CGAC Pengajuan SEC - Code Green Apparel Corp.- Laporan Tahunan, Pernyataan Kuasa, Prospektus

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CIK

1444403

SEC Filings

All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Code Green Apparel Corp.

SEC Filings (Chronological Order)

Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.

July 20, 2023	ADD EXHB	SECURITIES PURCHASE AGREEMENT Exhibit 6.6 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (the “Agreement”), dated as of June 23, 2023, by and between Code Green Apparel Corp., a Nevada corporation, with headquarters located at 9713 Stratus Drive, Dripping Springs, Texas 78620 (the “Company”), and James W. Hoeschler Revocable Trust of 2004, , Trustee, with its address at 2171 Gulf Shore Boulevard N., Apartment
July 20, 2023	ADD EXHB	The Issue Price of this Note Is $195,500,000.00 the Original Issue Discount Is $25,500.00 Exhibit 3.8 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T
July 20, 2023	ADD EXHB	CODE GREEN APPAREL CORP. a Nevada corporation Exhibit 2.4 BYLAWS OF CODE GREEN APPAREL CORP. a Nevada corporation ARTICLE I. OFFICES Section 1.1 Principal Office. The principal office and place of business of Code Green Apparel Corp. (the “Corporation”) shall be at such location as may be determined from time to time by the Board of Directors of the Corporation. Section 1.2 Other Offices. Other offices and places of business either within or
July 20, 2023	ADD EXHB	ASSET PURCHASE AGREEMENT Exhibit 7.1 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (the “Agreement”) is made and entered into as of March 11, 2023, by and between Code Green Apparel Corp. (“Buyer”), and Blackoaks Capital, L.P. (“Seller”). AGREEMENT In consideration of the mutual agreements, representations and warranties hereinafter set forth, and for other good and valuable consideration, both the receipt and su
July 20, 2023	ADD EXHB	SECURITIES PURCHASE AGREEMENT Exhibit 6.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (the “Agreement”) is dated as of March 13, 2023, by and between Code Green Apparel Corporation, a Nevada corporation, with its address at 9716 Stratus Drive, Dripping Springs, Texas 78620 (the “Company”), and More Capital Partners, L.P., with its address at 8995 Goldenrod Lane N, Maple Grove, Minnesota 55369 (the “Buyer”)
July 20, 2023	ADD EXHB	THE ISSUE PRICE OF THIS NOTE IS $192,403.33 THE ORIGINAL ISSUE DISCOUNT IS $32,000.00 CONSOLIDATED CONVERTIBLE PROMISSORY NOTE Exhibit 3.1 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S
July 20, 2023	ADD EXHB	Code Green Apparel Corp. Exhibit 4.1 SUBSCRIPTION AGREEMENT Code Green Apparel Corp. NOTICE TO INVESTORS The securities of Code Green Apparel Corp., a Nevada corporation (the “Company”), to which this Subscription Agreement relates, represent an investment that involves a high degree of risk, suitable only for persons who can bear the economic risk for an indefinite period of time and who can afford to lose their entire i
July 20, 2023	ADD EXHB	SECURITIES PURCHASE AGREEMENT Exhibit 6.7 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (the “Agreement”), dated as of March 31, 2023, by and between Code Green Apparel Corp.,a Nevada corporation, with headquarters located at 9713 Stratus Drive, Dripping Springs, Texas 78620 (the “Company”), and More Capital Partners, LP, with its address at 8895 Goldenrod Lane North, Maple Grove, Minnesota 55369 (the “Buyer
July 20, 2023	PART II AND III	As filed with the Securities and Exchange Commission on July ___, 2023 PART II - INFORMATION REQUIRED IN OFFERING CIRCULAR File No. 024- As filed with the Securities and Exchange Commission on July , 2023 PART II - INFORMATION REQUIRED IN OFFERING CIRCULAR Preliminary Offering Circular dated July , 2023 An offering statement pursuant to Regulation A relating to these securities has been filed with the United States Securities and Exchange Commission (the “SEC”). Information contained in this Preliminary Offering Circu
July 20, 2023	ADD EXHB	EXECUTIVE EMPLOYMENT AGREEMENT Exhibit 6.3 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (this “Agreement”) is made and entered into as of the 1st day of April, 2023, by and between Code Green Apparel Corp., a Nevada corporation (the “Company”), and Logan William Rice (the “Executive”). WHEREAS, Executive currently serves as Chief Executive Officer of the Company; and WHEREAS, the Company and the Executive
July 20, 2023	ADD EXHB	ASSET PURCHASE AGREEMENT Exhibit 7.2 ASSET PURCHASE AGREEMENT This Asset Purchase Agreement (the “Agreement”) is made and entered into as of March 11, 2023, by and between Code Green Apparel Corp. (“Buyer”), and Blackoaks Capital, L.P. (“Seller”). AGREEMENT In consideration of the mutual agreements, representations and warranties hereinafter set forth, and for other good and valuable consideration, both the receipt and su
July 20, 2023	ADD EXHB	The Issue Price of this Note Is $230,000,000.00 the Original Issue Discount Is $30,000.00 Exhibit 3.7 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T
July 20, 2023	ADD EXHB	SECURITIES PURCHASE AGREEMENT Exhibit 6.12 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (the “Agreement”), dated as of May 1, 2023, by and between Code Green Apparel Corp., a Nevada corporation, with headquarters located at 9713 Stratus Drive, Dripping Springs, Texas 78620 (the “Company”), and ULP Investments, LLC, with its address at 245 W. Point Road, Excelsior, Minnesota 55331 (the “Buyer”). WHEREAS: A.
July 20, 2023	ADD EXHB	The Issue Price of this Note Is $264,500,000.00 the Original Issue Discount Is $34,500.00 Exhibit 3.9 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T
July 20, 2023	ADD EXHB	SECURITIES PURCHASE AGREEMENT Exhibit 6.5 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (the “Agreement”), dated as of May 9, 2023, by and between Code Green Apparel Corp., a Nevada corporation, with headquarters located at 9713 Stratus Drive, Dripping Springs, Texas 78620 (the “Company”), and James W. Hoeschler Revocable Trust of 2004, , Trustee, with its address at 2171 Gulf Shore Boulevard N., Apartment 1
July 20, 2023	ADD EXHB	SECURITIES PURCHASE AGREEMENT Exhibit 6.9 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (the “Agreement”), dated as of June 13, 2023, by and between Code Green Apparel Corp., a Nevada corporation, with headquarters located at 9713 Stratus Drive, Dripping Springs, Texas 78620 (the “Company”), and More Capital Partners, LP, with its address at 8895 Goldenrod Lane North, Maple Grove, Minnesota 55369 (the “Buyer
July 20, 2023	ADD EXHB	ADD EXHB Exhibit 2.3
July 20, 2023	ADD EXHB	SECURITIES PURCHASE AGREEMENT Exhibit 6.8 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (the “Agreement”), dated as of April 26, 2023, by and between Code Green Apparel Corp., a Nevada corporation, with headquarters located at 9713 Stratus Drive, Dripping Springs, Texas 78620 (the “Company”), and More Capital Partners, LP, with its address at 8895 Goldenrod Lane North, Maple Grove, Minnesota 55369 (the “Buye
July 20, 2023	ADD EXHB	DEBT FORGIVENESS AGREEMENT Exhibit 6.2 DEBT FORGIVENESS AGREEMENT This Debt Forgiveness Agreement (the “Agreement”) is entered into as of the 3rd day of March, 2023, by and between Code Green Apparel Corp., a Nevada corporation (the “Company”), and Carebourn Capital, L.P. (“Holder”). RECITALS WHEREAS, as of the date of this Agreement, the Company is indebted to Holder in a total amount equal $332,370.91 (amount at December
July 20, 2023	ADD EXHB	SECURITY AGREEMENT Exhibit 3.12 SECURITY AGREEMENT This Security Agreement (the “Agreement”) is entered into as of April 26, 2023, by and between Code Green Apparel Corp., a Nevada corporation (“Debtor”), and Steel Sporran, LLC, a Texas limited liability company, as collateral agent acting in the manner and to the extent described in the Collateral Agent Agreement defined below (the “Collateral Agent”), for the bene
July 20, 2023	ADD EXHB	The Issue Price of this Note Is $287,500.00 the Original Issue Discount Is $37,500.00 Exhibit 3.11 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR
July 20, 2023	ADD EXHB	COLLATERAL AGENT AGREEMENT Exhibit 3.13 COLLATERAL AGENT AGREEMENT This Collateral Agent Agreement (the “Agreement”) is entered into as of April 26, 2023, by and among Steel Sporran, LLC, a Texas limited liability company (“Collateral Agent”), and the parties identified on Schedule A hereto, as such may be amended to include such other parties who become parties hereto and sign this Agreement (each, individually, a “Lender,
July 20, 2023	ADD EXHB	The Issue Price of this Note Is $115,000.00 the Original Issue Discount Is $15,000.00 Exhibit 3.10 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR
July 20, 2023	ADD EXHB	The Issue Price of this Note Is $402,500.00 the Original Issue Discount Is $52,500.00 Exhibit 3.6 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T
July 20, 2023	ADD EXHB	FIRST AMENDED AND RESTATED PROMISSORY NOTE Exhibit 3.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE S
July 20, 2023	ADD EXHB	ADD EXHB Exhibit 2.2
July 20, 2023	ADD EXHB	The Issue Price of this Note Is $230,000.00 the Original Issue Discount Is $30,000.00 Exhibit 3.4 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T
July 20, 2023	ADD EXHB	ADD EXHB Exhibit 2.1
July 20, 2023	ADD EXHB	SECURITIES PURCHASE AGREEMENT Exhibit 6.4 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (the “Agreement”), dated as of March 30, 2023, by and between Code Green Apparel Corp., a Nevada corporation, with headquarters located at 9713 Stratus Drive, Dripping Springs, Texas 78620 (the “Company”), and Booski Consulting, LLC, with its address at 9713 Stratus Drive, Dripping Springs, Texas 78620 (the “Buyer”). WHER
July 20, 2023	ADD EXHB	NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road – Suite 107-762 Flower Mound, Texas 75022 July 19, 2023 Exhibit 12.1 NEWLAN LAW FIRM, PLLC 2201 Long Prairie Road – Suite 107-762 Flower Mound, Texas 75022 940-367-6154 July 19, 2023 Code Green Apparel Corp. 9713 Stratus Drive Dripping Springs, Texas 78620 Re: Offering Statement on Form 1-A Gentlemen: We have been requested by Code Green Apparel Corp., a Nevada corporation (the “Company”), to furnish you with our opinion as to the matters hereinafter s
July 20, 2023	ADD EXHB	SECURITIES PURCHASE AGREEMENT Exhibit 6.11 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (the “Agreement”), dated as of April 14, 2023, by and between Code Green Apparel Corp.,a Nevada corporation, with headquarters located at 9713 Stratus Drive, Dripping Springs, Texas 78620 (the “Company”), and Linda Sue Rice Living Trust 2017, with its address at The Linda Sue Rice Living Trust 2017, 8700 Blackoaks Lane N
July 20, 2023	ADD EXHB	The Issue Price of this Note Is $230,000.00 the Original Issue Discount Is $30,000.00 Exhibit 3.3 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T
July 20, 2023	ADD EXHB	The Issue Price of this Note Is $115,000.00 the Original Issue Discount Is $15,000.00 Exhibit 3.5 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR T
July 20, 2023	ADD EXHB	SECURITIES PURCHASE AGREEMENT Exhibit 6.10 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (the “Agreement”), dated as of March 31, 2023, by and between Code Green Apparel Corp., a Nevada corporation, with headquarters located at 9713 Stratus Drive, Dripping Springs, Texas 78620 (the “Company”), and Partnership Holdings, LLC, with its address at 2924 Rapids Drive, Racine, Wisconsin 53404 (the “Buyer”). WHEREAS
September 24, 2021	SC 13G	CGAC / Code Green Apparel Corp / Carebourn Capital, L.P. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 CODE GREEN APPAREL CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 89147W106 (CUSIP Number) SEPTEMBER 23, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed
September 17, 2021	SC 13G	CGAC / Code Green Apparel Corp / Carebourn Capital, L.P. Passive Investment SC 13G 1 formsc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 CODE GREEN APPAREL CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 89147W106 (CUSIP Number) SEPTEMBER 14, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which
September 10, 2021	SC 13G	CGAC / Code Green Apparel Corp / Carebourn Capital, L.P. Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 CODE GREEN APPAREL CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 89147W106 (CUSIP Number) SEPTEMBER 9, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
June 8, 2021	15-12G	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 000-53434 CODE GREEN APPAREL CORP. (Exact name of registrant as specified i
January 13, 2021	SC 13G	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Code Green Apparel Corp (Name of Issuer) Common Stock (Title of Class of Securities) 89147W106 (CUSIP Number) January 12, 2 Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 Code Green Apparel Corp (Name of Issuer) Common Stock (Title of Class of Securities) 89147W106 (CUSIP Number) January 12, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedu
January 14, 2019	SC 13G	CGAC / Code Green Apparel Corp. / OSCALETA PARTNERS LLC - SCHEDULE 13G Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 CODE GREEN APPAREL CORP. (Name of Issuer) Common Stock, par value $0.001 (Title of Class of Securities) 19189Y207 (CUSIP Number) January 11, 2019 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant t
February 2, 2018	EX-10.2	Securities Purchase Agreement dated January 22, 2018, by and between Code Green Apparel Corp. and Carebourn Capital, L.P. EX-10.2 3 ex10-2.htm SECURITIES PURCHASE AGREEMENT Code Green Apparel Corp. 8-K Exhibit 10.2 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of January 29, 2018, by and between Code Green Corporation, Inc., a Nevada, with headquarters located 31642 Pacific Coast Highway, Suite 102, Laguna Beach, CA, 92651 (the “Company”), and CAREBOURN CAPITAL, L.P., a
February 2, 2018	EX-10.3	$92,000 Convertible Promissory Note dated January 22, 2018, by Code Green Apparel Corp. in favor of Carebourn Capital, L.P. Code Green Apparel Corp. 8-K Exhibit 10.3 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTENOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGIST
February 2, 2018	EX-10.1	Employment Agreement with Steve Short dated January 25, 2018 Code Green Apparel Corp. 8-K Exhibit 10.1 CODE GREEN APPAREL CORP. EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (this ?Agreement?) is entered into this day of January 2018, to be effective as of the Effective Date as defined below between Code Green Apparel Corp., a corporation organized under the laws of the state of Nevada (the ?Company?), and Steve Short, an individual (?Employee?) (each of t
February 2, 2018	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant 8-K 1 cgac-8k012518.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 25, 2018 CODE GREEN APPAREL CORP. (Exact name of registrant as specified in its charter) Nevada 000-53434 80-0250289 (State or other jur
January 23, 2018	EX-2.1	Share Exchange Agreement By and Between Code Green Apparel Corp., Designer Apparel Group, LLC, and the Members of Designer Apparel Group, LLC, Dated January 18, 2018 and Effective January 18, 2018 CODE GREEN APPAREL CORP. 8-K Exhibit 2.1 SHARE EXCHANGE AGREEMENT BY AND BETWEEN CODE GREEN APPAREL CORP., A NEVADA CORPORATION, DESIGNER APPAREL GROUP, LLC, A TEXAS LIMITED LIABILITY COMPANY AND THE MEMBERS OF DESIGNER APPAREL GROUP, LLC DATED JANUARY 18, 2018 AND EFFECTIVE JANUARY 18, 2018 TABLE OF CONTENTS ARTICLE I. REPRESENTATIONS, COVENANTS, AND WARRANTIES OF DESIGNER APPAREL AND THE DESIGNE
January 23, 2018	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 18, 2018 CODE GREEN APPAREL CORP. (Exact name of registrant as specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction of incorporation) (Commission
January 12, 2018	EX-10.28	2 Code Green Apparel Corp. 10-Q Exhibit 10.28 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21
January 12, 2018	10-Q	Code Green Apparel Corp. 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal quarter ended September 30, 2017 ☐ 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: 000-53434 Code Green Apparel Co
January 12, 2018	EX-10.26	2 EX-10.26 5 ex10-26.htm SECOND 12% CONVERTIBLE REDEEMABLE NOTE Code Green Apparel Corp. 10-Q Exhibit 10.26 2 3 4 6 8 9
January 12, 2018	EX-3.4	Code Green Apparel Corp. 10-Q EX-3.4 2 ex3-4.htm CERTIFICATE OF AMENDMENT TO THE ARTICLES OF INCORPORATION OF CODE GREEN APPAREL CORP. Code Green Apparel Corp. 10-Q Exhibit 3.4
January 12, 2018	EX-10.30	2 EX-10.30 9 ex10-30.htm DECEMBER 13, 2017 CONVERTIBLE PROMISSORY NOTE Code Green Apparel Corp. 10-Q Exhibit 10.30 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19
January 12, 2018	EX-10.25	2 Code Green Apparel Corp. 10-Q Exhibit 10.25 2 3 4 5 7 8 9
January 12, 2018	EX-10.29	CONVERTIBLE PROMISSORY NOTE Code Green Apparel Corp. 10-Q Exhibit 10.29 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS NOTENOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGI
January 12, 2018	EX-10.27	1 EX-10.27 6 ex10-27.htm COLLATERALIZED SECURED PROMISSORY NOTE Code Green Apparel Corp. 10-Q Exhibit 10.27 1 2 3 4
January 12, 2018	EX-10.24	2 Code Green Apparel Corp. 10-Q Exhibit 10.24 2 3 4 5 6 7 8 9 10 11 12 13
August 25, 2017	10-Q	Code Green Apparel Corp 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal quarter ended June 30, 2017 ☐ 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: 000-53434 Code Green Apparel Corp. (
August 25, 2017	EX-10.23	Code Green Apparel Corp. 2017 Equity Incentive Plan Code Green Apparel Corp. 10-Q Exhibit 10.23 CODE GREEN APPAREL CORP. 2017 EQUITY INCENTIVE PLAN TABLE OF CONTENTS ARTICLE I. PREAMBLE 1 ARTICLE II. DEFINITIONS 1 ARTICLE III. ADMINISTRATION 5 ARTICLE IV. INCENTIVE STOCK OPTIONS 9 ARTICLE V. NONQUALIFIED STOCK OPTIONS 10 ARTICLE VI. INCIDENTS OF STOCK OPTIONS 11 ARTICLE VII. RESTRICTED STOCK 12 ARTICLE VIII. STOCK AWARDS 13 ARTICLE IX. PERFORMANCE
August 11, 2017	NT 10-Q	Code Green Apparel NOTICE OF EXTENSION U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 000-53434 CUSIP NUMBER: 19189Y108 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: June 30, 2017 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transit
August 11, 2017	DEFA14C	Code Green Apparel DEFINITIVE ADDITIONAL INFORMATION STATEMENT MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION STATEMENT PURSUANT TO SECTION 14(c) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14c- 5(d)(2) ? Definitive Information Statement ? Definitive Additional Material CODE GREEN APPA
August 11, 2017	DEF 14C	Code Green Apparel DEFINITIVE INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION STATEMENT PURSUANT TO SECTION 14(c) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission only (as permitted by Rule 14c-5(d) (2)) ? Definitive Information Statement CODE GREEN APPAREL CORP. (Name of Registrant As
July 10, 2017	PRE 14C	Code Green Apparel PRELIMINARY INFORMATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14C INFORMATION STATEMENT PURSUANT TO SECTION 14(c) OF THE SECURITIES EXCHANGE ACT OF 1934 Check the appropriate box: ? Preliminary Information Statement ? Confidential, for Use of the Commission only (as permitted by Rule 14c-5(d) (2)) ? Definitive Information Statement CODE GREEN APPAREL CORP. (Name of Registrant As
June 16, 2017	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant 8-K 1 cgac-8k052217.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 22, 2017 CODE GREEN APPAREL CORP. (Exact name of registrant as specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdi
June 16, 2017	EX-10.5	10% $150,000 Convertible Promissory Note dated June 5, 2017, by Code Green Apparel Corp. in favor of Auctus Fund, LLC Code Green Apparel Corp 8-K Exhibit 10.5 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE
June 16, 2017	EX-10.1	Securities Purchase Agreement dated May 22, 2017, by and between Code Green Apparel Corp. and Power Up Lending Group Ltd. EX-10.1 2 ex10-1.htm SECURITIES PURCHASE AGREEMENT Code Green Apparel Corp 8-K Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 22, 2017, by and between Code Green Apparel Corp., a Nevada corporation, with its address at 31642 Pacific Coast Highway, Ste 102, Laguna Beach, CA 92651 (the “Company”), and POWER UP LENDING GROUP LTD., a Vi
June 16, 2017	EX-10.4	Securities Purchase Agreement dated June 5, 2017, by and between Code Green Apparel Corp. and Auctus Fund, LLC Code Green Apparel Corp 8-K Exhibit 10.4 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of June 5, 2017, by and between CODE GREEN APPAREL CORP., a Nevada corporation, with headquarters located at 31642 Pacific Coast Highway, Suite 102, Laguna Beach, CA 92651 (the ?Company?), and AUCTUS FUND, LLC, a Delaware limited liability company, with its address
June 16, 2017	EX-10.3	10% Convertible Promissory Note dated May 25, 2017, by Code Green Apparel Corp. in favor of JSJ Investment Inc. EX-10.3 4 ex10-3.htm 10% CONVERTIBLE PROMISSORY NOTE Code Green Apparel Corp 8-K Exhibit 10.3 NEITHER THIS NOTE NOR THE SECURITIES THAT MAY BE ISSUED BY THE COMPANY UPON CONVERSION HEREOF (COLLECTIVELY, THE “SECURITIES”) HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”), OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION. NEITHER THE SECURITIES NOR ANY INTER
June 16, 2017	EX-10.2	$35,000 Convertible Promissory Note dated May 22, 2017, by Code Green Apparel Corp. in favor of Power Up Lending Group Ltd. Code Green Apparel Corp 8-K Exhibit 10.2 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED IN THE ABSENCE OF (A) AN EFFECTIVE REG
June 5, 2017	SC 13D	CGAC / Code Green Apparel Corp. / Powell Iii George J - ACQUISITION OF BENEFICIAL OWNERSHIP Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Amendment No. )* Under the Securities Exchange Act of 1934 Code Green Apparel Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 19189Y108 (CUSIP Number) George J. Powell, III c/o Code Green Apparel Corp. 31642 Pacific Coast Highway, Ste 102 Laguna Beach, CA 92651 (214) 497-9433 (Name, Address and
May 25, 2017	10-Q	Code Green Apparel Corp. 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 Commission file number: 000-53434 Code Green Apparel Corp. (Exact name of Registrant as specified in its charter) Nevada 80-0250289 (State or other jurisdiction of incorporation or org
May 19, 2017	10-K	Code Green Apparel Corp. 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2016 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-53434 CODE GREEN APPAREL CORP. (Exact name of registra
May 17, 2017	EX-16.1	Letter From Patrick D. Heyn, CPA, P.A. Code Green Apparel Corp. 8-K Exhibit 16.1 May 17, 2017 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 We have read Item 4.01 included in the Form 8-K dated on or around May 17, 2017 of Code Green Apparel Corp., to be filed with the Securities and Exchange Commission and are in agreement with the statements related to our firm. We have no
May 17, 2017	8-K	Code Green Apparel Corp. 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 1, 2017 CODE GREEN APPAREL CORP. (Exact name of registrant as specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction of incorporation) (Commission
May 15, 2017	NT 10-Q	Code Green Apparel NOTICE OF INABILITY TO TIMELY FILE U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 000-53434 CUSIP NUMBER: 19189Y108 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: March 31, 2017 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transi
April 26, 2017	EX-10.2	Date of Issuance: April 12, 2017 EX-10.2 3 ex10-2.htm 10% CONVERTIBLE DEBENTURE DATED APRIL 12, 2017, BY CODE GREEN APPAREL CORP. IN FAVOR OF SOJOURN INVESTMENTS, LP Code Green Apparel Corp. 8-K Exhibit 10.2 NEITHER THESE SECURITIES NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION
April 26, 2017	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant 8-K 1 cgac-8k041217.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 12, 2017 CODE GREEN APPAREL CORP. (Exact name of registrant as specified in its charter) Nevada 000-53434 80-0250289 (State or other juris
April 26, 2017	EX-10.1	NOTE PURCHASE AGREEMENT Code Green Apparel Corp. 8-K Exhibit 10.1 NOTE PURCHASE AGREEMENT This note purchase agreement (?Agreement?) is made and entered into this 12th day of April 2017 by and between Code Green Apparel Corp, a Nevada corporation (?CGAC? or the ?Company?) and Sojourn Investments, LP, a Texas Limited Partnership (?Investor?) (CGAC and Investor jointly, the ?Parties?). WITNESSETH: NOW, THEREFORE, for good
April 26, 2017	EX-10.4	CONVERTIBLE PROMISSORY NOTE Code Green Apparel Corp. 8-K Exhibit 10.4 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIV
April 26, 2017	EX-10.3	SECURITIES PURCHASE AGREEMENT Code Green Apparel Corp. 8-K Exhibit 10.3 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 17, 2017, by and between Code Green Apparel Corporation, a Nevada, with headquarters located 31642 Pacific Coast Highway, Suite 102, Laguna Beach, CA, 92651 (the “Company”), and CAREBOURN CAPITAL, L.P., a Delaware limited partnership (the “Buyer”). WHEREAS
April 14, 2017	8-A12G	Code Green Apparel REGISTRATION OF SECURITIES UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Code Green Apparel Corp. (Exact name of registrant as specified in its charter) Nevada 80-0250289 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
April 14, 2017	EX-3.1	Certificate of Amendment to the Articles of Incorporation of Code Green Apparel Corp. (increasing the authorized capitalization to 2,000,000,000 shares, representing 1,990,000,000 shares of common stock and 10,000,000 shares of preferred stock), as filed with the Secretary of State of Nevada on April 13, 2017 EX-3.1 2 ex3-1.htm CERTIFICATE OF AMENDMENT TO THE ARTICLES OF INCORPORATION CODE GREEN APPAREL CORP. 8-K Exhibit 3.1 Article 3. SHARES of the Corporation’s Articles of Incorporation (as amended) is hereby amended and restated as follows, which shall not have any effect on the Corporation’s previously designated series of preferred stock: “Article 3. SHARES Effective as of the effective date set f
April 14, 2017	8-K	Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits 8-K 1 cgac-8k041317.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 13, 2017 CODE GREEN APPAREL CORP. (Exact name of registrant as specified in its charter) Nevada 333-206089 80-0250289 (State or other juri
March 31, 2017	NT 10-K	Code Green Apparel NOTICE OF LATE FILING U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 333-206089 CUSIP NUMBER: 19189Y108 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: December 31, 2016 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Tr
November 18, 2016	EX-10.6	$75,000 Promissory Note dated July 23, 2016 Code Green Apparel Corp. 10-Q Exhibit 10.6 LOAN AGREEMENT THIS LOAN AGREEMENT (this ?Agreement?) dated this 7/23/16 day of July, 2016 BETWEEN: Marc Kazarian of 339 Monarch Bay Dr. Dana Point Ca 92692 (the ?Lender?) OF THE FIRST PART AND Code Green Apparel Corp of 31642 S PCH Laguna Beach Ca, 92651 (the ?Borrower?) OF THE SECOND PART IN CONSIDERATION OF the Lender loaning certain monies (the ?Loan?
November 18, 2016	EX-10.8	$63,825 Convertible Promissory Note owed to Carebourn Capital, L.P. Code Green Apparel Corp. 10-Q Exhibit 10.8 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTI
November 18, 2016	EX-10.7	September 23, 2016 Securities Purchase Agreement with Carebourn Capital, L.P. EX-10.7 3 ex10-7.htm SEPTEMBER 23, 2016 SECURITIES PURCHASE AGREEMENT WITH CAREBOURN CAPITAL, L.P. Code Green Apparel Corp. 10-Q Exhibit 10.7 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of September 23, 2016, by and between Code Green Apparel Corporation, a Nevada, with headquarters located 31642 Pacific Coast Highway, Suite 102, Laguna Beach, CA, 9
November 18, 2016	10-Q	Code Green Apparel Corp. 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 Commission file number: 333-206089 Code Green Apparel Corp. (Exact name of Registrant as specified in its charter) Nevada 80-0250289 (State or other jurisdiction of incorporation o
November 14, 2016	NT 10-Q	Code Green Apparel NOTICE UNDER RULE 12B45 OF INABILITY TO TIMELY FILE U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 333-206089 CUSIP NUMBER: 19189Y108 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: September 30, 2016 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? T
September 1, 2016	424B3	CODE GREEN APPAREL CORP. Relating to the Resale of 44,308,609 Shares of Common Stock PROSPECTUS Filed Pursuant to Rule 424(b)(3) Registration No. 333-206089 CODE GREEN APPAREL CORP. Relating to the Resale of 44,308,609 Shares of Common Stock By means of this prospectus a number of our shareholders are offering to sell up to 44,308,609 shares of our common stock. The selling stockholders intend to dispose of the shares at a fixed price of $0.037 per share until such time as our sha
September 1, 2016	POS EX	Code Green Apparel Corp. POS EX As filed with the Securities and Exchange Commission on September 1, 2016 Registration No.
August 22, 2016	EX-10.4	June 15, 2016 Securities Purchase Agreement with Carebourn Capital, L.P. Code Green Apparel Corporation 10-Q Exhibit 10.4 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of June 15, 2016, by and between Code Green Apparel Corporation, a Nevada, with headquarters located 31642 Pacific Coast Highway, Suite 102, Laguna Beach, CA, 92651 (the ?Company?), and CAREBOURN CAPITAL, L.P., a Delaware limited partnership (the ?Buyer?). W
August 22, 2016	10-Q	Code Green Apparel Corporation 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 Commission file number: 333-206089 CODE GREEN APPAREL CORP. (Exact name of Registrant as specified in its charter) Nevada 80-0250289 (State or other jurisdiction of incorporation or org
August 22, 2016	EX-10.5	$121,325 Convertible Promissory Note owed to Carebourn Capital, L.P. Code Green Apparel Corporation 10-Q Exhibit 10.5 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN E
August 22, 2016	EX-10.5	$121,325 Convertible Promissory Note owed to Carebourn Capital, L.P. Code Green Apparel Corporation 10-Q Exhibit 10.5 NEITHER THE ISSUANCE AND SALE OF THE SECURITIES REPRESENTED BY THIS CERTIFICATE NOR THE SECURITIES INTO WHICH THESE SECURITIES ARE CONVERTIBLE HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN E
August 22, 2016	EX-10.4	June 15, 2016 Securities Purchase Agreement with Carebourn Capital, L.P. Code Green Apparel Corporation 10-Q Exhibit 10.4 SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the ?Agreement?), dated as of June 15, 2016, by and between Code Green Apparel Corporation, a Nevada, with headquarters located 31642 Pacific Coast Highway, Suite 102, Laguna Beach, CA, 92651 (the ?Company?), and CAREBOURN CAPITAL, L.P., a Delaware limited partnership (the ?Buyer?). W
August 22, 2016	10-Q	Code Green Apparel Corporation 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 Commission file number: 333-206089 CODE GREEN APPAREL CORP. (Exact name of Registrant as specified in its charter) Nevada 80-0250289 (State or other jurisdiction of incorporation or org
August 22, 2016	EX-16.1	Letter From K. Brice Toussaint Code Green Apparel Corp. 8-K EXHIBIT 16.1 August 22, 2016 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Ladies and Gentlemen: Code Green Apparel Corp. (the ?Company?) provided to us a copy of the Company?s response to Item 4.01 of Form 8-K, dated August 22, 2016. We have read the Company?s statements included under Item 4.01 of its Form 8-K and we agree with such stat
August 22, 2016	EX-16.1	Letter From K. Brice Toussaint Code Green Apparel Corp. 8-K EXHIBIT 16.1 August 22, 2016 Securities and Exchange Commission 100 F Street N.E. Washington, D.C. 20549 Ladies and Gentlemen: Code Green Apparel Corp. (the ?Company?) provided to us a copy of the Company?s response to Item 4.01 of Form 8-K, dated August 22, 2016. We have read the Company?s statements included under Item 4.01 of its Form 8-K and we agree with such stat
August 22, 2016	8-K	Code Green Apparel Corp. 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 23, 2016 CODE GREEN APPAREL CORP. (Exact name of registrant as specified in its charter) Nevada 333-206089 80-0250289 (State or other jurisdiction of incorporation) (Commission F
August 22, 2016	8-K	Code Green Apparel Corp. 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 23, 2016 CODE GREEN APPAREL CORP. (Exact name of registrant as specified in its charter) Nevada 333-206089 80-0250289 (State or other jurisdiction of incorporation) (Commission F
August 15, 2016	NT 10-Q	Code Green Apparel NOTICE UNDER RULE 12B25 OF INABILITY TO TIMELY FILE U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 333-206089 CUSIP NUMBER: 19189Y108 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: June 30, 2016 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transi
August 15, 2016	NT 10-Q	Code Green Apparel NOTICE UNDER RULE 12B25 OF INABILITY TO TIMELY FILE U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 333-206089 CUSIP NUMBER: 19189Y108 (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form 10-D ? Form N-SAR ? Form N-CSR For Period Ended: June 30, 2016 ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transi
August 9, 2016	RW	Code Green Apparel REGISTRATION WITHDRAWAL REQUEST Code Green Apparel Corp. 31642 Pacific Coast Highway, Ste 102 Laguna Beach, CA 92651 August 9, 2016 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporate Finance 100 F. Street, N.E. Washington, D.C. 20549 Re: Code Green Apparel Corp. Request for Withdrawal of Post-Effective Registration Statement on Form S-1 (Amendment No. 1) Filed June 24, 2016 File No. 333-206089 Ladies and Gen
August 9, 2016	RW	Code Green Apparel REGISTRATION WITHDRAWAL REQUEST Code Green Apparel Corp. 31642 Pacific Coast Highway, Ste 102 Laguna Beach, CA 92651 August 9, 2016 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporate Finance 100 F. Street, N.E. Washington, D.C. 20549 Re: Code Green Apparel Corp. Request for Withdrawal of Post-Effective Registration Statement on Form S-1 (Amendment No. 1) Filed June 24, 2016 File No. 333-206089 Ladies and Gen
July 13, 2016	8-K	Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 23, 2016 CODE GREEN APPAREL CORP. (Exact name of registrant as specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction of incorporation) (Commission Fi
July 13, 2016	EX-10.1	Promissory Note by Code Green Apparel Corp. in favor of 10Star LLC Code Green Apparel Corp. 8-K Exhibit 10.1 PROMISSORY NOTE US $200,000 June 23, 2016 NOW THEREFORE FOR VALUE RECEIVED, the undersigned, Code Green Apparel Corp., a Nevada corporation (?Code Green?), hereby promises to pay to the order of 10Star LLC, a Texas limited liability company (?10Star?), the principal sum of Two Hundred Thousand Dollars ($200,000)(the ?Principal?), in lawful money of the Uni
July 13, 2016	EX-2.1	Asset Purchase Agreement by and between Code Green Apparel Corp., as purchaser and 10Star LLC, as seller, dated June 23, 2016 Code Green Apparel Corp. 8-K Exhibit 2.1 ASSET PURCHASE AGREEMENT BY AND BETWEEN CODE GREEN APPAREL CORP., AS PURCHASER, AND 10STAR LLC, AS SELLER DATED JUNE 23, 2016 TABLE OF CONTENTS ARTICLE I. DEFINITIONS 1 1.1 Certain Definitions. 1 1.2 Other Definitional Provisions. 7 ARTICLE II. PURCHASE AND SALE 8 2.1 Purchase. 8 2.2 Reserved Assets. 8 2.3 Excluded Liabilities. 9 2.4 Assumed Liabilities. 9
July 13, 2016	EX-10.2	Form of Executive Employment Agreement Code Green Apparel Corp. 8-K Exhibit 10.2 CODE GREEN APPAREL CORP. FORM OF EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (this ?Agreement?) is entered into this day of 2016, to be effective as of the Effective Date as defined below between Code Green Apparel Corp., a Nevada corporation (the ?Company?), and [Executive] (?Executive?) (each of the Company and Executive are referr
July 13, 2016	EX-10.3	Form of Restricted Stock Agreement Code Green Apparel Corp. 8-K Exhibit 10.3 FORM OF RESTRICTED STOCK AGREEMENT Executive Grant Date Number of Restricted Shares [Executive] April 1, 2016 [3,750,000/3,250,000] RECITALS: Code Green Apparel Corp. (the ?Company?) and Executive have previously entered into an Executive Employment Agreement dated March [ ], 2016 (the ?Employment Agreement?) setting forth some of the terms of Executive?s
June 13, 2016	S-1/A	Code Green Apparel Corp. S-1/A As filed with the Securities and Exchange Commission on April 20, 2016 Registration No.
May 23, 2016	10-Q	Code Green Apparel Corp. 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2016 CODE GREEN APPAREL CORP (Exact name of Registrant as specified in its charter) Nevada 333-206089 80-0250289 (State of Incorporation) (Commission File Number) (IRS Employer Identificati
May 17, 2016	NT 10-Q	Code Green Apparel NOTIFICATION OF LATE FILING NT 10-Q 1 cgac-nt10q033116.htm NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2016 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-
April 28, 2016	CORRESP	Code Green Apparel ESP April 28, 2016 Mr. John Reynolds Assistant Director Office of Beverages, Apparel, and Mining U.S. Securities and Exchange Commission Division of Corporate Finance Washington, D.C. 20549 Re: Code Green Apparel Corp. (the ?Company?) Registration Statement on Form S-1, File No. 333-206089 Mr. Reynolds, Pursuant to Rule 461 under the Securities Act of 1933, as amended, the Company hereby requests acce
April 27, 2016	CORRESP	Code Green Apparel ESP April 27, 2016 Mr. John Reynolds Assistant Director Office of Beverages, Apparel, and Mining U.S. Securities and Exchange Commission Division of Corporate Finance Washington, D.C. 20549 Re: Code Green Apparel Corp. (the ?Company?) Registration Statement on Form S-1, File No. 333-206089 Mr. Reynolds, Pursuant to Rule 461 under the Securities Act of 1933, as amended, the Company hereby requests acce
April 20, 2016	S-1/A	Code Green Apparel Corp. S-1/A As filed with the Securities and Exchange Commission on April 20, 2016 Registration No.
April 20, 2016	CORRESP	Code Green Apparel ESP Code Green Apparel Corp. 31642 Pacific Coast Highway, Ste 102 Laguna Beach, CA 92651 April 20, 2016 Mr. John Reynolds Assistant Director Office of Beverages, Apparel, and Mining U.S. Securities and Exchange Commission Division of Corporate Finance Washington, D.C. 20549 RE: Code Green Apparel Corp. Amendment No. 3 to Registration Statement on Form S-1 Filed April 11, 2016 File No. 333-206089 Dear
April 11, 2016	S-1/A	Code Green Apparel Corp. S-1/A As filed with the Securities and Exchange Commission on April 11, 2016 Registration No.
April 11, 2016	EX-10.5	$150,000 Convertible Promissory Note dated December 3, 2015 between the Company and Beaufort Capital Partners, LLC Code Green Apparel Corp. S-1/A Exhibit 10.5 ORIGINAL ISSUE DISCOUNT CONVERTIBLE PROMISSORY NOTE Face Amount: $175,000.00 December 3, 2015 Purchase Price: $150,000.00 FOR VALUE RECEIVED, Code Green Apparel Corp., a Nevada corporation (the ?Maker or Company?), with its principal offices located at 4739 S. Durfee Ave., Pico Rivera, CA 90660 promises to pay to the order of BEAUFORT CAPITAL PARTNERS LL
April 11, 2016	CORRESP	Code Green Apparel ESP CORRESP 1 filename1.htm Code Green Apparel Corp. 31642 Pacific Coast Highway, Ste 102 Laguna Beach, CA 92651 April 11, 2016 Mr. John Reynolds Assistant Director Office of Beverages, Apparel, and Mining U.S. Securities and Exchange Commission Division of Corporate Finance Washington, D.C. 20549 RE: Code Green Apparel Corp. Registration Statement on Form S-1 Filed November 13, 2015 File No. 333-2060
January 29, 2016	EX-99.3	CERTIFICATE OF DESIGNATION CODE GREEN APPAREL CORP. ESTABLISHING THE DESIGNATION, PREFERENCES, LIMITATIONS AND RELATIVE RIGHTS OF ITS SERIES B CONVERTIBLE PREFERRED STOCK Exhibit 99.3 CERTIFICATE OF DESIGNATION OF CODE GREEN APPAREL CORP. ESTABLISHING THE DESIGNATION, PREFERENCES, LIMITATIONS AND RELATIVE RIGHTS OF ITS SERIES B CONVERTIBLE PREFERRED STOCK Pursuant to Section 78.1955 of the Nevada Revised Statutes (the ?NRS?), Code Green Apparel Corp., a company organized and existing under the State of Nevada (the ?Corporation?), DOES HEREBY CERTIFY that pursuant t
January 29, 2016	S-1/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 CODE GREEN APPAREL CORP. (Name of small business issuer in its charter) As filed with the Securities and Exchange Commission on January 29, 2016. Registration No. 333-206089 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CODE GREEN APPAREL CORP. (Name of small business issuer in its charter) NEVADA 5699 80-0250289 (State or jurisdiction of (Primary Standard Industrial (I.R.S. Emp
January 29, 2016	CORRESP	Code Green Apparel ESP codegrn-corresp012916.htm Code Green Apparel Corp. 31642 Pacific Coast Highway, Ste 102 Laguna Beach, CA 92651 January 29, 2016 Mr. John Reynolds Assistant Director Office of Beverages, Apparel, and Mining U.S. Securities and Exchange Commission Division of Corporate Finance Washington, D.C. 20549 RE: Code Green Apparel Corp. Registration Statement on Form S-1 Filed November 13, 2015 File No. 333-
January 29, 2016	EX-99.5	EXCHANGE AGREEMENT Exhibit 99.5 EXCHANGE AGREEMENT This Exchange Agreement (this ?Agreement?) dated and effective December 6th, 2015, is by and between, Code Green Apparel Corp., a Nevada corporation (the ?Company?) and Eric H. Scheffey, [an individual] (?Stockholder?), each a ?Party? and collectively the ?Parties?. W I T N E S S E T H: WHEREAS, the Stockholder currently holds seventy-five million (75,000,000) share
January 29, 2016	EX-99.4	PREFERRED STOCK SUBSCRIPTION AGREEMENT CODE GREEN APPAREL CORP. Exhibit 99.4 PREFERRED STOCK SUBSCRIPTION AGREEMENT IN CODE GREEN APPAREL CORP. A. Subscription. This Agreement has been executed by Eric H. Scheffey, MD, an individual (the “Subscriber”) in connection with the subscription to purchase 125,000 shares of Series B Convertible Preferred Stock (the “Shares” or the “Securities”) of Code Green Apparel Corp., a Nevada corporation (the “Company”) at a pur
November 13, 2015	EX-99.1	EX-99.1 Exhibit 99.1
November 13, 2015	EX-99.2	J.D. HUTT CORPORATION 15557 Pisa Lane Fontana, California 92336 April 21, 2014 Exhibit 99.2 J.D. HUTT CORPORATION 15557 Pisa Lane Fontana, California 92336 April 21, 2014 GEORGE POWELL 2300 Wing Point Lane Plano, Texas 75093 Dear George: J.D. HUTT CORPORATION, a Nevada corporation (the ?Company?), is pleased to offer you employment on the following terms: 1. Position; Duties; Start Date. (a) Your title will be President and Chief Executive Officer of the Company, and the cur
November 13, 2015	S-1/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT THE SECURITIES ACT OF 1933 CODE GREEN APPAREL CORP. (Name of small business issuer in its charter) NEVADA 5699 80-0250289 (State or jurisdiction o As filed with the Securities and Exchange Commission on August 4, 2015. Registration No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CODE GREEN APPAREL CORP. (Name of small business issuer in its charter) NEVADA 5699 80-0250289 (State or jurisdiction of (Primary Standard Industrial (I.R.S. Employer incorpo
November 13, 2015	CORRESP	Code Green Apparel Corp. 4739 S. Durfee Avenue Pico Rivera, California 90660 Code Green Apparel Corp. 4739 S. Durfee Avenue Pico Rivera, California 90660 November 12, 2015 Mr. John Reynolds Assistant Director Office of Beverages, Apparel, and Mining U.S. Securities and Exchange Commission Division of Corporate Finance Washington, D.C. 20549 RE: Code Green Apparel Corp. Registration Statement on Form S-1 Filed August 4, 2015 File No. 333-206089 Dear Mr. Reynolds: The letter
August 4, 2015	EX-3.1	AMENDED AND RESTATED CODE GREEN APPAREL CORPORATION (a Nevada corporation) ARTICLE 1. Exhibit 3.1 Article 3. SHARES of the Corporation?s Articles of Incorporation (as amended) is hereby amended and restated as follows, which shall not have any effect on the Corporation's previously designated series of preferred stock: ?Article 3. SHARES Effective as of the effective date set forth under ?Effective date and time of filing? on this Certificate of Amendment to Articles of Incorporati
August 4, 2015	S-1	As filed with the Securities and Exchange Commission on August 4, 2015. Registration No._______ As filed with the Securities and Exchange Commission on August 4, 2015. Registration No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CODE GREEN APPAREL CORP. (Name of small business issuer in its charter) NEVADA 5699 80-0250289 (State or jurisdiction of (Primary Standard Industrial (I.R.S. Employer incorpo
April 9, 2013	15-12G	- NOTIFICATION OF TERMINATION OF REGISTRATION Notification of Termination of Registration UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.
November 8, 2012	8-K	- JD HUTT CORP. - 8-K FILING < UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 31, 2012 J.D. HUTT CORPORATION (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (I.R.S.
November 6, 2012	8-K	- JD HUTT CORP. - 8-K FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 31, 2012 J.D. HUTT CORPORATION (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (I.R.S. E
August 21, 2012	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission file number: 000-53434 J.D. HUTT CORPORATION (Exact name
August 21, 2012	EX-3	EX-3
July 19, 2012	DEF 14A	- GOLD STANDARD MINING DEFINITIVE PROXY STATEMENT usd14a.htm SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: o Preliminary proxy statement (as permitted by Rule 14a—6(e)(2) o Confidential, For Use of the Commission Only x Defi
June 27, 2012	8-K	- GOLD STANDARD MINING CORP. - 8-K FILING Gold Standard Mining Corp. - 8-K filing UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 23, 2012 GOLD STANDARD MINING CORP. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other ju
June 27, 2012	PRE 14A	- GOLD STANDARD MINING - PROXY STATEMENT SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a party other than the Registrant o Check the appropriate box: x Preliminary proxy statement (as permitted by Rule 14a—6(e)(2) o Confidential, For Use of the Commission Only o Definitive proxy statement o Definitive additional materials o Soliciting material under Rule 14a-12 GOLD STANDARD MINING CORP.
March 15, 2012	NT 10-K	- NOTIFICATION OF LATE FILING UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Comission File Number: 000-53434 (Check One) x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form N-SAR o Form N-CSR For Period Ended: December 31, 2011 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o
November 10, 2011	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2011 OR o 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 000-53434 GOLD STANDARD M
September 21, 2011	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 17, 2011 Gold Standard Mining Corp. (Exact name of registrant as specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction of incorporation or o
August 9, 2011	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2011 o TRANSITION REPORT PURSUANT TO S UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2011 OR o 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 000-53434 GOLD STANDARD MINING
August 5, 2011	8-K	Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 3, 2011 Gold Standard Mining Corp. (Exact name of registrant as specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction of incorporation or organ
July 25, 2011	SC 13D	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 GOLD STANDARD MINING CORP. (Name of Issuer) Common Stock (Title of Class of Securities) (CUSIP Number) Pantelis Zachos 2803 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 GOLD STANDARD MINING CORP. (Name of Issuer) Common Stock (Title of Class of Securities) 38073F108 (CUSIP Number) Pantelis Zachos 28030 Dorothy Drive Suite 307 Agoura Hills, CA 91301 (818) 665-2098 with a copy to: Alan B. Spatz, Esq. c/o TroyGould PC 1801 Century Park East,
July 14, 2011	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 8, 2011 Gold Standard Mining Corp. (Exact name of registrant as specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction of incorporation or organiz
July 14, 2011	EX-10	Gold Standard Mining Corp. 28030 Dorothy Drive Suite 307 Agoura Hills, CA 91301 July 11, 2011 Ex. 10.1 Gold Standard Mining Corp. 28030 Dorothy Drive Suite 307 Agoura Hills, CA 91301 818-665-2098 July 11, 2011 Mr. Vasili Nikolayevich Masenko, Director General 000 GPK Umlekan, Ltd. St. Innokenti Lane, 13, Office 206 675000, Blagoveschensk City, Amur, Russia Re: Agreement in regards to 000 GPK Umlekan Dear Mr. Masenko: This constitutes an agreement (the ?Agreement?) between Gold Standard Min
July 14, 2011	10-Q/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 2 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2010 o TRANSITI UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 2 x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2010 o 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 000-53434
July 14, 2011	EX-99.1	Gold Standard Mining Corp. 28030 Dorothy Drive Suite 307 Agoura Hills, CA 91301 818 -665-2098 Gold Standard Mining Corp. Announces Agreement with Umlekan Mining Converted by EDGARwiz 99.1 Gold Standard Mining Corp. 28030 Dorothy Drive Suite 307 Agoura Hills, CA 91301 818 -665-2098 Gold Standard Mining Corp. Announces Agreement with Umlekan Mining July 8, 2011 -LOS ANGELES & BLAGOVESCHENSK, RUSSIA -(BUSINESS WIRE) -Gold Standard Mining Corp. (OTCQB: GSTP) (“Gold Standard” or the “Company”) announced today that it has entered into an agreement with 000 GPK
July 14, 2011	10-K/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 2 [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2009 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission file number: 000-53434 GOLD STANDARD M
May 23, 2011	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Converted by FileMerlin UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
May 16, 2011	EX-21.1	Gold Standard Mining Corp. Subsidiaries of Registrant Exhibit 21.1 Gold Standard Mining Corp. Subsidiaries of Registrant Gold Standard Mining Corp., a Wyoming corporation.
May 16, 2011	EX-2.2	EXCHANGE AGREEMENT Exhibit 2.2 EXCHANGE AGREEMENT THIS EXCHANGE AGREEMENT (the "Agreement"), is made and entered into as of February 9, 2009, by and among GOLD STANDARD MINING CORP. a Wyoming corporation ("GSMC"), with a business address of 1305 Summit Drive, Beverly Hills, California 90210 USA, and ROSS ZOLOTO, A Russian corporation ("RZ"), with a business address of 67500 Russia, Blagoveshensk, Street Kantimirova
May 16, 2011	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission file number: 000-53434 GOLD STANDARD MININ
May 16, 2011	EX-3.1	EX-3.1 Converted by FileMerlin Exhibit 3.1
May 16, 2011	EX-10.1	RESCISSION AGREEMENT ASSET PURCHASE AGREEMENT Ex. 10.1 RESCISSION AGREEMENT This Rescission Agreement (this “Agreement”) is made and entered into as of May 13, 2011, by and among Gold Standard Mining Corp., a Wyoming corporation (“GS Wyoming”), Rosszoloto Co. Ltd., a limited liability company organized under the laws of Russia (“Rosszoloto”) and Araik Khachatryan (“Khachatryan”). GS Wyoming, Rosszoloto and Khachatryan
May 10, 2011	NT 10-Q	SEC FILE NUMBER UNITED STATES UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-53434 FORM 12b-25 CUSIP NUMBER 38073F108 NOTIFICATION OF LATE FILING (Check One): ¨ Form 10-K ¨ Form 20-F ¨ Form 11-K ý Form 10-Q ¨ Form N-SAR ¨ Form N-CSR For Period Ended: March 31, 2011 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Tran
April 19, 2011	EX-16.1	Ex. 16.1 EX-16.1 2 ex161.htm Ex. 16.1 April 18, 2011 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Dear Sir or Madam: We have read the statements of Gold Standard Mining Corp. (the “Company”) pertaining to our firm included under Item 4.01 of the Company’s Form 8-K/A to be filed on or about April 19, 2011, and agree with such statements as they pertain to our firm. We have no b
April 19, 2011	8-K/A	Current Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 25, 2011 GOLD STANDARD MINING CORP. (Name of small business issuer specified in its charter) Nevada 000-53434 88-0250289 (State or other jurisdiction (Commission File No.) (
April 14, 2011	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 8, 2011 Gold Standard M Converted by FileMerlin UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.
April 14, 2011	EX-99.1	Gold Standard Mining Corp. Appoints Novichkov Oleg Pertovich as Vice President of Russian Operations Exhibit 99.1 Gold Standard Mining Corp. Appoints Novichkov Oleg Pertovich as Vice President of Russian Operations April 14, 2011 - Gold Standard Mining Corp. (OTCBB: GSTP) announced today that it has appointed Novichkov Oleg Pertovich as the Company?s Vice President of Russian Operations. Mr. Pertovich will be responsible for the operations of the Company?s assets in the Amur region of Russia. ?Th
April 7, 2011	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 5, 2011 Gold Standard M CytRx Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 5, 2011 Gold Standard Mining Corp. (Exact name of registrant as specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction of incorpor
March 30, 2011	8-K	Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 29, 2011 GOLD STANDARD MINING CORP. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (I.R.S
March 30, 2011	EX-99	Gold Standard Mining Corp. appoints Ricardo A. Valls, P.Geo., M.Sc., as Chief Geologist and QP. Converted by FileMerlin Exhibit 99 Gold Standard Mining Corp. appoints Ricardo A. Valls, P.Geo., M.Sc., as Chief Geologist and QP. LOS ANGELES & BLAGOVESHENSK, RUSSIA - (BUSINESS WIRE) March 29, 2011- Gold Standard Mining Corp. (OTCBB: GSTP) whose subsidiary operates a gold mine in Russia, announced today that it has appointed Ricardo Valls, P.Geo., M.Sc. as the Company’s Chief Geologist and QP. M
March 18, 2011	CORRESP	Gold Standard Mining Corp. 28030 Dorothy Drive, Suite 307 Agoura Hills, California 91301 (818) 665-2098 Gold Standard Mining Corp. 28030 Dorothy Drive, Suite 307 Agoura Hills, California 91301 (818) 665-2098 March 18, 2011 Sandy Eisen Division of Corporate Finance U.S. Securities and Exchange Commission Washington, D.C. 20549 Re: Gold Standard Mining Corp. Item 4.01 8K filed March 3, 2011, amended March 9, 2011 File No. 0-53434 Dear Sandy Eisen: The company is in receipt of your comment letter of Ma
March 18, 2011	8-K/A	Current Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 25, 2011 GOLD STANDARD MINING CORP. (Name of small business issuer specified in its charter) Nevada 000-53434 88-0250289 (State or other jurisdiction (Commission File No.) (
March 16, 2011	NT 10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) [ X ] Form 10-K [_] Form 20-F [_] Form 11-K [ ] Form 10-Q [_] Form N-SAR UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) [ X ] Form 10-K [] Form 20-F [] Form 11-K [ ] Form 10-Q [] Form N-SAR For Period Ended: December 31, 2010 [] Transition Report on Form 10-K [] Transition Report on Form 20-F [] Transition Report on Form 11-K [] Transition Report on Form 10-Q [] Transition Report on Form N-SAR
March 14, 2011	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 10, 2011 GOLD STANDARD MININ < UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 10, 2011 GOLD STANDARD MINING CORP. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (I.R
March 9, 2011	8-K/A	Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 25, 2011 GOLD STANDARD MINING CORP. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (
March 9, 2011	EX-16.1	March 8, 2011 EXHIBIT 16.1 March 8, 2011 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Dear Sir or Madam: We have read the statements of Gold Standard Mining Corp. (the ?Company?) pertaining to our firm included under Item 4.01 of Form 8-K/A to be filed on or about March 9, 2011 and agree with such statements as they pertain to our firm. We have no basis to agree or disagree with ot
March 9, 2011	CORRESP	Gold Standard Mining Corp. 28030 Dorothy Drive, suite 307 Agoura Hills, California 91301 (818) 665-2098 Gold Standard Mining Corp. 28030 Dorothy Drive, suite 307 Agoura Hills, California 91301 (818) 665-2098 March 9, 2011 Sandy Eisen Division of Corporate Finance U.S. Securities and Exchange Commission Washington, D.C. 20549 Re: Gold Standard Mining Corp. Item 4.01 8K filed March 3, 2011 File No. 0-53434 Dear Sandy Eisen: The company is in receipt of your comment letter of March 7, 2011. The followi
March 3, 2011	8-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 25, 2011 GOLD STANDARD MI < UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 25, 2011 GOLD STANDARD MINING CORP. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (
February 22, 2011	SC 13D/A	SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2 )* GOLD STANDARD MINING CORP. Converted by FileMerlin OMB APPROVAL OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response………11 SECURITIES AND EXCHANGE COMMISSION Washington, D.
February 14, 2011	SC 13D/A	SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1 )* GOLD STANDARD MINING CORP. OMB APPROVAL OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response???11 SECURITIES AND EXCHANGE COMMISSION Washington, D.
February 9, 2011	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 8, 2011 GOLD STANDARD MINING CORP. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (I.R
February 9, 2011	EX-99	Gold Standard Mining Corp.’s Announces Results of 2010 Gold Production Company’s Subsidiary Maintains Current Inventory of 58,000 Ounces (1.6 metric tons) of Gold Exhibit 99 Gold Standard Mining Corp.?s Announces Results of 2010 Gold Production Company?s Subsidiary Maintains Current Inventory of 58,000 Ounces (1.6 metric tons) of Gold LOS ANGELES & BLAGOVESHENSK, Russia - (BUSINESS WIRE)?Gold Standard Mining Corp. (OTCBB: GSTP) (?Gold Standard? or the ?Company?), whose subsidiary operates a gold mine in Russia, announced today that in 2010 it has extracted
January 27, 2011	EX-99	Gold Standard Mining Corp. to Boost Production in 2011 13,800 ounces of gold were sold in 2010 Gold Standard Mining Corp. to Boost Production in 2011 13,800 ounces of gold were sold in 2010 STOCKS LOS ANGELES & BLAGOVESHENSK, Russia- (BUSINESS WIRE) January 26, 2011?Gold Standard Mining Corp. (OTCBB: GSTP), an operator of a gold mine in Russia through its Russian subsidiary, RossZoloto, announced today that it intends to boost gold extraction in 2011 by more than 40%. The Company announced
January 27, 2011	8-K	Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 25, 2011 GOLD STANDARD MINING CORP. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (I.R
January 25, 2011	10-K/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A [ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2009 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission file number: 000-53434 GOLD STANDARD MINING CORP. (E
January 25, 2011	10-Q/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2010 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 000-53434 GOLD STANDARD MINING
January 20, 2011	8-K	Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 20, 2011 GOLD STANDARD MINING CORP. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (I.R
January 18, 2011	8-K	Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 18, 2011 GOLD STANDARD MINING CORP. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (I.R
November 22, 2010	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2010 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period to Commission File Number 000-53434 GOLD STANDARD MINING CORP.
November 15, 2010	NT 10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) [ ] Form 10-K [_] Form 20-F [_] Form 11-K [ X] Form 10-Q [_] Form N-SAR UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) [ ] Form 10-K [] Form 20-F [] Form 11-K [ X] Form 10-Q [] Form N-SAR For Period Ended: September 30, 2010 [] Transition Report on Form 10-K [] Transition Report on Form 20-F [] Transition Report on Form 11-K [] Transition Report on Form 10-Q [] Transition Report on Form N-SAR
October 25, 2010	8-K/A	Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 6, 2009 GOLD STANDARD MINING CORP. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (I.R.S.
October 5, 2010	8-K/A	Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 6, 2009 GOLD STANDARD MINING CORP. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (I.R.S.
August 20, 2010	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Converted by FileMerlin UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
August 11, 2010	NT 10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) [ ] Form 10-K [_] Form 20-F [_] Form 11-K [ X] Form 10-Q [_] Form N-SAR UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) [ ] Form 10-K [] Form 20-F [] Form 11-K [ X] Form 10-Q [] Form N-SAR For Period Ended: June 30, 2010 [] Transition Report on Form 10-K [] Transition Report on Form 20-F [] Transition Report on Form 11-K [] Transition Report on Form 10-Q [] Transition Report on Form N-SAR For t
June 30, 2010	SC 13D	SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* GOLD STANDARD MINING CORP. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* GOLD STANDARD MINING CORP. (Name of Issuer) Common Stock, par value $0.001 per share (Title of Class of Securities) 38073F 108 (CUSIP Number) Aikaterini Zernou Zefeirou 35 Voula, Athens, 1633, Greece Copies to: Kenneth Eade General Counsel, Gold Standard Mining Corp. 6
May 14, 2010	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Converted by FileMerlin UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
April 15, 2010	8-K	Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): April 15, 2010 GOLD STANDARD MINING CORP. (Name of small business issuer specified in its charter) Nevada 000-53434 41-2264890 (State or other jurisdiction (Commission File No.) (I.R.S
April 14, 2010	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Converted by FileMerlin UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
March 31, 2010	NT 10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) [X] Form 10-K [_] Form 20-F [_] Form 11-K [ ] Form 10-Q [_] Form N-SAR UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One) [X] Form 10-K [] Form 20-F [] Form 11-K [ ] Form 10-Q [] Form N-SAR For Period Ended: December 31, 2009 [] Transition Report on Form 10-K [] Transition Report on Form 20-F [] Transition Report on Form 11-K [] Transition Report on Form 10-Q [] Transition Report on Form N-SAR Fo
December 7, 2009	8-K/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 6, 2009 GOLD STANDARD MINING < UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 6, 2009 GOLD STANDARD MINING CORP. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (I.R.
November 17, 2009	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ?? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2009 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to GOLD STANDARD MINING CORP. (Name of small business i
November 10, 2009	10-Q/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A ?? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2009 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to GOLD STANDARD MINING CORP. (Name of small business issu
August 26, 2009	8-K	Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 26, 2009 GOLD STANDARD MINING CORP. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (I.R.
August 26, 2009	EX-99.2R CODE ETH	Endnotes AMENDED AND RESTATED CODE OF ETHICS OF GOLD STANDARD MINING CORP. DATED AUGUST 24, 2009 INTRODUCTION This Amended and Restated Code of Ethics (?Code?) applies to all directors, officers and employees (?Company Personnel?) of Gold Standard Mining Corp. (the ?Company?) and supersedes any previously adopted Code of Ethics by the Company. This Code covers a wide range of financial and non-financial bu
August 17, 2009	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2009 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to FLUID SOLUTIONS, INC. (Name of small business issuer specifi
August 3, 2009	8-K	Current Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 31, 2009 GOLD STANDARD MINING CORP. (Name of small business issuer specified in its charter) Nevada (State or other jurisdiction of incorporation) 000-53434 (Commission File No.)
June 18, 2009	8-K	Changes in Control of Registrant UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 17, 2009 FLUID SOLUTIONS, INC. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (I.R.S. Empl
May 15, 2009	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2009 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to FLUID SOLUTIONS, INC. (Name of small business issuer specif
May 15, 2009	8-K	Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 6, 2009 FLUID SOLUTIONS, INC. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (I.R.S. Employ
May 8, 2009	8-K	Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 6, 2009 FLUID SOLUTIONS, INC. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (I.R.S. Employ
May 8, 2009	EX-99.1	EXCHANGE AGREEMENT BY AND AMONG GOLD STANDARD MINING CORP. FLUID SOLUTIONS, INC. CERTAIN STOCKHOLDERS OF GOLD STANDARD MINING CORP. May 6, 2009 EXCHANGE AGREEMENT BY AND AMONG GOLD STANDARD MINING CORP. AND FLUID SOLUTIONS, INC. AND CERTAIN STOCKHOLDERS OF GOLD STANDARD MINING CORP. May 6, 2009 # TABLE OF CONTENTS Page Section 1.1 The Exchange Section 1.2 Exchange Ratio ARTICLE II THE CLOSING Section 2.1 Closing Date Section 2.2 Transactions at Closing ARTICLE III REPRESENTATIONS AND WARRANTIES OF GSMC Section 3.1 Organization and Qualifi
May 7, 2009	EX-99.1	Fluid Solutions, Inc. Acquires Gold Standard Mining Corp. EX-99.1 2 newsfs050609.htm Fluid Solutions, Inc. Acquires Gold Standard Mining Corp. BEVERLY HILLS, Calif.-(PR Newswire) May 6, 2009—Fluid Solutions, Inc. (OTCBB: FLSU) announced today that it has acquired Gold Standard Mining Corp., a Wyoming corporation, in a share exchange agreement. Gold Standard Mining Corp.’s wholly owned subsidiary, Ros Zoloto, owns and operates a producing gold mine in Bla
May 7, 2009	8-K	Financial Statements and Exhibits, Other Events 8-K 1 fluid8k050609.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 6, 2009 FLUID SOLUTIONS, INC. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission
April 21, 2009	10-K	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [x] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2008 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES ACT OF 1934 For the transition period from to Commission file number: 814-00758 FLUID SOLUTIONS, INC. (Exact name
March 25, 2009	10-Q/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2008 TRANSITION REPORT PURSUANT T Converted by FileMerlin UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.
March 25, 2009	10-Q/A	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2008 TRANSITION REPORT PURSUANT T UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2008 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to FLUID SOLUTIONS, INC. (Name of small business issuer sp
February 5, 2009	10-Q	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2008 TRANSITION REPORT PURSUANT TO UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2008 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period From to FLUID SOLUTIONS, INC. (Name of small business issuer spec
November 25, 2008	8-K	Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 18, 2008 FLUID SOLUTIONS, INC. (Name of small business issuer specified in its charter) Nevada 000-53434 80-0250289 (State or other jurisdiction (Commission File No.) (I.R.S. E
November 12, 2008	CORRESP	Fluid Solutions, Inc. Ampelon 3 Kilkis 61100 Greece +30 234 10 70 411 November 11, 2008 Fluid Solutions, Inc. Ampelon 3 Kilkis 61100 Greece +30 234 10 70 411 November 11, 2008 United States Securities and Exchange Commission Division of Corporate Finance Washington, D.C. 20549 Attn: John D. Reynolds, Assistant Director Re: Fluid Solutions, Inc. Registration Statement on Form 10 File No. 0-53434 Dear Mr. Reynolds, I am in receipt of your letter of October 31, 2008. Please be advised t
October 27, 2008	CORRESP	Kenneth G. Eade Attorney at Law 190 N. Canon Drive Suite 420 Beverly Hills, California 90210 (310) 275-3055 Fax: (310) 861-0620 Kenneth G. Eade Attorney at Law 190 N. Canon Drive Suite 420 Beverly Hills, California 90210 (310) 275-3055 Fax: (310) 861-0620 October 27, 2008 United States Securities and Exchange Commission Division of Corporate Finance Washington, D.C. 20549 Attn: John D. Reynolds, Assistant Director Re: Fluid Solutions, Inc. Registration Statement on Form 10 File No. 0-53434 Dear Mr. Reynolds, The undersigne
October 27, 2008	10-12G/A	U.S. SECURITIES AND EXCHANGE COMMISSION Form 10/A GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 Fluid Solutions, Inc. (Name of Small Business Issuer in its charter) U.S. SECURITIES AND EXCHANGE COMMISSION Form 10/A GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 Fluid Solutions, Inc. (Name of Small Business Issuer in its charter) Nevada 80-0250289 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) Ampelon 3 Kilkis,Greece 61100 (Address of princ
October 7, 2008	10-12G/A	U.S. SECURITIES AND EXCHANGE COMMISSION Form 10/A GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 Fluid Solutions, Inc. (Name of Small Business Issuer in its charter) U.S. SECURITIES AND EXCHANGE COMMISSION Form 10/A GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 Fluid Solutions, Inc. (Name of Small Business Issuer in its charter) Nevada 80-0250289 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) Ampelon 3 Kilkis,Greece 61100 (Address of princ
September 22, 2008	EX-35.1	EX-35.1 EX-35.1 4 exhibit41.htm
September 22, 2008	EX-35.2	Kenneth G. Eade Attorney at Law 190 N. Canon Drive Suite 420 Beverly Hills, California 90210 EX-35.2 5 ex51.htm Exhibit 5.1 Kenneth G. Eade Attorney at Law 190 N. Canon Drive Suite 420 Beverly Hills, California 90210 September 18, 2008 Fluid Solutions, Inc. Ampelon 3 Kilkis, Greece Gentlemen: You have requested our opinion with respect to certain matters in connection with the filing by Fluid Solutions, Inc., a Nevada corporation (the “Company”), of a Registration Statement on Form 10 (th
September 22, 2008	EX-34	ARTICLE I - OFFICES BY LAWS OF FLUID SOLUTIONS, INC. ARTICLE I - OFFICES The principal office of the corporation in the State of Nevada shall be located at 918 e Sahara Street, Las Vegas, Nevada. The corporation may have such other offices, either within or without the State of incorporation as the board of directors may designate or as the business of the corporation may from time to time require. ARTICLE II - STOCK
September 22, 2008	10-12G	U.S. SECURITIES AND EXCHANGE COMMISSION Form 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 Fluid Solutions, Inc. (Name of Small Business Issuer in its charter) U.S. SECURITIES AND EXCHANGE COMMISSION Form 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 Fluid Solutions, Inc. (Name of Small Business Issuer in its charter) Nevada 80-0250289 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) Ampelon 3 Kilkis,Greece 61100 (Address of princip

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