UNITED STATES
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 fiscal year ended October 31, 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: 333-136167
HEALTH IN HARMONY INC.
(Name of small business issuer in its charter)
| Nevada | 98-0576696 |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
464 George Road, #3E
Cliffside Park, New Jersey 07910
(Address of principal executive offices)
(917) 952-9791
(Issuer’s telephone number)
Securities to be registered pursuant to Section 12(b) of the Act:
| Title of each class to be so registered | Name of each exchange on which each class is to be registered |
| None | None |
Securities to be registered pursuant to Section 12(g) of the Act: Common Stock
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes¨ Nox
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¨ Nox
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¨ Nox
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 (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). Yes¨ Nox
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 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. Yes¨ Nox
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 companyx |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yesx 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 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: $3,795,000
The number of shares outstanding of the issuer’s common stock as at February 11, 2013 is 6,900,000.
Explanatory Note
Health In Harmony Inc. is filing this Amendment No. 1 (the "Amendment") on Form 10-K/A to amend its Annual Report on Form 10-K for the fiscal year ended October 31, 2012 (the "Report") that was filed with the Securities and Exchange Commission on February 14, 2013, for the purpose of furnishing Exhibit 101 - Interactive Data File (XBRL Exhibit), which was not included with the original filing.
This Amendment does not reflect any subsequent events occurring after the original filing date of the Report and does not modify or update in any way disclosures made in the Report except to furnish the exhibit described above that should have been attached to the original filing.
PART IV
ITEM 15: EXHIBITS, FINANCIAL STATEMENT SCHEDULES
Exhibits
| 3.1* | Articles of Incorporation |
| 3.2* | Bylaws |
| 31.1 | Certification Statement pursuant to Section 302 of the Sarbanes- Oxley Act of 2002, Chief Executive Officer |
| 31.2 | Certification Statement pursuant to Section 302 of the Sarbanes- Oxley Act of 2002, Chief Financial Officer |
| 32.1 | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, Chief Executive Officer |
| 32.2 | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, Cheif Financial Officer |
| 101 | The following materials from the Health In Harmony Inc. Annual Report on Form 10-K for the period ended October 31, 2012, formatted in XBRL (eXtensible Business Reporting Language): (i) the Balance Sheets at October 31, 2012 and 2011, (ii) the Statements of Operations for the years ended October 31, 2012 and 2011and the period from March 26, 2008 (inception) through October 31, 2012, (iii) the Statements of Stockholders' Equity for the period from March 26, 2008 (inception) to October 31, 2012, (iv) the Statements of Cash Flows for the years ended October 31, 2012 and 2011 and the period from March 26, 2008 (inception) through October 31, 2012, (v) related notes to the financial statements. As provided in Rule 406T of Regulation S-T, this information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934. |
* filed as an exhibit to our registration statement on Form S-1 dated January 5, 2011
SIGNATURES
Pursuant to the requirements of 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.
| Health in Harmony Inc. | |
| By: /s/ Nickolay Kukekov | |
| Name: Nickolay Kukekov | |
| Title: CEO |
Date: March 13, 2013
In accordance with the Securities Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
Name | Title | Date |
/s/ Nickolay Kukekov
Nickolay Kukekov
|
Chief Executive Officer and Director (principal executive and financial officer)
|
March 13, 2013
|
