UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
Amendment No. 1
X .
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year EndedJune 30, 2011
.
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE EXCHANGE ACT
For the transition period from _________ to ________
DMH INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Nevada | 333-169887 | 27-2689205 |
(State or other jurisdiction | (Commission File Number) | (IRS Employer |
of Incorporation) |
| Identification Number) |
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| 111 Ramble Lane #105 Austin, TX 78745 (Address of principal executive offices) |
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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 Act.
Yes .No X .
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 .No .
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K 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. .
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 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 X .No .
The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant as of December 31, 2010 was $NIL based upon the price ($NIL) at which the common stock was last sold as of the last business day of the most recently completed second fiscal quarter, multiplied by the approximate number of shares of common stock held by persons other than executive officers, directors and five percent stockholders of the registrant without conceding that any such person is an “affiliate” of the registrant for purposes of the federal securities laws.
As of October 11, 2011, there were 5,000,000 shares of the registrant’s $0.001 par value common stock issued and outstanding.
Documents incorporated by reference: None
EXPLANATORY NOTE: The purpose of this Amendment No. 1 to the Annual Report of DMH International, Inc. (the "Company") on Form 10-K for the year ended June 30, 2011, filed with the Securities and Exchange Commission on October 12, 2011 (the "Form 10-K") is to change the Company's status from a non-shell company to a shell company as that term is defined in Rule 405 of the Securities Act and Rule 12b-2 of the Exchange Act. No other changes have been made to the Form 10-K.
PART IV
ITEM 15.
EXHIBITS.
(a)
Exhibits
Exhibit |
|
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Number | Description of Exhibit | Filing |
3.01 | Articles of Incorporation | Filed with the SEC on October 12, 2010 as part of our Registration Statement on Form S-1. |
3.02 | Bylaws | Filed with the SEC on October 12, 2010 as part of our Registration Statement on Form S-1. |
10.01 | Assignment Agreement between Jon-Marc Garcia and Dale Mas, Inc. dated June 7, 2010 | Filed with the SEC on October 12, 2010 as part of our Registration Statement on Form S-1. |
10.02 | Assignment Agreement between the Company, Jon-Marc Garcia, and Dale Mas, Inc. dated June 7, 2010 | Filed with the SEC on October 12, 2010 as part of our Registration Statement on Form S-1. |
10.03 | Form of Management Agreement between the Company and Jon-Marc Garcia dated June 10, 2010 | Filed with the SEC on October 12, 2010 as part of our Registration Statement on Form S-1. |
10.04 | Promissory Note between the Company and Big Bear Holdings dated August 11, 2010 | Filed with the SEC on October 12, 2010 as part of our Registration Statement on Form S-1. |
10.05 | Consulting Agreement between the Company and Voltaire Gomez dated October 6, 2010 | Filed with the SEC on October 12, 2010 as part of our Registration Statement on Form S-1. |
10.06 | Settlement Agreement between the Company and Big Bear Holdings dated June 1, 2011 | Filed with the SEC on August 12, 2011 as part of our Current Report on Form 8-K. |
10.07 | Promissory Note between the Company and Tall Boy Holdings, Inc. dated June 1, 2011 | Filed with the SEC on August 12, 2011 as part of our Current Report on Form 8-K. |
14.01 | Code of Ethics | Filed with the SEC on October 12, 2010 as part of our Registration Statement on Form S-1. |
21.01 | List of Subsidiaries | Filed with the SEC on October 12, 2010 as part of our Registration Statement on Form S-1. |
31.01 | Certification of Principal Executive Officer Pursuant to Rule 13a-14 | Filed herewith. |
31.02 | Certification of Principal Financial Officer Pursuant to Rule 13a-14 | Filed herewith. |
32.01 | Certification of CEO and CFO Pursuant to Section 906 of the Sarbanes-Oxley Act | Filed herewith. |
[Signature Page to Follow]
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Company caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
DMH INTERNATIONAL, INC.
Dated: May 11, 2012
/s/ Jon Marc Garcia
By: Jon-Marc Garcia
Its: President, Principal Executive Officer & Principal Financial Officer
Pursuant to the requirement of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Company and in the capacities and on the dates indicated:
Dated: May 11, 2012
/s/ Jon Marc Garcia
By: Jon-Marc Garcia - Director
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED
PURSUANT TO SECTION 15(d) OF THE EXCHANGE ACT BY NON-REPORTING ISSUERS
1. | No annual report to security holders covering the company’s last fiscal year has been sent as of the date of this report. |
2. | No proxy statement, form of proxy, or other proxy soliciting material relating to the company’s last fiscal year has been sent to any of the company’s security holders with respect to any annual or other meeting of security holders. |
3. | If such report or proxy material is furnished to security holders subsequent to the filing of this Amended Annual Report on Form 10-K/A, the company will furnish copies of such material to the Commission at the time it is sent to security holders. |
