Protocall Technologies : Consolidated

Disclosure Statement Pursuant to the Pink Basic Disclosure Guidelines

Protocall Technologies Inc

912 Bobwhite Street,

Fruitland, Idaho 83619

208-452-6972

protocalltech.com

[e-mail]

SIC - 6552

Quarterly Report

For the Period Ending: June 30, 2022

As of Aug 15, 2022, the number of shares outstanding of our Common Stock was: 1,509,228,968.

As of March 31, 2022, the number of shares outstanding of our Common Stock was: 1,509,228,968.

As of December 31, 2021, the number of shares outstanding of our Common Stock was: 1,509, 228,968.

Indicate by check mark whether the company is a shell company (as defined in Rule 405 of the Securities Act of 1933 and Rule 12b-2 of the Exchange Act of 1934):

Yes: ☐ No: ☒

Indicate by check mark whether the company's shell status has changed since the previous reporting period:

Yes: ☐ No: ☒

Indicate by check mark whether a Change in Control5 of the company has occurred over this reporting period:

Yes: ☐

No: ☒

1. Name and address(es) of the issuer and its predecessors (if any)

5 "Change in Control" shall mean any events resulting in:

1. Any "person" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) becoming the "beneficial owner" (as defined in Rule 13d-3 of the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the total voting power represented by the Company's then outstanding voting securities;
2. The consummation of the sale or disposition by the Company of all or substantially all of the Company's assets;
3. A change in the composition of the Board occurring within a two (2)-year period, as a result of which fewer than a majority of the directors are directors immediately prior to such change; or
4. The consummation of a merger or consolidation of the Company with any other corporation, other than a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or its parent) at least fifty percent (50%) of the total voting power represented by the voting securities of the Company or such surviving entity or its parent outstanding immediately after such merger or consolidation.

OTC Markets Group Inc.
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021)	Page 4 of 15

In answering this item, provide the current name of the issuer any names used by predecessor entities, along with the dates of the name changes.

Current Name: Protocall Technologies Incorporated

Prior Name: Quality Exchange Inc., changed name to Protocall Technologies Inc on July 22, 2004.

The state of incorporation or registration of the issuer and of each of its predecessors (if any) during the past five years; Please also include the issuer's current standing in its state of incorporation (e.g. active, default, inactive):

Protocall Technologies Incorporated domesticated into Wyoming on June 13, 2019 and is active.

Protocall Technologies Incorporated was formerly incorporated in Nevada and filed a Nevada Certificate of Dissolution effective June 29, 2019:

Describe any trading suspension orders issued by the SEC concerning the issuer or its predecessors since inception:

N/A

List any stock split, stock dividend, recapitalization, merger, acquisition, spin-off, or reorganization either currently anticipated or that occurred within the past 12 months:

Pursuant to directions of Nevada Court Order dated February 6, 2019, PCLI anticipates up to $5,000,000.00 of recapitalization by conversion of debt incurred acquiring assets into common stock at par value of $0.001 per common share. In addition to the Convertible Notes detailed in 3) B, PCLI has agreed to extend the time for completion of the acquisition of assets in the anticipated recapitalization during 2022 to allow time for Payette County to issue individual tax parcel numbers on the real property being acquired and appraisals. Each acquisition will be documented with independent third-party appraisals. To accommodate the $5,000,000 of equity recapitalization, on November 11, 2021, PCLI filed Articles of Amendment with the Wyoming Secretary of State (Amendment ID: 2021-003483997), wherein it issued a CERTIFICATE OF DESIGNATION of SERIES B PREFERRED STOCK authorizing issuance of five million shares of Series B Preferred Stock. Each share of Series B Preferred Stock will be issued for $1.00 (1000 times par value of $0.001) and is convertible into 1,000 common shares. Valuation of real property acquired will be by independent third- party appraisers. Payment for individual properties will be accomplished with various combinations of common stock, assumption of debt, cash, notes payable, and issuance of Series B Preferred Stock for the balance of equity.

The address(es) of the issuer's principal executive office:

Protocall Technologies Incorporated, 912 Bobwhite Street, Fruitland, Idaho 83619

The address(es) of the issuer's principal place of business:

Check box if principal executive office and principal place of business are the same address: ☒

Has the issuer or any of its predecessors been in bankruptcy, receivership, or any similar proceeding in the past five years?

Yes: ☐

No: ☒

If this issuer or any of its predecessors have been the subject of such proceedings, please provide additional details in the space below:

N/A

OTC Markets Group Inc.
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021)	Page 5 of 15

1. Security Information

Trading symbol:	PCLI
Exact title and class of securities outstanding:		Common
CUSIP:			74372C 108
Par or stated value:	.001
Total shares authorized:	2,000,000,000as of date: 08/15/2022
Total shares outstanding:	1,509,228,968as of date: 08/15/2022
Number of shares in the Public Float6:	1,445,618,944as of date: 08/15/2022
Total number of shareholders of record:	197	as of date: 08/15/2022
All additional class(es) of publicly traded securities (if any): N/A
Trading symbol:
Exact title and class of securities outstanding:
CUSIP:
Par or stated value:
Total shares authorized:			as of date:
Total shares outstanding:			as of date:
Transfer Agent
Name:	Pacific Stock Transfer Company
Phone:	800-785-7782
Email:	[e-mail]
Address: 6725 via Austi Parkway, #300,	Las Vegas, NV 89119,
Is the Transfer Agent registered under the Exchange Act?7 Yes: ☒	No: ☐

1. Issuance History

The goal of this section is to provide disclosure with respect to each event that resulted in any direct changes to the total shares outstanding of any class of the issuer's securities in the past two completed fiscal years and any subsequent interim period.

Disclosure under this item shall include, in chronological order, all offerings and issuances of securities, including debt convertible into equity securities, whether private or public, and all shares, or any other securities or options to acquire such securities, issued for services. Using the tabular format below, please describe these events.

A. Changes to the Number of Outstanding Shares

Check this box to indicate there were no changes to the number of outstanding shares within the past two completed fiscal years and any subsequent periods: ☒

1. "Public Float" shall mean the total number of unrestricted shares not held directly or indirectly by an officer, director, any person who is the beneficial owner of more than 10 percent of the total shares outstanding (a "control person"), or any affiliates thereof, or any immediate family members of officers, directors, and control persons.
2. To be included in the Pink Current Information tier, the transfer agent must be registered under the Exchange Act.

OTC Markets Group Inc.
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021)	Page 6 of 15

Shares Outstanding as of Second Most Recent

Fiscal Year End:

Opening Balance

*Right-click the rows below and select "Insert" to add rows as needed.

Date 12/31/2020

Common:

1,509,228,968

Preferred: 1

Date of

Transaction

Number of

Class of

Value of

Were

Individual/ Entity

Reason for share

Restricted or

Exemption

Transaction

type (e.g. new

Shares

Securities

shares

the

Shares were

issuance (e.g., for

Unrestricted as

or

issuance,

Issued (or

issued

shares

issued to

cash or debt

of this filing.

Registration

cancellation,

cancelled)

($/per

issued

(entities must

conversion)

-

Type.

shares

share) at

at a

have individual

OR-

Nature

returned to

Issuance

discount

with voting /

of Services

treasury)

to

investment

Provided

market

control

price at

disclosed).

the time

of

issuanc

e?

(Yes/No)

Shares Outstanding

on Date of This

Report:

Ending Balance:

Ending

Balance

Date 06/30/2022

Common: 1,509,228,968

Preferred: 1

Example: A company with a fiscal year end of December 31st, in addressing this item for its quarter ended June 30, 2021, would include any events that resulted in changes to any class of its outstanding shares from the period beginning on January 1, 2019, through June 30, 2021, pursuant to the tabular format above.

Use the space below to provide any additional details, including footnotes to the table above:

B. Debt Securities, Including Promissory and Convertible Notes

Use the chart and additional space below to list and describe all outstanding promissory notes, convertible notes, convertible debentures, or any other debt instruments that may be converted into a class of the issuer's equity securities.

Check this box if there are no outstanding promissory, convertible notes or debt arrangements: ☐

OTC Markets Group Inc.
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021)	Page 7 of 15

Date of Note	Outstandin	Principal	Interest		Maturity Date	Conversion Terms	Name of Noteholder	Reason for
Issuance	g Balance	Amount	Accrued			(e.g., pricing	(entities must have	Issuance (e.g.,
	($)	at	($)			mechanism for	individual with voting /	Loan, Services,
		Issuance				determining	investment control	etc.)
		($)				conversion of	disclosed).
						instrument to shares)
6/7/2019	15600	15000	600		12/31/2021	Par value 0.001	Austin Homes LLC,	Loan
							Paul Knudson
6/7/2019	46800	45000	1800		12/31/2021	Par value 0.001	Austin Homes LLC	Loan
							Paul Knudson
6/10/2019	3120	3000	120		12/31/2021	Par value 0.001	T&L Transport LLC	Loan
							Paul Knudson
6/11/2019	14040	13500	540		12/31/2021	Par value 0.001	Infinity 3 LLC Mary	Loan
							A Veatch
6/11/2019	26000	25000	1000		12/31/2021	Par value 0.001	Austin Homes LLC	Loan
							Paul Knudson
6/11/2019	3120	3000	120		12/31/2021	Par value 0.001	T&L Transport LLC	Loan
							Paul Knudson
6/11/2019	14560	14000	560		12/31/2021	Par value 0.001	T&L Transport LLC	Loan
							Paul Knudson
6/21/2019	42640	41000	1640		12/31/2021	Par value 0.001	T&L Transport LLC	Loan
							Paul Knudson
6/27/2019	62400	60000	2400		12/31/2021	Par value 0.001	T&L Transport LLC	Loan
							Paul Knudson
7/1/2019	37440	36000	1440		12/31/2021	Par value 0.001	T&L Transport LLC	Loan
							Paul Knudson
3/6/2020	520	500	20		12/31/2021	Par value 0.001	Paul Knudson	Loan
3/6/2020	2080	2000	80		12/31/2021	Par value 0.001	Paul Knudson	Loan
4/13/2020	104	100	4		12/31/2021	Par value 0.001	T&L Transport LLC	Loan
							Paul Knudson
5/19/2020	260	250	10		12/31/2021	Par value 0.001	The Pines	Loan
							Townhomes LLC
							Paul Knudson
11/7/2020	624	600	24		12/31/2021	Par value 0.001	Austin Homes LLC	Loan
							Paul Knudson
OTC Markets Group Inc.
OTC Pink Basic Disclosure Guidelines (v3.1 June 24, 2021)			Page 8 of 15