GEVID / General Enterprise Ventures, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

General Enterprise Ventures, Inc.
US ˙ OTCPK

Mga Batayang Estadistika
CIK 894556
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to General Enterprise Ventures, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
August 19, 2025 RW

August 18, 2025

August 18, 2025 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: General Enterprise Ventures, Inc. Registration Statement on Form S-1, as amended File No. 333-282611 Withdrawal Request Dear Ladies and Gentlemen: Pursuant to Rule 477 of the Securities Act of 1933, as amended (the “Securities Act”), General Enterprise Ven

August 14, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2025 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-56567 General Enterpr

August 11, 2025 S-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 8 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Registration No. 333-282611 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 8 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 4955 87-2765150 (State or jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Co

August 11, 2025 EX-4.1

Form of Representative’s Warrants

EXHIBIT 4.1 COMMON STOCK PURCHASE WARRANT GENERAL ENTERPRISE VENTURES, INC. Warrant Shares: [•] Issue Date: [•], 2025 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [•] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date that is 180 day

August 8, 2025 EX-4.1

Form of Representative’s Warrants

EXHIBIT 4.1 COMMON STOCK PURCHASE WARRANT GENERAL ENTERPRISE VENTURES, INC. Warrant Shares: [•] Issue Date: [•], 2025 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [•] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date that is 180 day

August 8, 2025 S-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Registration No. 333-282611 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 7 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 4955 87-2765150 (State or jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Co

August 8, 2025 EX-1.1

Form of Underwriting Agreement

EXHIBIT 1.1 GENERAL ENTERPRISE VENTURES, INC. UNDERWRITING AGREEMENT August [], 2025 Univest Securities, LLC 75 Rockefeller Plaza, Suite 1838 New York, NY 10019 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, General Enterprise Ventures, Inc., a Wyoming corporation (collectively with its subsidiaries and affiliates, including, without limitat

August 4, 2025 EX-4.11

Warrant Agreement (W-38) between the Company and Univest Securities, LLC

EXHIBIT 4.11 THIS WARRANT HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAI

August 4, 2025 EX-4.10

Warrant Agreement (W-37) between the Company and Bradley Richmond

EXHIBIT 4.10 THIS WARRANT HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAI

August 4, 2025 EX-3.7

Form of Amended and Restated Bylaws

EXHIBIT 3.7 AMENDED AND RESTATED BYLAWS OF MIGHTY FIRE BREAKER INC. ARTICLE I. OFFICES Section 1.1. REGISTERED OFFICE - The registered office of the Corporation shall be in the City of Cheyenne, State of Wyoming. Section 1.2. OTHER OFFICES - The Corporation may also have offices at such other places both within and without the State of Wyoming as the Board of Directors may from time to time determ

August 4, 2025 EX-1.1

Form of Underwriting Agreement

EXHIBIT 1.1 GENERAL ENTERPRISE VENTURES, INC. UNDERWRITING AGREEMENT August [•], 2025 Univest Securities, LLC 75 Rockefeller Plaza, Suite 1838 New York, NY 10019 As Representative of the Underwriters named on Schedule A hereto Ladies and Gentlemen: The undersigned, General Enterprise Ventures, Inc., a Wyoming corporation (collectively with its subsidiaries and affiliates, including, without limita

August 4, 2025 EX-4.1

Form of Representative’s Warrants

EXHIBIT 4.1 COMMON STOCK PURCHASE WARRANT GENERAL ENTERPRISE VENTURES, INC. Warrant Shares: [•] Issue Date: [•], 2025 THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, [•] or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date that is 180 day

August 4, 2025 S-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Registration No. 333-282611 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 6 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 4955 87-2765150 (State or jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Co

August 4, 2025 EX-3.6

Form of Amended and Restated Articles of Incorporation

EXHIBIT 3.6 AMENDED AND RESTATED ARTICLES OF INCORPORATION OF MIGHTY FIRE BREAKER INC. ARTICLE I NAME OF THE CORPORATION The name of the corporation is Mighty Fire Breaker Inc. (the “Corporation”). ARTICLE II REGISTERED AGENT The address of the Corporation’s registered office in the State of Wyoming is 312B Murray Rd., Cheyenne, Wyoming 82007. The name of its registered agent at such address is Mi

August 4, 2025 EX-3.8

Wyoming Secretary of State Herschler Building East, Suite 101 122 W 25th Street Cheyenne, WY 82002-0020 Ph. 307.777.7311 Email: [email protected]

EXHIBIT 3.8 Wyoming Secretary of State Herschler Building East, Suite 101 122 W 25th Street Cheyenne, WY 82002-0020 Ph. 307.777.7311 Email: [email protected] WY Secretary of State FILED: 07/08/2025 08:29 All Original ID: 2021-001011771 Amendment ID: 2025-005902575 Profit Corporation Articles of Amendment 1. Corporation name: (Name must match exactly lo the Secretary of State's records.) Leneral Ent

August 4, 2025 EX-4.9

Warrant Agreement (W-36) between the Company and Bradley Richmond

EXHIBIT 4.9 THIS WARRANT HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAIL

August 4, 2025 EX-4.7

Warrant Agreement (W-34) between the Company and Bradley Richmond

EXHIBIT 4.7 THIS WARRANT HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAIL

August 4, 2025 EX-4.8

Warrant Agreement (W-35) between the Company and Bradley Richmond

EXHIBIT 4.8 THIS WARRANT HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAIL

July 3, 2025 S-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Registration No. 333-282611 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 5 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 4955 87-2765150 (State or jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Co

June 12, 2025 S-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Registration No. 333-282611 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 4955 87-2765150 (State or jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Co

May 27, 2025 EX-10.9

Subscription Agreement dated February 28, 2025, by and between the Company and BoltRock Holdings, LLC

EXHIBIT 10.9 EXECUTION COPY GENERAL ENTERPRISE VENTURES, INC. SUBSCRIPTION AGREEMENT THE SECURITIES OFFERED BY THIS SUBSCRIPTION AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED, SOLD, ASSIGNED, PLEDGED OR OTHERWISE DISPOSED OF, EXCEPT PURSUANT TO AN EXEMPTION FROM, OR

May 27, 2025 EX-10.10

Convertible Note dated February 28, 2025, by and between the Company and BoltRock Holdings, LLC

EXHIBIT 10.10 EXECUTION COPY THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGIST

May 27, 2025 EX-14.1

Code of Ethics

EXHIBIT 14.1 CODE OF ETHICS FOR PRINCIPAL EXECUTIVE AND SENIOR FINANCIAL OFFICERS I. Covered Officers/Purpose of the Code This code of ethics (this “Code”) applies to the persons acting as principal executive officer, principal financial officer and principal accounting officer or controller of General Enterprise Ventures, Inc. (the “Company”), as set forth on Exhibit A and amended from time to ti

May 27, 2025 EX-4.5

Form of Warrant Agreement dated March 7, 2025, by and between the Company and its Placement Agents

EXHIBIT 4.5 THIS PLACEMENT AGENT WARRANT HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURS

May 27, 2025 EX-4.6

Form of Warrant Agreement dated March 7, 2025, by and between the Company, and Univest Securities, LLC or Bradley Richmond

EXHIBIT 4.6 EXECUTION COPY THIS WARRANT HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSU

May 27, 2025 EX-4.4

Warrant Agreement dated February 28, 2025, by and between the Company and BoltRock Holdings, LLC

EXHIBIT 4.4 EXECUTION COPY THIS WARRANT HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSU

May 27, 2025 EX-10.8

Consulting Agreement by and between the Company and Anthony Newton dated April 1, 2025.

EXHIBIT 10.8 EXECUTION COPY CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (the “Agreement”), executed on the 1st day of April 2025 (the “Effective Date”), is entered into by and between GENERAL ENTERPRISE VENTURES, INC., a Wyoming corporation (the “Company”), and Anthony F. Newton, an individual resident of the State of Texas (the “Consultant”). The Company and the Consultant may be referred to s

May 27, 2025 EX-10.5

Employment Agreement by and between the Company and Joshua Ralston dated March 1, 2025.

EXHIBIT 10.5 EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”), executed to be effective as of March 1, 2025 (the “Effective Date”), is entered into by and between GENERAL ENTERPRISE VENTURES, INC., a Wyoming corporation (“Employer”) and JOSHUA RALSTON, and individual resident of the State of Ohio (“Employee”). Employer and Employee may be referred to singularly as “Party” or collec

May 27, 2025 EX-10.7

Consulting Agreement by and between the Company and Nanuk Warman dated April 1, 2025.

EXHIBIT 10.7 EXECUTION COPY CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (the “Agreement”), executed on the 1st day of April 2025 (the “Effective Date”), is entered into by and between GENERAL ENTERPRISE VENTURES, INC., a Wyoming corporation (the “Company”), and Nanuk Warman, an individual resident of Vancouver, British Columbia, Canada (the “Consultant”). The Company and the Consultant may be r

May 27, 2025 EX-10.6

Consulting Agreement by and between the Company and Theodore Ralston dated April 1, 2025.

EXHIBIT 10.6 EXECUTION COPY CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (the “Agreement”), executed on the 1st day of April 2025 (the “Effective Date”), is entered into by and between GENERAL ENTERPRISE VENTURES, INC., a Wyoming corporation (the “Company”), and Theodore Ralston, an individual resident of the State of Ohio (the “Consultant”). The Company and the Consultant may be referred to sin

May 27, 2025 S-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Registration No. 333-282611 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 4955 87-2765150 (State or jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Co

May 27, 2025 EX-10.11

Pledge Agreement dated February 28, 2025, by and between the Company and BoltRock Holdings, LLC

EXHIBIT 10.11 PLEDGE AND SECURITY AGREEMENT Grantor: General Enterprise Ventures, Inc. Secured Party: BoltRock Holdings, LLC Address: Address: 1740H Dell Range Blvd., Cheyenne, WY 82009 712 Fifth Avenue, 22nd Floor New York, NY 10019 THIS PLEDGE AND SECURITY AGREEMENT (“Agreement”) is dated as of February 28, 2025, by and between Grantor and BoltRock Holdings, LLC (“Secured Party”). 1. Definitions

May 20, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2025 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-56567 General Enterp

May 15, 2025 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-56567 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2025 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-

April 7, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 7 2025 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 000-56567 87-2765150 (State or other jurisdiction of incorporation) (Comm

March 31, 2025 EX-21.1

List of Subsidiaries of General Enterprise Ventures, Inc.

EXHIBIT 21.1 Subsidiaries of General Enterprise Ventures Inc. Jurisdiction Of Incorporation Mighty Fire Breaker, LLC Ohio, U.S.A. GEVI Insurance Holdings Inc. Ohio, U.S.A. MFB Insurance Company, Inc. Hawaii, U.S.A.

March 31, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-56567 General Enterp

March 31, 2025 EX-14.1

CODE OF ETHICS FOR PRINCIPAL EXECUTIVE AND SENIOR FINANCIAL OFFICERS

EXHIBIT 14.1 CODE OF ETHICS FOR PRINCIPAL EXECUTIVE AND SENIOR FINANCIAL OFFICERS I. Covered Officers/Purpose of the Code This code of ethics (this “Code”) applies to the persons acting as principal executive officer, principal financial officer and principal accounting officer or controller of General Enterprise Ventures, Inc. (the “Company”), as set forth on Exhibit A and amended from time to ti

March 31, 2025 EX-4.1

Description of Securities

EXHIBIT 4.1 DESCRIPTION OF SECURITIES References to the “Company” herein are, unless the context otherwise indicates, only to General Enterprise Ventures, Inc. and not to any of its subsidiaries. Description of Capital Stock General The following is a summary of information concerning capital stock of the Company. The summaries and descriptions below do not purport to be complete statements of the

March 31, 2025 EX-3.4

Second Amended and Restated Designations and Preferences of Series A Preferred Stock

EXHIBIT 3.4 SECOND AMENDED AND RESTATED CERTIFICATE OF DESIGNATION AND PREFERENCES OF SERIES A PREFERRED STOCK OF GENERAL ENTERPRISE VENTURES, INC. WHEREAS, pursuant to and in accordance with the Wyoming Business Corporations Act (“WBCA”), General Enterprise Ventures, Inc., a Wyoming corporation (the “Corporation”), does hereby certify that, pursuant to the authority conferred on the Board of Dire

March 31, 2025 EX-3.5

Amended and Restated Designations and Preferences of Series C Convertible Preferred Stock

EXHIBIT 3.5 AMENDED AND RESTATED CERTIFICATE OF DESIGNATION AND PREFERENCES OF SERIES C CONVERTIBLE PREFERRED STOCK OF GENERAL ENTERPRISE VENTURES, INC. WHEREAS, pursuant to and in accordance with the Wyoming Business Corporations Act (“WBCA”), General Enterprise Ventures, Inc., a Wyoming corporation (the “Corporation”), does hereby certify that, pursuant to the authority conferred on the Board of

March 31, 2025 EX-3.2

Amendment to Articles of Incorporation

EXHIBIT 3.2

March 18, 2025 8-K

Changes in Control of Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 17 2025 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 000-56567 87-2765150 (State or other jurisdiction of incorporation) (Com

February 14, 2025 EX-10.4

Safer Choice Agreement between the EPA and Mighty Fire Breaker LLC, dated August 26, 2022

EXHIBIT 10.4 UNITED STATES ENVIRONMENTAL PROTECTION AGENCY WASHINGTON, D.C. 20460 OFFICE OF CHEMICAL SAFETY AND POLLUTION PREVENTION PARTNERSHIP AGREEMENT BETWEEN MIGHTY FIRE BREAKER LLC AND U.S. ENVIRONMENTAL PROTECTION AGENCY SAFER CHOICE PROGRAM 1. Statement of Purpose The purpose of this Partnership Agreement (“Agreement”) is to set forth the basis, terms, and goals of the Safer Choice volunta

February 14, 2025 EX-FILING FEES

Filing Fee Table

EXHIBIT 107 Calculation of Filing Fee Tables Form S-1 General Enterprise Ventures, Inc.

February 14, 2025 EX-10.3

Consulting Agreement with Stephen Conboy, dated January 26, 2025

EXHIBIT 10.3 CONSULTING AGREEMENT THIS CONSULTING AGREEMENT (the “Agreement”), executed on of the 26th day of January 2025, to be effective as of the 1st day of March 2025 (the “Effective Date”), is entered into by and between GENERAL ENTERPRISE VENTURES, INC., a Wyoming corporation (the “Company”), and Stephen Conboy, an individual resident of the State of California (the “Consultant”). The Compa

February 14, 2025 S-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Pre-Effective Amendment No. 2 FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Registration No. 333-282611 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Pre-Effective Amendment No. 2 to FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 4955 87-2765150 (State or jurisdiction of incorporation or organization) (Primary Standard Industrial C

February 14, 2025 EX-10.2

Membership Interest Purchase Agreement dated April 13, 2022 between MFB Ohio and Stephen Conboy

EXHIBIT 10.2 MEMBERSHIP INTEREST PURCHASE AGREEMENT This MEMBERSHIP INTEREST PURCHASE AGREEMENT (together with all annexes, exhibits and schedules appended hereto, this “Agreement”), dated as of April 13, 2022 (the “Effective Date”) is made by and among General Environmental Ventures, Inc., a Wyoming corporation (the “Buyer”), Mighty Fire Breaker, LLC, an Ohio limited liability company (the “Compa

February 14, 2025 EX-99.1

GREENGUARD Gold Test Results

EXHIBIT 99.1 Date Issued: Product ID #: Test Report #: ©2022 UL V2PSBCM June 21, 2022 1001587223-5038814 1001587223-5038814 GREENGUARD CERTIFICATION PROGRAM PROFILE STUDY TEST REPORT Product Description FIRE INHIBITOR FOOD GRADE CHEMISTRY (MFB 31-CITROTECH) Category GENERAL CONSTRUCTION MATERIALS Environment TVOC Formaldehyde Total Aldehydes CREL/TLV GREENGUARD Office ✓ ✓ ✓ ✓ GREENGUARD Gold Offic

December 31, 2024 EX-99.3

Mammal Test

EXHIBIT 99.3

December 31, 2024 EX-99.1

Burn Test

EXHIBIT 99.1

December 31, 2024 S-1/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Pre-Effective Amendment No.1 FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Registration No. 333-282611 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Pre-Effective Amendment No.1 to FORM S-1/A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 4955 87-2765150 (State or jurisdiction of incorporation or organization) (Primary Standard Industrial Cl

December 31, 2024 EX-FILING FEES

Filing Fee Table

EXHIBIT 107 Calculation of Filing Fee Tables Form S-1 General Enterprise Ventures, Inc.

December 31, 2024 EX-99.2

Fish Test

EXHIBIT 99.2

December 31, 2024 EX-10.2

Membership Interest Purchase Agreement

EXHIBIT 10.1

November 18, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2024 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-56567 General En

November 15, 2024 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-56567 (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form

November 8, 2024 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2024

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2024 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 000-56567 87-2765150 (State or other jurisdiction of incorporation) (

October 11, 2024 EX-4.3

Form of Convertible Note, dated July 2024

EXHIBIT 4.3 EXECUTION COPY THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE ACT AND THE APPLICABLE STATE SECURITIES LAWS, PURSUANT TO REGISTRA

October 11, 2024 EX-FILING FEES

Filing Fee Table

EXHIBIT 107 Calculation of Filing Fee Tables Form S-1 General Enterprise Ventures, Inc.

October 11, 2024 S-1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 4955 87-2765150 (State or jurisdiction of incorporation or organization) (Primary Standard Industrial Classification Code Number) (I.R.S. Employ

October 11, 2024 EX-4.2

Form of Warrant Agreement issued with Convertible Note, dated July 2024

EXHIBIT 4.2 EXECUTION COPY THIS WARRANT HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSU

October 11, 2024 EX-10.1

Form of Subscription Agreement for Convertible Note.

EXHIBIT 10.1 EXECUTION COPY GENERAL ENTERPRISE VENTURES, INC. SUBSCRIPTION AGREEMENT THE SECURITIES OFFERED BY THIS SUBSCRIPTION AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED, SOLD, ASSIGNED, PLEDGED OR OTHERWISE DISPOSED OF, EXCEPT PURSUANT TO AN EXEMPTION FROM, OR

August 19, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2024 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-56567 General Enterpr

August 15, 2024 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 033-55254-38 CUSIP NUMBER (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Rep

August 12, 2024 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2024 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-

July 30, 2024 EX-21.1

List of Subsidiaries of General Enterprise Ventures, Inc.

EXHIBIT 21.1 Subsidiaries of General Enterprise Ventures Inc. Jurisdiction Of Incorporation Mighty Fire Breaker UK Limited United Kingdon Mighty Fire Breaker, LLC Ohio, U.S.

July 30, 2024 10-K/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-

July 3, 2024 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 3, 2024 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 033-55254-38 87-2765150 (State or other jurisdiction of incorporation) (C

May 15, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2024 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-56567 General Enterp

April 15, 2024 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-56567 General Enterp

April 15, 2024 EX-3.2

Amendments to Articles of Incorporation

EXHIBIT 3.2

April 15, 2024 EX-3.3

GENERAL ENTERPRISE VENTURES, INC. A Wyoming Corporation ARTICLE I

EXHIBIT 3.3 BYLAWS OF GENERAL ENTERPRISE VENTURES, INC. A Wyoming Corporation ARTICLE I OFFICES Section 1. Registered Office. The registered office initially shall be at the office of 1740H Dell Range Blvd., Suite 166, in the City of Cheyenne, State of Wyoming 82009. Section 2. Other Offices. The corporation may also have offices at such other places both within and without the State of Wyoming as

April 15, 2024 EX-14.1

Code of Ethics

EXHIBIT 14.1 CODE OF ETHICS FOR PRINCIPAL EXECUTIVE AND SENIOR FINANCIAL OFFICERS I. Covered Officers/Purpose of the Code This code of ethics (this “Code”) applies to the persons acting as principal executive officer, principal financial officer and principal accounting officer or controller of General Enterprise Ventures, Inc. (the “Company”), as set forth on Exhibit A and amended from time to ti

April 15, 2024 EX-3.4

Designations and Preferences of Series A Preferred Stock

EXHIBIT 3.4

April 15, 2024 EX-4.1

Description of Securities

EXHIBIT 4.1 DESCRIPTION OF SECURITIES References to the “Company” herein are, unless the context otherwise indicates, only to General Enterprise Ventures, Inc. and not to any of its subsidiaries. Description of Capital Stock General The following is a summary of information concerning capital stock of the Company. The summaries and descriptions below do not purport to be complete statements of the

April 15, 2024 EX-21.1

Subsidiaries of General Enterprise Ventures Inc.

EXHIBIT 21.1 Subsidiaries of General Enterprise Ventures Inc. Jurisdiction Of Incorporation Mighty Fire Breaker UK Limited United Kingdon Mighty Fire Breaker, LLC Ohio, U.S.

April 15, 2024 EX-3.5

Designations and Preferences of Series C Convertible Preferred Stock

EXHIBIT 3.5

April 15, 2024 EX-3.1

Articles of Domestication/Articles of Incorporation

EXHIBIT 3.1

April 1, 2024 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000-56567 CUSIP NUMBER (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Re

January 31, 2024 EX-16.1

Letter from BF Borgers regarding change in certifying accountant (filed herewith)

EXHIBIT 16.1 5400 W Cedar Ave Lakewood, CO 80226 Telephone: 303.953.1454 Fax: 303.945.7991 January 31, 2024 United States Securities and Exchange Commission Office of the Chief Accountant 100 F Street, N.E. Washington, D.C. 20549 Re: General Enterprise Ventures, Inc. Ladies and Gentleman: We have read the statements under item 4.01 in the Form 8-K dated January 29, 2024, of General Enterprise Vent

January 31, 2024 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 29, 2024 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 000-56567 87-2765150 (State or other jurisdiction of incorporation) (

November 15, 2023 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 033-55254-38 CUSIP NUMBER (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transitio

November 15, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2023 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 000-56567 General En

August 16, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30,2023 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 033-55254-38 General Enter

August 15, 2023 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 033-55254-38 CUSIP NUMBER (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Rep

July 7, 2023 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 6, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 6, 2023 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 033-55254-38 87-2765150 (State or other jurisdiction of incorporation) (C

July 6, 2023 EX-3.1

Articles of Domestication dated June 9, 2021

EXHIBIT 3.1 1 2 3 4 5 6 7 8 9

July 6, 2023 EX-3.2

Amendment to Articles of Incorporation July 5, 2023

EXHIBIT 3.2 1 2

July 6, 2023 8-A12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 GENERAL ENTERPRISE VENTURES, INC. (Exact name of registrant as specified in its charter) Wyoming 87-276510 (State or other jurisdiction of incorporation or organization) (IRS Employer Identificat

July 6, 2023 EX-3.3

Bylaws dated June 29, 2023

EXHIBIT 3.3 BYLAWS OF GENERAL ENTERPRISE VENTURES, INC. A Wyoming Corporation ARTICLE I OFFICES Section 1. Registered Office. The registered office initially shall be at the office of 1740H Dell Range Blvd., Suite 166, in the City of Cheyenne, State of Wyoming 82009. Section 2. Other Offices. The corporation may also have offices at such other places both within and without the State of Wyoming as

May 15, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2023 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 033-55254-38 General Ent

April 12, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTI

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO.: 33-55254-38 GENERAL ENT

April 12, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2020 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-38

April 12, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2020 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-3

April 12, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2020 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-552

April 11, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 general10q-033119.htm FORM 10Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2019 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period

April 11, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2019 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-38

April 11, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2019 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-552

April 10, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2018 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-552

April 10, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTI

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2018 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO.: 33-55254-38 GENERAL ENT

April 10, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2018 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-38

April 7, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2018 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-3

April 6, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2017 ☐ TRANSITION REPORT PURSUANT TO SECTI

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2017 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO.: 33-55254-38 GENERAL ENT

April 6, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2016 ☐ TRANSITION REPORT PURSUANT TO SECTI

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2016 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO.: 33-55254-38 GENERAL ENT

April 6, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2017 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-38

April 6, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2017 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-552

April 6, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2017 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-3

April 5, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2016 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-3

April 5, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2015 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-38

April 5, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2016 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-552

April 5, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 general10q-033115.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2015 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period

April 5, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2016 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-38

April 5, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2015 ☐ TRANSITION REPORT PURSUANT TO SECTI

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2015 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO.: 33-55254-38 GENERAL ENT

April 5, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2015 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-552

March 31, 2023 EX-4.1

DESCRIPTION OF SECURITIES

EX-4.1 2 geviex41.htm EX-4.1 EXHIBIT 4.1 DESCRIPTION OF SECURITIES References to the “Company” herein are, unless the context otherwise indicates, only to General Enterprise Ventures, Inc. and not to any of its subsidiaries. Description of Capital Stock General The following is a summary of information concerning capital stock of the Company. The summaries and descriptions below do not purport to

March 31, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2014 ☐ TRANSITION REPORT PURSUANT TO SECTI

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2014 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO.: 33-55254-38 GENERAL ENT

March 31, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2014 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-552

March 31, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Year Ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 033-55254-38 General Enterprise

March 30, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2014 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-38

March 30, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2012 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-38

March 30, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2013 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-552

March 30, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 general10q-033112.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2012 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period

March 30, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2013 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-3

March 30, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2012 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-552

March 30, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2012 ☐ TRANSITION REPORT PURSUANT TO SECTI

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2012 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO.: 33-55254-38 GENERAL ENT

March 30, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2014 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-3

March 30, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2013 ☐ TRANSITION REPORT PURSUANT TO SECTI

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2013 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO.: 33-55254-38 GENERAL ENT

March 30, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2013 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-38

March 29, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2011 ☐ TRANSITION REPORT PURSUANT TO SECTI

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2011 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO.: 33-55254-38 GENERAL ENT

March 28, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2011 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-552

March 28, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2011 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-38

March 27, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2010 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-552

March 27, 2023 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2010 ☐ TRANSITION REPORT PURSUANT TO SECTI

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2010 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO.: 33-55254-38 GENERAL ENT

March 27, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2010 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-38

March 27, 2023 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2011 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 33-55254-3

December 1, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 20, 2022 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 033-55254-38 87-2765150 (State or other jurisdiction of incorporatio

November 10, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2022 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 033-55254-38 General

August 22, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2022 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 033-55254-38 General Ente

August 15, 2022 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 033-55254-38 CUSIP NUMBER (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2022 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Rep

May 27, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 26, 2022 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 033-55254-38 87-2765150 (State or other jurisdiction of incorporation) (C

May 16, 2022 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2022 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 033-55254-38 General Ent

May 2, 2022 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2022 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 033-55254-38 87-0485313 (State or other jurisdiction of incorporation)

April 26, 2022 8-K

Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2022 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 033-55254-38 87-0485313 (State or other jurisdiction of incorporation)

April 13, 2022 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 13, 2022 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 033-55254-38 87-0485313 (State or other jurisdiction of incorporation)

April 12, 2022 EX-4.1

Description of Securities

EXHIBIT 4.1 DESCRIPTION OF SECURITIES References to the ?Company? herein are, unless the context otherwise indicates, only to General Enterprise Ventures, Inc. and not to any of its subsidiaries. Description of Capital Stock General The following is a summary of information concerning capital stock of the Company. The summaries and descriptions below do not purport to be complete statements of the

April 12, 2022 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Year Ended December 31, 2021 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 033-55254-38 General Enterprise

March 31, 2022 8-K

Changes in Registrant's Certifying Accountant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2022 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 033-55254-38 87-0485313 (State or other jurisdiction of incorporation)

March 31, 2022 EX-16.1

Letter from Michael Gillespie & Associates, PLLC

EXHIBIT 16.1 MICHAEL GILLESPIE & ASSOCIATES, PLLC CERTIFIED PUBLIC ACCOUNTANTS 206.353.5736 March 31, 2022 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: General Enterprise Ventures, Inc. Dear Sirs/Madams: The undersigned Michael Gillespie & Associates, PLLC previously acted as independent accountants of General Enterprise Ventures,

March 30, 2022 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 10-K 1 gevint10k.htm FORM NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 033-55254 CUSIP NUMBER (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: December 31, 2021 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transitio

March 22, 2022 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A Amendment No. 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A Amendment No. 1 (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2021 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 03

November 12, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 11, 2021 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 033-55254-38 87-0485313 (State or other jurisdiction of incorporatio

October 20, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 20, 2021 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 033-55254-38 87-0485313 (State or other jurisdiction of incorporation

October 19, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 19, 2021 General Enterprise Ventures, Inc. (Exact name of registrant as specified in its charter) Wyoming 033-55254-38 87-0485313 (State or other jurisdiction of incorporation

October 19, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 30, 2021 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 033-55254-38 General

October 8, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 2021 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 033-55254-38 GENERAL ENTE

October 4, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2021 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 033-55254-38 GENERAL ENT

September 29, 2021 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark one) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Year Ended December 31, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 033-55254-38 General Entertainm

June 16, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2021 General Entertainment Ventures, Inc. (Exact name of registrant as specified in its charter) Delaware 033-55254-38 87-0485313 (State or other jurisdiction of incorporatio

May 19, 2021 EX-2.1

Asset Purchase Agreement

Exhibit 2.1 ASSET PURCHASE AGREEMENT This AGREEMENT (the ?Agreement?) is entered into as of the 10th, day of May, 2021 by and among General Entertainment Ventures Inc., a Delaware corporation (herein referred to as ?GEVI?), and Strategic Asset Holdings, LLC. (herein referred to as ?Strategic?), a Wyoming Company and together, the ?Parties? and each, a ?Party?). WHEREAS, Strategic shall become a Wh

May 19, 2021 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2021 General Entertainment Ventures, Inc. (Exact name of registrant as specified in its charter) Delaware 033-55254-38 87-0485313 (State or other jurisdiction of incorporation

May 19, 2021 EX-10.1

Promissory Note

Exhibit 10.1 PROMISSORY NOTE Amount: $50,000 Dated: May 10, 2021 For value received, for the acquisition of Strategic Asset Holdings, LLC, the undersigned Maker promises to pay to the order of Jason Tucker or his successors in interest, the sum of Fifty Thousand Dollars ($50,000.00), with interest accruing annually for one year, payable on May 10, 2022 as follows: (a) Interest shall be payable on

May 18, 2021 EX-2.1

Agreement and Plan of Merger, dated April 10, 2021

EX-2.1 2 geviex0201.htm AGREEMENT AND PLAN OF MERGER Exhibit 2.1 AGREEMENT AND PLAN OF MERGER This AGREEMENT AND PLAN OF MERGER (the “Agreement”), entered into as of April 10, 2021, by and among General Environmental Management, Inc., a Delaware corporation (the “Company”), and General Entertainment Ventures Inc., a Delaware corporation (“Merger Sub”) and a direct, wholly owned subsidiary of the C

May 18, 2021 EX-3.1

Unanimous Consents, Certificate of Merger, Consent, Certificate of Incorporation Certificate of Designation

Exhibit 3.1 GENERAL ENVIRONMENTAL MANAGEMENT, INC. UNANIMOUS WRITTEN CONSENT OF THE SOLE DIRECTOR IN LIEU OF SPECIAL MEETING April 10, 2021 The undersigned, being the sole member of the Board of Directors (the ?Board?) of General Environmental Management, Inc., a Delaware corporation (the ?Company?), do hereby consent to the following actions of the Company with the same force and effect as though

May 18, 2021 8-K

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 10, 2021 General Entertainment Ventures, Inc. (Exact name of registrant as specified in its charter) Delaware 033-55254-38 87-0485313 (State or other jurisdiction of incorporati

May 18, 2021 EX-3.2

Bylaws of the Registrant

Exhibit 3.2 BYLAWS OF GENERAL ENTERTAINMENT VENTURES INC. A Delaware Corporation ARTICLE I OFFICES Section 1. Registered Office. The registered office initially shall be at the office of 1675 South State Street, Suite B, in the City of Dover, County of Kent, State of Delaware. Section 2. Other Offices. The corporation may also have offices at such other places both within and without the State of

April 15, 2021 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 14, 2021 General Environmental Management, Inc. (Exact name of registrant as specified in its charter) Nevada 033-55254-38 87-0485313 (State or other jurisdiction of incorporati

January 25, 2021 8-K

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 19, 2021 General Environmental Management, Inc. (Exact name of registrant as specified in its charter) Nevada 033-55254-38 87-0485313 (State or other jurisdiction of incorpora

January 25, 2021 EX-3.1

Articles of Amendment of Articles of Incorporation of the Registrant

EX-3.1 2 geviex0301.htm AMENDMENT TO CERTIFICATE OF INCORPORATION Exhibit 3.1 State of Delaware Secretory of State Division of Corporations Delivered 05:57 PM 01/15/2021 FILED 05:57 PM 01/15/2021 SR 20210134920 - File Number 4765825 STATE OF DELAWARE CERTIFICATE OF CONVERSION FROM A NON-DELAWARE CORPORATION TO A DELAWARE CORPORATION PURSUANT TO SECTION 265 OF THE DELAWARE GENERAL CORPORATION LAW 1

December 28, 2020 EX-99.1

Case Number: A - 19 - 788641 - P DocuSign Envelope ID: 4ACA78CA - 6654 - 4F09 - 91D2 - 9DD3652CC8E6 Electronically Filed 3/21/2019 10:59 AM Steven D. Grierson CLERK OF THE COURT

EX-99.1 2 geviex9901.htm CUSTODIAN ENTRY OF ORDER Exhibit 99.1 Case Number: A - 19 - 788641 - P DocuSign Envelope ID: 4ACA78CA - 6654 - 4F09 - 91D2 - 9DD3652CC8E6 Electronically Filed 3/21/2019 10:59 AM Steven D. Grierson CLERK OF THE COURT DocuSign Envelope ID: 4ACA78CA - 6654 - 4F09 - 91D2 - 9DD3652CC8E6 DocuSign Envelope ID: 4ACA78CA - 6654 - 4F09 - 91D2 - 9DD3652CC8E6 DocuSign Envelope ID: 4AC

December 28, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2020 General Environmental Management, Inc. (Exact name of registrant as specified in its charter) Nevada 033-55254-38 87-0485313 (State or other jurisdiction of incorpor

October 8, 2010 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 8, 2010 (October 8, 2010) General Environmental Management, Inc. (Exact Name of Registrant as Specified in Its Charter) Nevada (State of Other Jurisdiction of Incorporation) 33-55254-38 87-

September 20, 2010 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 9, 2010 (September 9, 2010 ) General Environmental Management, Inc. (Exact Name of Registrant as Specified in Its Charter) Nevada (State of Other Jurisdiction of Incorporation) 33-55254

September 20, 2010 EX-99

General Environmental Management, Inc. CEO Provides Corporate Update

EXHIBIT 99 General Environmental Management, Inc. CEO Provides Corporate Update IRVINE, CA - (September 20, 2010) - CEO Timothy J. Koziol of General Environmental Management Inc. (GEM) (OTCBB: GEVIE), announced an update to provide current and prospective shareholders with a status report of GEM's previously announced revised business model to expand from an environmental services only company to

June 25, 2010 EX-10.43

AGREEMENT OF SETTLEMENT AND RELEASE

EX-10.43 2 ex10-43.htm Exhibit 10.43 AGREEMENT OF SETTLEMENT AND RELEASE THIS AGREEMENT OF SETTLEMENT AND RELEASE (hereinafter, the "Agreement") dated June 24, 2010, is made and entered into by and between GENERAL ENVIRONMENTAL MANAGEMENT, INC., a Nevada corporation ("GEM"), GEM ENVIRONMENTAL MANAGEMENT, INC., a Nevada corporation ("Purchaser"), CALIFORNIA LIVING WATERS, INCORPORATED (“CLW”), SANT

June 25, 2010 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

8-K 1 gem8ka-062310.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 25, 2010 (June 23, 2010) General Environmental Management, Inc. (Exact Name of Registrant as Specified in Its Charter) Nevada 33-55254-38 87-0485313 (State of Other Jur

May 27, 2010 SC 13D/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D/A INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 2)

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D/A INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO ? 240.

May 24, 2010 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2010 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File No. 33-55254-38 General En

May 17, 2010 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2010 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on F

April 15, 2010 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

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 December 31, 2009. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to COMMISSION FILE NO.: 33-55254-38 GENERAL ENVIRONMENTA

March 31, 2010 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): xForm 10-K o Form 20-F o Form 11-K oForm 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: December 31, 2009 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on

March 2, 2010 8-K

Completion of Acquisition or Disposition of Assets

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 26, 2010 (February 26, 2010) General Environmental Management, Inc. (Exact Name of Registrant as Specified in Its Charter) Nevada (State of Other Jurisdiction of Incorporation) 33-55254-38

February 24, 2010 8-K

Other Events

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 23, 2010 (February 19, 2010) General Environmental Management, Inc. (Exact Name of Registrant as Specified in Its Charter) Nevada (State of Other Jurisdiction of Incorporation) 33-55254-38

January 29, 2010 8-K/A

Financial Statements and Exhibits, Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets, Entry into a Material Definitive Agreement

8-K/A 1 gem8ka-012810.htm AMENDED CURRENT REPORT SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 28, 2010 (November 16, 2009) General Environmental Management, Inc. (Exact Name of Registrant as Specified in Its Charter) Nevada (State o

January 29, 2010 CORRESP

1

January 29, 2010 Securities and Exchange Commission 100 F Street, N.E. Judiciary Plaza Washington, D.C. 20549 Attn: Division of Corporation Finance, Re: General Environmental Management, Inc. Preliminary Proxy Statement on Schedule 14A Filed on: December 18, 2009 File No. 033-55254-38 Dear Ladies and Gentlemen: By this letter, General Environmental Management, Inc. (the ?Company?), is responding t

January 29, 2010 PRER14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Company x Filed by a Party other than the Company o Check the appropriate box: x Preliminary Proxy Statement. o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)). o Definitive Proxy Statement

January 29, 2010 EX-10.41

CALIFORNIA LIVING WATERS, INC. AND SUBSIDIARY CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2008 AND FOR THE TEN MONTHS ENDED OCTOBER 31, 2009 AND 2008 CALIFORNIA LIVING WATERS, INC. AND SUBSIDIARY

Exhibit 10.41 CALIFORNIA LIVING WATERS, INC. AND SUBSIDIARY CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2008 AND FOR THE TEN MONTHS ENDED OCTOBER 31, 2009 AND 2008 CALIFORNIA LIVING WATERS, INC. AND SUBSIDIARY CONTENTS PAGE 1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM PAGE 2 BALANCE SHEETS AS OF OCTOBER 31, 2009 (UNAUDITED) AND DECEMBER 31, 2008 PAGE 3 STATEMENTS

January 29, 2010 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Company x Filed by a Party other than the Company o Check the appropriate box: o Preliminary Proxy Statement. o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)). x Definitive Proxy Statement

January 29, 2010 EX-10.42

UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION

Exhibit 10.42 UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION On November 13, 2009, Registrant entered into a Stock Purchase Agreement ("Agreement") with United States Environmental Response, LLC, a California limited liability company (?Seller?) pursuant to which the Registrant has purchased all of the issued and outstanding capital stock of California Living Waters, Incorporated ("CLW"),

January 27, 2010 PRER14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Company x Filed by a Party other than the Company o Check the appropriate box: x Preliminary Proxy Statement. o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)). o Definitive Proxy Statement

January 26, 2010 8-K/A

Financial Statements and Exhibits, Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets, Entry into a Material Definitive Agreement

8-K/A 1 gem8ka-012510.htm FORM 8-K AMENDMENT NO. 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 25, 2010 (November 16, 2009) General Environmental Management, Inc. (Exact Name of Registrant as Specified in Its Charter) Nevada (State

January 26, 2010 EX-10.42

UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION

Exhibit 10.42 UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION On November 13, 2009, Registrant entered into a Stock Purchase Agreement ("Agreement") with United States Environmental Response, LLC, a California limited liability company (?Seller?) pursuant to which the Registrant has purchased all of the issued and outstanding capital stock of California Living Waters, Incorporated ("CLW"),

January 26, 2010 CORRESP

1

January 26, 2010 Securities and Exchange Commission 100 F Street, N.E. Judiciary Plaza Washington, D.C. 20549 Attn: Division of Corporation Finance Re: General Environmental Management, Inc. Preliminary Proxy Statement on Schedule 14A Filed on: December 18, 2009 File No. 033-55254-38 Dear Ladies and Gentlemen: By this letter, General Environmental Management, Inc. (the ?Company?), is responding to

January 26, 2010 EX-10.41

CALIFORNIA LIVING WATERS, INC. AND SUBSIDIARY CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2008 AND FOR THE TEN MONTHS ENDED OCTOBER 31, 2009 AND 2008 CALIFORNIA LIVING WATERS, INC. AND SUBSIDIARY

Exhibit 10.41 CALIFORNIA LIVING WATERS, INC. AND SUBSIDIARY CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2008 AND FOR THE TEN MONTHS ENDED OCTOBER 31, 2009 AND 2008 CALIFORNIA LIVING WATERS, INC. AND SUBSIDIARY CONTENTS PAGE 1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM PAGE 2 BALANCE SHEETS AS OF OCTOBER 31, 2009 (UNAUDITED) AND DECEMBER 31, 2008 PAGE 3 STATEMENTS

January 13, 2010 PRER14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Company x Filed by a Party other than the Company o Check the appropriate box: x Preliminary Proxy Statement. o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)). o Definitive Proxy Statement

January 12, 2010 CORRESP

1

CORRESP 1 filename1.htm VIA EDGAR January 12, 2010 Securities and Exchange Commission 100 F Street, N.E. Judiciary Plaza Washington, D.C. 20549 Attn: Division of Corporation Finance, Re: General Environmental Management, Inc. Preliminary Proxy Statement on Schedule 14A Filed on: December 18, 2009 File No. 033-55254-38 Dear Ladies and Gentlemen: By this letter, General Environmental Management, Inc

December 23, 2009 EX-10.39

ISLAND ENVIRONMENTAL SERVICES, INC. FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2007 AND THE EIGHT MONTHS ENDED AUGUST 31, 2008 AND 2007 (UNAUDITED) ISLAND ENVIRONMENTAL SERVICES, INC.

Exhibit 10.39 ISLAND ENVIRONMENTAL SERVICES, INC. FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2007 AND THE EIGHT MONTHS ENDED AUGUST 31, 2008 AND 2007 (UNAUDITED) ISLAND ENVIRONMENTAL SERVICES, INC. CONTENTS PAGE 1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM PAGE 2 BALANCE SHEETS AS OF DECEMBER 31, 2007 AND AUGUST 31, 2008 (UNAUDITED) PAGE 3 STATEMENTS OF OPERATIONS FOR THE YE

December 23, 2009 EX-10.40

UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION

Exhibit 10.40 UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL INFORMATION On August 31, 2008, the Company entered into a stock purchase agreement with Island Environmental Services, Inc. of Pomona, California ("Island"), a privately held company, pursuant to which the Company acquired all of the issued and outstanding common stock of Island, a California-based provider of hazardous and non-hazardous wa

December 23, 2009 8-K/A

Financial Statements and Exhibits, Entry into a Material Definitive Agreement

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) September 9, 2008 General Environmental Management, Inc. (Exact name of registrant as specified in its charter) NEVADA (State or other jurisdiction of incorporation) 33-55254-38 (Commission File N

December 18, 2009 PREM14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Company x Filed by a Party other than the Company o Check the appropriate box: x Preliminary Proxy Statement. o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)). o Definitive Proxy Statement

December 15, 2009 CORRESP

GENERAL ENVIRONMENTAL MANAGEMENT, INC. 3191 Temple Ave., Suite 250 Pomona, CA 91768

GENERAL ENVIRONMENTAL MANAGEMENT, INC. 3191 Temple Ave., Suite 250 Pomona, CA 91768 December 15, 2009 FILED AS EDGAR CORRESPONDENCE &VIA FEDERAL EXPRESS Securities ad Exchange Commission Division of Corporate Finance Mail Stop 4631 Washington, D.C. 20549-4631 RE: General Environmental Management, Inc. (?Company?) Form 10-K for the Fiscal Year Ended December 31, 2008 Filed April 15, 2009 File No. 0

December 3, 2009 EX-99.1

GENERAL ENVIRONMENTAL MANAGEMENT ANNOUNCES RELEASE OF QUARTERLY REPORT Management Provides Update on Closing of Santa Clara Waste Water and Sale of Field Services Business as it Continues Operational Transition

Exhibit 99.1 GENERAL ENVIRONMENTAL MANAGEMENT ANNOUNCES RELEASE OF QUARTERLY REPORT Management Provides Update on Closing of Santa Clara Waste Water and Sale of Field Services Business as it Continues Operational Transition POMONA, California, December 2, 2009 - - - General Environmental Management, Inc. (GEM) (OTCBB:GEVI) announced that it has filed its 10Q Report for the quarter ended September

December 3, 2009 8-K

Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 2, 2009 (November 25, 2009) General Environmental Management, Inc. (Exact Name of Registrant as Specified in Its Charter) Nevada (State of Other Jurisdiction of Incorporation) 33-55254-38

December 3, 2009 EX-10.38

PURCHASE AGREEMENT ACQUISITION OF THE STOCK OF GEM NEWCO, INC., A DELAWARE CORPORATION, THE LIMITED PARTNERSHIP INTERESTS OF GEM POMONA LP, A DELAWARE LIMITED PARTNERSHIP, LUNTZ ACQUISITION (DELAWARE), LLC, A DELAWARE LIMITED LIABILITY COMPANY, GENER

Exhibit 10.38 PURCHASE AGREEMENT ACQUISITION OF THE STOCK OF GEM NEWCO, INC., A DELAWARE CORPORATION, AND THE LIMITED PARTNERSHIP INTERESTS OF GEM POMONA LP, A DELAWARE LIMITED PARTNERSHIP, BY LUNTZ ACQUISITION (DELAWARE), LLC, A DELAWARE LIMITED LIABILITY COMPANY, FROM GENERAL ENVIRONMENTAL MANAGEMENT, INC., A NEVADA CORPORATION DATED AS OF NOVEMBER 25, 2009 TABLE OF CONTENTS Page ARTICLE 1 GENER

November 23, 2009 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2009 [X] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File No. 33-55254-38 Genera

November 18, 2009 EX-10.47

GENERAL ENVIRONMENTAL MANAGEMENT, INC. 6.5% SECOND-PRIORITY SENIOR SECURED CONVERTIBLE PROMISSORY NOTE

Exhibit 10.47 THIS SECURITY HAS NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THIS SECURITY IS “RESTRICTED” AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED AS PERMITTED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. THE HOLDER OF THIS NOTE AGREES FOR THE BENEFIT

November 18, 2009 EX-10.45

GENERAL ENVIRONMENTAL MANAGEMENT, INC. 6.5% SECOND-PRIORITY SENIOR SECURED CONVERTIBLE PROMISSORY NOTE

Exhibit 10.45 THIS SECURITY HAS NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THIS SECURITY IS ?RESTRICTED? AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED AS PERMITTED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. THE HOLDER OF THIS NOTE AGREES FOR THE BENEFIT

November 18, 2009 8-K

Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 18, 2009 (November 13,2009) General Environmental Management, Inc. (Exact Name of Registrant as Specified in Its Charter) Nevada (State of Other Jurisdiction of Incorporation) 33-55254-38

November 18, 2009 EX-10.46

GENERAL ENVIRONMENTAL MANAGEMENT, INC. 6.5% SECOND-PRIORITY SENIOR SECURED CONVERTIBLE PROMISSORY NOTE

Exhibit 10.46 THIS SECURITY HAS NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THIS SECURITY IS ?RESTRICTED? AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED AS PERMITTED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. THE HOLDER OF THIS NOTE AGREES FOR THE BENEFIT

November 18, 2009 EX-99.1

General Environmental Management Announces Completion of Acquisition of Santa Clara Waste Water -Acquisition of Profitable Company Completes GEM’s First Step into Water Treatment and Waste-to-Energy Markets– -Company Reschedules Earnings Conference C

Exhibit 99.1 General Environmental Management Announces Completion of Acquisition of Santa Clara Waste Water -Acquisition of Profitable Company Completes GEM?s First Step into Water Treatment and Waste-to-Energy Markets? -Company Reschedules Earnings Conference Call to November 30, 2009- -Management Provides Update on Sale of Field Services Business- POMONA, Calif.-(BUSINESS WIRE)-General Environm

November 18, 2009 EX-10.49

PROMISSORY “SELLER’S NOTE”

Exhibit 10.49 PROMISSORY ?SELLER?S NOTE? THIS SECURITY HAS NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THIS SECURITY IS ?RESTRICTED? AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED AS PERMITTED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. THE HOLDER OF THIS

November 18, 2009 EX-10.48

GENERAL ENVIRONMENTAL MANAGEMENT, INC. 6.5% SECOND-PRIORITY SENIOR SECURED CONVERTIBLE PROMISSORY NOTE

Exhibit 10.48 THIS SECURITY HAS NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THIS SECURITY IS ?RESTRICTED? AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED AS PERMITTED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. THE HOLDER OF THIS NOTE AGREES FOR THE BENEFIT

November 18, 2009 EX-10.44

GENERAL ENVIRONMENTAL MANAGEMENT, INC. 6.5% SECOND-PRIORITY SENIOR SECURED PROMISSORY NOTE

Exhibit 10.44 THIS SECURITY HAS NOT BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE. THIS SECURITY IS ?RESTRICTED? AND MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED AS PERMITTED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, PURSUANT TO REGISTRATION OR EXEMPTION THEREFROM. THE HOLDER OF THIS NOTE AGREES FOR THE BENEFIT

November 18, 2009 EX-10.43

STOCK PURCHASE AGREEMENT

Exhibit 10.43 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement is dated as of November 6, 2009 (this “Agreement”), by and among General Environmental Management, Inc., a Nevada corporation (“GEM”) and GEM Environmental Management, Inc. a Nevada corporation (“Purchaser”) and United States Environmental Response, LLC, a California limited liability company (“USER” or “Seller”). The parties may

November 16, 2009 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: September, 30, 2009 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report

September 11, 2009 8-K

Entry into a Material Definitive Agreement, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report: September 11, 2009 General Environmental Management, Inc. (Exact Name of Registrant as Specified in Its Charter) Nevada (State of Other Jurisdiction of Incorporation) 33-55254-38 (Commission File Number) 87-0485313 (IRS Employer Id

September 11, 2009 EX-10.39

$6,314,699.59 September 4, 2009

Exhibit 10.39 $6,314,699.59 September 4, 2009 AMENDED AND RESTATED CONVERTIBLE TERM NOTE This Note and the Common Stock issuable upon conversion hereof (until such time, if any, as such Common Stock is registered with the Securities and Exchange Commission pursuant to an effective registration statement) have not been registered under the Securities Act of 1933, as amended (the “Act”), or any stat

September 11, 2009 EX-10.42

GENERAL ENVIRONMENTAL MANAGEMENT, INC. AMENDED AND RESTATED WARRANT TO PURCHASE SHARES OF COMMON STOCK (Expires August 31, 2014)

Exhibit 10.42 THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE ?ACT?) OR UNDER THE SECURITIES LAWS OF ANY STATE OR JURISDICTION AND MAY NOT BE SOLD, OFFERED FOR SALE OR OTHERWISE TRANSFERRED UNLESS REGISTERED OR QUALIFIED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS OR UNLESS THE COMPANY RECEIVES AN OPINION, IN REASONABLY ACCEPTABLE FORM AND SCOPE,

September 11, 2009 EX-10.40

AMENDED AND RESTATED REVOLVING CREDIT NOTE $1,700,000 September 4, 2009

Exhibit 10.40 AMENDED AND RESTATED REVOLVING CREDIT NOTE $1,700,000 September 4, 2009 FOR VALUE RECEIVED, the undersigned, GENERAL ENVIRONMENTAL MANAGEMENT, INC., a Nevada corporation (the “Maker”), hereby promises to pay to CVC CALIFORNIA, LLC, a Delaware limited liability company (“CVC”), or registered assigns (hereinafter, collectively with CVC, referred to as the “Payee”), ON DEMAND (or, in th

September 11, 2009 EX-10.38

AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT

Exhibit 10.38 AMENDED AND RESTATED REVOLVING CREDIT AND TERM LOAN AGREEMENT AGREEMENT (this “Agreement”) is made and entered into as of the 4th day of September, 2009, by and between CVC CALIFORNIA, LLC, a Delaware limited liability company (the “Lender”), and GENERAL ENVIRONMENTAL MANAGEMENT, INC., a Nevada corporation (the “Borrower”); W I T N E S S E T H : WHEREAS, the Borrower and its Subsidia

September 11, 2009 EX-10.41

$5,600,000 September 4, 2009

Exhibit 10.41 $5,600,000 September 4, 2009 TERM NOTE FOR VALUE RECEIVED, the undersigned, GENERAL ENVIRONMENTAL MANAGEMENT, INC., a Nevada corporation (the “Maker”), hereby promises to pay to CVC CALIFORNIA, LLC, a Delaware limited liability company (“CVC”), or registered assigns (hereinafter, collectively with CVC, the “Payee”), the sum of Five Million Six Hundred Thousand ($5,600,000) Dollars (t

August 21, 2009 EX-10.36

SUBORDINATED COLLATERAL AGREEMENT

EX-10.36 6 ex10-36.htm SUBORDINATED COLLATERAL AGREEMENT Exhibit 10.36 SUBORDINATED COLLATERAL AGREEMENT SUBORDINATED COLLATERAL AGREEMENT, dated as of August 17, 2009, by and among GENERAL ENVIRONMENTAL MANAGEMENT, INC., a Nevada corporation (“GEM-NV”), GENERAL ENVIRONMENTAL MANAGEMENT, INC., a Delaware corporation (“GEM-DE”), GENERAL ENVIRONMENTAL MANAGEMENT OF RANCHO CORDOVA LLC, a California l

August 21, 2009 EX-10.33

$5,600,000 August 17, 2009 PURCHASE MONEY NOTE

EX-10.33 3 ex10-33.htm PURCHASE MONEY NOTE Exhibit 10.33 $5,600,000 August 17, 2009 PURCHASE MONEY NOTE FOR VALUE RECEIVED, the undersigned, MTS ACQUISITION COMPANY, INC., a California corporation (the “Maker”), hereby promises to pay to GENERAL ENVIRONMENTAL MANAGEMENT, INC., a Delaware corporation (“GEM”), or registered assigns (hereinafter, collectively with GEM, the “Payee”), the sum of Five M

August 21, 2009 EX-10.32

STOCK PURCHASE AGREEMENT

EX-10.32 2 ex10-32.htm STOCK PURCHASE AGREEMENT Exhibit 10.32 STOCK PURCHASE AGREEMENT This Stock Purchase Agreement (this “Agreement”) is entered into as of August 17, 2009 by and among MTS ACQUISITION COMPANY, INC., a California corporation (“Purchaser”), GENERAL ENVIRONMENTAL MANAGEMENT, INC., a Nevada corporation (“Parent Co.”), GENERAL ENVIRONMENTAL MANAGEMENT, INC., a Delaware corporation (“

August 21, 2009 8-K

Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets, Entry into a Material Definitive Agreement, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 17, 2009 (August 17, 2009) General Environmental Management, Inc. (Exact Name of Registrant as Specified in Its Charter) Nevada (State of Other Jurisdiction of Incorporation) 33-55254-38 (Co

August 21, 2009 EX-10.34

REVOLVING CREDIT AGREEMENT

Exhibit 10.34 REVOLVING CREDIT AGREEMENT AGREEMENT (this “Agreement”) is made and entered into as of the 17th day of August, 2009, by and between GENERAL ENVIRONMENTAL MANAGEMENT, INC., a Delaware corporation (the “Lender”), and MTS ACQUISITION COMPANY, INC., a California corporation (the “Borrower”). W I T N E S S E T H : WHEREAS, the Borrower is, pursuant to the Purchase Agreement, acquiring all

August 21, 2009 EX-10.35

REVOLVING CREDIT NOTE $700,000 August 17, 2009

EX-10.35 5 ex10-35.htm REVOLVING CREDIT NOTE Exhibit 10.35 REVOLVING CREDIT NOTE $700,000 August 17, 2009 FOR VALUE RECEIVED, the undersigned, MTS ACQUISITION COMPANY, INC., a California corporation (the “Maker”), hereby promises to pay to GENERAL ENVIRONMENTAL MANAGEMENT, INC., a Delaware corporation (“GEM”), or registered assigns (hereinafter, collectively with GEM, referred to as the “Payee”),

August 21, 2009 EX-10.37

ASSIGNMENT AND ASSUMPTION OF LOAN DOCUMENTS

EX-10.37 7 ex10-37.htm ASSIGNMENT AND ASSUMPTION OF LOAN Exhibit 10.37 ASSIGNMENT AND ASSUMPTION OF LOAN DOCUMENTS This Assignment and Assumption of Loan Documents (this “Assignment”) is dated as of the 17th day of August, 2009 (the “Effective Date”), by General Environmental Management, Inc., a Delaware corporation having an address at 3191 Temple Avenue, Suite 250, Pomona, California 91768 (“Ass

August 19, 2009 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2009 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File No. 33-55254-38 General Environ

August 14, 2009 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

NT 10-Q 1 gemnt10q-063009.htm EXTENSION REQUEST UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June, 30, 2009 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transit

July 9, 2009 EX-4.1

GENERAL ENVIRONMENTAL MANAGEMENT, INC. 2009 FLEXIBLE STOCK PLAN

EXHIBIT 4.1 GENERAL ENVIRONMENTAL MANAGEMENT, INC. 2009 FLEXIBLE STOCK PLAN ARTICLE I - NAME AND PURPOSE 1.1 Name. The name of the Plan is the “General Environmental Management, Inc. 2009 Flexible Stock Plan" (the "Plan"). 1.2 Purpose. General Environmental Management, Inc. (the "Company") has established the Plan to attract, retain, motivate and reward employees, directors, officers, consultants

July 9, 2009 S-8

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 GENERAL ENVIRONMENTAL MANAGEMENT, INC. IRS ID NO.: 3191 Temple Avenue, Suite 250 Pomona, California 91768 (909) 444-9500

Registration No. 333- As filed with the Securities and Exchange Commission on July 9, 2009 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GENERAL ENVIRONMENTAL MANAGEMENT, INC. NEVADA IRS ID NO.: 3191 Temple Avenue, Suite 250 Pomona, California 91768 (909) 444-9500 Timothy J. Koziol Copy to: Audie J. de Castro, Esq. Genera

June 12, 2009 SC 13D/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D/A INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 1) General Environmental Management

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13D/A INFORMATION TO BE INCLUDED IN STATEMENT FILED PURSUANT TO § 240.

June 12, 2009 EX-7

June 1, 2009

June 1, 2009 General Environmental Management, Inc. 3191 Temple Avenue, Suite 250 Pomona, CA 91768 Re: Amendment No. 1 to Loan Documents Dear Sirs: Reference is made to the Revolving Credit and Term Loan Agreement dated as of August 31, 2008 (the “Loan Agreement”), by and between CVC California, LLC (the “Lender”) and General Environmental Management, Inc. (the “Borrower”), and the Loan Documents

June 4, 2009 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report: June 4, 2009 General Environmental Management, Inc. (Exact Name of Registrant as Specified in Its Charter) Nevada (State of Other Jurisdiction of Incorporation) 33-55254-38 (Commission File Number) 87-0485313 (IRS Employer Identifi

June 4, 2009 EX-10.29

June 1, 2009

Exhibit 10.29 June 1, 2009 General Environmental Management, Inc. 3191 Temple Avenue, Suite 250 Pomona, CA 91768 Re: Amendment No. 1 to Loan Documents Dear Sirs: Reference is made to the Revolving Credit and Term Loan Agreement dated as of August 31, 2008 (the “Loan Agreement”), by and between CVC California, LLC (the “Lender”) and General Environmental Management, Inc. (the “Borrower”), and the L

June 4, 2009 EX-10.30

$164,000 June 1, 2009

Exhibit 10.30 $164,000 June 1, 2009 FEE NOTE FOR VALUE RECEIVED, GENERAL ENVIRONMENTAL MANAGEMENT, INC., a Nevada corporation (the “Maker”), hereby promises to pay to CVC California, LLC, a Delaware limited liability company (“CVC”), or registered assigns (collectively with CVC, the “Payee”), the sum of One Hundred Sixty-Four Thousand ($164,000) Dollars (the “Principal”), with interest thereon, on

May 15, 2009 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2009 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File No. 33-55254-38 General E

May 8, 2009 DEF 14A

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ? Definitive Additional Materials ? Soliciting Material under Rule 14a-12 GENERAL ENVIRONMENTAL MANAGEMENT, INC.

April 15, 2009 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

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 December 31, 2008. [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to COMMISSION FILE NO.: 33-55254-38 GENERAL ENVIRONMENTA

April 1, 2009 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: December 31, 2008 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report o

November 14, 2008 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2008 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition period from to Commission File No. 33-55254-38 Genera

September 24, 2008 8-K

Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 9, 2008 (September 4, 2008) General Environmental Management, Inc. (Exact Name of Registrant as Specified in Its Charter) Nevada (State of Other Jurisdiction of Incorporation) 33-55254-38

September 24, 2008 EX-10.21

$6,500,000 August 31, 2008

EXHIBIT 10.21 $6,500,000 August 31, 2008 CONVERTIBLE TERM NOTE This Note and the Common Stock issuable upon conversion hereof (until such time, if any, as such Common Stock is registered with the Securities and Exchange Commission pursuant to an effective registration statement) have not been registered under the Securities Act of 1933, as amended (the “Act”), or any state securities laws, and may

September 24, 2008 EX-10.19

REVOLVING CREDIT AND TERM LOAN AGREEMENT

EX-10.19 2 ex10-19.htm REVOLVING CREDIT TERM LOAN AGREEMENT EXHIBIT 10.19 REVOLVING CREDIT AND TERM LOAN AGREEMENT AGREEMENT (this “Agreement”) is made and entered into as of the 31st day of August, 2008, by and between CVC CALIFORNIA, LLC, a Delaware limited liability company (the “Lender”), and GENERAL ENVIRONMENTAL MANAGEMENT, INC., a Nevada corporation (the “Borrower”); W I T N E S S E T H : W

September 24, 2008 8-K

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 9, 2008 (September 4, 2008) General Environmental Management, Inc. (Exact Name of Registrant as Specified in Its Charter) Nevada (State of Other Jurisdiction of Incorporation) 33-55254-38

September 24, 2008 EX-10.26

REGISTRATION RIGHTS AGREEMENT

EXHIBIT 10.26 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made as of August 31, 2008 by GENERAL ENVIRONMENTAL MANAGEMENT, INC., a Nevada corporation (the “Company”), for the benefit of the Holders (as such term is hereinafter defined). The Company hereby confirms that the rights granted under this Agreement constitute a material inducement to the CVC Cali

September 24, 2008 EX-10.24

GENERAL ENVIRONMENTAL MANAGEMENT, INC. WARRANT TO PURCHASE SHARES OF COMMON STOCK (Expires August 31, 2014) Warrant No. CV-2 1,350,000 Shares of Common Stock

EXHIBIT 10.24 THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OR UNDER THE SECURITIES LAWS OF ANY STATE OR JURISDICTION AND MAY NOT BE SOLD, OFFERED FOR SALE OR OTHERWISE TRANSFERRED UNLESS REGISTERED OR QUALIFIED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS OR UNLESS THE COMPANY RECEIVES AN OPINION, IN REASONABLY ACCEPTABLE FORM AND SCOPE,

September 24, 2008 EX-10.29

STOCK PURCHASE ISLAND ENVIRONMENTAL SERVICES, INC.

EXHIBIT 10.29 STOCK PURCHASE AGREEMENT ISLAND ENVIRONMENTAL SERVICES, INC. 1 LIST OF EXHIBITS AND SCHEDULES EXHIBITS Exhibit A: Promissory Note in favor of SELLERS in the Amount of $1,062,500 Exhibit A-1 Promissory Note in favor of NCT in the Amount of $187,500 Exhibit B: Corporate Guarantee of GEM Nevada for $1,062,500 Note Exhibit B-1 Corporate Guarantee of GEM Nevada for $187,500 Note Exhibit C

September 24, 2008 EX-10.25

GENERAL ENVIRONMENTAL MANAGEMENT, INC. WARRANT TO PURCHASE SHARES OF COMMON STOCK (Expires August 31, 2014) Warrant No. CV-3 300,000 Shares of Common Stock

EX-10.25 8 ex10-25.htm STOCK PURCHASE WARRANT EXHIBIT 10.25 THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) OR UNDER THE SECURITIES LAWS OF ANY STATE OR JURISDICTION AND MAY NOT BE SOLD, OFFERED FOR SALE OR OTHERWISE TRANSFERRED UNLESS REGISTERED OR QUALIFIED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS OR UNLESS THE COMPANY RECEIVES AN OPIN

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