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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No, 1
[X] Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
for the year ended December 31, 2011
[ ]Transition report Pursuant to Section 13 or 15(d) of the Exchange Act
Commission File Number: 333-116324
(Name of Small Business Issuer In Its Charter)
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
300 B Street, Santa Rosa, CA. 95401
(Address of principal executive offices) (Zip Code)
(Issuer's Telephone Number)
Securities registered under Section 12(b) of the Exchange Act:
Title of each class registered: None Name of each exchange on which registered: None
Securities registered under Section 12(g) of the Exchange Act:
Common Stock, par value $.001
(Title of class)
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES NO [X]
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. YES NO [X]
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 past 90 days. Yes [X] No [ ]
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-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]
Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B contained in this form, and no disclosure will be contained, to the best of the 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. [X]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions 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|
|(Do not check if a smaller reporting company)|
Indicate by check mark whether the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act.
Yes [ ] No [ X ]
The aggregate market value of voting and non-voting common equity held by non-affiliates of the Registrant computed by reference to the price at which the common equity was sold or the average bid and asked prices as of June 30, 2011 was $10,005,350.
There were a total of 80,305,349 shares of the Registrant’s Common Stock outstanding as of April 9,2012.
Rotoblock Corporation. (the “Company”) is filing this Amendment No. 1 on Form 10-K/A (the “Amendment”) to the Company’s Annual Report on Form 10-K for the year ended December 31, 2011, filed with the Securities and Exchange Commission on April 16, 2012 (the “Original Filing”), solely to furnish the interactive data filing documents inadvertently omitted from the Original Filing.
This Amendment does not modify or update any other items or disclosures contained in the Original Filing, and does not reflect events occurring after the date of the Original Filing. This Amendment consists solely of the cover page, this explanatory note, and the exhibits filed herewith.
Item 15. Exhibits
The following Exhibits are the only exhibits filed as part of this Amended report on Form 10-K; all other exhibits required to be filed hereunder, are incorporated herein by reference and can be found in our original Form 10-K filed on April 16, 2012. Those exhibits are incorporated herein by this reference.
Exhibit No. Description
|101.INS||XBRL Instance Document||X|
|101.SCH||XBRL Taxonomy Extension Schema||X|
|101.CAL||XBRL Taxonomy Extension Calculation Linkbase||X|
|101.DEF||XBRL Taxonomy Extension Definition Linkbase||X|
|101.LAB||XBRL Taxonomy Extension Label Linkbase||X|
|101.PRE||XBRL Taxonomy Extension Presentation Linkbase||X|
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints each of Andrew P Schneider and Chow Chu Keung as his or her attorney-in-fact for him or her, in any and all capacities, to sign this annual report on Form 10-KA, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that said attorney-in-fact or his or her substitute or substitutes may lawfully do or cause to be done by virtue hereof.
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.
By: /S/ Andrew P. SCHNEIDER
Andrew P. Schneider
Director and Chief Executive Officer
(principal executive officer)
|April 16, 2012|
By: /S/ Chow Chu Keung
Chow Chu Keung
Chief Financial Officer and Director
(principal financial and accounting officer)
|April 16, 2012|
By: /S/ Jie Yin
Chief Operating Officer
|April 16, 2012|
By: /S/ Freddy Goman Yu Ting Chong
Freddy Goman Yu Ting Chong
|April 16, 2012|
By: /S/ Michael Hon Choi Choy
Michael Hon Choi Choy
|Director and Chairman||April 16, 2012|
By: /S/ Chien Chih Liu
Chien Chih Liu
|Director||April 16, 2012|