Attached files
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| EXCEL - IDEA: XBRL DOCUMENT - RORINE INTERNATIONAL HOLDING Corp | Financial_Report.xls |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 1
to
FORM 10-K
x Annual report under Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended November 30, 2012
¨ Transition report under Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from _________ to _________
Commission file number: 000-53156
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UNWALL INTERNATIONAL INC.
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(Name of issuer in its charter)
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Nevada
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45-0588917
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(State or other jurisdiction of incorporation or
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(IRS Employer Identification No.)
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organization)
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Suite 325 – 7582 Las Vegas Blvd South,
Las Vegas, NV89123
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89107
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(Address of principal executive offices)
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(Zip Code)
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Issuer's telephone Number
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1-702-560-4373
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Securities registered under Section 12(b) of the Exchange Act: None
Securities registered pursuant to section 12(g) of the Act:
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Common Stock, $0.001 par value Common
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(Title of class)
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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 Exchange Act. YES ¨ NO x
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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 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 ¨
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained in this form and will not 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 ¨.
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or 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. (Check one):
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Large accelerated filer ¨
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Accelerated filer ¨
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Non-accelerated filer ¨
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Smaller reporting company x
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(Do not check if a smaller reporting company)
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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 x 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 registrants’ most recently completed second fiscal quarter. The aggregate market value held by non-affiliates as at February 28, 2013 was approximately $2,962,932.
State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date: The Registrant had 23,818,046 shares of common stock outstanding as of February 28, 2013.
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EXPLANATORY NOTE
The purpose of this Amendment No. 1 to the Company's Quarterly Report on Form 10-K for the fiscal quarter ended November 30, 2012, filed with the Securities and Exchange Commission on March 27, 2013 (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.
(a) Financial Statements
1. Financial statements for our company are listed in the index under Item 8 of this document
2. All financial statement schedules are omitted because they are not applicable, not material or the required information is shown in the financial statements or notes thereto.
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Exhibit
Number
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Description
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(3)
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Articles of Incorporation and By-laws
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3.1 (a)*
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Certificate of Incorporation dated June 8, 2007
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3.1 (b)*
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Articles of Incorporation dated June 8, 2007
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3.1 (c)*
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Certificate of Amendment dated September 17, 2009
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3.1(d)*
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Certificate of Amendment dated November 8, 2011
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3.2*
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Bylaws, effective June 7, 2008
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(31)
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Section 302 Certification
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31.1*
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Section 302 Certification of Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer.
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(32)
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Section 906 Certification
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32.1*
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Section 906 Certification of Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer.
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101
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Interactive data files pursuant to Rule 405 of Regulation S-T.
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*
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Previously filed
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In accordance with section 13 and 15 (d) 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.
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UNWALL INTERNATIONAL INC.
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Date: March 29, 2013
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By:
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/s/ Tesheb Casimir
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Tesheb Casimir
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Principal Executive Officer
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In accordance with the Securities Exchange Act of 1934, this Annual Report on Form 10-K 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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SIGNATURE
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TITLE
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DATE
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/s/ Tesheb Casimir
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Principal Executive Officer
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March 29, 2013
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Tesheb Casimir
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Principal Financial Officer
Principal Accounting Officer
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