Company.





GLOBAL’s
registration statement, with the Security and Exchange Commission, was accepted
on July 16, 2001 and it was cleared by FINRA on June 16, 2009 to trade its
shares on the OTC: BB.





In an
effort to expand its product line, the Company is working on developing a new
product that we currently refer to as “Aquaboost-VitA: Orange
Antioxidant”.  This experimental product containswater oxygenated using the
AquaboostTMtechnology, vitaminC, vitamin E and apple skin
extract.  The Company is in the research and testing phase of the
product’s development, and is conducting
research into the product’s antioxidant effects and
palatability.





On
January 14, 2009, Giuseppe Daniele resigned as a director of the Company. On
January 19, 2009 Gilles Lamarre was appointed a director of the Company to fill
the vacancy created by his resignation. On January 19, 2009, Perry Choiniere was
appointed the Chief Financial Officer of the Company.  Mr. Choiniere
will serve as the Company’s Chief Financial Officer until further
notice.





On
January 19, 2009, the Company adopted amended and restated bylaws relating generally tothe
transaction of the business and affairs of the Company.  The bylaws
were amended and restated to allow directors to determine the size of the Board
of Directors, within a set range, and to clarify the provisions of the original
bylaws. A copy of the amended and restated bylaws of the Company was
attached  to our 8K filing of January 29,2009.





March 5,
2009, Frederic Blondeleau resigned as Vice President – Sales and Marketing of
Global Biotech. Mr. Louis Greco, Pres of Global Biotech assumed Mr. Blondeleau’s
responsibilities.


16


Year
ended November 30, 2009 compared to November 30, 2008





In 2009
we had $22,371 of professional fees and$10,500 in 2008, due to a greater amount
of work in connection with our being listed to trade on the OTC:BB and our
efforts to start the production of our oxygenated waters. We had $125,627 of
SG&A expenses in 2009 and $25,456 in 2008. The rise in costs were due to
$46,000 of extra regulatory fees, in connection with our  successful
attempt to be become a listed trading company, $19,000 of developmental costs
and $13,000 in extra  consulting fees  in our efforts to
start the production of our oxygenated waters. We had a
full year’s rent in 2009 and only 3 months in 2008,this plus extra day- to- day
expenses was
higher by $22,000 in 2009 over 2008.





We had
net interest expense, on our outstanding notes, of $40,614in 2009 and $31,368 in
2008.Highher borrowing costs were due to extra expenditures for the above
expenses. We had Fx losses of $22,100 in 2009 and no significant amount in
2008.





As a
result of the foregoing we had a loss of $210,712 in 2009 and a loss of $63,371
in 2008.





LIQUIDITY
AND CAPITAL RESOURCES





At
November 30, 2009 the company had negative working capital of
$748,445.  We expect that our cash needs for the fiscal year ending
November 30, 2010 will be $1,200,000. Management anticipates generating revenue
through sales during the next fiscal year. The officers and directors of the
company have indicated their commitment to help in finding funds to aid in the
operations of the organization during the next fiscal year, until the
organization can generate sufficient cash flow from operations to meet current
operating expenses and overhead.




17





Recent
Accounting Pronouncements




In June
2009, the FASB issued SFAS No. 168, “The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting Principles – a
replacement of FASB Statement No. 162”. The FASB Accounting Standards
Codification (“Codification”) will become the source of authoritative U.S.
generally accepted accounting principles (“GAAP”) recognized by FASB to be
applied by nongovernmental entities. Rules and interpretive releases of the
Securities and Exchange Commission “SEC” under authority of federal securities
laws are also sources of authoritative GAAP for SEC registrants. On the
effective date of this statement, the Codification will supersede all
then-existing non-SEC accounting and reporting standards. All other
non-grandfathered non-SEC accounting literature not included in the Codification
will become non-authoritative. This statement is effective for financial
statements issued for interim and annual periods ending after September 30,
2009. The adoption of SFAS No. 168 did not have a material impact on the
Company’s financial statements, but did eliminate all references to
pre-codification standards.




In June
2009, the FASB issued SFAS No. 167, “Amendments to FASB Interpretation
No. 46(R)”. The objective of this statement is to improve financial
reporting by enterprises involved with variable interest entities. This
statement addresses (1) the effects on certain provisions of FASB Interpretation
No. 46 (revised December 2003), “Consolidation of Variable Interest Entities”,
as a result of the elimination of the qualifying special-purpose entity concept
in SFAS No. 166, “Accounting for Transfers of Financial Assets”, and (2) concern
about the application of certain key provisions of FASB Interpretation No.
46(R), including those in which the accounting and disclosures under the
Interpretation do not always provide timely and useful information about an
enterprise’s involvement in a variable interest entity. This statement is
effective as of the beginning of each reporting entity’s first annual reporting
period that begins after November 15, 2009, for interim periods within that
first annual reporting period, and for interim and annual reporting periods
thereafter. Earlier application is prohibited. The adoption of this statement is
not expected to have a material effect on the Company’s financial
statements.




In June
2009, the FASB issued SFAS No. 166, “Accounting for Transfers of
Financial Assets – an amendment of FASB No. 140”. The object of this
statement is to improve the relevance, representational faithfulness, and
comparability of the information that a reporting entity provides in its
financial statements about a transfer of financial assets; the effects of a
transfer on its financial position, financial performance, and cash flows; and a
transferor’s continuing involvement, if any, in transferred financial assets.
This statement addresses (1) practices that have developed since the issuance of
SFAS No. 140, “Accounting for Transfers and Servicing of Financial Assets and
Extinguishments of Liabilities”, that are not consistent with the original
intent and key requirements of that statement and (2) concerns of financial
statement users that many of the financial assets (and related obligations) that
have been derecognized should continue to be reported in the financial
statements of transferors. SFAS No. 166 must be applied as of the beginning of
each reporting entity’s first annual reporting period that begins after November
15, 2009, for interim periods within that first annual reporting period and for
interim and annual reporting periods thereafter. Earlier application is
prohibited. This statement must be applied to transfers occurring on or after
the effective date. Additionally, on and after the effective date, the concept
of a qualifying special-purpose entity is no longer relevant for accounting
purposes. The disclosure provisions of this statement should be applied to
transfers that occurred both before and after the effective date of this
statement. The adoption of this statement is not expected to have a material
effect on the Company’s financial statements.




18




In June
2008, the Financial Accounting Standards Board (“FASB”) issued FASB Staff
Position EITF 03-6-1, “Determining Whether Instruments
Granted in Share-Based Payment Transactions Are Participating
Securities”. FSP EITF 03-6-1 addresses whether instruments granted in
share-based payment transactions are participating securities prior to vesting,
and therefore need to be included in the computation of earnings per share under
the two-class method as described in FASB Statement of Financial Accounting
Standards No. 128, “Earnings per Share.” FSP EITF 03-6-1 is effective for
financial statements issued for fiscal years beginning on or after December 15,
2008 and earlier adoption is prohibited. The adoption of this statement is not
expected to have a material effect on the Company’s consolidated financial
statements.




In May
2009, FASB issued SFAS No. 165 (SFAS 165) “Subsequent Events”. SFAS 165
establishes general standards of for the evaluation, recognition and disclosure
of events and transactions that occur after the balance sheet date. Although
there is new terminology, the standard is based on the same principles as those
that currently exist in the auditing standards. The standard, which includes a
new required disclosure of the date through which an entity has evaluated
subsequent events, is effective for interim or annual periods ending after June
15, 2009.  The adoption of SFAS 165 did not have a significant impact on
the Company’s consolidated financial statements.




In May
2008, the FASB issued SFAS No. 162, “The Hierarchy of Generally Accepted
Accounting Principles”. SFAS 162 identifies the sources of accounting
principles and the framework for selecting the principles to be used in the
preparation of financial statements of nongovernmental entities that are
presented in conformity with generally accepted accounting principles in the
United States.  It was effective on November 15, 2008.  The
adoption of this statement did not have a material effect on the Company’s
consolidated financial statements.




In March
2008, FASB issued SFAS No. 161, “Disclosures about Derivative
Instruments and Hedging Activities – an amendment to FASB Statement No.
133”. SFAS No. 161 is intended to improve financial standards for
derivative instruments and hedging activities by requiring enhanced disclosures
to enable investors to better understand their effects on an entity's financial
position, financial performance, and cash flows. Entities are required to
provide enhanced disclosures about: (a) how and why an entity uses derivative
instruments; (b) how derivative instruments and related hedged items are
accounted for under Statement 133 and its related interpretations; and (c) how
derivative instruments and related hedged items affect an entity’s financial
position, financial performance, and cash flows.  It is effective for
financial statements issued for fiscal years beginning after November 15, 2008,
with early adoption encouraged.  The adoption of this statement did
not have a material effect on the Company’s consolidated financial
statements.




In
December 2007, the FASB issued SFAS No. 141R, “Business
Combinations”.  This statement replaces SFAS 141 and defines
the acquirer in a business combination as the entity that obtains control of one
or more businesses in a business combination and establishes the acquisition
date as the date that the acquirer achieves control. SFAS 141R requires an
acquirer to recognize the assets acquired, the liabilities assumed, and any
noncontrolling interest in the acquiree at the acquisition date, measured at
their fair values as of that date. SFAS 141R also requires the acquirer to
recognize contingent consideration at the acquisition date, measured at its fair
value at that date. This statement is effective for fiscal years, and interim
periods within those fiscal years, beginning on or after December 15, 2008.
Earlier adoption is prohibited. The adoption of this statement did not have a
material effect on the Company's consolidated financial statements.




19




In
December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in
Consolidated Financial Statements Liabilities –an Amendment of ARB No.
51”.  This statement amends ARB 51 to establish accounting and
reporting standards for the noncontrolling interest in a subsidiary and for the
deconsolidation of a subsidiary. This statement is effective for fiscal years,
and interim periods within those fiscal years, beginning on or after December
15, 2008. Earlier adoption is prohibited. The adoption of this statement is not
expected to have a material effect on the Company's consolidated financial
statements.




In
February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for Financial
Assets and Financial Liabilities – Including an Amendment of FASB Statement No.
115”.  This statement permits entities to choose to measure
many financial instruments and certain other items at fair value. Most of the
provisions of SFAS No. 159 apply only to entities that elect the fair value
option. However, the amendment to SFAS No. 115 “Accounting for Certain Investments
in Debt and Equity Securities” applies to all entities with
available-for-sale and trading securities. SFAS No. 159 is effective as of the
beginning of an entity’s first fiscal year that begins after November 15, 2007.
Early adoption is permitted as of the beginning of a fiscal year that begins on
or before November 15, 2007, provided the entity also elects to apply the
provision of SFAS No. 157, “Fair Value Measurements”. The
adoption of this statement did not have a material effect on the Company's
consolidated financial statements.




In May
2009, FASB issued ASC 855, Subsequent Events, which
establishes general standards for the evaluation, recognition and disclosure of
events and transactions that occur after the balance sheet date. Although there
is new terminology, the standard is based on the same principles as those that
currently exist in the auditing standards. The standard, which includes a new
required disclosure of the date through which an entity has evaluated subsequent
events, is effective for interim or annual periods ending after June 15,
2009.  The adoption of ASC 855 did not have a material effect on the
Company’s financial statements. Refer to Note 11.




The
Company has implemented all new accounting pronouncements that are in effect and
that may impact its financial statements and does not believe that there are any
other new accounting pronouncements that have been issued that might have a
material impact on its financial position or results of operations.





ITEM
7.  Financial Statements.





The
financial statements are included at the end of this Annual Report, after the
signature page.





Item
8.  Changes In and Disagreements with Accountants on Accounting and
Financial Disclosures





None




20





Item 8a.
Controls and Procedures





The
Company maintains disclosure controls and procedures that are designed to ensure
that information required to be disclosed in the Company's Exchange Act reports
is recorded, processed, summarized and reported within the time periods
specified in the SEC's rules and forms, and that such information is accumulated
and communicated to the Company's management, including its Chief Executive
Officer and Chief Financial Officer, to allow timely decisions regarding
required disclosure based closely on the definition of "disclosure controls and
procedures" in Rule 13a-14c. In designing and evaluating the disclosure controls
and procedures, management recognizes that any controls and procedures, no
matter how well designed and operated, can provide only reasonable assurance of
achieving the desired control objectives, and management necessarily was
required to apply its judgment in evaluating the cost-benefit relationship of
possible controls and procedures. Within 90 days prior to the date of this
report, the Company carried out an evaluation, under the supervision and with
the participation of the Company's management, including the Company's Chief
Executive Officer and the Company's Chief Financial Officer, of the
effectiveness of the design and operation of the Company's disclosure controls
and procedures. Based on the forgoing, the Company's Chief Executive Officer and
Chief Financial Officer concluded that the Company's disclosure controls and
procedures were effective.





ITEM
9. Director
and Executive Officers





a)
Directors and Executive Officers





Name
              Age
              TitleLouis
      Greco
              55
              President-DirectorPerry
      Choiniere
              44
              Chief
      Operating Officer - DirectorDr.
      Pierre Marois
              58
              Chief
      Scientific OfficerGilles
      Lamarre
              62
              Vice
      President-DirectorEric
      Sonigo
              42
              Vice
      President Production





Louis
Greco – President, CEO and Director




Louis
Greco, age 55, received his B. Comm. from McGill University in Montreal, Canada
in 1974.  Mr. Greco has been involved with a variety of consumer
oriented industries in his 30 years in business.  He worked in
financial industry as a branch manager of the National Bank from
1975-1980.  During the next decade until 1990, Mr. Greco was the
manager of a chain of video outlets, and involved with sales.  From
1990 to 1995, he co-owned a retail food establishment.  Between 1996
and present he has worked as a sales consultant to the national divisions of
multinational office technology corporations, Minolta (Canada) and Panasonic
Canada.  Mr. Greco’s management, sales and financial skills will
greatly aid Global Biotech.  His experience in sales will help the
Company to strategically position its products and technical expertise in the
desired marketplaces. As President and CEO of the Company, Mr. Greco is
responsible for the general oversight of the Company, its operations and its
communications with its shareholders. Mr. Greco currently devotes part of his
time working for the Company, but will be working full-time as an employee once
Global commences sales of its product.




21





Perry
Choiniere – Chief Operating Officer, Chief Financial Officer, and
Director




Perry
Choiniere, age 44, has been involved in a number of consumer oriented ventures
for more than 20 years.  He started his career in the customer service
field for a large provider of heating oil to residential and commercial
users.  For most of the next 2 decades he managed and ran several
businesses involved in the maintenance and construction sectors, dealing
directly with the public and being responsible for the day to day administration
of the previously mentioned businesses.  During the last 4 years to
date, he has been involved with the negotiations and sales of products, both
domestically and internationally, in the pharmaceutical and nutritional
industries.  Mr. Choiniere brings to Global a broad knowledge of
business management and expertise in consumer relations.  Mr.
Choiniere has worked with Biomedico Pharma in a technical quasi-engineering
capacity. His intuitive abilities have assisted him in understanding the
mechanical aspects of the oxygenation process. As a director, the Chief
Operating Officer, and Chief Financial Officer his responsibilities are to
oversee and manage the operations of bottling line and the logistics’ attached
to the oxygenation and bottling process and to manage the finances and financial
reporting obligations of the Corporation.Mr. Choiniere devotes
all of his time to the Company as a full-time employee.





Dr.
Pierre Marois – Chief Science Officer




Dr.
Pierre Marois, age 58, served as a Director at Global from May 11, 2006 until
August 15, 2007, and has been a Chief Science Officer since May 11,
2006.  Dr. Marois received his medical degree from the University de
Montreal in 1978 and his specialization certificate, from the College of
Physicians and Surgeons of Canada, in 1979.  For the past 25 years,
Dr. Marois has worked as a physician at St. Justine’s Hospital in Montreal,
Canada, and several other pediatric hospitals specializing in Physical Medicine
and Rehabilitation  where he is well-respected.  Dr. Marois
has initiated countless research projects in neuromuscular  disease
and cerebral palsy.  Dr. Marois has specific expertise in the
oxygenation process, having been one of the leaders of a research team involved
in oxygenation projects from 1998-2001 for which he received the inaugural
Richard A. Neubauer award. He has participated in symposiums, lectures and
written numerous articles on the subject, for the past decade.  He is
known for his work with children in hyperbaric chambers, in which
pressurized   oxygen is injected into a chamber  and
the body is subjected to an increased amount of oxygen.  He is a
leading authority on the effects of oxygen therapy on the human
body.  As a part time employee of the Company, the proportion of his
time devoted to the Company is dependent upon the requirements of the Company
for his expertise, the Company’s phase of development and his
availability.




22





Gilles
Lamarre – Vice President and Director





Mr.
Lamarre, age 62began his career as a Box Office Manager at Expo 67 (Garden of
Stars). In 1969 he joined the National Arts Centre where in 1975 he developed
the first computerized subscription/season ticketing system in North
America.  In 1984, he made the transition to the private sector by
co-founding Uniticket to service the Ottawa/Hull Region. Uniticket processed
over 1.5 million tickets each year and was sold to Ticketmaster Canada Inc. in
1988. He also co-founded and developed Ticketnet Corporation in 1984, a major
new national network for ticketing and shared-resource box office management,
which was subsequently sold to AMR in 1986. Mr. Lamarre has acted as a
consultant/advisor to a number of Canadian corporations in the development and
implementation of leading edge technology and business
development.  More recently, he fulfilled several executive functions
with Comnetix, a leading provider of technology to law enforcement agencies. He
then became a Board member and a member of their Audit and Compensation
committees and resigned in early 2006 to concentrate his efforts on developing a
new venture related to weight loss programs and products.  He is
currently the President and CEO of Wykanta International Ltd., a company engaged
in the production and sale of nutraceutical products.  As Vice
President of the Company, Mr. Lamarre will be responsible for assisting the
President with the general oversight of the Company, its operations and its
communications with its shareholders.  He will devote all of his time
as an employee working for the Company as Vice President and a
director.





Eric
Sonigo – Vice President - Production




Eric
Sonigo, age 42, began his career in sales of various goods and services, from
cellular accessories to delivering luxury cars.  He has been involved
with sales and scheduling during his entire career, meeting with individuals and
coordinating their various needs and corporate priorities.  He has
extensive knowledge of the maintenance and running of the Company’s primary
oxygenation machinery, having been involved with the original owners of that
unit.  Although Mr. Sonigo is not an engineer by training, the
practical knowledge garnered by Mr. Sonigo and specific expertise gleaned from
the engineers involved in the initial oxygenation product have given Mr. Sonigo
the knowledge to monitor and maintain the production equipment, and schedule and
run the production of the Company’s products.  Mr. Sonigo has worked
with Advanced Fluid Technologies Inc. and has expertise in the oxygenation
process.  Once production commences, Mr. Sonigo will run the
oxygenation unit as a full-time employee of Global.





b)
Significant Employees





None





c) Family
Relationships





There are
no family relationships among directors or executive officers of the
company.





d)
Involvement in certain legal proceedings





None




23





e)
Committees





The
Company has no standing audit, nominating and compensating committees of the
Board of Directors or committees performing similar functions. Under the
Sarbanes-Oxley Act of 2002, each public company is required to have an audit
committee consisting solely of independent directors and to explain whether or
not any independent director is a financial expert. In the event the public
company does not have an audit committee, the Board of Directors becomes charged
with the duties of the audit committee. Since the enactment of the
Sarbanes-Oxley Act of 2002 which was signed into law by President Bush in July
2002, the Company's directors have without success, attempted to obtain
independent directors to serve on the Board of Directors and on a newly formed
audit committee. In the event the Company is successful in the future in
obtaining independent directors to serve on the Board of Directors and on a
newly formed audit committee, of which there can be no assurances given, the
Board of Directors would first adopt a written charter. Such charter would be
expected to include, among other things:


-
            annually
      reviewing and reassessing the adequacy of
      the    committees    formal
      charter;


-
            reviewing
      the annual audited financial statements with the adequacy of its internal
      accounting controls;


-
            reviewing
      analyses prepared by the Company's management and independent auditors
      concerning significant financial reporting issues and judgments made in
      connection with the preparation of its financial
    statements;


-
            being
      directly responsible for the appointment, compensation and oversight of
      the independent auditor, which shall report directly to the Audit
      Committee, including resolution of disagreements between management and
      the auditors regarding financial reporting for the purpose of preparing or
      issuing an audit report or related
work;


-
            reviewing
      the independence of the independent
auditors;


-
            reviewing
      the Company's auditing and accounting principles and practices with the
      independent auditors and reviewing major changes to its auditing and
      accounting principles and practices as suggested by the independent
      auditor or its management;


-
            reviewing
      all related party transactions on an ongoing basis for potential conflict
      of interest situations; and


-
            all
      responsibilities given to the Audit Committee by virtue of the
      Sarbanes-Oxley Act of 2002, which was signed into law by President George
      W. Bush on July 30, 2002.





Code of
Ethics





Effective
March 3, 2003, the Securities & Exchange Commission requires registrants
like the Company to either adopt a code of ethics that applies to the Company's
Chief Executive Officer and Chief Financial Officer or explain why the Company
has not adopted such a code of ethics for purposes of item 406 of Regulations
S-K, the term "code of ethics" means written standards that are reasonably
designed to deter wrong doing and to promote:


-
            Honest
      and ethical conduct, including the ethical handling of actual or apparent
      conflicts of interest between personal and professional
      relationships:


-
            Full,
      flair, accurate, timely and understandable disclosure in reports and
      documents that the company files with, or submits to, the Securities &
      Exchange Commission and in other public communications made by the
      Company;


-
            Compliance
      with applicable governmental law, rules and
  regulations;


-
            The
      prompt internal reporting of violations of the code to an appropriate
      person or persons identified in the code;
and


-
            Accountability
      for adherence to the code.





The
Company has adopted the aforementioned Code of Ethics.




24





f)
Section 16 (a) Beneficial Ownership Reporting Compliance





Section
16(a) of the Securities Exchange Act of 1934, as amended, requires our officers,
directors and persons who beneficially own more than ten percent of a registered
class of our equity securities ("ten-percent shareholders") to file reports of
ownership and changes in ownership with the Securities and Exchange Commission.
Officers, directors and ten-percent shareholders also are required to furnish us
with copies of all Section 16(a) forms they file. Based solely on our review of
the copies of such forms furnished to us, and written representations that no
other reports were required, we believe that during the fiscal year ended
November 30, 2008, all of our officers, directors and ten-percent shareholders
complied with the Section 16(a) reporting requirements.





ITEM
10.  EXECUTIVE COMPENSATION





(a)
General




None of
the current or past Officers or Directors received any compensation during
fiscal 2007, 2008 or 2009.





(b)
Options/SAR Grants table





None





(c) Long
Term Incentive Plan Award Table





None





(d)
Compensation of Directors





Directors
do not receive any compensation for services as members of the Board of
Directors





(e)
Employment Contracts and Termination of Employment and
Change-in-Control





The
company has no employment contracts with any of its executive officers. As
indicated above, certain officers received compensation.





(f)
Report on Repricing of options/SAR





None





ITEM
11.  SECURITY OWNERSHIP OF CERTAIN BENEFICAL OWNERS AND
MANAGEMENT





The
following table sets forth, as of February 25, 2010, information regarding the
beneficial ownership of our common stock based upon the most recent information
available to us for





·
            Each
      person known by us to own beneficially more than five (5%)percent of our
      outstanding common stock,


·
            Each
      of our officers and directors and


·
            All
      of our officers and directors as a
group.


25


Name
                  
                  Number Of
                    Shares Owned
                  
                  
                  % of TotalBeneficiallyJomuc
      Holdings
                    1623
      Buttonwood Bay
                    Belize
      City, Belize
                    (Represented
      by J. Muccari)
                  
                  
                  5,800,000
                  
                  
                  
                  8.62
                  %Louis
      Greco
                    5800
      Metropolitan Blvd Est suite 328
                    Montreal,Quebec
                    President-Global
      Biotech
                  
                  
                  25,000
                  
                  
                  
                  .04
                  %Perry
      Choiniere
                    5800
      Metropolitan Blvd Est suite 328
                    Montreal,Quebec
                    COO/CFO-Global
      Biotech
                  
                  
                  25,000
                  
                  
                  
                  .04
                  %All
      Directors and Officers
                  
                  
                  50,000
                  
                  
                  
                  .08
                  %





Item
12.  Certain Relationships and Related Transactions.





None





Item 13. Financial Statements
and Exhibits.





(a)
            List
      of Financial statements filed
herewith




GLOBAL
BIOTECH CORP.


(A
company in the development stage)





Report
      of Independent Registered Accounting FirmBalance
      Sheets November 30, 2009 and 2008
                                        28Statement
      of Operations Year ended November 30, 2009, November 30, 2008 and from
      inception to November 30, 2009
                                        30Statement
      of Shareholders' Equity From inception to November 30,
2009
                                        31Statement
      of Cash flows years ended November 30, 2009 and November 30, 2008 and from
      inception to November 30, 2009
                                        33Summary
      of Significant Accounting Policies year ended November 30,
      2009
                                        34Notes
      to the Financial Statements year ended November 30, 2009
                                        34


26


(b) List
of Exhibits.





Reports
on Form 8-K





Material
Agreement


Appointment,
resignation of officers/directors





Item
14.  Principal Accountant Fees and Service





Audit
Fees





For the
fiscal year ended November 30, 2009, the aggregate fees billed for professional
services rendered by Chang G. Park, CPA ("independent auditors") for the audit
of the Company's annual financial statements totaled approximately
$18,250.





Financial
Information Systems Design and Implementation Fees





For the
fiscal year ended November 30, 2009 there were $-0- in fees billed for
professional services by the Company's independent auditors rendered in
connection with, directly or indirectly, operating or supervising the operation
of its information system or managing its local area network.





All Other
Fees





For the
fiscal year ended November 30, 2009 there was $0 in fees billed for other
service.





Sarbane
Oxley Declarations





SIGNATURES





In
accordance with the requirement of the Securities Exchange Act, this Annual
Report or Amendment was signed by the following persons in the capacities and on
the dates stated:





GLOBAL
      BIOTECH CORP.Date:
      February 25, 2010
                      
                      /s/
      Louis GrecoLouis
      Greco, President, Director(Principal
      Executive Officer)/s/
      Perry ChoinierePerry
      Choiniere,Chief
      Financial Officer, Director


27




Chang
G. Park, CPA, Ph. D.


t
2667 Camino Del Rio S. Plaza B t
San Diego t
California 92108-3707t
 t
TELEPHONE (858)722-5953 t
FAX (858) 761-0341  t
FAX (858) 764-5480
 t
E-MAIL changgpark@gmail.com t
 
 Report
of Independent Registered Public Accounting Firm


To the
Board of Directors and Stockholders
 Global
Biotech Corp.
 
 
 We have
audited the accompanying balance sheets of Global Biotech Corp. ( A Development
Stage Company) as of November 30, 2009 and 2008 and the related statements of
operations, changes in shareholders’ equity and cash flows for the years then
ended and for the period of November 2, 1998 (inception) to November 30, 2009.
These financial statements are the responsibility of the Company’s
management.  Our responsibility is to express an opinion on these
financial statements based on our audit.
 
 We
conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States).  Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement.  An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements.  An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation.  We believe that our audit provides a reasonable basis
for our opinion.
 
 In our
opinion, the financial statements referred to above present fairly, in all
material respects, the financial position of Global Biotech Corp. as of November
30, 2009 and 2008, and the results of its operations and its cash flows for the
years then ended and the period of November 2, 1998 (inception) to November 30,
2009 in conformity with U.S. generally accepted accounting
principles.
 
 The
financial statements have been prepared assuming that the Company will continue
as a going concern.  As discussed in Note 3 to the financial
statements, the Company’s losses from operations raise substantial doubt about
its ability to continue as a going concern.  The financial statements
do not include any adjustments that might result from the outcome of this
uncertainty.
 
 
 /s/Chang G. Park
 CHANG G.
PARK, CPA
 
 February
25, 2010
 San
Diego, CA. 92108
      Member
of the California Society of Certified Public Accountants
 Registered
with the Public Company Accounting Oversight Board
 28
  GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Balance
Sheets







ASSETS




As
      of
                
                
                As
      ofNovember
      30,
                
                
                November
      30,2009
                
                
                2008CURRENT
      ASSETSCash
                
                $
                44,019
                
                
                $
                6Short
      Term Investments
                
                
                122,409
                
                
                
                —Prepaid
      exp
                
                
                —
                
                
                
                7,428Total
      Current Assets
                
                
                166,428
                
                
                
                7,434Property
      & Equipment (net)
                
                
                605,000
                
                
                
                605,000TOTAL
      ASSETS
                
                $
                771,428
                
                
                $
                612,434





See Notes
to the Financial Statements


29


GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Balance
Sheets







LIABILITIES
AND STOCKHOLDERS' EQUITY




As
      of
                                        
                                        
                                        As
      ofNovember
      30,
                                        
                                        
                                        November
      30,2009
                                        
                                        
                                        2008CURRENT
      LIABILITIESAccounts
      payable
                                        
                                        $
                                        98,016
                                        
                                        
                                        $
                                        47,421Notes
      payable - (related party)
                                        
                                        
                                        15,592
                                        
                                        
                                        
                                        29,844Notes
      Payable
                                        
                                        
                                        801,265
                                        
                                        
                                        
                                        467,902Total
      Current Liabilities
                                        
                                        
                                        914,873
                                        
                                        
                                        
                                        545,167STOCKHOLDERS'
      EQUITYPreferred
      Stock $0.0001 par valueAuthorized
      80,000,000 shares0
      shares issued and outstanding as ofNovember
      30, 2009 and November 30, 2008
                                        
                                        
                                        —
                                        
                                        
                                        
                                        —Common
      stock $0.0001 par value, 260,000,000Shares
      authorized: 67,265,500 shares issuedand
      outstanding as of November 30,2009
      and 67,265,500 as of November 30, 2008
                                        
                                        
                                        6,727
                                        
                                        
                                        
                                        6,727Paid-in
      capital
                                        
                                        
                                        1,346,502
                                        
                                        
                                        
                                        1,346,502Deficit
      accumulated during the development stage
                                        
                                        
                                        (1,496,674
                                        )
                                        
                                        
                                        (1,285,962
                                        )Total
      Stockholders' EQUITY
                                        
                                        
                                        (143,445
                                        )
                                        
                                        
                                        67,267TOTAL
      LIABILITIES & STOCKHOLDERS' EQUITY
                                        
                                        $
                                        771,428
                                        
                                        
                                        $
                                        612,434





See Notes
to the Financial Statements


30


GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Statements
of Operations





November
      2, 1998(Inception)Year
      Ended
                  
                  
                  Year
      Ended
                  
                  
                  throughNovember
      30,
                  
                  
                  November
      30,
                  
                  
                  November
      30,2009
                  
                  
                  2008
                  
                  
                  2009REVENUES
                  
                  $
                  —
                  
                  
                  $
                  —
                  
                  
                  $
                  944,811Costs
      of revenues
                  
                  
                  —
                  
                  
                  
                  —
                  
                  
                  
                  (603,063
                  )GROSS
      PROFIT
                  
                  
                  —
                  
                  
                  
                  —
                  
                  
                  
                  341,748OPERATING
      COSTSBad
      debt expense
                  
                  
                  —
                  
                  
                  
                  —
                  
                  
                  
                  120,844Licensing
      rights
                  
                  
                  —
                  
                  
                  
                  —
                  
                  
                  
                  700,000Depreciation
      expense
                  
                  
                  —
                  
                  
                  
                  —
                  
                  
                  
                  73,274Marketing
      expense
                  
                  
                  —
                  
                  
                  
                  —
                  
                  
                  
                  236,266Professional
      fees
                  
                  
                  22,371
                  
                  
                  
                  10,500
                  
                  
                  
                  180,295Selling,
      general and administrative expense
                  
                  
                  125,627
                  
                  
                  
                  25,456
                  
                  
                  
                  423,660Total
      Operating Costs
                  
                  
                  147,998
                  
                  
                  
                  39,956
                  
                  
                  
                  1,734,339OPERATING
      (LOSS)
                  
                  
                  (147,998
                  )
                  
                  
                  (39,956
                  )
                  
                  
                  (1,392,591
                  )OTHER
      INCOME & (EXPENSES)Fx
      loss
                  
                  
                  (22,100
                  )
                  
                  
                  —
                  
                  
                  
                  ( 22,100
                  )Interest
      income
                  
                  
                  —
                  
                  
                  
                  —
                  
                  
                  
                  111,878Other
      income
                  
                  
                  —
                  
                  
                  
                  3,953
                  
                  
                  
                  85,005Interest
      expense
                  
                  
                  (40,614
                  )
                  
                  
                  (31,368
                  )
                  
                  
                  (315,960
                  )Write-down
      of leasehold improvements
                  
                  
                  —
                  
                  
                  
                  —
                  
                  
                  
                  (2,663
                  )Write-up
      of notes receivable, related parties
                  
                  
                  —
                  
                  
                  
                  —
                  
                  
                  
                  11,435Impairment
      Loss
                  
                  
                  —
                  
                  
                  
                  —
                  
                  
                  
                  (331,261
                  )Gain
      on sale of investment
                  
                  
                  —
                  
                  
                  
                  —
                  
                  
                  
                  359,583Total
      Other Income & (Expenses)
                  
                  
                  (62,714
                  )
                  
                  
                  (27,415
                  )
                  
                  
                  (104,083
                  )NET
      INCOME (LOSS)
                  
                  $
                  (210,712
                  )
                  
                  $
                  (67,371
                  )
                  
                  $
                  (1,496,674
                  )BASIC
      EARNINGS (LOSS) PER SHARE
                  
                  $
                  (0.00
                  )
                  
                  $
                  (0.00
                  )WEIGHTED
      AVERAGE NUMBER OF COMMON SHARES OUTSTANDING
                  
                  
                  67,265,500
                  
                  
                  
                  67,265,500





See Notes
to the Financial Statements


31





GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Statement
of Stockholders' Equity (Deficit)


From
November 2, 1998 (inception) through November 30, 2008







(Deficit)AccumulatedAdditional
                              
                              
                              Stock
                              
                              
                              During
      theCommon
                              
                              
                              Common
                              
                              
                              Paid-in
                              
                              
                              Subscription
                              
                              
                              DevelopmentShares
                              
                              
                              Stock
                              
                              
                              Capital
                              
                              
                              Receivable
                              
                              
                              Stage
                              
                              
                              TotalBalance,
      November 30, 1998
                              
                              
                              0
                              
                              
                              $
                              —
                              
                              
                              $
                              —
                              
                              
                              $
                              —
                              
                              
                              $
                              —
                              
                              
                              $
                              —Stock
      issued on April 30, 2000 for cash
                              
                              
                              10,400,000
                              
                              
                              
                              1,040
                              
                              
                              
                              258,961
                              
                              
                              
                              (103,739
                              )
                              
                              
                              
                              
                              
                              
                              156,262Stock
      issued on April 30, 2000 for settlement of equipment
    purchase
                              
                              
                              600,000
                              
                              
                              
                              60
                              
                              
                              
                              14,940
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              15,000Stock
      issued May 29, 2000 in exchange for 5,000,000 shares of Millenia Hope,
      Inc.
                              
                              
                              35,700,000
                              
                              
                              
                              3,570
                              
                              
                              
                              125,908
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              129,478May
      31, 2000 - collection on subscription
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              20,408
                              
                              
                              
                              
                              
                              
                              
                              20,408June
      30, 2000 - collection on subscription
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              83,331
                              
                              
                              
                              
                              
                              
                              
                              83,331Net
      loss for November 2, 1998 (inception) to November 30, 2000
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              (69,231
                              )
                              
                              
                              (69,231
                              )Balance,
      November 30, 2000
                              
                              
                              46,700,000
                              
                              
                              
                              4,670
                              
                              
                              
                              399,809
                              
                              
                              
                              —
                              
                              
                              
                              (69,231
                              )
                              
                              
                              335,248Stock
      issued on September 15, 2001 for cash
                              
                              
                              30,000
                              
                              
                              
                              3
                              
                              
                              
                              119,997
                              
                              
                              
                              (120,000
                              )
                              
                              
                              
                              
                              
                              
                              —Stock
      issued on November 21, 2001 for cash
                              
                              
                              380,000
                              
                              
                              
                              38
                              
                              
                              
                              189,962
                              
                              
                              
                              (190,000
                              )
                              
                              
                              
                              
                              
                              
                              —Net
      loss for the year ended November 30, 2001
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              (1,679
                              )
                              
                              
                              (1,679
                              )Balance,
      November 30, 2001
                              
                              
                              47,110,000
                              
                              
                              
                              4,711
                              
                              
                              
                              709,768
                              
                              
                              
                              (310,000
                              )
                              
                              
                              (70,910
                              )
                              
                              
                              333,569Stock
      issued December 5, 2001 in exchange for payment of consulting
      fees
                              
                              
                              82,500
                              
                              
                              
                              8
                              
                              
                              
                              16,492
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              16,500Stock
      issued May 13, 20002 in exchange for professional fees
                              
                              
                              205,200
                              
                              
                              
                              21
                              
                              
                              
                              51,354
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              51,375September
      4, 2005 - collection on subscription
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              (112,500
                              )
                              
                              
                              112,500
                              
                              
                              
                              
                              
                              
                              
                              —Stock
      issued October 14, 2002 in exchange for payment on consulting
      fees
                              
                              
                              10,000
                              
                              
                              
                              1
                              
                              
                              
                              1,999
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              2,000November
      10, 2002 - collection on subscription
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              (95,000
                              )
                              
                              
                              95,000
                              
                              
                              
                              
                              
                              
                              
                              —Net
      loss for the year ended November 30, 2002
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              (141,693
                              )
                              
                              
                              (141,693
                              )Balance,
      November 30, 2002
                              
                              
                              47,407,700
                              
                              
                              
                              4,741
                              
                              
                              
                              572,113
                              
                              
                              
                              (102,500
                              )
                              
                              
                              (212,603
                              )
                              
                              
                              261,751Rounding
                              
                              
                              300
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              —stock
      issued December 1, 2002 in exchange for marketing expense
                              
                              
                              250,000
                              
                              
                              
                              25
                              
                              
                              
                              24,975
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              25,000February
      28, 2003 - collection on subscription
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              23,750
                              
                              
                              
                              
                              
                              
                              
                              23,750May
      31, 2003 - collection on subscription
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              23,750
                              
                              
                              
                              
                              
                              
                              
                              23,750August
      31, 2003 - collection on subscription
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              23,750
                              
                              
                              
                              
                              
                              
                              
                              23,750Stock
      issued October 20, 2003 in exchange for marketing expense
                              
                              
                              350,000
                              
                              
                              
                              35
                              
                              
                              
                              17,465
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              17,500Stock
      issued October 20, 2003 in exchange for notes payable
                              
                              
                              257,500
                              
                              
                              
                              26
                              
                              
                              
                              12,849
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              12,875November
      30, 2003 - collection on subscription
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              31,250
                              
                              
                              
                              
                              
                              
                              
                              31,250Net
      loss for the year ended November 30, 2003
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              
                              (715,903
                              )
                              
                              
                              (715,903
                              )Balance,
      November 30, 2003
                              
                              
                              48,265,500
                              
                              
                              
                              4,827
                              
                              
                              
                              627,402
                              
                              
                              
                              —
                              
                              
                              
                              (928,506
                              )
                              
                              
                              (296,277
                              )Net
      loss for the year ended November 30, 2004
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              (12,963
                              )
                              
                              
                              (12,963
                              )Balance,
      November 30, 2004
                              
                              
                              48,265,500
                              
                              
                              
                              4,827
                              
                              
                              
                              627,402
                              
                              
                              
                              —
                              
                              
                              
                              (941,469
                              )
                              
                              
                              (309,240
                              )Net
      income for the year ended November 30, 2005
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              —
                              
                              
                              
                              142,417
                              
                              
                              
                              142,417Balance,
      November 30, 2005
                              
                              
                              48,265,500
                              
                              
                              $
                              4,827
                              
                              
                              $
                              627,402
                              
                              
                              $
                              —
                              
                              
                              $
                              (799,052
                              )
                              
                              $
                              (166,823
                              )





See Notes
to the Financial Statements


32


GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Statements
of Stockholders’ Equity (Deficit)


From
November 2, 1998 (inception) through November 30, 2009







Stock
      issued March 1, 2006In
      exchange for services
                                                                                                        
                                                                                                        
                                                                                                        1,000,000
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        100
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        900
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        1,000Net
      (loss) for the year endedNovember
      30, 2006
                                                                                                        
                                                                                                        
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        (47,203
                                                                                                        )
                                                                                                        
                                                                                                        
                                                                                                        (47,203
                                                                                                        )49,265,500
                                                                                                        
                                                                                                        
                                                                                                        $
                                                                                                        4,927
                                                                                                        
                                                                                                        
                                                                                                        $
                                                                                                        628,302
                                                                                                        
                                                                                                        
                                                                                                        $
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        $
                                                                                                        (846,255
                                                                                                        )
                                                                                                        
                                                                                                        $
                                                                                                        (213,026
                                                                                                        )Stock
      issued August 15, 2007In
      exchange of Property & Equipment & Goodwill
                                                                                                        
                                                                                                        
                                                                                                        18,000,000
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        1,800
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        718,200
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        720,000Net
      (loss) for the year endedNovember
      30, 2007
                                                                                                        
                                                                                                        
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        (376,336
                                                                                                        )
                                                                                                        
                                                                                                        
                                                                                                        (376,336
                                                                                                        )67,265,500
                                                                                                        
                                                                                                        
                                                                                                        $
                                                                                                        6,727
                                                                                                        
                                                                                                        
                                                                                                        $
                                                                                                        1,346,502
                                                                                                        
                                                                                                        
                                                                                                        $
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        $
                                                                                                        (1,222,591
                                                                                                        )
                                                                                                        
                                                                                                        $
                                                                                                        130,638Net
      (loss) for the year endedNovember
      30, 2008
                                                                                                        
                                                                                                        
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        (63,371
                                                                                                        )
                                                                                                        
                                                                                                        
                                                                                                        (63,371
                                                                                                        )67,265,500
                                                                                                        
                                                                                                        
                                                                                                        $
                                                                                                        6,727
                                                                                                        
                                                                                                        
                                                                                                        $
                                                                                                        1,346,502
                                                                                                        
                                                                                                        
                                                                                                        $
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        $
                                                                                                        (1,285,962
                                                                                                        )
                                                                                                        
                                                                                                        $
                                                                                                        67,267Net
      (loss) for the year ended
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        
                                                                                                        (210,712
                                                                                                        )
                                                                                                        
                                                                                                        
                                                                                                        (210,712
                                                                                                        )November
      30, 2009
                                                                                                        
                                                                                                        
                                                                                                        67,265,500
                                                                                                        
                                                                                                        
                                                                                                        $
                                                                                                        6,727
                                                                                                        
                                                                                                        
                                                                                                        $
                                                                                                        1,346,502
                                                                                                        
                                                                                                        
                                                                                                        $
                                                                                                        —
                                                                                                        
                                                                                                        
                                                                                                        $
                                                                                                        (1,496,674
                                                                                                        )
                                                                                                        
                                                                                                        $
                                                                                                        (143,445
                                                                                                        )





See Notes
to the Financial Statements


33


GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Statements
of Cash Flows







November
      2, 1998(inception)Year
      Ended
                      
                      
                      Year
      Ended
                      
                      
                      throughNovember
      30,
                      
                      
                      November
      30,
                      
                      
                      November
      30,2009
                      
                      
                      2008
                      
                      
                      2009CASH FLOWS FROM OPERATING
      ACTIVITIESNet
      income (loss)
                      
                      $
                      (210,712
                      )
                      
                      $
                      (63,371
                      )
                      
                      $
                      (1,496,674
                      )Adjustments
      to reconcile net loss to net cash used in operating
      activities:Depreciation
      expense
                      
                      
                      —
                      
                      
                      
                      
                      
                      
                      
                      73,274Common
      stock issued for services
                      
                      
                      —
                      
                      
                      
                      —
                      
                      
                      
                      113,375Gain
      on sale of Investment
                      
                      
                      —
                      
                      
                      
                      —
                      
                      
                      
                      (359,583
                      )Impairment
      Loss
                      
                      
                      
                      
                      
                      
                      
                      
                      
                      
                      331,261Write-down
      of leasehold improvements
                      
                      
                      —
                      
                      
                      
                      —
                      
                      
                      
                      2,663Write-down
      of notes receivable
                      
                      
                      —
                      
                      
                      
                      —
                      
                      
                      
                      (11,435
                      )Accrued
      interest expense - note payable
                      
                      
                      40,614
                      
                      
                      
                      31,368
                      
                      
                      
                      206,472Accrued
      interest income - notes receivable
                      
                      
                      
                      
                      
                      
                      
                      
                      
                      
                      (106,352
                      )Changes
      in operating assets and liabilities:(Increase)
      decrease in accounts receivable & prepaids
                      
                      
                      7,428
                      
                      
                      
                      (7,428
                      )
                      
                      
                      —(Increase)
      decrease in notes receivable
                      
                      
                      
                      
                      
                      
                      
                      
                      
                      
                      (461,899
                      )Increase
      (decrease) in accounts payable
                      
                      
                      50,595
                      
                      
                      
                      13,824
                      
                      
                      
                      98,016Net
      Cash Provided by (Used in) Operating Activities
                      
                      
                      (112,075
                      )
                      
                      
                      (25,607
                      )
                      
                      
                      (1,610,882
                      )CASH FLOWS FROM INVESTING
      ACTIVITIESNet
      sale (purchase) of fixed assets
                      
                      
                      —
                      
                      
                      
                      —
                      
                      
                      
                      (60,937
                      )Purchase
      of short term investments
                      
                      
                      (122,409
                      )
                      
                      
                      
                      
                      
                      
                      (122,409
                      )Proceeds
      from sale of investment shares
                      
                      
                      —
                      
                      
                      
                      —
                      
                      
                      
                      489,061Net
      Cash Provided by (Used in) Investing Activities
                      
                      
                      (122,409
                      )
                      
                      
                      —
                      
                      
                      
                      305,715CASH FLOWS FROM FINANCING
      ACTIVITIESBank
      Advances
                      
                      
                      
                      
                      
                      
                      (2,834
                      )Issuance
      of common stock
                      
                      
                      —
                      
                      
                      
                      —
                      
                      
                      
                      156,262Payment
      of common stock subscription receivable
                      
                      
                      —
                      
                      
                      
                      —
                      
                      
                      
                      206,239Proceeds
      from notes payable
                      
                      
                      278,497
                      
                      
                      
                      28,447
                      
                      
                      
                      986,685Net
      Cash Provided by (Used in) Financing Activities
                      
                      
                      278,497
                      
                      
                      
                      25,613
                      
                      
                      
                      1,349,186Net
      Increase (Decrease) in Cash
                      
                      
                      44,013
                      
                      
                      
                      6
                      
                      
                      
                      44,019Cash
      at Beginning of Year
                      
                      
                      6
                      
                      
                      
                      
                      
                      
                      
                      —Cash
      at End of Year
                      
                      $
                      44,019
                      
                      
                      $
                      6
                      
                      
                      $
                      44,019Supplemental  Cash
      Flow Disclosures:Cash
      paid during period for interest
                      
                      $
                      —
                      
                      
                      $
                      —Cash
      paid during period for taxes
                      
                      $
                      —
                      
                      
                      $
                      —Non-Cash
      flows activitiesShares
      issued for Property & Equipment
                      
                      
                      —
                      
                      
                      
                      —
                      
                      
                      $
                      605,000Shares
      issued for Goodwill
                      
                      
                      —
                      
                      
                      
                      —
                      
                      
                      
                      115,000Note
      receivable -related party offset with Note payable
                      
                      
                      —
                      
                      
                      
                      —
                      
                      
                      
                      181,878Note
      receivable exchanged for Goodwill
                      
                      
                      —
                      
                      
                      
                      —
                      
                      
                      
                      216,261—
                      
                      
                      
                      —
                      
                      
                      $
                      1,118,139





See Notes
to the Financial Statements


34


GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Notes to
the Financial Statements


As of
November 30, 2009





NOTE 1.
ORGANIZATION AND DESCRIPTION OF BUSINESS





GLOBAL
BIOTECH CORP. (the ``Company``) was incorporated in the State of Delaware on
November 2, 1998 to be an Application Service provider in the E-Health sector.
On March 5, 2003 this business was sold and the Company attempted to enter the
vehicle tracking market, unsuccessfully. On February 25, 2005 that attempt was
discontinued. On August 15, 2007 the Company finalized an Agreement and acquired
assets to enter the oxygenated beverage market.





NOTE 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES





a.
Accounting Method





The
Company's policy is to use the accrual method of accounting to prepare and
present financial statements, which conforms to US generally accepted accounting
principles ("GAAP'). The company has elected a November 30 year-
end.





b. Cash
and Cash Equivalents





The
Company considers all highly liquid investments with original maturities of
three months or less and bank indebtedness to be cash and cash equivalents.
Highly liquid investments are valued at quoted market prices.





c.
Estimates and Adjustments




The
preparation of consolidated financial statements in conformity with accounting
principles generally accepted in the United States of America requires
management to make certain estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the consolidated financial statements and the
reported amounts of revenue and expenses during the periods presented. Actual
results could differ from those estimates.





Significant
estimates made by management are, among others, realizability of long-lived
assets, and deferred taxes. Management reviews its estimates on a quarterly
basis and, where necessary, makes adjustments prospectively.





d. Basis
of Presentation and Considerations Related to Continued Existence (going
concern)




The
Company's financial statements have been presented on the basis that it is a
going concern, which contemplates the realization of assets and the satisfaction
of liabilities in the normal course of business.





The
Company's management intends to raise additional operating funds through
operations, and debt or equity offerings. Management has yet to decide what type
of offering
the Company will use or how much capital the Company will raise. There is no
guarantee that the Company will be able to raise any capital through any type of
offerings.





35




GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Notes to
the Financial Statements


As of
November 30, 2009





e. Fair
Value of Financial Instruments




ASC 820,
Fair Value Measurements and
Disclosures, defines fair value as the price that would be received from
selling an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date. In determining fair value
for assets and liabilities required or permitted to be recorded at fair value,
the Company considers the principal or most advantageous market in which it
would transact and it considers assumptions that market participants would use
when pricing the asset or liability.




Fair
Value Hierarchy




ASC 820
establishes a fair value hierarchy that requires an entity to maximize the use
of observable inputs and minimize the use of unobservable inputs when measuring
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 establishes three levels of inputs that may be
used to measure fair value:




Level 1


Level 1
applies to assets and liabilities for which there are quoted prices in active
markets for identical assets or liabilities. Valuations are based on quoted
prices that are readily and regularly available in an active market and do not
entail a significant degree of judgment.




Level 2


Level 2
applies to assets and liabilities for which there are other than Level 1
observable inputs such as quoted prices for similar assets or liabilities in
active markets, quoted prices for identical assets or liabilities in markets
with insufficient volume or infrequent transactions (less active markets), or
model-derived valuations in which significant inputs are observable or can be
derived principally from, or corroborated by, observable market
data.




Level 2
instruments require more management judgment and subjectivity as compared to
Level 1 instruments. For instance:




·


·




Level 3


Level 3
applies to assets and liabilities for which there are unobservable inputs to the
valuation methodology that are significant to the measurement of the fair value
of The
Company believes the fair value of its financial instruments consisting of cash,
short term investment, and accounts payable approximate their carrying values
due to the relatively short maturity of these instruments.


36


GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Notes to
the Financial Statements


As of
November 30, 2009





f.
Property & Equipment





Property
is stated at cost. Additions, renovations, and improvements are capitalized.
Maintenance and repairs, which do not extend asset lives, are expensed as
incurred.





g.
Depreciation





Depreciation
is provided on a straight-line basis over the estimated useful lives, 5 years
for tenant improvements, and 5 - 7 years for equipment.





h.
Impairment of Long-Lived Assets





Long-lived
assets held and used by the Company are reviewed for possible impairment
whenever events or changes in circumstances indicate 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 the assets to the estimated
undiscounted cash flows, expected to be generated by the asset. If such assets
are considered to be impaired, the impairment to be recognized is measured by
the amount by which the carrying amount of the assets exceeds the fair value of
such assets. Management believes that there were no such impairments of at
November 30, 2009.





i.
Revenue Recognition and Deferred Revenue





The
Company's revenues recognized from inception to November 30, 2009 were software
consultation. Revenue, in respect of all services described, is recognized on
completion of services, when collectability is reasonably assured.





j.
Foreign Currency Exchange





We record
our transactions in US dollars.





Foreign
currency accounts have been translated as follows:


·
            Monetary
      items - at exchange rates in effect at the balance sheet
    date


·
            Non-monetary
      item - at exchange rates in effect o the dates of
    transactions


·
            Revenue
      and expenses - at average exchange rate prevailing during the
      year.


Gains and
losses arising from foreign currency translation are included in
income.





k.
Earning (Loss) Per Share





The
Company computes net income (loss) per share in accordance with ASC 260, Earnings per
Share.ASC 260 specifies the computation, presentation and
disclosure requirements for earnings (loss) per share for entities with publicly
held common stock.  The Company has adopted the provisions of ASC 260
effective November 2, 1998 (inception).


37


GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Notes to
the Financial Statements


As of
November 30, 2009





Basic net
earnings (loss) per share amounts are computed by dividing the net earnings
(loss) by the weighted average number of common shares outstanding. Diluted
earnings (loss) per share are the same as basic earnings (loss) per share due to
the lack of dilutive items in the Company.





l.
Stock-Based Compensation





The
Company records stock-based compensation in accordance with ASC 718, Compensation – Stock Based
Compensation, using the fair value method. All transactions in which
goods or services are the consideration received for the issuance of equity
instruments are accounted for based on the fair value of the consideration
received or the fair
value of the equity instrument issued, whichever is more reliably measurable.
Equity instruments issued to employees and the cost of the services received as
consideration are measured and recognized based on the fair value of the equity
instruments issued.





J.Convertible
Debt





In
accordance with Codifications topic 470 ”Debt with conversion and Other Options”
the Company evaluates debt securities (“Debt”) for beneficial conversion
features.  A beneficial conversion feature is present when the
conversion price per share is less than the market value of the common stock at
the commitment date.  The intrinsic value of the feature is then
measured as the difference between the conversion price and the market value
(the “Spread”) multiplied by the number of shares into which the Debt is
convertible and is recorded as debt discount with an offsetting amount
increasing additional paid-in-capital.  The debt discount is accreted
to interest expense over the term of the Debt with any unamortized discount
recognized as interest expense upon conversion of the Debt.  If a debt
security contains terms that change upon the occurrence of a future event the
incremental intrinsic value is measured as the additional number of issuable
shares multiplied by the commitment date market value and is recognized as
additional debt discount with an offsetting amount increasing additional
paid-in-capital upon the future event occurrence.  The total intrinsic
value of the feature is limited to the proceeds allocated to the Debt
instrument.


38


GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Notes to
the Financial Statements


As of
November 30, 2009





RECENT
ACCOUNTING PRONOUNCEMENTS





In June
2009, the FASB issued SFAS No. 168, “The FASB Accounting Standards
Codification and the Hierarchy of Generally Accepted Accounting Principles – a
replacement of FASB Statement No. 162”. The FASB Accounting Standards
Codification (“Codification”) will become the source of authoritative U.S.
generally accepted accounting principles (“GAAP”) recognized by FASB to be
applied by nongovernmental entities. Rules and interpretive releases of the
Securities and Exchange Commission “SEC” under authority of federal securities
laws are also sources of authoritative GAAP for SEC registrants. On the
effective date of this statement, the Codification will supersede all
then-existing non-SEC accounting and reporting standards. All other
non-grandfathered non-SEC accounting literature not included in the Codification
will become non-authoritative. This statement is effective for financial
statements issued for interim and annual periods ending after September 30,
2009. The adoption of SFAS No. 168 did not have a material impact on the
Company’s financial statements, but did eliminate all references to
pre-codification standards.





In June
2009, the FASB issued SFAS No. 167, “Amendments to FASB Interpretation
No. 46(R)”. The objective of this statement is to improve financial
reporting by enterprises involved with variable interest entities. This
statement addresses (1) the effects on certain provisions of FASB Interpretation
No. 46 (revised December 2003), “Consolidation of Variable Interest Entities”,
as a result of the elimination of the qualifying special-purpose entity concept
in SFAS No. 166, “Accounting for Transfers of Financial Assets”, and (2) concern
about the application of certain key provisions of FASB Interpretation No.
46(R), including those in which the accounting and disclosures under the
Interpretation do not always provide timely and useful information about an
enterprise’s involvement in a variable interest entity. This statement is
effective as of the beginning of each reporting entity’s first annual reporting
period that begins after November 15, 2009, for interim periods within that
first annual reporting period, and for interim and annual reporting periods
thereafter. Earlier application is prohibited. The adoption of this statement is
not expected to have a material effect on the Company’s financial
statements.




In June
2009, the FASB issued SFAS No. 166, “Accounting for Transfers of
Financial Assets – an amendment of FASB No. 140”. The object of this
statement is to improve the relevance, representational faithfulness, and
comparability of the information that a reporting entity provides in its
financial statements about a transfer of financial assets; the effects of a
transfer on its financial position, financial performance, and cash flows; and a
transferor’s continuing involvement, if any, in transferred financial assets.
This statement addresses (1) practices that have developed since the issuance of
SFAS No. 140, “Accounting for Transfers and Servicing of Financial Assets and
Extinguishments of Liabilities”, that are not consistent with the original
intent and key requirements of that statement and (2) concerns of financial
statement users that many of the financial assets (and related obligations) that
have been derecognized should continue to be reported in the financial
statements of transferors. SFAS No. 166 must be applied as of the beginning of
each reporting entity’s first annual reporting period that begins after November
15, 2009, for interim periods within that first annual reporting period and for
interim and annual reporting periods thereafter. Earlier application is
prohibited. This statement must be applied to transfers occurring on or after
the effective date. Additionally, on and after the effective date, the concept
of a qualifying special-purpose entity is no longer relevant for accounting
purposes. The disclosure provisions of this statement should be applied to
transfers that occurred both before and after the effective date of this
statement. The adoption of this statement is not expected to have a material
effect on the Company’s financial statements.





39


GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Notes to
the Financial Statements


As of
November 30, 2009




NOTE 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)




In June
2008, the Financial Accounting Standards Board (“FASB”) issued FASB Staff
Position EITF 03-6-1, “Determining Whether Instruments
Granted in Share-Based Payment Transactions Are Participating
Securities”. FSP EITF 03-6-1 addresses whether instruments granted in
share-based payment transactions are participating securities prior to vesting,
and therefore need to be included in the computation of earnings per share under
the two-class method as described in FASB Statement of Financial Accounting
Standards No. 128, “Earnings per Share.” FSP EITF 03-6-1 is effective for
financial statements issued for fiscal years beginning on or after December 15,
2008 and earlier adoption is prohibited. The adoption of this statement is not
expected to have a material effect on the Company’s consolidated financial
statements.




In May
2009, FASB issued SFAS No. 165 (SFAS 165) “Subsequent Events”. SFAS 165
establishes general standards of for the evaluation, recognition and disclosure
of events and transactions that occur after the balance sheet date. Although
there is new terminology, the standard is based on the same principles as those
that currently exist in the auditing standards. The standard, which includes a
new required disclosure of the date through which an entity has evaluated
subsequent events, is effective for interim or annual periods ending after June
15, 2009.  The adoption of SFAS 165 did not have a significant impact on
the Company’s consolidated financial statements.




In May
2008, the FASB issued SFAS No. 162, “The Hierarchy of Generally Accepted
Accounting Principles”. SFAS 162 identifies the sources of accounting
principles and the framework for selecting the principles to be used in the
preparation of financial statements of nongovernmental entities that are
presented in conformity with generally accepted accounting principles in the
United States.  It was effective on November 15, 2008.  The
adoption of this statement did not have a material effect on the Company’s
consolidated financial statements.




In March
2008, FASB issued SFAS No. 161, “Disclosures about Derivative
Instruments and Hedging Activities – an amendment to FASB Statement No.
133”. SFAS No. 161 is intended to improve financial standards for
derivative instruments and hedging activities by requiring enhanced disclosures
to enable investors to better understand their effects on an entity's financial
position, financial performance, and cash flows. Entities are required to
provide enhanced disclosures about: (a) how and why an entity uses derivative
instruments; (b) how derivative instruments and related hedged items are
accounted for under Statement 133 and its related interpretations; and (c) how
derivative instruments and related hedged items affect an entity’s financial
position, financial performance, and cash flows.  It is effective for
financial statements issued for fiscal years beginning after November 15, 2008,
with early adoption encouraged.  The adoption of this statement did
not have a material effect on the Company’s consolidated financial
statements.


40


GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Notes to
the Financial Statements


As of
November 30, 2009


NOTE 2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)


In
December 2007, the FASB issued SFAS No. 141R, “Business
Combinations”.  This statement replaces SFAS 141 and defines
the acquirer in a business combination as the entity that obtains control of one
or more businesses in a business combination and establishes the acquisition
date as the date that the acquirer achieves control. SFAS 141R requires an
acquirer to recognize the assets acquired, the liabilities assumed, and any
noncontrolling interest in the acquiree at the acquisition date, measured at
their fair values as of that date. SFAS 141R also requires the acquirer to
recognize contingent consideration at the acquisition date, measured at its fair
value at that date. This statement is effective for fiscal years, and interim
periods within those fiscal years, beginning on or after December 15, 2008.
Earlier adoption is prohibited. The adoption of this statement did not have a
material effect on the Company's consolidated financial statements.




In
December 2007, the FASB issued SFAS No. 160, “Noncontrolling Interests in
Consolidated Financial Statements Liabilities –an Amendment of ARB No.
51”.  This statement amends ARB 51 to establish accounting and
reporting standards for the noncontrolling interest in a subsidiary and for the
deconsolidation of a subsidiary. This statement is effective for fiscal years,
and interim periods within those fiscal years, beginning on or after December
15, 2008. Earlier adoption is prohibited. The adoption of this statement is not
expected to have a material effect on the Company's consolidated financial
statements.




In
February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for Financial
Assets and Financial Liabilities – Including an Amendment of FASB Statement No.
115”.  This statement permits entities to choose to measure
many financial instruments and certain other items at fair value. Most of the
provisions of SFAS No. 159 apply only to entities that elect the fair value
option. However, the amendment to SFAS No. 115 “Accounting for Certain Investments
in Debt and Equity Securities” applies to all entities with
available-for-sale and trading securities. SFAS No. 159 is effective as of the
beginning of an entity’s first fiscal year that begins after November 15, 2007.
Early adoption is permitted as of the beginning of a fiscal year that begins on
or before November 15, 2007, provided the entity also elects to apply the
provision of SFAS No. 157, “Fair Value Measurements”. The
adoption of this statement did not have a material effect on the Company's
consolidated financial statements.




In May
2009, FASB issued ASC 855, Subsequent Events, which
establishes general standards for the evaluation, recognition and disclosure of
events and transactions that occur after the balance sheet date. Although there
is new terminology, the standard is based on the same principles as those that
currently exist in the auditing standards. The standard, which includes a new
required disclosure of the date through which an entity has evaluated subsequent
events, is effective for interim or annual periods ending after June 15,
2009.  The adoption of ASC 855 did not have a material effect on the
Company’s financial statements. Refer to Note 11.




The
Company has implemented all new accounting pronouncements that are in effect and
that may impact its financial statements and does not believe that there are any
other new financial position or results of operations.


41


GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Notes to
the Financial Statements


As of
November 30, 2009





NOTE 3.
GOING CONCERN





The
accompanying financial statements have been prepared assuming that the Company
will continue as a going concern. The Company generated net losses of $210,712
for the year ended November 30, 2009 and a net loss of $1,496,674 during the
period from November 2, 1998 (inception) through November 30, 2009. At November
30, 2009 the Company had negative working capital of $748,445 and stockholders’
deficit of $143,445.  This condition raises substantial doubt about
the Company's ability to continue as a going concern. The Company's continuation
as a going concern is dependent on its ability to meet its obligations, to
obtain additional financing as may be required and ultimately to attain
profitability. The financial statements do not include any adjustments that
might result from the outcome of this uncertainty.





The
officers and directors are committed to help in raising funds to fill any
operating cash flow shortages during the next fiscal year until the organization
can generate sufficient funds from operations to meet current operating expenses
and overhead, although there are no guarantees that this commitment will be
met.





NOTE 4.
SHORT TERM INVESTMENTS





On
November 6,2009, the Company purchased a term deposit in the amount of $122,409
($130,000 CDN), bearing interest rate of 5%, maturing on November 6, 2010. As at
November 30, 2009, the Company accrued $nil of interest income. No withdrawals
allowed for first 90 days and 90 days early withdrawal notice needed. Early
withdrawal interest rate - 1 1⁄2%.


42


GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Notes to
the Financial Statements


As of
November 30, 2009





NOTE 5.
PROPERTY & EQUIPMENT





On August
15, 2007 the Company acquired Oxygenation Equipment with a cost of $605,000 in
exchange for common shares (see Note 8 & 10).





November
      30,
                  
                  
                  November
      30,2009
                  
                  
                  2008Oxygenation
      equipment
                  
                  $
                  605,000
                  
                  
                  $
                  605,000Less
      Accumulated Depreciation
                  
                  
                  —
                  
                  
                  
                  —Net
      Property and Equipment
                  
                  $
                  605,000
                  
                  
                  $
                  605,000





The
Oxygenation Unit will be utilized, starting April/May 2010. The Company will
then start depreciating it over its estimated useful life of 7 years on the
straight line.


43





GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Notes to
the Financial Statements


As of
November 30, 2009





NOTE 6.
BASIC & DILUTED INCOME / (LOSS) PER COMMON SHARE





Basic
gain (loss) per common share has been calculated based on the weighted average
number of shares of common stock outstanding during the period. Diluted gain
(loss) per common share has been calculated based on the weighted average number
of shares of common and preferred stock outstanding during the
period.





November
      30,
                  
                  
                  November
      30,2009
                  
                  
                  2008Net
      income (loss) from operations
                  
                  $
                  (210,712
                  )
                  
                  $
                  (63,371
                  )Basic
      income / (loss) per share
                  
                  $
                  (0.00
                  )
                  
                  $
                  (0.00
                  )Weighed
      average number of shares outstanding
                  
                  
                  67,265,500
                  
                  
                  
                  67,265,500





NOTE 7.
NOTES PAYABLE





Note
payable as of November 30, 2009 and 2008 consist of the following:





2009
                            
                            
                            2008Note
      payable to: Millenia Hope Inc. unsecured,
                            
                            $
                            493,934
                            
                            
                            $
                            467,902with
      annual interest rate 7%.Third
      parties, unsecured with annual interest of 4%, commencing July 1,
      2009
                            
                            
                            65,470
                            
                            
                            
                            —Convertible note
      payable  to third parties with annual interest of
      8%,commencing April 30,2009Loan
      is convertible to common shares of Global Biotechat
      the lesser of $1.00 per share or the average closing priceof
      the shares for the 5 business days prior to conversion
                            
                            
                            241,861
                            
                            
                            
                            —$
                            801,265
                            
                            
                            $
                            467,902





There are
no beneficial conversion features because Conversion price of convertible note
payable is higher than market value of common stock.





44




GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Notes to
the Financial Statements


As of
November 30, 2009




NOTE 8.
INCOME TAXES





Income
taxes are provided in accordance with ASC 740,Income
Taxes.A deferred
tax asset or liability is recorded for all temporary differences between
financial and tax reporting and net operating loss carry-forwards. Deferred tax
expense (benefit) results from the net change during the year of deferred tax
assets and liabilities.





The net operating loss expires twenty
years from the date the loss was incurred.Deferred tax assets are
reduced by a valuation allowance when, in the opinion of management, it is more
likely than not that some portion or all of the deferred tax assets will not be
realized.  Deferred tax assets and liabilities are adjusted for the
effects of changes in tax laws and rates on the date of enactment.





No
portion of the valuation allowance will be allocated to reduce goodwill or other
non-current intangible asset of an acquired entity. There are no temporary
differences or carry-forward tax effects that would significantly effect the
Companies deferred tax asset.





Utilization
of the net operating losses and credit carry-forwards may be subject to a
substantial annual limitation due to the "change in ownership" provisions of the
Internal Revenue Code of 1986. The annual limitation may result in the
expiration of net operating losses and credits before utilization. At November
30, 2009 the Company had net operating losses carry-forward of $1,496,000. The
tax benefits resulting for these losses have been estimated as
follows:





November 30,
                    2009Gross
      income tax benefit
                  
                  $
                  496,000Valuation
      allowance
                  
                  
                  496,000Net
      income tax benefit
                  
                  $
                  0Deficit
      – December 1, 2008
                  
                  $
                  (1,285,962
                  )Net
      Loss for Year ended November 30, 2009
                  
                  
                  (210,712
                  )Deficit
      – November 30, 2009
                  
                  $
                  (1,496,674
                  )


45





GLOBAL
BIOTECH CORP.


(A
Development Stage Company)


Notes to
the Financial Statements


As of
November 30, 2008





NOTE 9.
STOCK TRANSACTIONS





On August
15, 2007 the Company issued 18,000,000 shares of common stock in settlement of
Property & Equipment of $605,000 and goodwill of $115,000, a total of
$720,000





As of
November 30, 2009 the Company had 67,265,500 shares of common stock issued and
outstanding





NOTE 10.
STOCKHOLDERS' EQUITY





The
stockholders' equity section of the Company contains the following classes of
capital stock as of November 30, 2009 and 2008:





Common
stock, $ 0.0001 par value; 260,000,000 shares and 70,000,000 shares authorized
November 30, 2009 and 2008: 67,265,500 shares issued and outstanding as of
November 30, 2009 and 2008.





Preferred
Stock, $0.0001 par value; 80,000,000 shares authorized as November 30, 2009 and
zero (0) shares authorized as of November 30, 2008. Zero (0) shares issued and
outstanding as of November 30, 2009 and 2008.





NOTE 11.
SUBSEQUENT EVENTS





On
December 3,2009, the Company purchased a term deposit in the amount of $40,132
($42,000 CDN), bearing interest rate of 5%, maturing on December 3,2010. No
withdrawals allowed for first 90 days. 90 days early withdrawal notice needed.
Early withdrawal interest rate - 1 1⁄2%.





On
December 18,2009 the Company issued 333,333 restricted common shares in
settlement of consulting services in the amount of $83,333. On February 18, 2010
the Company issued 63,157 restricted common shares in settlement of consulting
services in the amount of $18,316.





In
accordance with ASC 855, Subsequent Events, the
Company has evaluated subsequent events through February 25, 2010, the date of
issuance of the audited financial statements. During this period, the Company
did not have any material recognizable subsequent events.


46