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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 Marvion Inc.
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
| August 14, 2025 |
Table of Contents 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, 2025 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-53612 MARVION IN |
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| August 14, 2025 |
Exhibit 21 Description of Subsidiaries Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/paid up share capital Effective interest held United Warehouse Management Corp. |
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| May 19, 2025 |
EX-21 2 marvionex2100.htm DESCRIPTION OF SUBSIDIARIES Exhibit 21 Description of Subsidiaries Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/paid up share capital Effective interest held United Warehouse Management Corp. (“UWMC”) British Virgin Islands Investment holding 50,000 ordinary shares at par value of US$1 each 100% |
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| May 19, 2025 |
Table of Contents 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, 2025 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-53612 MARVION I |
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| May 15, 2025 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing (Amendment No. 0)* OMB Number 3235-0058 SEC File Number 000-53612 CUSIP Number 097824 106 (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, 2025 Transition Report on Form 10-K Transition Report on Form 20-F Transition Repor |
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| April 25, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-53612 MARVION INC. (Exact name of registrant as |
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| April 25, 2025 |
Exhibit 21 Description of Subsidiaries Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/paid up share capital Effective interest held United Warehouse Management Corp. |
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| April 3, 2025 |
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): April 1, 2025 (April 1, 2025) MARVION INC. (Exact name of registrant as specified in its charter) Nevada 000-53612 26-2723015 (State or other jurisdiction of Incorporation) (Commissio |
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| April 3, 2025 |
Exhibit 10.1 # **WAREHOUSE STORAGE AGREEMENT** **Party A:** United Warehouse Management Limited **Party B:** Kwai Bon Transportation Limited **Storage Location:** Lot No. 1298 in D.D. 119 (hereinafter referred to as "the Premises") **Storage Area:** Underground level of Lot No. 1298 in D.D. 119 (Covered area of 17,000 square feet) **Storage Term:** - **Fixed Term:** From **1st April 2025 to 31st M |
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| March 31, 2025 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing (Amendment No. 0)* OMB Number 3235-0058 SEC File Number 000-53612 CUSIP Number 097824 106 (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, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20 |
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| March 24, 2025 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 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 24, 2025 (March 21, 2025) MARVION INC. (Exact name of registrant as specified in its charter) Nevada 000-53612 26-2723015 (State or other jurisdiction of Incorporation) (Commiss |
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| March 24, 2025 |
Exhibit 16.1 March 21, 2025 United States Securities and Exchange Commission Office of the Chief Accountant 100 F Street, N.E. Washington, D.C. 20549 Dear Sirs/Madams, Re: Marvion, Inc. We have read the statements under item 4.01 in Form 8-K dated March 21, 2025, of Marvion, Inc. to be filed with the Securities and Exchange Commission and we agree with such statements therein as related to our fir |
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| February 11, 2025 |
Calculation of Filing Fee Table EXHIBIT 107 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) MARVION INC. (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered Securities CALCULATION OF REGISTRATION FEE Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Comm |
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| February 11, 2025 |
Registration No. [•] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MARVION INC. (Exact name of registrant as specified in its charter) Nevada 26-2723015 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification Number) Room 1401, 14/F, Phase 1, Austin Tower 22-26 Austin Aven |
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| February 11, 2025 |
First Amendment to the Marvion Inc. 2023 Stock Incentive Plan EXHIBIT 99.2 FIRST AMENDMENT TO THE MARVION INC. 2023 STOCK INCENTIVE PLAN This First Amendment (this “Amendment”) to the Marvion Inc. 2023 Stock Incentive Plan (as may be amended from time to time, the “Plan”) is made as of December 28, 2024. Capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Plan. WHEREAS, Section 14 of the Plan permits the Boa |
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| January 21, 2025 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED SCHEDULE 14C (RULE 14C-101) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary Information Statement ☒ Definitive Information Statement ☐ Confidential, for Use of the |
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| January 10, 2025 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 INFORMATION STATEMENT PURSUANT TO SECTION 14(C) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED SCHEDULE 14C (RULE 14C-101) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary Information Statement ☐ Definitive Information Statement ☐ Confidential, for Use of the |
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| November 15, 2024 |
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): November 8,2024 MARVION INC. (Exact name of registrant as specified in its charter) Nevada 000-53612 26-2723015 (State or other jurisdiction of Incorporation) (Commission File Number) |
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| November 15, 2024 |
Exhibit 10.1 Storage Service Agreement Party A：UNITED WAREHOUSE MANAGEMENT LIMITED Party B：LEI TAT TRADING (INTERNATIONAL) LIMITED. Location of Storage：LOT NO. 1302 IN D.D.119 / LOT NO. 1303 IN D.D.119 / LOT NO. 1304 IN D.D.119 / LOT NO. 1305 IN D.D.119，“Location” Storage Area：Chart（30,000 sq. ft. with a top cover“Attached Chart highlighted in red box”） Storage Period：From November 16, 2024 to Nov |
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| November 12, 2024 |
Table of Contents 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, 2024 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-53612 MARVI |
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| November 12, 2024 |
Exhibit 21 Description of Subsidiaries Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/paid up share capital Effective interest held United Warehouse Management Corp. |
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| November 12, 2024 |
Exhibit 10.10 Service Agreement This Service Agreement for Solar Photovoltaic Systems (hereinafter referred to as the "Agreement")，is entered between STARWAREHOUSE ENGINEERING LIMITED (“Provider” or “Party A”）and UNITED WAREHOUSE LIMITED （“User” or “Party B”) after mutual agreed upon. (A) Party A agreed to install the Solar photovoltaic power generation system (“PV Sysytem”) which includes design, |
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| September 30, 2024 |
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): September 30, 2024 (September 27, 2024) MARVION INC. (Exact name of registrant as specified in its charter) Nevada 000-53612 26-2723015 (State or other jurisdiction of Incorporation) |
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| September 13, 2024 |
Completion of Acquisition or Disposition of Assets Table of Contents 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): September 13, 2024 (September 12, 2024) MARVION INC. (Exact name of registrant as specified in its charter) Nevada 000-53612 26-2723015 (State or other jurisdiction |
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| September 13, 2024 |
Exhibit 21 Subsidiaries Name Background Ownership United Warehouse Management Limited (“UWM HK”) · Hong Kong company 100% owned by the Company · Incorporated on May 3, 2023 · Issued and outstanding 10,000 ordinary shares for HK$10,000 · Provision of storage service KSK Logistics Limited (“KSK”) · Hong Kong company 100% owned by the Company · Incorporated on July 11, 2023 · Issued and outstanding 1 |
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| September 13, 2024 |
Lease, dated July 12, 2023, by and between Cheung Shun Shui and United Warehouse Management Limited Exhibit 10.8 Lease Agreement Lessor: CHEUNG SHUN SHUI HKID: C231171(0) Tenant: UNITED WAREHOUSE MANAGEMENT LIMITED Company Registration: 75279678-000-05-23-9 The Agreement was entered into by the lessor and the tenant on 12 July, 2023. The landlord, lessor, tenant, tenancy, rent and leased lot are set out in "Schedule 1" respectively and agree to abide by and perform the following terms： 1. The te |
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| September 13, 2024 |
Exhibit 10.7 Lease Agreement Rental Lots: 1. LOT NO. 1302 IN D.D.119 9. LOT NO.1317 IND.D.119 2. LOT NO. 1303 IN D.D.119 10. LOT NO. 1294 IN D.D.119 3. LOT NO. 1304 IN D.D.119 11. LOT NO. 1295 IND.D.119 4. LOT NO. 1305 IN D.D.119 12. LOT NO. 1298 IN D.D.119 5. LOT NO. 1307 IN D.D.119 6. LOT NO. 1314 IN D.D.119 7. LOT NO. 1315 IN D.D.119 8. LOT NO. 1316 IN D.D.119 The above 12 lots, hereinafter col |
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| September 13, 2024 |
Exhibit 4.2 DESCRIPTION OF SECURITIES The following description summarizes the material terms of our capital stock as of the date of this registration statement. Because it is only a summary, it does not contain all the information that may be important to you. For a complete description of our capital stock, you should refer to our Second Amended and Restated Articles of Incorporation and our Byl |
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| August 15, 2024 |
Exhibit 10.1 SHARE EXCHANGE AGREEMENT THIS SHARE EXCHANGE AGREEMENT (the “Agreement”) dated as of August 15, 2024, is entered into by and among Marvion Inc., a Nevada corporation (“MVNC”), and United Warehouse Management Corp., a British Virgin Island corporation (“UWMC”), and the shareholders of UWMC listed on Annex A to this Agreement (each, a “Shareholder” and, collectively, the “Shareholders”) |
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| August 15, 2024 |
Form of Promissory Note made by Marvion Inc. in favor of Fong Hiu Ching. Exhibit 10.3 Promissory Note Date: Parties: • Company: Marvion Inc. • Promisee: Fong Hiu Ching Note Details: • Purpose: The Company promises the Promisee for a Contingency Consideration based on the Share Purchase Agreement signed on 15 August, 2024. • Repayment Terms: The Contingency Consideration will be paid out by the Company to the Promisee if the United Warehouse Management Corp. group profi |
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| August 15, 2024 |
Form of Promissory Note made by Marvion Inc. in favor of Young Chi Kin Eric. Exhibit 10.4 Promissory Note Date: Parties: • Company: Marvion Inc. • Promisee: Young Chi Kin Eri Note Details: • Purpose: The Company promises the Promisee for a Contingency Consideration based on the Share Purchase Agreement signed on 15 August, 2024. • Repayment Terms: The Contingency Consideration will be paid out by the Company to the Promisee if the United Warehouse Management Corp. group pr |
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| August 15, 2024 |
Form of Promissory Note made by Marvion Inc. in favor of Chan Sze Yu. Exhibit 10.2 Promissory Note Date: Parties: • Company: Marvion Inc. • Promisee: Chan Sze Yu Note Details: • Purpose: The Company promises the Promisee for a Contingency Consideration based on the Share Purchase Agreement signed on 15 August, 2024. • Repayment Terms: The Contingency Consideration will be paid out by the Company to the Promisee if the United Warehouse Management Corp. group profit p |
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| August 15, 2024 |
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 15, 2024 (August 12, 2024) MARVION INC. (Exact name of registrant as specified in its charter) Nevada 000-53612 26-2723015 (State or other jurisdiction of Incorporation) (Commi |
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| August 15, 2024 |
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): August 15, 2024 MARVION INC. (Exact name of registrant as specified in its charter) Nevada 000-53612 26-2723015 (State or other jurisdiction of Incorporation) (Commission File Number) |
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| August 14, 2024 |
Exhibit 21 Description of Subsidiaries Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/paid up share capital Effective interest held Marvion Holdings Limited (“MHL”) British Virgin Islands Investment holding 50,000 ordinary shares at par value of US$1 each 100% Marvion Private Limited (“MPL”) Singapore Corporate management |
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| August 14, 2024 |
Table of Contents 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, 2024 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-53612 MARVION IN |
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| August 14, 2024 |
Certificate of Amendment to Restated Articles of Incorporation filed January 17, 2023 Exhibit 3.3 Business Number E0146042008 - 1 Filed in the Office of Secretary of State State Of Nevada Filing Number 20232887246 Filed On 1/17/2023 1:31:00 PM Number of Pages 3 1 • BARBARA K. CEGAVSKE Secretary of State 202 North Carson Street C . arson City, Nevada 8970t - 4201 (775) 6&4 - 5708 Website: www . nvsos . gov Profit Corporation: Certific · ate . of Amendm . ent cPuRsuA NT To NRs 1s . 3 |
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| August 14, 2024 |
Certificate of Amendment to Restated Articles of Incorporation filed April 23, 2024 Exhibit 3.4 Business Number E0146042008 - 1 Filed in the Office of Secretary of State State Of Nevada Filing Number 20244009520 Filed On 4/23/2024 8:37:00 AM Number of Pages 3 1 FRANCISCO V. AGUILAR Secretary of State 401 North Carson Street Carson City, Nevada 89701 - 4201 (775) 684 - 5708 Website: www.nvsos.gov 4 T 5 C c 6 ( Profit Corporation: Certificate of Amendment (PuRsuANTTO NRs 78 . 380 & |
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| July 5, 2024 |
Exhibit 10.1 THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY OTHER FEDERAL OR STATE REGULATORY AUTHORITY. THE SHARES BEING SOLD HEREBY ARE SPECULATIVE AND INVOLVE A HIGH DEGREE OF RISK. THE SALE PRICE WAS DETERMINED ARBITRARILY BY THE SELLERS AND BEARS NO RELATIONSHIP TO THE ASSETS, EARNINGS, BOOK VALUE, CURRENT OR FUTURE TRADING PRICE OF THE |
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| July 5, 2024 |
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): July 5, 2024 MARVION INC. (Exact name of registrant as specified in its charter) Nevada 000-53612 26-2723015 (State or other jurisdiction of Incorporation) (Commission File Number) (I |
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| May 20, 2024 |
Place of incorporation and kind of legal entity Exhibit 21 Subsidiaries Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/paid up share capital Effective interest held Marvion Holdings Limited (“MHL”) British Virgin Islands Investment holding 50,000 ordinary shares at par value of US$1 100% Marvion Private Limited (“MPL”) Singapore Corporate management and IT development i |
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| May 20, 2024 |
Table of Contents 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, 2024 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-53612 MARVION I |
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| May 15, 2024 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing (Amendment No. 0)* OMB Number 3235-0058 SEC File Number 000-53612 CUSIP Number 097824 106 (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, 2024 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F |
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| April 16, 2024 |
Place of incorporation and kind of legal entity Exhibit 21 Subsidiaries Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/paid up share capital Effective interest held Marvion Holdings Limited (“MHL”) British Virgin Islands Investment holding 50,000 ordinary shares at par value of US$1 100% Marvion Private Limited (“MPL”) Singapore Corporate management and IT development i |
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| April 16, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-53612 MARVION INC. (Exact name of registrant as |
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| April 16, 2024 |
Exhibit 4.2 Description of Registrant’s Securities The following description summarizes the material terms of our capital stock as of the date of this registration statement. Because it is only a summary, it does not contain all the information that may be important to you. For a complete description of our capital stock, you should refer to our Second Amended and Restated Articles of Incorporatio |
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| April 3, 2024 |
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 MARVION INC. (Name of Registrant as Specified In |
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| April 1, 2024 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing (Amendment No. 0)* OMB Number 3235-0058 SEC File Number 000-53612 CUSIP Number 097824 106 (Check one): X 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, 2023 Transition Report on Form 10-K Transition Report on Form 20-F Transition Re |
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| March 21, 2024 |
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: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [ ] Definitive Information Statement MARVION INC. (Name of Registrant as Specif |
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| November 20, 2023 |
Place of incorporation and kind of legal entity Exhibit 21 Subsidiaries Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/paid up share capital Effective interest held Marvion Holdings Limited (“MHL”) British Virgin Islands Investment holding 50,000 ordinary shares at par value of US$1 100% Marvion Private Limited (“MPL”) Singapore Corporate management and IT development i |
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| November 20, 2023 |
Table of Contents 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, 2023 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-53612 MARVI |
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| November 15, 2023 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing (Amendment No. 0)* OMB Number 3235-0058 SEC File Number 000-53612 CUSIP Number 097824 106 (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, 2023 Transition Report on Form 10-K Transition Report on Form 20-F Transition R |
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| September 21, 2023 |
EXHIBIT 24.1 POWER OF ATTORNEY Each person whose signature appears below constitutes and appoints Man Chung CHAN, his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution in each of them singly, for him or her and in his or her name, place and stead, and in any and all capacities, to sign any and all amendments (including post-effective amendments |
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| September 21, 2023 |
Calculation of Filing Fee Table EXHIBIT 107 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) MARVION INC. (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0.0001 par value per |
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| September 21, 2023 |
Marvion Inc. 2023 Incentive Stock Plan EXHIBIT 99.1 MARVION INC. 2023 STOCK INCENTIVE PLAN I. PURPOSE The purpose of this MARVION INC. 2023 STOCK INCENTIVE PLAN is to provide a means through which Marvion Inc., a Nevada corporation, and its Affiliates may attract highly-qualified persons to serve as Employees, Directors and Consultants of the Company and its Affiliates and to provide a means whereby those individuals, whose present and |
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| September 21, 2023 |
Registration No. [•] UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 MARVION INC. (Exact name of registrant as specified in its charter) Nevada 26-2723015 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification Number) 21st Floor, Centennial Tower, 3 Temasek Avenue, Singapor |
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| September 21, 2023 |
EXHIBIT 10.1 DATE: [DATE] (the “Effective Date”) (1) the Company (as defined in the Appendix) and (2) the Consultant (as defined in the Appendix) CONSULTANCY AGREEMENT 1 THIS AGREEMENT shall take effect on and from the Effective Date. BETWEEN: (1) the Company (as defined in the Appendix); and (2) the Consultant (as defined in the Appendix), (the Company and the Consultant are collectively referred |
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| August 7, 2023 |
Place of incorporation and kind of legal entity Exhibit 21 SUBSIDIARIES Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/paid up share capital Effective interest held Marvion Holdings Limited (“MHL”) British Virgin Islands Investment holding 50,000 ordinary shares at par value of US$1 100% Marvion Private Limited (“MPL”) Singapore Corporate management and IT development i |
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| August 7, 2023 |
Table of Contents 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, 2023 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from To Commission File Number 000-53612 MARVION IN |
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| May 15, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from To Commission File Number 000-5361 |
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| May 15, 2023 |
Place of incorporation and kind of legal entity EX-21 2 bonanzaex21.htm SUBSIDIARIES Exhibit 21 SUBSIDIARIES Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/paid up share capital Effective interest held Marvion Holdings Limited (“MHL”) British Virgin Islands Investment holding 50,000 ordinary shares at par value of US$1 100% Marvion Private Limited (“MPL”) Singapore Corp |
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| April 17, 2023 |
Place of incorporation and kind of legal entity EX-21 2 bonanzaex21.htm SUBSIDIARIES Exhibit 21 Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/paid up share capital Effective interest held Marvion Holdings Limited (“MHL”) British Virgin Islands Investment holding 50,000 ordinary shares at par value of US$1 100% Marvion Private Limited (“MPL”) Singapore Corporate managem |
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| April 17, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-53612 BONANZA GOLDFIELDS CORP. (Exact name of r |
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| March 31, 2023 |
United States Securities and Exchange Commission Washington, D.C. 20549 FORM 12b-25 Notification of Late Filing (Amendment No. 0)* OMB Number 3235-0058 SEC File Number 000-53612 CUSIP Number 097824106 (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, 2022 Transition Report on Form 10-K Transition Report on Form 20-F Transition Rep |
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| March 9, 2023 |
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 8, 2023 (March 3, 2023) BONANZA GOLDFIELDS CORP. (Exact name of registrant as specified in its charter) Nevada 000-53612 26-2723015 (State or other jurisdiction of Incorporation |
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| March 9, 2023 |
Exhibit 16.1 March 3, 2023 Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Commissioners, We have read Item 4.01 of Form 8-K of Bonanza Goldfields Corp.., which we understand will be filed with the Securities and Exchange Commission on or soon after March 3, 2023 in regard to its change in auditors. We agree with the statements made regarding our firm. We have no basis t |
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| December 9, 2022 |
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): December 9, 2022 (December 7, 2022) BONANZA GOLDFIELDS CORP. (Exact name of registrant as specified in its charter) Nevada 000-53612 26-2723015 (State or other jurisdiction of Incorpo |
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| November 9, 2022 |
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): November 8, 2022 BONANZA GOLDFIELDS CORP. (Exact name of registrant as specified in its charter) Nevada 000-53612 26-2723015 (State or other jurisdiction of Incorporation) (Commission |
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| November 9, 2022 |
EX-10.1 2 bonzex1001.htm TECHNICAL KNOWHOW LICENSE AND SERVICING AGREEMENT, DATED NOVEMBER 8, 2022, BY AND BETWEEN MARVION GROUP LIMITED AND DATACUBE RESEARCH CENTRE LIMITED Exhibit 10.1 TECHNICAL KNOWHOW LICENSE AND SERVICING AGREEMENT THIS Technical Knowhow License and Servicing Agreement (this “Agreement”) is made on the 8th of November 2022 (“Effective Date”) BETWEEN: (1) MARVION GROUP LIMITED |
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| October 28, 2022 |
Subsidiaries as of 30 September, 2022 Exhibit 21 SUBSIDIARIES Description of subsidiaries Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/paid up share capital Effective interest held Marvion Holdings Limited British Virgin Islands Investment holding 50,000 ordinary shares at par value of US$1 each 100% Marvion Private Limited Singapore Corporate management and |
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| October 28, 2022 |
Table of Contents 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, 2022 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from To Commission File Number 000-53612 BONAN |
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| October 28, 2022 |
Exhibit 10.7 TECHNICAL KNOWHOW LICENSE AND SERVICING AGREEMENT THIS Technical Knowhow License and Servicing Agreement (this “Agreement”) is made on the 1st of July 2022 (“Effective Date”) BETWEEN: (1) MARVION GROUP LIMITED (BVI company number: 2073752), a company incorporated in the British Virgin Islands, with registered address at OMC Chambers, Wickhams Cay 1, Road Town, Tortola, British Virgin |
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| October 25, 2022 |
EX-10.1 2 bonzex1001.htm SHARE SWAP AGREEMENT Exhibit 10.1 Date: See Effective Date (as defined in the Appendix) To: Party A (as defined in the Appendix) From: Party B (as defined in the Appendix) Dear Sirs, Share Swap — shares of the Target Company (as defined in the Appendix) in exchange for shares of the Proposing Company (as defined in the Appendix) to be made between Party A and Party B and a |
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| October 25, 2022 |
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): October 25, 2022 (October 25, 2022) BONANZA GOLDFIELDS CORP. (Exact name of registrant as specified in its charter) Nevada 000-53612 26-2723015 (State or other jurisdiction of Incorpo |
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| September 15, 2022 |
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): September 15, 2022 BONANZA GOLDFIELDS CORP. (Exact name of registrant as specified in its charter) Nevada 000-53612 26-2723015 (State or other jurisdiction of Incorporation) (Commissi |
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| August 11, 2022 |
Subsidiaries as of 30 June, 2022 Exhibit 21 SUBSIDIARIES Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/paid up share capital Effective interest held Marvion Holdings Limited British Virgin Islands Investment holding 50,000 ordinary shares at par value of US$1 each 100% Marvion Private Limited Singapore Corporate management and IT development in Singapore |
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| August 11, 2022 |
Table of Contents 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, 2022 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from To Commission File Number 000-53612 BONANZA GO |
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| August 11, 2022 |
Exhibit 10.6 THIS AGREEMENT shall take effect on and from the Effective Date (as defined in the Appendix). BY AND AMONGST: (1) the Company (as defined in the Appendix); (2) the Service Agent (as defined in the Appendix); and (The Company, and the Service Agent are collectively referred to as the "Parties", and each of them is referred to as the "Party"). WHEREAS: (A) The Company, has appointed the |
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| July 19, 2022 |
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 19, 2022 (July 19, 2022) BONANZA GOLDFIELDS CORP. (Exact name of registrant as specified in its charter) Nevada 000-53612 26-2723015 (State or other jurisdiction of Incorporation |
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| July 19, 2022 |
Director Agreement, dated August 26, 2021, by and Bonanza Goldfields Corp. and Tan Tee Soo. Exhibit 10.1 DATE: 26 August 2021 (the “Effective Date”) (1) the Company (as defined in the Appendix) and (2) the Director (as defined in the Appendix) DIRECTOR AGREEMENT 1 THIS AGREEMENT shall take effect on and from the Effective Date. BETWEEN: (1) the Company (as defined in the Appendix); and (2) the Director (as defined in the Appendix), (the Company and the Director are collectively referred |
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| May 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from To Commission File Number 000-5361 |
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| May 11, 2022 |
Subsidiaries as of 31 March, 2022 Exhibit 21 SUBSIDIARIES Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/paid up share capital Effective interest held Marvion Holdings Limited British Virgin Islands Investment holding 50,000 ordinary shares at par value of US$1 100% Marvion Private Limited Singapore Corporate management and IT development in Singapore 1,00 |
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| May 11, 2022 |
Exhibit 10.5 INTELLECTUAL PROPERTY SALE AND PURCHASE AGREEMENT THIS INTELLECTUAL PROPERTY SALE AND PURCHASE AGREEMENT (the ?Agreement?) is entered into with effect from the Effective Date between the Vendor, EURO AMAZING LIMITED (a company incorporated in Hong Kong with Company Number: 2735467 and having its registered office at Room 806, 8/F, World Interests Building, 8 Tsun Yip Lane, Kwun Tong) |
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| May 9, 2022 |
CORRESP 1 filename1.htm CHEN-DRAKE LAW 8491 Sunset Blvd., Suite 368 W. Hollywood, CA 90069 (310) 358-0104 (t); 888-896-7763 (f) May 9, 2022 VIA E-MAIL Division of Corporation Finance Office of Trade & Services United States Securities and Exchange Commission Washington, D.C. 20549 Attention: James Giug liano Theresa Brillant Taylor Beech Mara Ransom Re: Bonanza Goldfields Corp. Amendment No. 6 to |
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| May 9, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 7 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 BONANZA GOLDFIELDS CORP. (Exact Name of Registrant as Specified in its Charter) Nevada 26-2723015 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Org |
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| April 22, 2022 |
10-12G/A 1 bonanza1012ga6.htm AMENDMENT NO. 6 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 6 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 BONANZA GOLDFIELDS CORP. (Exact Name of Registrant as Specified in its Charter) Nevada 26-2723015 (State or Other Jurisdi |
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| April 22, 2022 |
CHEN-DRAKE LAW 8491 Sunset Blvd., Suite 368 W. Hollywood, CA 90069 (310) 358-0104 (t); 888-896-7763 (f) April 22, 2022 VIA E-MAIL Division of Corporation Finance Office of Trade & Services United States Securities and Exchange Commission Washington, D.C. 20549 Attention: James Giugliano Theresa Brillant Taylor Beech Mara Ransom Re: Bonanza Goldfields Corp. Amendment No. 5 to Registration Statement |
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| April 21, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 2 FORM 10-K/A ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-53612 BONANZA GOLDFIELDS CORP. (Exact name of r |
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| April 8, 2022 |
10-K/A 1 bonanzai10ka1-123121.htm AMENDMENT NO. 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 1 FORM 10-K/A ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 0 |
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| April 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ☐ TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from To Commission File Number 000- |
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| April 7, 2022 |
Place of incorporation and kind of legal entity EX-21 2 bonanzaex2100.htm SUBSIDIARIES Exhibit 21 SUBSIDIARIES Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/paid up share capital Effective interest held Marvion Holdings Limited British Virgin Islands Investment holding 50,000 ordinary shares at par value of US$1 100% Marvion Private Limited Singapore Corporate manageme |
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| April 6, 2022 |
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): 6 April, 2022 BONANZA GOLDFIELDS CORP. (Exact name of registrant as specified in its charter) Nevada 000-53612 26-2723015 (State or other jurisdiction of Incorporation) (Commission Fi |
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| April 6, 2022 |
Exhibit 10.2 EQUITY PURCHASE AGREEMENT THIS EQUITY PURCHASE AGREEMENT (this ?Agreement?) is entered into as of April 1, 2022 (the ?Execution Date?), by and between Bonanza Goldfields Corp., a Nevada corporation (the ?Company?), and Williamsburg Venture Holdings, LLC, a Nevada limited liability company (the ?Investor?). RECITALS WHEREAS, the parties desire that, upon the terms and subject to the co |
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| April 6, 2022 |
EX-10.1 2 bonzex1001.htm REGISTRATION RIGHTS AGREEMENT Exhibit 10.1 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 1, 2022 (the “Execution Date”), is entered into by and between Bonanza Goldfields Corp., a Nevada corporation (the “Company”), and Williamsburg Venture Holdings, LLC, a Nevada limited liability company (together with its permitted ass |
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| April 1, 2022 |
10-12G/A 1 bonanza1012ga5.htm FORM 10 AMENDMENT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 5 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 BONANZA GOLDFIELDS CORP. (Exact Name of Registrant as Specified in its Charter) Nevada 26-2723015 (State or Other Juris |
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| April 1, 2022 |
CHEN-DRAKE LAW 8491 Sunset Blvd., Suite 368 W. Hollywood, CA 90069 (310) 358-0104 (t); 888-896-7763 (f) April 1, 2022 VIA E-MAIL Division of Corporation Finance Office of Trade & Services United States Securities and Exchange Commission Washington, D.C. 20549 Attention: James Giugliano Theresa Brillant Taylor Beech Mara Ransom Re: Bonanza Goldfields Corp. Amendment No. 4 to Registration Statement |
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| March 31, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 000-53612 BONANZA GOLDFIELDS CORP. (Exact name of r |
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| March 31, 2022 |
Place of incorporation and kind of legal entity EX-21 3 bonanzaex21.htm SUBSIDIARIES Exhibit 21 SUBSIDIARIES Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/paid up share capital Effective interest Held Marvion Holdings Limited British Virgin Islands Investment holding 50,000 ordinary shares at par value of US$1 100% Marvion Private Limited Singapore Corporate management |
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| March 31, 2022 |
Amended and Restated Certificate of Designation, Preferences and Rights of Series B Preferred Stock Exhibit 3.2 Business Entity - Filing Acknowledgement 11/22/2021 Work Order Item Number: Filing Number: Filing Type: Filing Date/Time: Filing Page(s): W2021112200218 - 1730067 20211908425 Amended Certification of Stock Designation After Issuance of Class/Series 11/19/2021 2:15:00 PM 2 Indexed Entity Information: Entity ID: E0146042008 - 1 Entity Status: Active Entity Name: BONANZA GOLDFIELDS CORP. |
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| March 3, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 BONANZA GOLDFIELDS CORP. (Exact Name of Registrant as Specified in its Charter) Nevada 26-2723015 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Org |
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| March 3, 2022 |
CHEN-DRAKE LAW 8491 Sunset Blvd., Suite 368 W. Hollywood, CA 90069 (310) 358-0104 (t); 888-896-7763 (f) March 3, 2022 VIA E-MAIL Division of Corporation Finance Office of Trade & Services United States Securities and Exchange Commission Washington, D.C. 20549 Attention: James Giugliano Theresa Brillant Taylor Beech Mara Ransom Re: Bonanza Goldfields Corp. Amendment No. 3 to Registration Statement |
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| February 7, 2022 |
10-12G/A 1 bonanza1012ga3.htm FORM 10 AMENDMENT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 3 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 BONANZA GOLDFIELDS CORP. (Exact Name of Registrant as Specified in its Charter) Nevada 26-2723015 (State or Other Juris |
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| February 7, 2022 |
CHEN-DRAKE LAW 8491 Sunset Blvd., Suite 368 W. Hollywood, CA 90069 (310) 358-0104 (t); 888-896-7763 (f) February 7, 2022 VIA E-MAIL Division of Corporation Finance Office of Trade & Services United States Securities and Exchange Commission Washington, D.C. 20549 Attention: James Giugliano Theresa Brillant Taylor Beech Mara Ransom Re: Bonanza Goldfields Corp. Amendment No. 2 to Registration Stateme |
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| January 21, 2022 |
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)) [X] Definitive Information Statement BONANZA GOLDFIELDS CORP. (Name of Registra |
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| January 12, 2022 |
PRE 14C 1 bonanzapre14c.htm PRELIMINARY INFORMATION PROXY 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: [X] Preliminary Information Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) [ ] Definitive Inform |
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| January 7, 2022 |
10-12G/A 1 bonanza1012ga2.htm FORM 10 AMENDMENT Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 2 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 BONANZA GOLDFIELDS CORP. (Exact Name of Registrant as Specified in its Charter) Nevada 26-2723015 (State or Other Juris |
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| January 7, 2022 |
CORRESP 1 filename1.htm CHEN-DRAKE LAW 8491 Sunset Blvd., Suite 368 W. Hollywood, CA 90069 (310) 358-0104 (t); 888-896-7763 (f) January 7, 2022 VIA E-MAIL Division of Corporation Finance Office of Trade & Services United States Securities and Exchange Commission Washington, D.C. 20549 Attention: James Giugliano Theresa Brillant Taylor Beech Mara Ransom Re: Bonanza Goldfields Corp. Amendment No. 1 |
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| December 14, 2021 |
Amended and Restated Certificate of Designation, Preferences and Rights of Series B Preferred Stock EX-3.2 2 bonanzaex0302.htm CERTIFICATE OF AMENDMENT Exhibit 3.2 Business Entity - Filing Acknowledgement 11/22/2021 Work Order Item Number: Filing Number: Filing Type: Filing Date/Time: Filing Page(s): W2021112200218 - 1730067 20211908425 Amended Certification of Stock Designation After Issuance of Class/Series 11/19/2021 2:15:00 PM 2 Indexed Entity Information: Entity ID: E0146042008 - 1 Entity S |
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| December 14, 2021 |
CORRESP 1 filename1.htm CHEN-DRAKE LAW 8491 Sunset Blvd., Suite 368 W. Hollywood, CA 90069 (310) 358-0104 (t); 888-896-7763 (f) December 14, 2021 VIA E-MAIL Division of Corporation Finance Office of Trade & Services United States Securities and Exchange Commission Washington, D.C. 20549 Attention: James Giugliano Theresa Brillant Taylor Beech Mara Ransom Re: Bonanza Goldfields Corp. Registration S |
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| December 14, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 TO FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 BONANZA GOLDFIELDS CORP. (Exact Name of Registrant as Specified in its Charter) Nevada 26-2723015 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Org |
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| October 26, 2021 |
Bylaws Bonanza Goldfields Corp. EX-3.2 3 bonanza-ex0302.htm BYLAWS Exhibit 3.2 Bylaws of Bonanza Goldfields Corp. ARTICLE I. DIRECTORS Section 1. Function. All corporate powers shall be exercised by or under the authority of the Board of Directors. The business and affairs of the Corporation shall be managed under the direction of the Board of Directors. Directors must be natural persons who are at least 18 years of age but need |
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| October 26, 2021 |
Exhibit 10.1 THIS SHARE EXCHANGE AGREEMENT (the ?Agreement?), is VERSION 2021001 to be incorporated by reference by the parties as set forth in the relevant confirmation (the ?Confirmation?). W I T N E S E T H: A. The Seller (as defined in the Confirmation) owns all of the issued and outstanding equity securities of the Underlying Asset defined in the Confirmation (the ?Shares?) as set forth again |
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| October 26, 2021 |
Specimen certificate evidencing shares of Common Stock Exhibit 4.1 |
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| October 26, 2021 |
Restated Articles of Incorporation Exhibit 3.1 Certified Copy 08/19/2021 11:04:20 AM W2021081900834 - 1530832 Work Order Number: Reference Number: Through Date: Corporate Name: 20211690374 08/19/2021 11:04:20 AM BONANZA GOLDFIELDS CORP. The undersigned filing officer hereby certifies that the attached copies are true and exact copies of all requested statements and related subsequent documentation filed with the Secretary of State? |
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| October 26, 2021 |
EX-10.2 6 bonanzaex1002.htm CONFIRMATION Exhibit 10.2 This Confirmation is dated the Signing Date (as defined below) and made between the Parties (as defined below) and constitutes a confirmation as described in the Share Exchange Agreement VERSION 2021001 (the “Master Agreement”), which is hereby incorporated into this Confirmation by reference and shall be read together with this Confirmation to |
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| October 26, 2021 |
EX-21 7 bonanzaex2100.htm SUBSIDIARIES Exhibit 21 SUBSIDIARIES Name Place of incorporation and kind of legal entity Principal activities and place of operation Particulars of registered/paid up share capital Effective interest held Marvion Holdings Limited British Virgin Islands Investment holding 50,000 ordinary shares at par value of US$1 100% Marvion Private Limited Singapore Corporate manageme |
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| October 26, 2021 |
10-12G 1 bonanzaform1012g.htm FORM 10-12G Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10 GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 BONANZA GOLDFIELDS CORP. (Exact Name of Registrant as Specified in its Charter) Nevada 26-2723015 (State or Other Jurisdiction of (I.R.S. Employ |
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| October 6, 2017 |
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 and Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2017 BONANZA GOLDFIELDS CORP. (Exact name of Registrant as specified in its charter) Nevada 000-53612 26-2723015 (State or other jurisdiction of incorporation) (Commis |
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| February 9, 2017 |
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 000-53612 Bonanza Goldfields Corp. (Exact name of registrant as specified in |
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| February 14, 2014 |
OMB APPROVAL OMB Number: 3235-0058 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| January 24, 2014 |
Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 01)* Bonanza Goldfield Corporation (Name of Issuer) Common stock, $0.0001 par value (Title of Class of Securities) 097824106 (CUSIP Number) January 24, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to des |
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| December 17, 2013 |
U.S. 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 15, 2013 Commission File No. 000-53612 Bonanza Goldfields Corporation (Name of small business issuer as specified in its charter) Nevada 26-2723015 State of Incorporation IRS Employer I |
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| November 14, 2013 |
Quarterly Report - QUARTERLY REPORT 10-Q 1 bonz10q.htm QUARTERLY REPORT U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q (Mark One) þ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2013 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commission |
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| October 15, 2013 |
10-K 1 bonz10k.htm ANNUAL REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended June 30, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number |
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| September 30, 2013 |
OMB APPROVAL OMB Number: 3235-0058 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| September 26, 2013 |
EXHIBIT 10.17 AMENDED AND RESTATED ASSET PURCHASE AGREEMENT By and Among Bonanza Goldfields Corporation (“Seller”) and Gunner Gold, LLC (“Buyer”) Dated September 20, 2013 TABLE OF CONTENTS Page No. Recitals 1 1. Purchase and Sale of Assets 1 1.1 Sale of Acquired Assets 1 1.2 Purchase Price 2 1.3 Risk of Loss 2 2. Obligations and Liabilities 2 3. Buyer’s Pre-Closing Due Diligence Disclosures to Sel |
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| September 26, 2013 |
Entry into a Material Definitive Agreement - CURRENT REPORT U.S. 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) September 26, 2013 Commission File No. 000-53612 Bonanza Goldfields Corporation (Name of small business issuer as specified in its charter) Nevada 26-2723015 State of Incorporation IRS Employ |
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| August 2, 2013 |
EXHIBIT 10.17 ASSET PURCHASE AGREEMENT By and Among Bonanza Goldfields Corporation (“Seller”) and Gunner Gold, LLC (“Buyer”) Dated July 29, 2013 TABLE OF CONTENTS Recitals Page No. 1. Purchase and Sale of Assets 1 1.1 Sale of Acquired Assets 1 1.2 Purchase Price 1 1.3 Risk of Loss 1 2. Obligations and Liabilities 1 3. Buyer’s Pre-Closing Due Diligence Disclosures to Seller 2 3.1 Buyer’s Organizati |
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| August 2, 2013 |
Entry into a Material Definitive Agreement 8-K 1 bonz8k.htm CURRENT REPORT U.S. 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 1, 2013 Commission File No. 000-53612 Bonanza Goldfields Corporation (Name of small business issuer as specified in its charter) Nevada 26-2723015 State o |
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| July 19, 2013 |
SETTLEMENT AND MUTUAL RELEASE AGREEMENT EX-10.17 7 bonz1017.htm SETTLEMENT AND MUTUAL RELEASE AGREEMENT EXHIBIT 10.17 SETTLEMENT AND MUTUAL RELEASE AGREEMENT This Settlement and Mutual Release Agreement (“Agreement”) is entered into by and between Bonanza Goldfields Corp. (collectively referred to as the “Company”) and David Janney (“DJ”), and is effective as of the last date of execution set forth below. The aforementioned individual a |
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| July 19, 2013 |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Exhibit 16.1 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM To the Board of Directors and Stockholders of Bonanza Goldfields Corporation (An Exploration Stage Company) Phoenix, Arizona We have audited the accompanying balance sheets of Bonanza Goldfields Corporation (an exploration stage company) as of June 30, 2010 and June 18, 2009, and the related statements of operations, stockholders |
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| July 19, 2013 |
Exhibit 10.19 |
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| July 19, 2013 |
Exhibit 10.18 |
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| July 19, 2013 |
Bylaws Bonanza Goldfields Corp. ARTICLE I. DIRECTORS Exhibit 3.2 Bylaws of Bonanza Goldfields Corp. ARTICLE I. DIRECTORS Section 1. Function. All corporate powers shall be exercised by or under the authority of the Board of Directors. The business and affairs of the Corporation shall be managed under the directs on of the Board of Directors. Directors must be natural persons who are at least 18 years of age but need not be shareholders of the Corpor |
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| July 19, 2013 |
SETTLEMENT AGREEMENT AND MUTUAL RELEASE Exhibit 10.14 MODIFICATION OF SETTLEMENT AGREEMENT AND MUTUAL RELEASE THIS MODIFICATON OF SETTLEMENT AGREEMENT AND MUTAUL RELEASE (“Agreement”) is entered into this 13th day of February, 2013, by and between Bonanza Goldfields Corporation, a Nevada corporation, whose address is 2415 East Camelback Road, Suite 700, Phoenix, AZ 85016, (“Bonanza”), David Janney, whose address is 1311 Heron Run Drive, |
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| July 19, 2013 |
LEASE AGREEMENT WITH OPTION TO PURCHASE EX-10.13 3 bonz1013.htm LEASE AGREEMENT Exhibit 10.13 LEASE AGREEMENT WITH OPTION TO PURCHASE This LEASE AGREEMENT WITH OPTION TO PURCHASE (the “Agreement”) is effective October 15, 2012 (the “Effective Date”), BETWEEN: Judgetown LLC, a Limited Liability Company registered in Arizona, (collectively hereinafter the "Lessors"), Jubal Ahlstrom and Rick Thomas, who are equal partners in Judgetown LLC. |
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| July 19, 2013 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q A2 U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q A2 (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended December 31, 2012 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commission File No. 000-53612 Bonanza Goldfi |
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| July 19, 2013 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-QA NO. 2 U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-QA NO. 2 (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2012 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commission File No. 000-53612 Bonanza G |
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| July 19, 2013 |
Regulation FD Disclosure, Entry into a Material Definitive Agreement - AMENDMENT NO. 1 U.S. 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) October 1, 2012 Commission File No. 000-53612 Bonanza Goldfields Corporation (Name of small business issuer as specified in its charter) Nevada 26-2723015 State of Incorporation IRS Employer |
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| July 19, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K A No. 3 ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended June 30, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number: 000-53612 Bonanza Goldf |
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| July 19, 2013 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q /A Amendment No. 1 U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q /A Amendment No. 1 (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2013 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commission File No. 000-53612 B |
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| July 19, 2013 |
SETTLEMENT AND MUTUAL RELEASE AGREEMENT Exhibit 10.15 SETTLEMENT AND MUTUAL RELEASE AGREEMENT This Settlement and Mutual Release Agreement (“Agreement”) is entered into by and between Bonanza Goldfields Corp. (the “Company”) and Scott Geisler (“SG”), and is effective as of the last date of execution set forth below. The aforementioned individual and entities may be referred to collectively as the “Parties”. WHEREAS. SG has resigned as a |
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| July 19, 2013 |
EXHIBIT 10.11 THIS NOTE MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE ALIENATED OR ENCUMBERED WITHOUT THE PRIOR WRITTEN CONSENT OF THE BORROWER. $750,000.00 State of Utah October 1, 2012 BUYER NOTE FOR VALUE RECEIVED, Tonaquint, Inc., a Utah corporation (the “Borrower”), hereby promises to pay to Bonanza Goldfields Corp., a Nevada corporation (the “Lender,” and togethe |
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| July 19, 2013 |
EX-10.16 6 bonz1016.htm ESCROW AGREEMENT Exhibit 10.16 ESCROW AGREEMENT ESCROW AGREEMENT, made this 12th day of September, 2012, by and among Bonanza Goldfields Corporation, a Nevada corporation, and Choice Capital Group, a division of U.S. Telechoice, Inc., a Colorado corporation and Online Transfer (the "Escrow Agent"). WHEREAS, CCG is an intermediary and transaction facilitator and Bonanza is i |
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| July 10, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. n/a )* Bonanza Goldfields Corporation (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securities) 097824106 (CUSIP Number) June 24, 2013 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design |
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| June 12, 2013 |
Regulation FD Disclosure, Entry into a Material Definitive Agreement - AMENDMENT NO. 1 U.S. 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) October 1, 2012 Commission File No. 000-53612 Bonanza Goldfields Corporation (Name of small business issuer as specified in its charter) Nevada 26-2723015 State of Incorporation IRS Employer |
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| June 12, 2013 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q A 10-Q/A 1 bonz10qa.htm AMENDMENT NO. 1 U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q A (Mark One) þ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended December 31, 2012 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commiss |
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| June 12, 2013 |
EXHIBIT 10.11 |
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| June 12, 2013 |
EXHIBIT 10.1 Securities Purchase Agreement This Securities Purchase Agreement, dated as of October 1, 2012 (this “Agreement”), is entered into by and between Bonanza Goldfields Corp., a Nevada corporation (the “Company”), and Tonaquint, Inc., a Utah corporation, its successors and/or assigns (“Buyer”). RECITALS: A. The Company and the Buyer are executing and delivering this Agreement in reliance u |
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| June 12, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K A No. 3 þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended June 30, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number: 000-53612 Bonanza Goldf |
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| June 12, 2013 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-QA U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-QA (Mark One) þ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2012 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commission File No. 000-53612 Bonanza Goldfie |
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| June 5, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K A ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended June 30, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number: 000-53612 Bonanza Goldfields |
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| May 20, 2013 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q 10-Q 1 bonz10q.htm QUARTERLY REPORT U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q (Mark One) þ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2013 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commission Fil |
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| May 20, 2013 |
Exhibit 10.14 1 2 |
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| May 20, 2013 |
Exhibit 3.2 1 2 3 4 5 6 7 8 9 |
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| May 20, 2013 |
Exhibit 10.16 1 2 3 4 5 6 |
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| May 20, 2013 |
Exhibit 10.13 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 |
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| May 20, 2013 |
EX-10.15 5 bonzex1015.htm SETTLEMENT AND MUTUAL RELEASE Exhibit 10.15 1 2 3 4 |
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| May 15, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K þ Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 31, 2013 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 |
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| February 14, 2013 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q 10-Q 1 bonz10q.htm QUARTERLY REPORT U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q (Mark One) þ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended December 31, 2012 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commission |
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| February 4, 2013 |
[Bonanza Letterhead] February 4, 2013 VIA EDGAR Securities and Exchange Commission Division of Corporate Finance 100 F Street N. |
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| November 20, 2012 |
Registration Statement - REGISTRATION STATEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Bonanza Goldfields Corporation (Exact name of registrant as specified in its charter) Nevada 1000 41-2252162 (State or other jurisdiction of (Primary Standard Industrial (I.R.S. Employer Identification No.) Incorporation or organization) Classification Code Numbe |
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| November 15, 2012 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q/A U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q/A (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2012 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commission File No. 000-53612 Bonanza Goldfi |
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| November 14, 2012 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2012 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from through Commission File No. 000-53612 Bonanza Goldfields Corp. |
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| October 12, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended June 30, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number: 000-53612 B |
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| October 5, 2012 |
EXHIBIT 10.7 THIS NOTE MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE ALIENATED OR ENCUMBERED WITHOUT THE PRIOR WRITTEN CONSENT OF THE BORROWER. $400,000.00 State of Utah October 1, 2012 BUYERMORTGAGE NOTE #3 FOR VALUE RECEIVED, Tonaquint, Inc., a Utah corporation(the “Borrower”), hereby promises to pay to Bonanza Goldfields Corp., a Nevada corporation(the “Lender,” and |
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| October 5, 2012 |
Bonanza Goldfields to Initiate Gold Mining Operations Due to New Financing Agreement EXHIBIT 99.1 Bonanza Goldfields to Initiate Gold Mining Operations Due to New Financing Agreement PHOENIX, AZ-(Marketwire - Oct 2, 2012) - Today Bonanza Goldfields Corp. (PINKSHEETS : BONZ ) announces plans to initiate mining operations in the 4th quarter of this calendar year as a result of securing a $1.66M Financing Agreement with Tonaquint Inc., a Utah corporation. "We are extremely pleased as |
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| October 5, 2012 |
EXHIBIT 10.2 THIS NOTE MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE ALIENATED OR ENCUMBERED WITHOUT THE PRIOR WRITTEN CONSENT OF THE BORROWER. $750,000.00 State of Utah October 1, 2012 BUYER NOTE FOR VALUE RECEIVED, Tonaquint, Inc., a Utah corporation (the “Borrower”), hereby promises to pay to Bonanza Goldfields Corp., a Nevada corporation (the “Lender,” and together |
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| October 5, 2012 |
EXHIBIT 10.1 Securities Purchase Agreement This Securities Purchase Agreement, dated as of October 1, 2012 (this “Agreement”), is entered into by and between Bonanza Goldfields Corp., a Nevada corporation (the “Company”), and Tonaquint, Inc., a Utah corporation, its successors and/or assigns (“Buyer”). RECITALS: A. The Company and the Buyer are executing and delivering this Agreement in reliance u |
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| October 5, 2012 |
Regulation FD Disclosure, Entry into a Material Definitive Agreement - CURRENT REPORT U.S. 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 1, 2012 Commission File No. 000-53612 Bonanza Goldfields Corporation (Name of small business issuer as specified in its charter) Nevada 26-2723015 State of Incorporation IRS Employer Id |
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| October 5, 2012 |
EXHIBIT 10.8 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”), dated as of October 1, 2012, is made by and between Bonanza Goldfields Corp., a Nevada corporation located at 2415 East Camelback Road, Suite 700, Phoenix, AZ 85016 (the “Company”), and Tonaquint, Inc., a Utah corporation with offices at 303 East Wacker Drive, Suite 1200, Chicago, Illinois 60601 (the |
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| October 5, 2012 |
BONANZA GOLDFIELDS CORP. WARRANT TO PURCHASE SHARES OF COMMON STOCK EXHIBIT 4.2 THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON STOCK ISSUABLE UPON EXERCISE OF THIS WARRANT MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT UNDER SUCH ACT AND ANY APPLICABLE STATE |
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| October 5, 2012 |
EXHIBIT 10.3 After Recording Return To: Above Space for Recorder’s use only MORTGAGE THIS MORTGAGE is given as of October 1, 2012, by Tonaquint, Inc., a Utah corporation, with an office at 303 East Wacker Drive, Suite 1200, Chicago, Illinois 60601 (“Mortgagor”), in favor of Bonanza Goldfields Corp., a Nevada corporation, with its principal office at 2415 East Camelback Road, Suite 700, Phoenix, AZ |
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| October 5, 2012 |
EXHIBIT 10.9 SECURITY AGREEMENT This Security Agreement (this “Security Agreement”), dated as of October 1, 2012, is executed by Bonanza Goldfields Corp., a Nevada corporation (“Debtor”), in favor of Tonaquint, Inc., a Utah corporation (“Secured Party”). A. Debtor has issued to Secured Party a certain Secured Convertible Promissory Note of even date herewith in the face amount of $1,660,000.00 (th |
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| October 5, 2012 |
EXHIBIT 4.1 Bonanza Goldfields Corp. Secured Convertible Promissory Note Issuance Date: October 1, 2012 U.S. $1,660,000.00 FOR VALUE RECEIVED, Bonanza Goldfields Corp., a Nevada corporation (the “Company”), hereby promises to pay to the order of Tonaquint, Inc., a Utah corporation, or its registered assigns (the “Holder”), the initial principal sum of $1,660,000.00 (the “OriginalPrincipal Amount”) |
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| October 5, 2012 |
EXHIBIT 10.5 THIS NOTE MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE ALIENATED OR ENCUMBERED WITHOUT THE PRIOR WRITTEN CONSENT OF THE BORROWER. $50,000.00 State of Utah October 1, 2012 BUYERMORTGAGE NOTE #1 FOR VALUE RECEIVED, Tonaquint, Inc., a Utah corporation(the “Borrower”), hereby promises to pay to Bonanza Goldfields Corp., a Nevada corporation(the “Lender,” and |
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| October 5, 2012 |
EXHIBIT 10.4 ESCROW AGREEMENT THIS ESCROW AGREEMENT (this “Agreement”) is made and entered into as of October 1, 2012 by and among (a) Tonaquint, Inc., a Utah corporation (“Borrower”), (b) Bonanza Goldfields Corp., a Nevada corporation (“Lender”), and (c) Griffiths & Turner / GT Title Services, Inc., a Utah corporation (“Escrow Agent”). RECITALS A. Borrower has issued to Lender three certain Buyer |
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| October 5, 2012 |
ANNEX V ALLOCATION OF PURCHASE PRICE Exhibit 10.10 ANNEX V ALLOCATION OF PURCHASE PRICE Tranche Purchase Price Tranche #1 Initial Cash Purchase Price Tranche #2 Buyer Mortgage Note #1 Tranche #3 Buyer Mortgage Note #2 Tranche #4 Buyer Mortgage Note #3 Tranche #5 Buyer Note 1 After Recording Return To: Tonaquint, Inc. 303 East Wacker Drive, Suite 1200 Chicago, Illinois 60601 Attn: John M. Fife Above Space for Recorder’s use only RELEA |
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| October 5, 2012 |
EXHIBIT 10.6 THIS NOTE MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED, HYPOTHECATED OR OTHERWISE ALIENATED OR ENCUMBERED WITHOUT THE PRIOR WRITTEN CONSENT OF THE BORROWER. $150,000.00 State of Utah October 1, 2012 BUYER MORTGAGE NOTE #2 FOR VALUE RECEIVED, Tonaquint, Inc., a Utah corporation (the “Borrower”), hereby promises to pay to Bonanza Goldfields Corp., a Nevada corporation (the “Lender,” |
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| September 28, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended June 30, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number: 000-53612 Bonanza Goldfields Co |
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| July 25, 2012 |
EXHIBIT 99.1 |
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| July 25, 2012 |
EXHIBIT 99.2 |
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| July 25, 2012 |
8-K 1 bonz8k.htm CURRENT REPORT U.S. 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 20, 2012 Commission File No. 000-53612 Bonanza Goldfields Corporation (Name of small business issuer as specified in its charter) Nevada 26-2723015 State of |
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| June 26, 2012 |
8-K 1 bonz8k.htm CURRENT REPORT U.S. 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 20, 2012 Commission File No. 000-53612 Bonanza Goldfields Corporation (Name of small business issuer as specified in its charter) Nevada 26-2723015 State of |
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| June 12, 2012 |
June 12, 2012 VIA EDGAR Raj Rajan United States Securities and Exchange Commission Division of Corporate Finance 100 F Street, N. |
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| June 11, 2012 |
U.S. 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 1, 2012 Commission File No. 000-53612 Bonanza Goldfields Corporation (Name of small business issuer as specified in its charter) Nevada 26-2723015 State of Incorporation IRS Employer Ident |
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| May 18, 2012 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q/A Amendment No.1 (Mark One) þ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2011 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commission File No. 000-53612 |
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| May 18, 2012 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) o Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2012 ? Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commission File No. 000-53612 |
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| May 18, 2012 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended December 31, 2011 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commission File No. 000-53612 |
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| May 15, 2012 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q (Mark One) U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q (Mark One) o Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2012 þ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commission File No. 000-53612 Bonanza Goldfields C |
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| May 15, 2012 |
Exhibit 10.3 1 2 3 4 5 6 7 8 9 10 11 12 |
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| May 15, 2012 |
Exhibit 10.2 1 2 3 4 5 6 7 8 |
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| April 12, 2012 |
U.S. 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 6, 2012 Commission File No. 000-53612 Bonanza Goldfields Corporation (Name of small business issuer as specified in its charter) Nevada 26-2723015 State of Incorporation IRS Employer Iden |
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| March 22, 2012 |
10-Q 1 bonz10q.htm QUARTERLY REPORT U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q (Mark One) þ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended December 31, 2011 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commission |
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| March 14, 2012 |
EX-10.1 2 bonzex101.htm AGREEMENT Exhibit 10.1 Gold Explorations LLC • 1583 Downs Drive • Minden, Nevada • 89423-9087 • AGREEMENT Agreement is made this 28th day of July 2009, between Gold Explorations LLC, whose address is, 1583 Downs Drive, Minden, Nevada 89423-9087 and Bonanza Goldfields Corp., whose address is, 1224 Washington Avenue, Miami Beach, Florida 33139. Gold Explorations LLC shall pro |
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| March 14, 2012 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q (Mark One) ? Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2011 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commission File No. 000-53612 Bonanza Goldfiel |
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| December 30, 2011 |
PRELIMINARY GEOLOGIC REPORT ON THE TARANTULA/HULL PROJECT MARTINEZ (CONGRESS) MINING DISTRICT, YAVAPAI COUNTY, ARIZONA Prepared For: Bonanza Goldfields Corporation 2415 E. |
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| December 30, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year 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 N/A to N/A Commission File Number: 000-53612 Bonanza Goldfields Co |
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| November 29, 2011 |
EXHIBIT 99.1 |
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| November 29, 2011 |
Financial Statements and Exhibits, Other Events 8-K 1 bonz8k.htm CURRENT REPORT U.S. 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) November 15, 2011 Commission File No. 000-53612 Bonanza Goldfields Corporation (Name of small business issuer as specified in its charter) Nevada 26-2723015 Stat |
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| November 15, 2011 |
NT 10-Q 1 bonznt10q.htm LATE FILING NOTICE UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K þ Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: September 30, 2011 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition R |
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| October 28, 2011 |
EX-10.1 2 bonzex101.htm LETTER AGREEMENT WITH PEN-MUN FOO Exhibit 10.1 Letter Agreement with Pen-Mun Foo October 25, 2011 I, Peng Mun Foo, hereby accept my position with Bonanza Goldfields Corporation as Interim CFO. As Interim CFO, I understand my duty to assist Bonanza Goldfields in: 1) Completing Quarterly (10Q) and Yearly (10K) filings. 2) Preparing financial metrics and comparisons used in ma |
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| October 28, 2011 |
8-K 1 bonz8k.htm CURRENT REPORT U.S. 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 24, 2011 Commission File No. 000-53612 Bonanza Goldfields Corporation (Name of small business issuer as specified in its charter) Nevada 26-2723015 State |
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| October 28, 2011 |
U.S. 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) October 24, 2011 Commission File No. 000-53612 Bonanza Goldfields Corporation (Name of small business issuer as specified in its charter) Nevada 26-2723015 State of Incorporation IRS Employer |
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| October 28, 2011 |
EX-10.1 2 bonzex101.htm LETTER AGREEMENT WITH PEN-MUN FOO Exhibit 10.1 Letter Agreement with Pen-Mun Foo October 25, 2011 I, Peng Mun Foo, hereby accept my position with Bonanza Goldfields Corporation as Interim CFO. As Interim CFO, I understand my duty to assist Bonanza Goldfields in: 1) Completing Quarterly (10Q) and Yearly (10K) filings. 2) Preparing financial metrics and comparisons used in ma |
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| September 28, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): ? Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 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 1 |
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| September 2, 2011 |
8-K 1 bonz8k.htm CURRENT REPORT U.S. 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 25, 2011 Commission File No. 000-53612 Bonanza Goldfields Corporation (Name of small business issuer as specified in its charter) Nevada 26-2723015 State |
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| September 2, 2011 |
EX-99.1 2 bonzex991.htm STOCK PURCHASE AGREEMENT Exhibit 99.1 STOCK PURCHASE AGREEMENT THE STOCK PURCHASE AGREEMENT (“Agreement”) is made and entered into in duplicate this 25th day of August, 2011, by and between Global Mineral Corp. (“Seller”) and Bonanza Goldfields Corp. (“Purchaser”). RECITALS A. The Seller is the owner of Global Mineral Corp. (20,000,000 Million) of shares of common stock (“S |
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| September 1, 2011 |
U.S. 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 29, 2011 Commission File No. 000-53612 Bonanza Goldfields Corporation (Name of small business issuer as specified in its charter) Nevada 26-2723015 State of Incorporation IRS Employer Id |
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| September 1, 2011 |
Bonanza Goldfields President and CEO Stepping Down, Citing Personal Reasons Exhibit 99.1 Bonanza Goldfields President and CEO Stepping Down, Citing Personal Reasons PHOENIX, AZ, Aug 29, 2011 (MARKETWIRE via COMTEX) - Bonanza Goldfields Corp. (PINKSHEETS: BONZ) ("Bonanza" or the "Company") today announced David Janney has decided to step down as President effective immediately, citing personal reasons. Mr. Janney will step down from his CEO position once Bonanza's year end |
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| July 8, 2011 |
Material Modification to Rights of Security Holders, 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): July 6, 2011 BONANZA GOLDFIELDS CORPORATION (Exact Name of Registrant as Specified in its Charter) Nevada 000-53612 26-2723015 (State or Other Jurisdiction (Commission File (IRS Emplo |
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| July 8, 2011 |
Exhibit 4 ASSIGNMENT AGREEMENT KNOW ALL MEN BY THESE PRESENTS: That David Janney (the "Assignor"), for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, does hereby assign and transfer to the board of directors of Bonanza Goldfields Corporation (the "Assignees?), voting rights to 50% of Assignor?s Series A Preferred Stock, for a term that will expire in the event of default on any of the debt agreements wherein Assignor has committed personal collateral for the benefit of Bonanza Goldfields Corporation. |
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| June 30, 2011 |
U.S. 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 28, 2011 Commission File No. 000-53612 Bonanza Goldfields Corp. (Name of small business issuer as specified in its charter) Nevada 26-2723015 State of Incorporation IRS Employer Identifica |
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| June 21, 2011 |
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): June 17, 2011 BONANZA GOLDFIELDS CORPORATION (Exact Name of Registrant as Specified in its Charter) Nevada 000-53612 26-2723015 (State or Other Jurisdiction (Commission File (IRS Empl |
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| June 21, 2011 |
Exhibit 2.1 Osiris Gold, Inc. Sial Exploration, Inc. 4155 E. Jewell Avenue, Suite 1007 Denver, Colorado 80222, USA June , 2011 Bonanza Goldfields Corp. Attention: David Janney, President & CEO Re: Option and Joint Venture Agreement Dear David: The purpose of this letter is to set forth the terms of an Option and Joint Venture Agreement (the “Agreement”) entered into among Osiris Gold, Inc., a Colo |
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| June 20, 2011 |
Certificate of Designation to the Articles of Incorporation of Bonanza Goldfields Corporation. Exhibit 99.1 |
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| June 20, 2011 |
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 14, 2011 BONANZA GOLDFIELDS CORPORATION (Exact Name of Registrant as Specified in its Charter) Nevada 000-53612 26-2723015 (State or Other Jurisdiction (Commission File (IRS Empl |
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| May 24, 2011 |
Exhibit 10.4 |
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| May 24, 2011 |
Exhibit 16.1 May 13, 2011 Securities and Exchange Commission 100 F Street NE Washington, DC 20549 Dear Sirs and Madams: We have read Item 4.01(a) of the Current Report on Form 8-K, dated May 13, 2011, of Bonanza Goldfield Corporation and we agree with the statements made with respect to information provided regarding Tarvaran Askelson & Company. Regards, /S/ Tarvaran Askelson & Company Laguna Nigu |
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| May 24, 2011 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q (Mark One) xQuarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly ended March 31, 2011 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commission File No. 000-53612 Bonanza Goldfields Corp. (Na |
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| May 24, 2011 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant U.S. 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 May 13, 2011 Date of Report (Date of earliest event reported) Bonanza Goldfields Corp. (Name of registrant as specified in its charter) Nevada (State or other jurisdiction of incorporation) 333-137170 (Commission File Number) 26-2723015 (I.R. |
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| May 24, 2011 |
Exhibit 10.5 |
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| May 16, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Bonanza Goldfields Corp. Commission File Number: 000-53612 (Check one) [ ] Form 10-K [ ] Form 11-K [ ] Form 20-F [X ] Form 10-Q [ ] Form N-SAR For Period Ended: March 31, 2011 [ ] Transition Report on Form 10-K and Form 10-KSB [ ] Transition Report on Form 20-F [ ] Transition Report on F |
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| March 10, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 14C INFORMATION REQUIRED IN INFORMATION STATEMENT SCHEDULE 14C INFORMATION 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)) x Definitive information statement Bonanza Goldfield Corp. |
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| February 18, 2011 |
Exhibit 2.1 ii iii 1 2 3 4 5 6 7 8 9 10 11 |
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| February 18, 2011 |
Exhibit 10.1 1 2 3 4 5 6 7 8 |
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| February 18, 2011 |
Exhibit 4.1 |
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| February 18, 2011 |
U.S. 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 9, 2011 Commission File No. 000-53612 Bonanza Goldfields Corp. (Name of small business issuer as specified in its charter) Nevada 26-2723015 State of Incorporation IRS Employer Identif |
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| February 11, 2011 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q 10-Q 1 bonz10q.htm QUARTERLY REPORT U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q (Mark One) þ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly ended December 31, 2010 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commission File No |
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| January 5, 2011 |
U.S. 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): December 16, 2010 Commission File No. 000-53612 Bonanza Goldfields Corp. (Name of small business issuer as specified in its charter) Nevada 26-2723015 (State or Other Jurisdiction (I.R.S. Empl |
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| December 20, 2010 |
U.S. 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) December 16, 2010 Commission File No. 000-53612 Bonanza Goldfields Corp. (Name of small business issuer as specified in its charter) Nevada 26-2723015 State of Incorporation IRS Employer Identi |
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| November 22, 2010 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q (Mark One) ? 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 For the transition period from N/A through N/A Commission File No. 000-53612 Bonanza Goldfiel |
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| November 12, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended June 30, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number: 000-53612 Bonanza Goldfield Cor |
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| November 12, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 SEC FILE NUMBER CUSIP NUMBER NOTIFICATION OF LATE FILING (Check one): o Form 10-K o Form 20-F o Form 11-K þ Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: September 30, 2010 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 F |
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| November 3, 2010 |
U.S. 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 28, 2010 ?????????????? Commission File No. 000-53612 ?????????????? Bonanza Goldfields Corp. (Name of small business issuer as specified in its charter) N |
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| September 28, 2010 |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year U.S. 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) September 21, 2010 —————————————— Commission File No. 000-53612 —————————————— Bonanza Goldfields Corp. (Name of small business issuer as specified in its charter) |
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| September 28, 2010 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 000- 53612 (Check one): þ Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2010 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 |
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| May 17, 2010 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q (Mark One) þ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2010 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from N/A through N/A Commission File No. 333-137170 Bonanza Goldfields |
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| April 23, 2010 |
Changes in Control of Registrant 8-K 1 bonz8k.htm CURRENT REPORT U.S. 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 26, 2010 ——————— Commission File No. 333-137170 ——————— Bonanza Goldfields Corp. (Name of small business issuer as specified in its charter |
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| February 12, 2010 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q U.S. Securities and Exchange Commission Washington, D.C. 20549 FORM 10-Q (Mark One) þ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended December 31, 2009 o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act For the transition period from through Commission File No. 333-137170 Bonanza Goldfields Corp. |
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| January 8, 2010 |
U.S. 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) December 6, 2009 Commission File No. 333-137170 Bonanza Goldfields Corp. (Name of small business issuer as specified in its charter) Nevada 26-2723015 State of Incorporation IRS Employer Identi |
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| November 16, 2009 |
U.S. Securities and Exchange Commission Washington, D.C. 20549 Form 10-Q U.S. Securities and Exchange Commission Washington, D.C. 20549 Form 10-Q (Mark One) ? 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 For the transition period from June 19, 2009 through September 30, 2009 Commission File No. 3 |
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| September 16, 2009 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended June 18, 2009 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from N/A to N/A Commission File Number: 333-137170 Bonanza Goldfield Co |
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| September 16, 2009 |
BONANZA GOLDFIELD CORPORATION FINANCIAL CODE OF ETHICS EXHIBIT 14.1 BONANZA GOLDFIELD CORPORATION FINANCIAL CODE OF ETHICS As a public company, it is of critical importance that BONANZA GOLDFIELD CORPORATION (BONANZA) filings with the Securities and Exchange Commission be accurate and timely. Depending on their position with BONANZA, employees may be called upon to provide information to assure that Bonanza?s public reports are complete, fair, and und |
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| August 3, 2009 |
U.S. 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 3, 2009 Commission File No. 333-137170 Bonanza Goldfields Corp. (Name of small business issuer as specified in its charter) Nevada 26-2723015 State of Incorporation IRS Employer Identifi |
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| May 4, 2009 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ——————— FORM 10-Q ——————— ü QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 19, 2009 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: N/A to N/A Commission File No. 333-137170 |
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| April 1, 2009 |
PROSPECTUS AS FILED PURSUANT 424(b)3 REGISTRATION NO. 333-152273 Bonanza Goldfields Corp. 3,302,100 shares of Common Stock The selling shareholders named in this prospectus are offering all of the shares of common stock offered through this prospectus. Please refer to ?Selling Security holders? beginning on page 11. We are not selling any shares of common stock in this offering and therefore will |
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| April 1, 2009 |
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 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 ??????? BONANZA GOLDFIELDS CORP. (Exact name of registrant as specified in its charter) ??????? Nevada 26-2723015 (State of incorporation or organization) (I.R.S. Employer Identif |
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| February 3, 2009 |
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: December 19, 2008 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: N/A toN/A Commission File Number: 333- |
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| January 26, 2009 |
U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ——————— FORM 10-Q ——————— (Mark One) ü QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: September 16, 2008 or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to ——————— Bonanza Goldfields Corp. |
