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EX-31.1 - EXHIBIT 31.1 - Investview, Inc.v234900_ex31-1.htm
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EXCEL - IDEA: XBRL DOCUMENT - Investview, Inc.Financial_Report.xls
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q/A
(Mark One)

x
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the quarterly period ended June 30, 2011

¨
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from ________________ to _______________

000-27019
(Commission file number)

Global Investor Services, Inc.
(Exact name of registrant as specified in its charter)

Nevada
 
87-0369205
(State or other jurisdiction
 
(IRS Employer
of incorporation or organization)
 
Identification No.)
 
287 East 950 South
Orem Utah 84058

(801) 889-1800
(Issuer's telephone number)
 
TheRetirementSolution.com, Inc.
(Former name of Registrant)
 
Indicate by check mark whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes ¨ No x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
 
Large accelerated filer ¨
Accelerated filer ¨
Non-accelerated filer ¨
Smaller reporting company x
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ¨ No x

As of August 1, 2011,  there were 619,683,569  shares of common stock (excluding 120,000,000 shares issued and held in Escrow per The Cougar Group, Asian Sales Agency Agreement, and 195,000 shares in treasury), par value $.001 per share, outstanding.
 
 
 

 

EXPLANATORY NOTE
 
Global Investors Services , Inc., is filing this Amendment No. 1 to its Quarterly Report on Form 10-Q for the period ended June 30, 2011, as filed with the Securities and Exchange Commission on August 16, 2011, for the sole purpose of furnishing Exhibit 101 to the Form 10-Q which contains the XBRL (eXtensible Business Reporting Language) Interactive Data File for the financial statements and notes included in Part 1, Item 1 of the Form 10-Q.  As permitted by rule 405(a)(2)(ii) of Regulation S-T, Exhibit 101 was required to be furnished by amendment within 30 days of the original filing date of the Form 10-Q.
 
No changes have been made to the Form 10-Q other than the furnishing of Exhibit 101 described above.  This amendment does not reflect subsequent events occurring after the original filing date of the Form 10-Q or modify or update in any way the disclosures made in the Form 10-Q.
 
Pursuant to Rule 406T of Regulation S-T, the Interactive Data file on Exhibit 101 hereto is deemed not filed or part of a registration statement or prospectus for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Act of 1934, as amended, and otherwise is not subject to liability under those sections.

 
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ITEM 6 – EXHIBITS
 
Number
 
Description
     
4.1
 
Form of Exchange Agreement, dated September 30, 2010 (1)
     
4.2
 
Exchange Agreement by and between Global Investor Services, Inc. and Allied Global Ventures LLC, dated September 30, 2010 (2)
     
4.3
 
Form of Subscription Agreement dated July 7, 2011 (6)
     
4.4
 
Form of 8% Secured Convertible Note dated July 7, 2011 (6)
     
4.5
 
Form of Common Stock Purchase Warrant dated July 7, 2011 (6)
     
4.6
 
Form of Security Agreement dated July 7, 2011 (6)
     
10.1
 
Agreement by and between Asher Enterprises, Inc. and Global Investor Services, Inc., dated  October 20, 2010 (2)
     
10.2
 
Sales Agency Agreement between The Cougar Group and Global Investor Services, Inc (3)
     
10.3
 
Form of 4% Promissory Note – Tier One Countries(3)
 
10.4
 
Form of 4% Promissory Note – Tier Two Countries(3)
     
10.5
 
Voting Agreement between The Cougar Group and Global Investor Services, Inc. (3)
     
10.6
 
Escrow Agreement between The Cougar Group, Global Investor Services, Inc. and the Law Offices of Stephen M. Fleming PLLC(3)
     
10.7
 
Agreement entered between Global Investor Services, Inc. and Wealth Engineering LLC(3)
     
10.8
 
Marketing Fund Agreement between ITT and Wealth, dated July 27, 2010(4)
     
10.9
 
Lock Up Agreement by and among TheRetirementSolution.com, Inc., Romel Enterprises, Inc., Tyvan Enterprises, Inc., Badaco, Inc. and Clayton Ross, dated as of January 15, 2008, incorporated by reference to Exhibit 10.7 to Form 8-K filed on January 16, 2008.
     
10.10
 
Amended and Restated Employment Agreement, dated June 30, 2008, incorporated by reference to Exhibit 10.1 to Form 8-K filed on July 8, 2008.
     
10.11
 
Marketing Agreement, dated July 2, 2008 with Allied Global Ventures, incorporated by reference to Exhibit 10.1 to Form 8-K filed on July 14, 2008
     
10.12
 
Amendment to Allied Global Ventures Convertible Note for $ 1Million dated March 31, 2009 with a conversion stop at , 9.9% of issued and outstanding dated June 28 , 2010 , incorporated by reference to the 10K filed for the fiscal year ended March 31, 2010.
     
10.13
 
Employment Agreement by and between Global Investor Services Inc. and Dr. Joseph J. Louro dated June 7, 2011 (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on June 29, 2011).
     
10.14
 
Letter Agreement by and between Global Investor Services Inc. and Dr. Joseph J. Louro dated June 29, 2011 (incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K filed on June 29, 2011
     
10.15
 
Agreement by and between Global Investor Services Inc., Wealth Engineering LLC, Wealth Engineering and Development Incorporated, Annette Raynor and Mario Romano dated July 12, 2011
     
31.1
 
Certification of Principal Executive Officer pursuant to 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
     
31.2
 
Certification of Principal Financial Officer pursuant to 13a-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
     
32.1
 
Certification of the Principal Executive Officer pursuant to 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
     
32.2
 
Certification of the Principal Financial Officer pursuant to 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS **
XBRL Instance Document
101.SCH **
XBRL Taxonomy Schema
101.CAL **
XBRL Taxonomy Calculation Linkbase
101.DEF **
XBRL Taxonomy Definition Linkbase
101.LAB **
XBRL Taxonomy Label Linkbase
101.PRE **
XBRL Taxonomy Presentation Linkbase
 
** Furnished herewith. XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.
 
 
(1)
Incorporated by reference to the Form 8-K Current Report filed with the Securities and Exchange Commission on October 12, 2010
 
(2)
Incorporated by reference to the Form 8-K Current Report filed with the Securities and Exchange Commission on October 25, 2010
 
(3)
Incorporated by reference to the Form 8-K Current Report filed with the Securities and Exchange Commission on September 23, 2010
 
(4)
Incorporated by reference to the Form 8-K Current Report filed with the Securities and Exchange Commission on August 5, 2010
 
(5)
Incorporated by reference to the Form 10-K/A Annual Report filed with the Securities and Exchange Commission on July 19, 2011
 
(6)
Incorporated by reference to the Form 8-K Current Report filed with the Securities and Exchange Commission on July 13, 2011
 
 
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SIGNATURES

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

 
GLOBAL INVESTOR SERVICES, INC.
     
Dated: September 14, 2011
By: 
/s/ Dr. Joseph J. Louro
   
Dr. Joseph J. Louro
   
Chief Executive Officer
   
(Principal Executive Officer)
     
Dated: September 14, 2011
By:
/s/ William Kosoff
   
William Kosoff
   
Acting Chief Financial Officer
   
(Principal Financial Officer and Accounting
Officer)

 
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