Attached files
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| EXCEL - IDEA: XBRL DOCUMENT - RedHawk Holdings Corp. | Financial_Report.xls |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
(Amendment No. 1)
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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 January 31, 2012
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT
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For the transition period from ______________ to ____________
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INDEPENDENCE ENERGY, CORP.
(Exact name of registrant as specified in its charter)
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Nevada
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000-54323
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20-3866475
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(State or other jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification Number)
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3020 Old Ranch Parkway, Suite 300, Seal Beach, CA 90740
(Address of principal executive offices)
(562) 799-5588
(Registrant’s Telephone Number)
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o 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 o 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 o
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 x No o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K 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. o
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 definitions 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 o
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Accelerated Filer o
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Non-Accelerated Filer o
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Smaller Reporting Company x
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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). Yes o No x
The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant as of was $Nil based upon the price $Nil at which the common stock was last sold as of the last business day of the most recently completed second fiscal quarter, multiplied by the approximate number of shares of common stock held by persons other than executive officers, directors and five percent stockholders of the registrant without conceding that any such person is an “affiliate” of the registrant for purposes of the federal securities laws.
As of May14, 2012 there were 24,238,888, shares of the registrant’s $0.001 par value common stock issued and outstanding.
Documents incorporated by reference:
None.
EXPLANATORY NOTE
The purpose of this Amendment No. 1 to the Company's Annual Report on Form 10-K for the quarterly period ended January 31, 2012, filed with the Securities and Exchange Commission on May 15, 2012 (the "Form 10-K"), is solely to furnish Exhibit 101 to the Form 10-K. Exhibit 101 provides the financial statements and related notes from the Form 10-K formatted in XBRL (Extensible Business Reporting Language).
No other changes have been made to the Form 10-K. This Amendment No. 1 to the Form 10-K continues to speak as of the original filing date of the Form 10-K, does not reflect events that may have occurred subsequent to the original filing date, and does not modify or update in any way disclosures made in the original Form 10-K.
Pursuant to rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Act of 1934, as amended, and otherwise are not subject to liability under those sections.
Item 15. Exhibits
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Exhibit
Number
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Description of Exhibit
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(3)
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Articles of Incorporation and Bylaws
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3.01
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Articles of Incorporation (incorporated by reference to our Registration Statement on Form SB-2 filed on March 7, 2006)
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3.02
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Bylaws (incorporated by reference to our Registration Statement on Form SB-2 filed on March 7, 2006)
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3.03
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Certificate of Amendment filed on July 23, 2008 (incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K filed on August 14, 2008)
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3.04
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Certificate of Change filed on July 23, 2008 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on August 14, 2008)
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(10)
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Material Contracts
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10.1*
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Share Purchase agreement between Gregory Rotelli and Bruce Thomson dated January 24, 2012
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(14)*
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Code of Ethics
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14.1
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Code of Ethics
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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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Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer.
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(32)
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Section 1350 Certifications
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32.1*
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Certification pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of the Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer.
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101
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Interactive Data File
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101**
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Interactive Data File (Form 10-K for the year ended January 31, 2012 furnished in XBRL).
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101.INS
101.SCH
101.CAL
101.DEF
101.LAB
101.PRE
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XBRL Instance Document
XBRL Taxonomy Extension Schema Document
XBRL Taxonomy Extension Calculation Linkbase Document
XBRL Taxonomy Extension Definition Linkbase Document
XBRL Taxonomy Extension Label Linkbase Document
XBRL Taxonomy Extension Presentation Linkbase Document
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*
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Previously filed.
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**
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Furnished herewith. Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of any registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, and otherwise are not subject to liability under those sections.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, our company caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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INDEPENDENCE ENERGY, CORP.
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(Registrant)
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Dated: May 16, 2012
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/s/ Gregory Rotelli
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Gregory Rotelli
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Chief Executive Officer, Chief Financial Officer, Treasurer, Secretary and Director
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(Principal Executive Officer, Principal Financial
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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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INDEPENDENCE ENERGY, CORP.
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(Registrant)
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Dated: May 16, 2012
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Gregory Rotelli
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Gregory Rotelli
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Chief Executive Officer, Chief Financial Officer, Treasurer, Secretary and Director
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(Principal Executive Officer, Principal Financial
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Officer and Principal Accounting Officer)
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