WNFTD / Worldwide NFT, Inc. - SEC-Einreichungen, Jahresbericht, Proxy Statement

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

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: 001-54912 WORLDWIDE NFT INC. (Exact name of registrant as specified in its c

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 31, 2023 ☐ TRANSITION REPORT PURSUANT

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 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-54912 Worldwide NFT Inc. (

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 ☐ TRANSITION REPORT PURSUAN

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 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-54912 Worldwide NFT Inc.

Letter from BF Borgers CPA PC dated October 19, 2023

Exhibit 16.1 5400 W Cedar Ave Lakewood, CO 80226 Telephone: 303.953.1454 Fax: 303.945.7991 October 19, 2023 United States Securities and Exchange Commission Office of the Chief Accountant 100 F Street, N.E. Washington, D.C. 20549 Re: Worldwide NFT Inc. Ladies and Gentleman: We have read the statements under item 4.01 in the Form 8-K dated October 16, 2023, of Worldwide NFT Inc. (the “Company”) to

Changes in Registrant's Certifying Accountant, 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 16, 2023 WORLDWIDE NFT INC. (Exact name of registrant as specified in its charter) Nevada 000-54912 27-3129919 (State of other jurisdiction (Commission (IRS Employer of incorp

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JUNE 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 000-54912 WORLDWIDE NFT INC. (Exact name

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2023 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q For the Transition Period

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, 2023 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-54912 Worldwide NFT Inc. (Exa

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 31, 2022 ☐ TRANSITION REPORT PURSUANT

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 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-54912 Worldwide NFT Inc. (

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 ☐ TRANSITION REPORT PURSUAN

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 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-54912 Worldwide NFT Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A Amendment No. 1

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, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 000-54912 WORLDWIDE NF

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED JUNE 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO COMMISSION FILE NUMBER 000-54912 WORLDWIDE NFT INC. (Exact name

Other Events, 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 8, 2022 Worldwide NFT Inc. (Exact name of registrant as specified in its charter) Nevada 000-54912 27-3129919 (State of other jurisdiction of incorporation) (Commission File Numb

Worldwide NFT, Inc. Provides Shareholder Update

Exhibit 99.1 Worldwide NFT, Inc. Provides Shareholder Update Worldwide NFT, Inc. (OTCMKT: WNFT), provides the following update to the company?s shareholders. With the completion of the company?s name change and forward split, WNFT is now awaiting the conclusion of the court proceedings with former officer, Warwick Calasse. Mr. Calasse has appealed the lower court?s rulings regarding the cancellati

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, 2022 ☐ TRANSITION REPORT PURSUANT TO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-1528188 Goff Corp. (Exact nam

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 31, 2021 ☐ TRANSITION REPORT PURSUANT

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 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-1528188 Goff Corp. (Exact

LETTER

United States securities and exchange commission logo November 23, 2021 George Sharp Chief Executive Officer Goff Corp.

GOFF CORP. 3535 Executive Terminal Drive Henderson, Nevada 89052

GOFF CORP. 3535 Executive Terminal Drive Henderson, Nevada 89052 November 12, 2021 Via Edgar Correspondence Matthew Crispino Staff Attorney Division of Corporation Finance Office of Technology Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Re: Goff Corp. Amendment No. 1 to Registration Statement on Form 10 Filed September 28, 2021 File No. 0000-54912 Dear Mr. Crispino:

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10/A Amendment No. 2 General Form for Registration of Securities Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 GOFF CORP. (Exact name of registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10/A Amendment No. 2 General Form for Registration of Securities Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 GOFF CORP. (Exact name of registrant as specified in its charter) Nevada 27-3129919 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 35

LETTER

United States securities and exchange commission logo October 21, 2021 George Sharp Chief Executive Officer Goff Corp.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10/A Amendment No. 1 General Form for Registration of Securities Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 GOFF CORP. (Exact name of registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10/A Amendment No. 1 General Form for Registration of Securities Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 GOFF CORP. (Exact name of registrant as specified in its charter) Nevada 27-3129919 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 35

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 GOFF CORP. (Exact name of registrant as specified in i

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 GOFF CORP. (Exact name of registrant as specified in its charter) Nevada 27-3129919 (State or Other Jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) 3535 Executive Termi

99.1 Order Granting Motion to (1) Intervene, (2) Remove Custodian, (3) Appoint George Sharp as Custodian, and (4) for Temporary Restraining Order and Preliminary Injunction on Order Shortening Time by the District Court of Clark County, Nevada, Case No A-20-815182-B, Dept. No. XVI.

Exhibit 99.1

Changes in Registrant's Certifying Accountant, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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): September 8, 2021 Goff Corp. (Exact name of registrant as specified in its charter) Nevada 000-1528188 27-3129919 (State of other jurisdiction (Commission (IRS Employer of incorporati

Changes in Registrant's Certifying Accountant, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 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 8, 2021 Goff Corp. (Exact name of registrant as specified in its charter) Nevada 000-1528188 27-3129919 (State of other jurisdiction (Commission (IRS Emplo

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events - AMENDMENT NO. 1 TO FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): July 14, 2020 GOFF CORP.

Notice of Entry of Order in the State of Nevada, dated July 14, 2020.

Exhibit 99.1

EIGHTH JUDICIAL DISTRICT COURT CLARK COUNTY, NEVADA

Exhibit 99.1 Electronically Filed 7/10/2020 11:41 AM Steven D. Grierson CLERK OF THE COURT /s/ Steven D. Grierson ORDR PETER L. CHASEY, ESQ. Nevada Bar No. 007650 CHASEY LAW OFFICES 3295 N. Fort Apache Road, Suite 110 Las Vegas, Nevada 89129 Tel: (702) 233-0393 Fax: (702) 233-2107 email: [email protected] Attorney for Petitioner CUSTODIAN VENTURES, LLC EIGHTH JUDICIAL DISTRICT COURT CLARK COUNTY

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

8-K 1 ea124284-8kgoffcorp.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 30, 2019 Goff Corp. (Exact name of Registrant as specified in its charter) Nevada 0001528188 27-3129919 (State or other jurisdicti

Goff FORM 15

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 000-54912 Goff Corporation (Exact name of registrant as specified in its cha

LETTER

July 11, 2013 Via Mail Warwick Calasse Chief Executive Officer Goff, Corp. Carrera 43 A # 1-50, Torre Proteccion, Piso 6, San Fernando Plaza, Medellin, Colombia Re: Goff, Corp. Current Report on Form 8-K Filed March 12, 2013 File No. 000-54912 Dear Mr. Calasse: We issued comments to you on the above-captioned filing on April 24, 2013. As of the date of this letter, these comments remain outstandin

- FORM 12B-25 OF GOFF CORP

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 000-54912 - (Check One): [ ] Form 10-K [X] Form 10-Q [ ] Form 20-F [ ] Form 11-K [ ] Form N-SAR For Period Ended: March 31, 2013 - [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on For

LETTER

April 24, 2013 Via Mail Warwick Calasse Chief Executive Officer Goff, Corp. Carrera 43 A # 1-50, Torre Proteccion, Piso 6, San Fernando Plaza, Medellin, Colombia Re: Goff, Corp. Current Report on Form 8-K Filed March 12, 2013 File No. 000-54912 Dear Mr. Calasse: This letter is to advise you that a preliminary review of the above-referenced current report on Form 8-K indicates a potential lack of c

GOFF / Goff Corp / CALASSE WARWICK ADAM Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 GOFF, CORP. (Name of Issuer) Common Shares with a par value of $0.001 (Title of Class of Securities) 36190U206 (CUSIP Number) Goff, Corp. Carrera 43 A # 1-50, Torre Proteccion, Piso 6, San Fernando Plaza, Medellin, Colombia Telephone: +57 4 605 2537 (Name, Address and Tele

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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) March 11, 2013 GOFF, CORP. (Exact name of registrant as specified in its charter) Nevada 333-176509 27-3129919 (State or other jurisdiction of incorporation) (Commission File Number) (

EX-4.1

EX-4.1 2 ex4-1.htm Exhibit 4.1

Completion of Acquisition or Disposition of Assets -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) March 6, 2013 GOFF, CORP. (Exact name of registrant as specified in its charter) Nevada 333-176509 27-3129919 (State or other jurisdiction of incorporation) (Commission File Number) (I

EX-3.4

Exhibit 3.4

EX-3.6

Exhibit 3.6

EX-3.5

Exhibit 3.5

EX-10.4

EX-10.4 7 ex10-4.htm Exhibit 10.4

ASSIGNMENT AGREEMENT MINING CONCESSION IDENTIFIED WITH CODE NUMBER: LGC-15011

Exhibit 10.2 ASSIGNMENT AGREEMENT MINING CONCESSION IDENTIFIED WITH CODE NUMBER: LGC-15011 THIS AGREEMENT is made and dated for reference effective as of the 8th day of March, 2013 (the “Effective Date”). BETWEEN: GOLDEN GLORY RESOURCES S.A., a company incorporated under the laws of Panama having it's registered office address at Suite 1-A, #5 Calle Eusebio A. Morales El Cangrejo, Panama City Repu

Point

Exhibit 10.5 CONCESSION AGREEMENT No. LGC15011 FOR THE EXPLORATION AND EXPLOITATION OF A MINERAL DEPOSIT FOR ORES AND CONCENTRATES OF COPPER , SILVER , GOLD AND OTHER CONCEDABLE MINERALS, AGREED UPON BETWEED THE COLOMBIAN GEOLOGICAL SERVICE AND SERTESAZ LTDA. Among the subscribed, the COLOMBIAN GEOLOGICAL SERVICE, scientific and technical institute of National Order, with judicial personnel, admin

SHARE CANCELLATION/EXCHANGE/RETURN TO TREASURY AGREEMENT

Exhibit 10.3 SHARE CANCELLATION/EXCHANGE/RETURN TO TREASURY AGREEMENT THIS AGREEMENT made the 6th day of March, 2013. BETWEEN: Goff, Corp. (the "Company") AND: Warwick Calasse (the "Shareholder") WHEREAS: A. The Shareholder is the holder of 208,750,000 shares of the Company’s common stock and wishes to cancel 158,750,000 of such shares (the “Shareholder Shares”) in exchange for 5,000,000 preferred

EX-3.1

EX-3.1 2 ex3-1.htm CERTIFICATE OF AMENDMENT Exhibit 3.1

CONSULTING AGREEMENT

EX-10.1 3 ex10-1.htm CONSULTING AGREEMENT Exhibit 10.1 CONSULTING AGREEMENT THIS AGREEMENT is dated and effective as of the 28th day of February, 2013. BETWEEN: GOFF, CORP. (the “Company”) AND: Warwick Calasse (the “Contractor”) WHEREAS: A. The Company has retained the Contractor to provide the Company with the services of president, chief executive officer of the Company (the “Services”) in regar

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits - CURRENT REPORT DATED 2-26-13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 26, 2013 GOFF, CORP. (Exact name of registrant as specified in its charter) Nevada 333-176509 27-3129919 (State or other jurisdiction of incorporation) (Commission File Number

EX-10.2

Exhibit 10.2 RELEASE KNOW ALL MEN BY THESE PRESENTS that Gary O'Flynn ("O'FLYNN"), for good and valuable consideration, including but not limited to the consummation of a share purchase agreement among O'Flynn, Patrick Corkery, GOFF, Corp. ("GOFF") and Warwick Calasse, in respect to the sale of shares of GOFF, the receipt and sufficiency of which consideration is hereby acknowledged, agrees as fol

- CURRENT REPORT DATED 2-26-13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) February 26, 2013 GOFF, CORP. (Exact name of registrant as specified in its charter) Nevada 333-176509 27-3129919 (State or other jurisdiction (Commission (IRS Employer of incorporatio

EX-10.3

EX-10.3 4 ex10-3.txt SHARE PURCHASE AGREEMENT Exhibit 10.3 STOCK PURCHASE AGREEMENT STOCK PURCHASE AGREEMENT, dated as of February 26, 2013 (this "AGREEMENT"), by and among GOFF, Corp., (the "COMPANY"), Gary O'Flynn and Patrick Corkery (collectively, the "SELLERS", and each, a "SELLER"), and Warwick Calasse (the "PURCHASER"), each of the Company, the Sellers, and the Purchaser, are referred to her

EX-10.1

EX-10.1 2 ex10-1.txt RELEASE FROM PATRICK CORKERY Exhibit 10.1 RELEASE KNOW ALL MEN BY THESE PRESENTS that Patrick Corkery ("CORKERY"), for good and valuable consideration, including but not limited to the consummation of a share purchase agreement among O'Flynn, Patrick Corkery, GOFF, Corp. ("GOFF") and Warwick Calasse, in respect to the sale of shares of GOFF, the receipt and sufficiency of whic

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 GOFF CORP. (Exact name of registrant as specified in its charter) Nevada 27-3129919 (State or jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 9 NOF Commercial Ce

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2012 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 333-176509 GOFF, CO

-

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING Commission File Number: 333-176509 - (Check One): [ ] Form 10-K [X] Form 10-Q [ ] Form 20-F [ ] Form 11-K [ ] Form N-SAR For Period Ended: DECEMBER 31, 2012 - [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on

EX-3.1

Exhibit 3.1

Regulation FD Disclosure, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, 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) January 22, 2013 GOFF, CORP. (Exact name of registrant as specified in its charter) Nevada 333-176509 27-3129919 (State or other jurisdiction of incorporation) (Commission File Number)

- CURRENT REPORT DATED 1-4-13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) January 4, 2013 GOFF, CORP. (Exact name of registrant as specified in its charter) Nevada 333-176509 27-3129919 (State or other jurisdiction (Commission (IRS Employer of incorporation)

Quarterly Report -

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q/A (Amendment No. 1) Mark One [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 333-17650

Quarterly Report -

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Mark One [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2012 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 333-176509 GOFF CORP (Name of

Annual Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) [X] 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 [ ] 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. 333-176509 Goff Cor

Quarterly Report -

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Mark One [X] 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 OF 1934 For the transition period from to Commission File No. 333-176509 GOFF CORP. (Name of sm

Quarterly Report -

U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Mark One [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2011 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 333-176509 GOFF CORP. (Name of

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[LETTERHEAD GOFF CORPORATION ] November 10, 2011 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F.

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[LETTERHEAD OF GOFF CORPORATION] November 10, 2011 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F.

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HORWITZ, CRON & ARMSTRONG, LLP Attorneys at Law 26475 Rancho Parkway South Lake Forest, California 92630 Telephone (949) 540-6540 Facsimile (949) 540-6578 November 9, 2011 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F.

- AMENDMENT NO. 3 TO FORM S-1

As filed with the Securities and Exchange Commission on November 2, 2011 Registration No.

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HORWITZ, CRON & ARMSTRONG, LLP Attorneys at Law 26475 Rancho Parkway South Lake Forest, California 92630 Telephone (949) 540-6540 Facsimile (949) 540-6578 November 2, 2011 Barbara C.

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HORWITZ, CRON & ARMSTRONG, LLP Attorneys at Law 26475 Rancho Parkway South Lake Forest, California 92630 Telephone (949) 540-6540 Facsimile (949) 540-6578 October 11, 2011 Barbara C.

- AMENDMENT NO. 2 TO FORM S-1

As filed with the Securities and Exchange Commission on October 11, 2011 Registration No.

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HORWITZ, CRON & ARMSTRONG, LLP Attorneys at Law 26475 Rancho Parkway South Lake Forest, California 92630 Telephone (949) 540-6540 Facsimile (949) 540-6578 September 28, 2011 Barbara C.

- AMENDMENT NO. 1 TO FORM S-1

As filed with the Securities and Exchange Commission on September 30, 2011 Registration No.

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EX-3.2

EX-3.2 3 ex3-2.txt BYLAWS Exhibit 3.2 BYLAWS OF GOFF CORP. (the "Corporation") ARTICLE I: MEETINGS OF SHAREHOLDERS Section 1 - Annual Meetings The annual meeting of the shareholders of the Corporation shall be held at the time fixed, from time to time, by the Board of Directors. Section 2 - Special Meetings Special meetings of the shareholders may be called by the Board of Directors or such person

Registration Statement - FORM S-1 OF GOFF CORP.

As filed with the Securities and Exchange Commission on August 26, 2011 Registration No.

EX-10.1

Exhibit 10.1 RECRUITMENT SERVICES AGREEMENT BETWEEN GOFF, CORP. AND PARK MANAGEMENT COMPANY LTD. This RECRUITMENT AGREEMENT (THE "AGREEMENT") entered into by and between GOFF, CORP. (the "Agency") and PARK MANAGEMENT COMPANY, herein after referred to as (The "Employer") for the following purposes, terms and conditions: 1.0 GENERAL PROVISIONS: 1.1 The Employer shall utilized the facilities and serv

Articles of Incorporation, as amended

EX-3.1 2 ex3-1.txt ARTICLES OF INCORPORATION Exhibit 3.1 ARTICLES OF INCORPORATION ROSS MILLER Secretary of State 206 North Carson Street Carson City, Nevada 89701-4298 (775) 684-5708 Website: secretaryofstate.biz Filing Date 07/12/2010 Entity Number E329392010-7 Filed in the office of /s/ Ross Miller Ross Miller Secretary of State State of Nevada ARTICLES OF INCORPORATION (PURSUANT TO NRS 78) 1.