Attached files
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| EX-23.1 - CONSENT DATED AUGUST 9, 2011 - Intelimax Media Inc. | ex23_1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
Amendment #1
(Mark One)
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[X]
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the fiscal year ended
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March 31, 2011
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[ ]
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TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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For the transition period from
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[ ] to [ ]
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Commission file number
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000-53685
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INTELIMAX MEDIA INC.
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(Exact name of registrant as specified in its charter)
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British Columbia
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N/A
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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2320 – 555 West Hastings Street, Vancouver, British Columbia
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V6B 4N4
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(Address of principal executive offices)
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(Zip Code)
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Registrant's telephone number, including area code:
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604.742.1111
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Securities registered pursuant to Section 12(b) of the Act:
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Title of Each Class
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Name of Each Exchange On Which Registered
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N/A
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N/A
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Securities registered pursuant to Section 12(g) of the Act:
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Common Shares, par value $0.00001
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(Title of class)
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Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 the Securities Act.
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Yes No þ
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Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act
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Yes No þ
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1
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Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the last 90 days.
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Yes þ No
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Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-K (§229.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
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Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
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Large accelerated filer
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Accelerated filer
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Non-accelerated filer
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Smaller reporting company
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
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The aggregate market value of Common Stock held by non-affiliates of the Registrant on September 30, 2010 was US$4,631,013 based on a US$0.20 average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter.
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Indicate the number of shares outstanding of each of the registrant’s classes of common stock as of the latest practicable date.
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37,953,848 as of June 28, 2011
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DOCUMENTS INCORPORATED BY REFERENCE
None.
Explanatory Note: Intelimax Media Inc., (the “Company”) is filing this amendment to its Annual Report on Form 10-K for the year ended March 31, 2011, originally filed on June 28, 2011 (the “Original Report”), in order to include the consent of its independent accounting firm to incorporate the financial statements filed with the Original Report into the Company’s Registration Statement on Form S-8 filed on December 11, 2009. This Form 10-K/A only amends the information disclosed above. No other information in the Original Report is amended hereby.
2
PART IV
Item 15. Exhibits, Financial Statement Schedules
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(a)
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Financial Statements
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(1)
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Financial statements for our company are listed in the index under Item 8 of this document
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(2)
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All financial statement schedules are omitted because they are not applicable, not material or the required information is shown in the financial statements or notes thereto.
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(b)
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Exhibits
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Exhibit No.
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Description
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(3)
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(i) Articles of Incorporation
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3.1
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Articles of Incorporation for Intelimax Media Inc. (incorporated by reference to our Current Report on Form 8-K filed on May 29, 2009).
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3.2
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Amalgamation Application Filed with the British Columbia Registrar of Companies on May 28, 2009 (incorporated by reference to our Current Report on Form 8-K filed on May 29, 2009).
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(4)
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Instruments defining the rights of security holders, including indentures
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4.1
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Instrument defining the rights of holders – form of share certificate (incorporated by reference to our Current Report on Form 8-K filed on May 29, 2009).
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(10)
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Material Contracts
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10.1
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2009 Stock Compensation Plan (incorporated by reference to our Registration Statement on Form S-8 filed on December 11, 2009).
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10.2
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2009 Stock Option Plan (incorporated by reference to our Registration Statement on Form S-8 filed on December 11, 2009).
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10.3
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License Grant and Asset Purchase Agreement between our company and Fireswirl Technologies Inc. dated for reference August 22, 2008 (incorporated by reference to our Form S-1 filed on June 12, 2009).
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(23)
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Consents
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23.1
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Consent of Saturna Group, Chartered Accountants LLP *
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(31)
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Rule 13a-14(a)/15d-14(a) Certifications
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31.1
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Section 302 Certification under Sarbanes-Oxley Act of 2002 of Glenn Little (principal executive officer, principal financial officer and principal accounting officer). (incorporated by reference to our Form 10-K filed on June 28, 2011).
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(32)
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Section 1350 Certifications
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32.1
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Section 906 Certifications under Sarbanes-Oxley Act of 2002 of Glenn Little (principal executive officer, principal financial officer and principal accounting officer). (incorporated by reference to our Form 10-K filed on June 28, 2011).
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* Filed herewith.
3
SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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INTELIMAX MEDIA INC.
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(Registrant)
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Dated: August 9, 2011
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/s/ Glenn Little
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Glenn Little
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President, Chief Executive Officer, Chief Financial Officer, Secretary and Director
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(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)
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Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
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Dated: August 9, 2011
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/s/ Glenn Little
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Glenn Little
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President, Chief Executive Officer, Chief Financial Officer, Secretary and Director
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(Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)
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Dated: August 9, 2011
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/s/ Michael Young
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Michael Young
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Director
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Dated: August 9, 2011
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/s/ Richard Skujins
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Richard Skujins
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Director
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