Attached files
| file | filename |
|---|---|
| EX-31 - EX 31.1 - Portus Holdings Inc. | solido311.htm |
| EX-32 - EX 32.1 - Portus Holdings Inc. | solido321.htm |
U. S. SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-K/A
Amendment No. 1
| [X] | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2011 |
| | or |
| [ ] | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM _____________ TO _____________ |
Solido Ventures Inc.
(Name of Registrant in its Charter)
| Nevada | 000-54403 | 45-1283820 |
| (State or Jurisdiction of Incorporation or Organization) | (Commission File Number) | (I.R.S. Employer Identification No.) |
729 North Scott
Belton, MO 64012
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code: 913.396.1911
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Exchange Act:
| Common Stock |
| Outstanding Shares at December 31, 2011 |
| Common Stock, par value $.0001 per share |
| 37,500,000 |
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act
[ ] Yes [ X ] No
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 [ X ] No
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.
[ X ] Yes [ ] 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 (Section 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).
[ X ] Yes [ ] No
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Section 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.
[ X ] Yes [ ] No
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 definitions of "large accelerated filer", "accelerated filer", "non-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 smaller reporting company)
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
[ X ] Yes [ ] No
State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the 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.
| $ 0 |
Indicate the number of shares outstanding of each of the registrant's classes of common stock as of the latest practicable date.
| Class | Outstanding as of December 31, 2011 |
| Common Stock, par value $0.0001 | 37,500,000 |
| | |
| Documents incorporated by reference | None |
EXPLANATORY NOTE
The purpose of this Amendment No. 1 (the “Amendment”) to the Annual Report on Form 10-K of Solido Ventures Inc. (the “Company”) for the fiscal year ended December 31, 2011, filed with the Securities and Exchange Commission on April 2, 2012 (the “Form 10-K”), is to correct the number of outstanding shares set forth in Item 12.
No other changes have been made to the Form 10-K. This Amendment speaks 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.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
The following table sets forth, as of December 31, 2011, each person known by the Company to be the beneficial owner of five percent or more of the Company's common stock and the director and officer of the Company. the Company does not have any compensation plans and has not authorized any securities for future issuance. Except as noted, the holder thereof has sole voting and investment power with respect to the shares shown.
| Name and Address | Amount of Beneficial Ownership | Percent of Outstanding Stock |
| Michael Burns | 37,500,000 | 100% |
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.
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| Solido Ventures Inc. | |
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| Dated: April26,2012 |
| /s/ Michael Burns |
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| Michael Burns |
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| President & Chief Executive Officer & Director |
INDEX TO EXHIBITS
| 31.1 | | Certificate of CEO Pursuant to Section 302 of the Sarbanes Oxley Act of 2002 |
| 32.1 | | Certificate of CEO Pursuant to Section 906 of the Sarbanes Oxley Act of 2002 |
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