As filed with the Securities and Exchange Commission on July 22, 2004.
Registration No. 333-117371
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Post Effective
Amendment No. 1 to
FORM S-8
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
DONINI, INC.
Formerly PRS Sub VI., Inc.
(Exact name of registrant as specified in its charter)
New Jersey 22-3768426
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
4555 boul, des Grandes Prairies, #30
St. Leonard, Montreal, Quebec, Canada H1R 1A5
(Address of Principal Executive Offices) (Zip Code)
VARIOUS CONSULTING AGREEMENTS
BETWEEN REGISTRANT AND
CONSULTANTS OF THE REGISTRANT
(Full title of the Plan)
FROHLING & HUDAK, LLC
17 Fulton Street
Newark, New Jersey 07102
(Name and address, including zip code of agent for service)
(973) 622-2800
(Telephone number, including area code, of agent for service)
If any of the Securities being registered on this Form S-8 are to be offered on
a delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, as amended, other than securities offered only in connection with dividend
or interest reinvestments plans, check the following box. [ ]
TOTAL OF SEQUENTIALLY NUMBERED PAGES:
EXHIBIT INDEX ON SEQUENTIALLY NUMBERED PAGE:
Part I
This Post Effective Amendment on Form S-8 is filed to supplement the
Form S-8 filed by Registrant on July 22, 2004 by incorporating the Consents
filed as Exhibits herewith.
Part II
Item 8. Exhibits.
The exhibits filed as a part of this Report or incorporated herein by
reference are as follows:
Exhibit
No. Item
- ------- ----
4.12 Opinion of Frohling & Hudak, LLC, regarding the legality of the
securities being registered under this Registration Statement and
Consent.
4.13 Consent of Samuel Klein and Company, CPA's.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the Registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Amended Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Montreal, Province of Quebec, Canada, on the
22nd day of July, 2004.
DONINI, INC.
By: /s/ PETER DEROS
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Peter Deros, President and
Chief Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this Registration
Statement has been signed by the following persons in the capacities and on the
date indicated.
Signature Title Date
--------- ----- ----
/s/ PETER DEROS President, Chief Executive Officer, July 22, 2004
- -------------------- Chief Financial Officer
Peter Deros
Board of Directors
/s/ PETER DEROS Director July 22, 2004
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Peter Deros
/s/ THEO KALAITZIS Director July 22, 2004
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Theo Kalaitzis
/s/ JEAN VASSILIADIS Director July 22, 2004
- --------------------
Jean Vassiliadis
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INDEX TO EXHIBITS BEING FILED HEREWITH
Exhibit
No. Item
- ------- ----
4.12 Consent and Opinion of Frohling & Hudak, LLC, regarding the legality
of the securities being registered under this Registration
Statement.
4.13 Consent of Samuel Klein and Company, CPA's.
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