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EX-31.1 - EXHIBIT 31.1 - ROYAL MINES & MINERALS CORPexhibit31-1.htm
EXCEL - IDEA: XBRL DOCUMENT - ROYAL MINES & MINERALS CORPFinancial_Report.xls
EX-32.2 - EXHIBIT 32.2 - ROYAL MINES & MINERALS CORPexhibit32-2.htm
EX-31.2 - EXHIBIT 31.2 - ROYAL MINES & MINERALS CORPexhibit31-2.htm
EX-32.1 - EXHIBIT 32.1 - ROYAL MINES & MINERALS CORPexhibit32-1.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q/A
(Amendment No. 1)

(Mark One)

[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended October 31, 2013

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________

COMMISSION FILE NUMBER 000-52391

ROYAL MINES AND MINERALS CORP.
(Exact name of registrant as specified in its charter)

NEVADA 20-4178322
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
   
2580 Anthem Village Dr.  
Henderson, NV 89052
(Address of principal executive offices) (Zip code)

(702) 588-5973
(Registrant's telephone number, including area code)

Not Applicable
(Former name, former address and former fiscal year, if changed since last report)

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 (s. 229.405 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 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” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer [   ] Accelerated filer [   ]
Non-accelerated filer [   ]
(Do not check if a smaller reporting company)
Smaller reporting company [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes [   ] No [X]

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date:
As of December 23, 2013, the Registrant had 185,593,141 shares of common stock outstanding.


EXPLANATORY NOTE

The sole purpose of this Amendment to Royal Mines And Minerals Corp.’s quarterly report on Form 10-Q for the quarterly period ended October 31, 2013, filed with the Securities and Exchange Commission on December 23, 2013 (the “Form 10-Q”), is to provide the consolidated financial statements and related notes from the Form 10-Q formatted in XBRL (eXtensible Business Reporting Language) to provide Exhibit 101 to the Form 10-Q in accordance with Rule 405 of Regulation S-T. Exhibit 101 to this report provides the consolidated financial statements and related notes from the Form 10-Q formatted in XBRL. No other changes have been made to the Form 10-Q.


ITEM 6. EXHIBITS.

Exhibit  
Number Description of Exhibits
2.1

Agreement and Plan of Merger dated September 24, 2007 among the Company, Royal Mines Acquisition Corp., Royal Mines Inc. and Kevin B. Epp. (4)

2.2

Agreement and Plan of Merger dated October 6, 2007 between the Company and Royal Mines Acquisition Corp. (5)

3.1

Articles of Incorporation. (1)

3.2

Certificate of Change Pursuant to NRS 78.209 increasing the authorized capital of common stock to 300,000,000 shares, par value $0.001 per share. (2)

3.3

Certificate of Amendment Pursuant increasing the authorized capital of common stock to 900,000,000 shares, par value $0.001 per share.(27)

3.4

Bylaws. (1)

3.5

Articles of Merger between the Company and Royal Mines Acquisition Corp. (5)

4.1

Form of Share Certificate. (1)

10.1

Mineral Property Option Agreement dated January 28, 2007 between Eugene E. Phebus and Royal Mines Inc. (5)

10.2

Mineral Property Option Agreement dated January 28, 2007 between Charles G. Moore and Royal Mines Inc. (5)

10.3

Mineral Property Option Agreement dated January 10, 2007 between James E. Sharp and Royal Mines Inc. (5)

10.4

Mineral Property Option Agreement dated January 28, 2007 between Ben Barnes and Royal Mines Inc. (5)

10.5

Mineral Property Option Agreement dated January 28, 2007 between Walter Simmons II and Royal Mines Inc. (5)

10.6

Mineral Property Option Agreement dated January 28, 2007 between Leo Corbet and Royal Mines Inc. (5)

10.7

Mineral Property Option Agreement dated January 28, 2007 between William Tao and Royal Mines Inc. (5)

10.8

Mineral Property Option Agreement dated January 28, 2007 between Dr. Wilbur J. Guay and Royal Mines Inc. (5)

10.9

Mineral Property Option Agreement dated January 28, 2007 between Olivia Tearnan and Royal Mines Inc. (5)

10.10

Mineral Property Option Agreement dated January 28, 2007 between Jim Mack and Royal Mines Inc. (5)

10.11

Mineral Property Option Agreement dated January 28, 2007 between Ron Manarey and Royal Mines Inc. (5)

10.12

Mineral Property Option Agreement dated January 28, 2007 between William Lintz and Royal Mines Inc. (5)

10.13

Technology and Asset Purchase Agreement dated April 2, 2007 among New Verde River Mining Co., Inc., Robert H. Gunnison and Royal Mines Inc. (5)

10.14

Restatement and Amendment to Lease Agreement dated April 12, 2007 among Erline Y. Smith, Trustee, Erline Y. Smith Trust, Lawana Hooper and Royal Mines Inc. (5)

10.15

AV Executive Suites Service Agreement dated September 13, 2007 between Royal Mines Inc. and Anthem Village Executive Suites, LLC. (5)

10.16

Residential Lease Agreement of La Cienega Office. (5)

10.17

Lease Agreement dated June 6, 2007 among McKendry Enterprises Inc., Profit Sharing Plan and Retirement Trust and Royal Mines Inc. (5)




Exhibit  
Number Description of Exhibits
10.18

2008 Stock Incentive Plan. (6)

10.19

Non-Qualified Stock Option Agreement between the Company and William C. Tao. (6)

10.20

Non-Qualified Stock Option Agreement between the Company and Jason S. Mitchell. (6)

10.21

Extension Agreement between the Company and Robert H. Gunnison.(7)

10.22

Settlement Agreement and Mutual Release dated effective November 15, 2008 between the Company and William C. Tao. (8)

10.23

Extension Agreement dated November 18, 2008 between the Company and Robert H. Gunnison. (9)

10.24

2009 Stock Incentive Plan. (10)

10.25

Form of Non-Qualified Stock Option Agreement for Directors and Executive Officers. (10)

10.26

Management Consulting Agreement dated February 24, 2009 between the Company and Jason S. Mitchell. (11)

10.27

Payment Extension and License Agreement dated March 13, 2009 between New Verde River Mining Co., Inc., Robert H. Gunnison and the Company. (12)

10.28

Proprietary Intellectual Property License Agreement dated March 24, 2009 between the Company and Greene Lyon Group, LLC. (13)

10.29

Consulting Agreement dated August 14, 2009 between the Company and Mirador Consulting, Inc. (14)

10.30

Brecheisen License Agreement dated August 12, 2009 between Brecheisen Company, Inc., Keith D. Brecheisen, Lorna J. Brecheisen and the Company. (15)

10.31

Letter of Intent dated October 21, 2009 between the Company and Golden Anvil, SA de CV. (16)

10.32

First Amendment of Lease Agreement dated November 20, 2009 among McKendry Enterprises Inc., Profit Sharing Plan and Retirement Trust and Royal Mines Inc. (5)

10.33

Toll Processing Agreement dated December 3, 2009 between the Company and Golden Anvil, SA de CV. (17)

10.34

2010 Stock Incentive Plan. (17)

10.35

Form of Non-Qualified Stock Option Agreement for Directors and Executive Officers. (17)

10.36

Extension Agreement dated for reference February 15, 2010 between the Company and Golden Anvil, SA de CV. (18)

10.37

Loan Agreement between Royal Mines And Minerals Corp. (Lender) and Golden Anvil, SA de CV (Borrower). (19)

10.38

Extension Agreement dated July 22, 2010, between Robert H. Gunnison (Lender) and Royal Mines and Minerals Corp (Borrower).(20)

10.39

2011 Stock Incentive Plan.(20)

10.40

Consulting Agreement dated for reference March 10, 2011 between the Company and Complete Advisory Partners, LLC.(21)

10.41

Form of Compensation Stock Award Agreement.(22)

10.42

Consulting Agreement dated for reference September 8, 2011 between the Company and James Mack.(23)

10.45

Consulting Services Agreement dated February 1, 2012 between the Company and Alvin A. Snaper.(24)

10.46

Agreement dated June 14, 2012 between the Company and Phoenix PMX LLC.(25)

10.47

2013 Stock Incentive Plan.(26)

10.48

Settlement and Security Release Agreement dated September 27, 2013 between the Company and Golden Anvil S.A. de C.V.(28)

10.49

Form of Non-Qualified Option Agreement. (29)




Exhibit  
Number Description of Exhibits
14.1

Code of Ethics. (3)

31.1

Certification of Chief Executive Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2

Certification of Chief Financial Officer as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1

Certification of Chief Executive Officer as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2

Certification of Chief Financial Officer as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS

XBRL Instance Document.

101.SCH

XBRL Taxonomy Extension Schema.

101.CAL

XBRL Taxonomy Extension Calculation Linkbase.

101.DEF

XBRL Taxonomy Extension Definition Linkbase.

101.LAB

XBRL Taxonomy Extension Label Linkbase.

101.PRE

XBRL Taxonomy Extension Presentation Linkbase.

Notes:

(1)

Filed with the SEC as an exhibit to our Registration Statement on Form SB-2 originally filed on August 17, 2006, as amended.

(2)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed June 12, 2007.

(3)

Filed with the SEC as an exhibit to our Annual Report on Form 10-KSB filed July 30, 2007.

(4)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed on September 28, 2007

(5)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed October 12, 2007.

(6)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed February 5, 2008.

(7)

Filed with the SEC as an exhibit to our Quarterly Report on Form 10-Q filed September 15, 2008.

(8)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed November 18, 2008.

(9)

Filed with the SEC as an exhibit to our Quarterly Report on Form 10-Q filed December 15, 2008.

(10)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed January 16, 2009.

(11)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed February 26, 2009.

(12)

Filed with the SEC as an exhibit to our Quarterly Report on Form 10-Q filed March 17, 2009.

(13)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed March 26, 2009.

(14)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed August 17, 2009.

(15)

Filed with the SEC as an exhibit to our Quarterly Report on Form 10-Q filed September 14, 2009.

(16)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed November 3, 2009.

(17)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed December 10, 2009.

(18)

Filed with the SEC as an exhibit to our Quarterly Report on Form 10-Q filed March 16, 2010.

(19)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed August 31, 2010.

(20)

Filed with the SEC as an exhibit to our Quarterly Report on Form 10-Q filed September 15, 2010.

(21)

Filed with the SEC as an exhibit to our Quarterly Report on Form 10-Q filed March 17, 2011.

(22)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed April 1, 2011.

(23)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed September 14, 2011.

(24)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed February 1, 2012.

(25)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed June 20, 2012.

(26)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed June 24, 2013.

(27)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed August 28, 2013.

(28)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed October 2, 2013.

(29)

Filed with the SEC as an exhibit to our Current Report on Form 8-K filed November 1, 2013



SIGNATURES

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 thereunto duly authorized.

               ROYAL MINES AND MINERALS CORP.
   
   
   
Date: December 24, 2013 By:       /s/ K. Ian Matheson
               K. IAN MATHESON
               Chief Executive Officer
               (Principal Executive Officer)
   
   
   
   
Date: December 24, 2013 By:       /s/ Jason S. Mitchell
               JASON S. MITCHELL
               Chief Financial Officer
               (Principal Accounting Officer)