UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10
(Amendment No. 7)
GENERAL FORM FOR REGISTRATION OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
BORNEO RESOURCE INVESTMENTS LTD.
(Exact name of registrant as specified in its charter)
| Nevada | | 20-3724019 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
| 19125 North Creek Parkway, Suite 120 | | |
| Bothell, Washington | | 98011 |
| (Address of principal executive offices) | | (Zip Code) |
(425) 329-2622
(Registrant’s telephone number, including area code)
Copies to:
Peter DiChiara, Esq.
Sichenzia Ross Friedman Ference LLP
61 Broadway
New York, NY 10006
Tel: (212) 930-9700
Securities to be registered pursuant to Section 12(b) of the Act: None
Securities to be registered pursuant to Section 12(g) of the Act: Common Stock ($0.001 par value)
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 definition of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
| Large accelerated filer | ¨ | | Accelerated filer | ¨ |
| Non-accelerated filer | ¨ | | Smaller reporting company | x |
This Amendment No. 7 to Form 10 is being filed by the Company solely to amend the Exhibit Index contained in Amendment No. 6 to Form 10, filed on December 5, 2012. This Amendment No. 7 is filed to indicate that portions of Exhibits 10.7 and 10.9 have been omitted pursuant to a request for confidential treatment. The sections and exhibits to the Form 10, as filed are unchanged.
(b) Exhibits.
| Exhibit No. | | Name of Exhibit |
| | | |
| 3.1(1) | | Articles of Incorporation |
| 3.2 (1) | | Bylaws |
| 10.1 (1) | | Agreement and Plan of Merger by end between Aventura Resorts, Inc. and Interich International Limited |
| 10.2 (1) | | Form of convertible note |
| 10.3 (1) | | Form of warrant |
| 10.4 (1) | | Contract with Nils. A. Ollquist, Chief Executive Officer |
| 10.5 (1) | | Contract with R. Scott Chaykin, Chief Financial Officer |
| 10.6 (2) | | Management Agreement with Orient Financial Services |
| 10.7 (3)(5) | | Transfer and Assignment of Right over Shares for PT Chaya Meratus Primecoal |
| 10.8 (4) | | Description of an oral employment agreement between Carlo Muaja and the Company |
| 10.9 (3)(5) | | Memorandum of Understanding, dated October 7, 2011, with PT Integra Prima Coal |
| 10.10 (3) | | Share Sale Purchase Pre-Contract Agreement, dated March 15, 2012 to acquire 75% of PT Batubaraselaruas Sapta |
| 21 (6) | | List of Subidiaries |
| (1) | Filed with the Securities and Exchange Commission, on May 11, 2012, as an exhibit to the Registrant’s Registration Statement on Form 10, which exhibit is incorporated herein by reference. |
| | |
| (2) | Filed with the Securities and Exchange Commission, on July 12, 2012, as an exhibit to the Registrant’s Registration Statement on Form 10, Amendment #1 which exhibit is incorporated herein by reference. |
| (3) | Filed with the Securities and Exchange Commission, on November 9, 2012, as an exhibit to the Registrant’s Registration Statement on Form 10, Amendment #5 which exhibit is incorporated herein by reference. |
| (4) | Filed with the Securities and Exchange Commission, on October 22, 2012, as an exhibit to the Registrant’s Registration Statement on Form 10, Amendment #4 which exhibit is incorporated herein by reference. |
| (5) | Certain information in this exhibit has been omitted and filed separately with the Securities and Exchange Commission pursuant to a confidential treatment request under Rule 24b-2 of the Securities Exchange Act of 1934, as amended. Omitted portions are indicated in this exhibit with [***]. |
| (6) | Filed with the Securities and Exchange Commission, on December 5, 2012, as an exhibit to the Registrant’s Registration Statement on Form 10, Amendment #6 which exhibit is incorporated herein by reference. |
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereunto duly authorized.
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| | BORNEO RESOURCE INVESTMENTS LTD. | |
| | | | |
| Dated: January 15, 2013 | By: | /s/ Nils A. Ollquist | |
| | Name: | Nils A. Ollquist | |
| | Title: | President, Chief Executive Officer and Director | |
