UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K


CURRENT REPORT


Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Event: September 21, 2012


STUDIO II BRANDS, INC.

(Exact name of registrant as specified in its charter)


Florida

0-50000

65-0664963

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

 

16/F Honest Building

9-11 Leighton Road

Causeway Bay, Hong Kong

(Address of principal executive offices)


Registrant’s telephone number, including area code: (852) 2890-1818



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


[  ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))















ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS


On September 21, 2012, Leung Kin Wah resigned from his positions as Chief Financial Officer and Principal Accounting Officer of  Studio II Brands, Inc. (the “Company”), a Florida corporation.  


On September 21, 2012, the Board of Directors appointed the Company’s President, Mr. Cheung Ming, as interim Chief Financial Officer and interim Principal Accounting Officer.  


The Company does not have an employment agreement with Cheung Ming.



SIGNATURE


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 hereunto duly authorized.


STUDIO II BRANDS, INC.


Date: September 27, 2012


/s/ Cheung Ming


---------------------------------
By:  Cheung Ming
Its:   President