BOMH / Boomer Holdings Inc - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

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: 000-56187 BOOMER HOLDINGS, INC. (Exact name of registrant as specified in i

May 27, 2021

May 27, 2021 VIA EDGAR United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 18, 2021 BOOMER HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Nevada 333-215000 3

SUBSIDIARIES OF REGISTRANT

EX-21.1 2 brhc10024444ex21-1.htm EXHIBIT 21.1 EXHIBIT 21.1 SUBSIDIARIES OF REGISTRANT Boomer Naturals Holdings, Inc. (Nevada corporation) Boomer Naturals, Inc. (Nevada corporation)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KT

10-KT 1 brhc1002444410kt.htm 10-KT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-KT ☐ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from August 1, 2020 to January 31, 2021 Commission File Number 000-56197 BO

- NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-56187 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ? Form 10-K ? Form 20-F ? Form 11-K ? Form 10-Q ? Form N-SAR ? Form N-CSR For Period Ended: ? Transition Report on Form 10-K ? Transition Report on Form 20-F ? Transition Report on Form 11-K ? Transition Report on Form 10-Q ? Transition Report on Fo

- PRE 14C

PRE 14C 1 nt10023145x1pre14c.htm PRE 14C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☒ Preliminary Proxy Statement  ☐ Confidential, for Use of the Commission Only (as permitted by Rul

Registration Statement - S-1

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 17, 2021 No.

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 and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): March 12, 2021 BOOMER HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) Nevada 333-21500

Exhibit 10.1

EXHIBIT 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This AMENDED AND RESTATED EMPLOYMENT AGREEMENT hereinafter (?Agreement?) is effective as of this 1st day of September, 2020 (?Effective Date?) between Boomer Holdings Inc, a Nevada corporation (?Employer?) and Mike Quaid (?Employee?). In consideration of the mutual promises and covenants contained herein, the sufficiency of such consideration

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 brhc100201948k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 11, 2021 BOOMER HOLDINGS INC. (Exact Name of Registrant as Specified i

Presentation February 2021 Forward Looking Statements This descriptive presentation (the “Presentation") is being furnished solely for use by prospective parties in connection with their consideration of a potential transaction with Boomer Naturals (

Exhibit 99.1 Presentation February 2021 Forward Looking Statements This descriptive presentation (the “Presentation") is being furnished solely for use by prospective parties in connection with their consideration of a potential transaction with Boomer Naturals (the “Company”).Prospective parties are not entitled to rely on the accuracy or completeness of the presentation. They are entitled to rel

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 and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 29, 2021 BOOMER HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Nevada 333-2150

AMENDED AND RESTATED BYLAWS BOOMER HOLDINGS, INC. (a Nevada corporation) ARTICLE I Meetings of Stockholders and Other Stockholder Matters

EX-3.1 2 brhc10019564ex3-1.htm EXHIBIT 3.1 EXHIBIT 3.1 AMENDED AND RESTATED BYLAWS OF BOOMER HOLDINGS, INC. (a Nevada corporation) ARTICLE I Meetings of Stockholders and Other Stockholder Matters SECTION 1. Annual Meeting. An annual meeting of the stockholders of Boomer Holdings, Inc., a Nevada corporation (hereinafter, the “Corporation”) shall be held for the election of directors and for the tra

Investor PresentationJanuary 2021 Forward Looking Statements This Descriptive Presentation (the “Presentation") has been prepared by Boomer Naturals (the “Company”) and recipients are not entitled to rely on the accuracy or completeness of the Presen

EX-99.1 2 brhc10018813ex99-1.htm EXHIBIT 99.1 Investor PresentationJanuary 2021 Forward Looking Statements This Descriptive Presentation (the “Presentation") has been prepared by Boomer Naturals (the “Company”) and recipients are not entitled to rely on the accuracy or completeness of the Presentation. Each recipient agrees, and the receipt of this Presentation serves as an acknowledgment thereof,

Regulation FD Disclosure, Financial Statements and Exhibits - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 11, 2021 BOOMER HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) Nevada 333-215

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2020 SEC File No. 000-215000 BOOMER HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada 4700 36-4833921 (State or other jurisdiction of incorporation or organization)

- NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-56187 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ⌧Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: October 31, 2020 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transit

Annual Report - 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: July 31, 2020 BOOMER HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada 000-56197 36-4833921 (State or Other Jurisdiction of Incorporation or Organization) (Commission File Numbe

SUBSIDIARIES OF REGISTRANT

EX-21 3 brhc10016448ex21.htm EXHIBIT 21 EXHIBIT 21 SUBSIDIARIES OF REGISTRANT Boomer Naturals Holdings, Inc. (Nevada corporation) Boomer Naturals, Inc. (Nevada corporation)

BOOMER HOLDINGS INC. Code of Ethics for Principal Executive and Senior Financial Officers I. Introduction and Purpose

EXHIBIT 14 BOOMER HOLDINGS INC. Code of Ethics for Principal Executive and Senior Financial Officers I. Introduction and Purpose This Code of Ethics for Principal Executive and Senior Financial Officers (“Code”) helps maintain Boomer Holdings Inc. (“Company”) standards of business conduct and ensures compliance with legal requirements, specifically, but not limited to, Section 406 of the Sarbanes-

- NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SEC FILE NUMBER 000-56187 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: July 31, 2020 ☐ Transition Report on Form 10-K ☐ Transition Report on Form 20-F ☐ Transition Report on Form 11-K ☐ Transition Report on Form 10-Q ☐ Transitio

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant - 8-K

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 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 16, 2020 BOOMER HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) Nevada 333-215

Exhibit 10.1

Exhibit 10.1 NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE ARE CONVERTIBLE HAVE BEEN REGISTERED WITH THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURIT

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CORRESP 1 filename1.htm October 19, 2020 Via Edgar Only United States Securities and Exchange Commission Mail Stop 6010 Washington, D.C. 20549 Re: Boomer Holdings, Inc. Registration Statement on Form S-1 Filed on October 2, 2020 File No. 333-249276 To Whom It May Concern: Please be advised that the undersigned is the duly elected Chief Executive Officer of Boomer Holdings, Inc. (the “Registrant”).

- S-1/A

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on October 15, 2020 No.

Registration Statement - S-1

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on October 2, 2020 No.

Regulation FD Disclosure, Financial Statements and Exhibits - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): October 1, 2020 BOOMER HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) Nevada 333-2150

Investor Presentation September 2020 Forward Looking Statements This Descriptive Presentation (the “Presentation”) has been prepared by Boomer Naturals (the “Company”) and recipients are not entitled to rely on the accuracy or completeness of the Pre

Exhibit 99.1 Investor Presentation September 2020 Forward Looking Statements This Descriptive Presentation (the “Presentation”) has been prepared by Boomer Naturals (the “Company”) and recipients are not entitled to rely on the accuracy or completeness of the Presentation. Each recipient agrees, and the receipt of this Presentation serves as an acknowledgment thereof, that the subject matter hereo

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 21, 2020 BOOMER HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) Nevada 333-2

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 and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 3, 2020 BOOMER HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) Nevada 333-21

Exhibit 10.1

EX-10.1 2 brhc10014944ex10-1.htm EXHIBIT 10.1 EXHIBIT 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT hereinafter (“Agreement”) is effective as of this 4th day of, September, 2020 (“Effective Date”) between Boomer Holdings Inc, a Nevada corporation (“Employer”) and Mike Quaid (“Employee”). In consideration of the mutual promises and covenants contained herein, the sufficiency of such considera

7,520,013 Shares of Common Stock

424B1 1 nt10014636x2424b1.htm 424B1 TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(1) Registration Number 333-237087 Amendment No. 1 to Prospectus   7,520,013 Shares of Common Stock This prospectus relates to the re-sale by the selling stockholders identified in this prospectus, or their assigns (each a “Selling Stockholder” and, collectively, the “Selling Stockholders”) of up to an aggregate of

7,520,013 Shares of Common Stock

TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(1) Registration Number 333-237087 Prospectus   7,520,013 Shares of Common Stock This prospectus relates to the re-sale by the selling stockholders identified in this prospectus, or their assigns (each a “Selling Stockholder” and, collectively, the “Selling Stockholders”) of up to an aggregate of 7,520,013 shares of common stock, par value $0.

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August 19, 2020 Via Edgar Only United States Securities and Exchange Commission Mail Stop 6010 Washington, D.

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August 17, 2020 United States Securities and Exchange Commission Mail Stop 6010 Washington, D.

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2020 SEC File No. 000-215000 BOOMER HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada 4700 36-4833921 (State or other jurisdiction of incorporation

Quarterly Report -

10-Q/A 1 f2sbomh10qa080620.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Amendment No. 1 ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2020 SEC File No. 000-215000 BOOMER HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada 4700 36-4833921 (State or other

August 5, 2020

August 5, 2020 United States Securities and Exchange Commission Mail Stop 6010 Washington, D.

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ALI FOROOTAN, LLC A Nevada Limited Liability Company BOOMER NATURAL WELLNESS, INC. A Nevada Corporation dba Boomer Natural Wellness CHEYENNE FAIRWAYS Shopping Center June 26, 2019

LEASE BETWEEN ALI FOROOTAN, LLC A Nevada Limited Liability Company Landlord And BOOMER NATURAL WELLNESS, INC.

Power of Attorney (included on signature page to this Registration Statement)

As filed with the Securities and Exchange Commission on August 4, 2020 No. 333-237087 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A Amendment No. 3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Boomer Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 4700 85-1103646 (State or other jurisdiction of incorporation or organizatio

Exclusive Distributorship Agreement between Boomer Naturals, Inc. and PhamVanTrading Co., Ltd. Dated April 9, 2020

EXCLUSIVE DISTRIBUTOR AGREEMENT This EXCLUSIVE DISTRIBUTOR AGREEMENT (the "Agreement") is effective as of this 9th day of April 2020 (the ''Effective Date"), by and between Boomer Naturals, a Nevada corporation ("Boomer"), and Pham Yan Trading Co.

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 BOOMER HOLDINGS, INC.

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2020 SEC File No. 000-215000 BOOMER HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada 4700 36-4833921 (State or other jurisdiction of incorporation or organization) (

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 12, 2020 BOOMER HOLDINGS, INC. (Exact Name of Registrant as Specified in its Charter) Nevada 333-215000

Promissory Note from Boomer Naturals, Inc. in the amount of $600,000 in favor of Net Tech Investments LLC dated July 1, 2019

PROMISSORY NOTE $600,000 July 1, 2019 Las Vegas, Nevada FOR VALUE RECEIVED, Boomer Naturals Inc, a Nevada limited liability company (hereinafter called the “Borrower”), hereby promises to pay to the order of Net Tech Investments LLC, a Nevada limited liability company, or registered assigns (the “Holder” or “Lender”) the sum of up to Six Hundred Thousand Dollars ($600,000.

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June 10, 2020 United States Securities and Exchange Commission Mail Stop 6010 Washington, D.

Promissory Note from Boomer Naturals, Inc. in the amount of $300,000 in favor of Michael Quaid dated July 1, 2019

EX-10.8 7 f2sremos1a060320ex108.htm PROMISSORY NOTE $300,000 July 1, 2019 Las Vegas, Nevada FOR VALUE RECEIVED, Boomer Naturals Inc, a Nevada limited liability company (hereinafter called the “Borrower”), hereby promises to pay to the order of Michael Quaid, an individual, or registered assigns (the “Holder” or “Lender”) the sum of up to Three Hundred Thousand Dollars ($300,000.00) together with a

Employment Agreement with Michael Quaid

EX-10.5 4 f2s031020remos1ex105.htm EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT hereinafter (“Agreement”) is effective as of this 16th day of, January 2020 (“Effective Date”) between Boomer Holdings Inc, a Nevada corporation (“Employer”) and Mike Quaid (“Employee”). In consideration of the mutual promises and covenants contained herein, the sufficiency of such consideration being expressly ackno

Promissory Note from Boomer Naturals, Inc. in the amount of $60,000 in favor of Debra Ziemann dated July 1, 2019

EX-10.10 9 f2sremos1a060320ex1010.htm THE OFFER AND SALE OF THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STA

Promissory Note from Boomer Naturals, Inc. in the amount of $300,000 in favor of Whale Sports LLC dated July 1, 2019

EX-10.12 11 f2sremos1a060320ex1012.htm PROMISSORY NOTE $300,000 July 1, 2019 Las Vegas, Nevada FOR VALUE RECEIVED, Boomer Naturals Inc, a Nevada limited liability company (hereinafter called the “Borrower”), hereby promises to pay to the order of Whale Sports LLC, a Wyoming limited liability company, or registered assigns (the “Holder” or “Lender”) the sum of up to Three Hundred Thousand Dollars (

Employment Agreement with Daniel Capri

EX-10.6 5 f2s031020remos1ex106.htm EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT hereinafter (“Agreement”) is effective as of this 16th day of, January 2020 (“Effective Date”) between Boomer Holdings Inc, a Nevada corporation (“Employer”) and Daniel Capri (“Employee”). In consideration of the mutual promises and covenants contained herein, the sufficiency of such consideration being expressly ack

Employment Agreement with Thomas Ziemann

EX-10.7 6 f2s031020remos1ex107.htm EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT hereinafter (“Agreement”) is effective as of this 16th day of, January 2020 (“Effective Date”) between Boomer Holdings Inc, a Nevada corporation (“Employer”) and Tom Ziemann (“Employee”). In consideration of the mutual promises and covenants contained herein, the sufficiency of such consideration being expressly ackn

Power of Attorney (included on signature page to this Registration Statement)

As filed with the Securities and Exchange Commission on June 10, 2020 No. 333-237087 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A Amendment No. 2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Boomer Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 4700 85-1103646 (State or other jurisdiction of incorporation or organization

Lease between Boomer Natural Wellness, Inc. and Ali Forootan LLC dated June 26, 2019

LEASE BETWEEN ALI FOROOTAN, LLC A Nevada Limited Liability Company Landlord And BOOMER NATURAL WELLNESS, INC.

Promissory Note from Boomer Naturals, Inc. the amount of $150,000 in favor of Giang Hoang dated July 1, 2019

PROMISSORY NOTE $150,000 July 1, 2019 Las Vegas, Nevada FOR VALUE RECEIVED, Boomer Naturals Inc, a Nevada limited liability company (hereinafter called the “Borrower”), hereby promises to pay to the order of Giang Hoang, an individual, or registered assigns (the “Holder” or “Lender”) the sum of up to One Hundred Fifty Thousand Dollars ($150,000.

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 31, 2020 SEC File No. 000-215000 BOOMER HOLDINGS, INC. (Exact name of registrant as specified in its charter) Nevada 4700 36-4833921 (State or other jurisdiction of incorporation or organization)

Lease between Boomer Natural Wellness, Inc. and Ali Forootan LLC dated June 26, 2019

LEASE BETWEEN ALI FOROOTAN, LLC A Nevada Limited Liability Company Landlord And BOOMER NATURAL WELLNESS, INC.

Power of Attorney (included on signature page to this Registration Statement)

As filed with the Securities and Exchange Commission on April , 2020 No. 333-237087 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1/A Amendment No. 1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Boomer Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 4700 36-4833921 (State or other jurisdiction of incorporation or organization)

Employment Agreement with Daniel Capri

EX-10.6 5 f2s031020remos1ex106.htm EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT hereinafter (“Agreement”) is effective as of this 16th day of, January 2020 (“Effective Date”) between Boomer Holdings Inc, a Nevada corporation (“Employer”) and Daniel Capri (“Employee”). In consideration of the mutual promises and covenants contained herein, the sufficiency of such consideration being expressly ack

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April 23, 2020 United States Securities and Exchange Commission Mail Stop 6010 Washington, D.

Employment Agreement with Michael Quaid

EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT hereinafter (“Agreement”) is effective as of this 16th day of, January 2020 (“Effective Date”) between Boomer Holdings Inc, a Nevada corporation (“Employer”) and Mike Quaid (“Employee”).

Employment Agreement with Thomas Ziemann

EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT hereinafter (“Agreement”) is effective as of this 16th day of, January 2020 (“Effective Date”) between Boomer Holdings Inc, a Nevada corporation (“Employer”) and Tom Ziemann (“Employee”).

Power of Attorney (included on signature page to this Registration Statement)

As filed with the Securities and Exchange Commission on March 11, 2020 No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Boomer Holdings Inc. (Exact name of registrant as specified in its charter) Nevada 4700 36-4833921 (State or other jurisdiction of incorporation or organization) (Primary Standard Ind

Letter to the Securities and Exchange Commission from Zia Masood Kiani & Co. regarding the matters disclosed in Item 4.01 of this Current Report on Form 8-K.

EXHIBIT 16.1 March 02, 2020 U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 RE: Remaro Group Corp. We have read the statements under Item 4.01 of the Current Report on Form 8-K to be filed with the Securities and Exchange Commission on March 2, 2020 regarding the change of auditors. We agree with all statements pertaining to us. We have no basis to agree or disagree

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 and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): February 27, 2020 BOOMER HOLDINGS INC. (Exact Name of Registrant as Specified in its Charter) Nevada 333-215

BOOMER HOLDINGS, INC. AND SUBSIDIARY UNAUDITED PRO FORMA CONSOLIDATED BALANCE SHEET

EX-99.2 3 f2sremo8ka022420ex992.htm BOOMER HOLDINGS, INC. AND SUBSIDIARY EXHIBIT 99.2 BOOMER HOLDINGS, INC. AND SUBSIDIARY UNAUDITED PRO FORMA CONSOLIDATED BALANCE SHEET The following unaudited pro forma financial information and related notes present the historical financial information of Boomer Holdings, Inc. (“Boomer” or the “Company”) (formally known as Remaro Group Corp.) and its wholly owne

Table of Contents

Boomer Naturals, Inc. Table of Contents Table of Contents Page Report of Independent Registered Public Accounting Firm 1 Financial Statements Balance Sheet 2 Statement of Operations 3 Statement of Stockholders’ Equity 4 Statement of Cash Flows 5 Notes to Financial Statements 6 200 Sandpointe Avenue, Suite 560 Santa Ana, CA 92707 (949) 326-CPAS (2727) www.bkcpagroup.com Report of Independent Regist

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Completion of Acquisition or Disposition of Assets

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 and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 7, 2018 BOOMER HOLDINGS INC. (Exact Name of Registrant as Specified in its Chart

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 10, 2020 BOOMER HOLDINGS, INC. (formerly known as Remaro Group Corp.) (Exact Name of Registrant as S

Amended and Restated Articles of Incorporation (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on January 16, 2020).

EX-3.1 2 f2sremo8k011620ex31.htm ARTICLE II The address of the Corporation’s registered office in the State of Nevada is c/o EastBiz.Com, Inc., 5348 Vegas Drive, Las Vegas, Nevada 89108. ARTICLE III The purpose of the Corporation shall be to engage in any lawful act or activity for which corporations may be organized and incorporated under the Nevada Revised Statutes (the “N.R.S.”). ARTICLE IV (a)

Trademark License Agreement between Tommy Bahama Group, Inc. and Boomer Naturals, Inc. (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on January 16, 2020)

CONFIDENTIAL Trademark License Agreement between Tommy Bahama Group, Inc. and Boomer Holdings Inc. Index Section 1. Definitions Section 2. Grant of License Section 3. Sale of Licensed Products Section 4. Approval of Licensed Products Section 5. Licensor’s Use of Licensed Product Section 6. Minimum Net Sales Section 7. Guaranteed Royalty & Earned Royalty Section 8. Sales & Royalty Reports Section 9

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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 and Exchange Act of 1934 PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 7, 2020 REMARO GROUP CORP. (Exact Name of Registrant as Specified in its Charter) Nevada 333-215000

Agreement and Plan of Share Exchange (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on January 8, 2020)

AGREEMENT AND PLAN OF SHARE EXCHANGE THIS AGREEMENT AND PLAN OF SHARE EXCHANGE (hereinafter referred to as the “Agreement”), is entered into as of this day of January, 2020, by and among, Remaro Group Corp.

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 f2sremo8k121719.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2019 REMARO GROUP CORP. (Exact name of registrant as specified in its charter) Nevada 333-215000 36-4833921 (State of Other Jurisdiction) (Commi

REMO / Remaro Group Corporation 10-Q - Quarterly Report - 10-Q

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 October 31, 2019 [ ] 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. 333-215000 REMARO GRO

REMO / Remaro Group Corporation 10-K - Annual Report - 10-K

10-K 1 form10-kjuly2019remaro.htm 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2019 [ ] 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

Changes in Registrant's Certifying Accountant

8-K 1 remaro8-kauditorchange2.htm 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): June 26, 2019 REMARO GROUP CORP. - (Exact name of Registrant as specified in its charter) Nevada - (State or other jurisdiction of incorporation) 333-2

REMO / Remaro Group Corporation 10-Q - Quarterly Report -

Form10Q 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 April 30, 2019 [ ] 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. 333-215000 REMA

REMO / Remaro Group Corporation (Quarterly Report)

10-Q 1 f10q-remaro2019.htm 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 January 31, 2019 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FIL

Changes in Registrant's Certifying Accountant

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): January 10, 2019 REMARO GROUP CORP.

(a professional corporation)

ex16 Exhibit 16.1 Certified Public Accountants (a professional corporation) 50 West Broadway, Suite 600 Salt Lake City, UT 84101 (801) 532-7800 Fax (801) 328-4461 January 10, 2019 Securities and Exchange Commission 100 F Street, N.W. Washington, DC 20549-7561 Re: Remaro Group Corp. Commission File No. 333-215000 Ladies and Gentlemen: We have received a copy of, and are in agreement with, the state

REMO / Remaro Group Corporation 10-Q (Quarterly Report)

Form10Q 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 October 31, 2018 [ ] 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. 333-215000 RE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2018 [ ] 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. 333-215000 REMARO GROUP CORP. (Exact name

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

nt10k UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 (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: July 31, 2018 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Transition Report on

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

10-Q 1 f10qremaroapril30june15.htm 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 April 30, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

10-Q 1 f10qremaromarch21.htm 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 January 31, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): Form 10-K Form 20-F Form 11-K x Form 10-Q Form 10-D Form N-SAR Form N-CSR For Period Ended: January 31, 2018 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Transition Report on Form N-SAR For the Tr

January 26, 2018

Exhibit 16.1 January 26, 2018 U.S. Securities and Exchange Commission 100 F. Street Washington, DC 20549 ? 7561 Ladies and Gentlemen: Re: Remaro Group Corp. Commission File No. 333-215000 We have read the statements of the Company pertaining to our firm included in Item 4.01 of the Form 8-K dated January 26, 2018 and are in agreement with the statements contained in that document pertaining to our

Changes in Registrant's Certifying Accountant

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): January 26, 2018 REMARO GROUP CORP.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q Mark One [ X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-215000 REMARO GRO

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

12b-25 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): Form 10-K Form 20-F Form 11-K x Form 10-Q Form 10-D Form N-SAR Form N-CSR For Period Ended: October 31, 2017 Transition Report on Form 10-K Transition Report on Form 20-F Transition Report on Form 11-K Transition Report on Form 10-Q Transition Report on Form N-SAR For

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended July 31, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COMMISSION FILE NO. 333-215000 REMARO GROUP CORP. (Exact name

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 (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: July 31, 2017 [ ] Transition Report on Form 10-K [ ] Transition Report on Form 20-F [ ] Transition Report on Form 11-K [ ] Transition Report on Form 10-Q [ ] Transition Report on Form N

REMO / Remaro Group Corporation 10-Q - Quarterly Report - FORM10Q

10-Q 1 f10qremarojune142017.htm FORM10Q 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 April 30, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to COM

REMARO GROUP CORP. 8,000,000 SHARES OF COMMON STOCK $0.01 PER SHARE

424B3 1 f424b31.htm Filed Pursuant to Rule 424(b)(3) SEC File No. 333-215000 PROSPECTUS The information in this prospectus may be changed. These securities may not be sold until the registration statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any state whe

REMARO GROUP CORP. Calle Robles, Casa 25, Quito, Ecuador Tel. +56-2-2979-1247 Email: [email protected]

REMARO GROUP CORP. Calle Robles, Casa 25, Quito, Ecuador Tel. +56-2-2979-1247 Email: [email protected] April 25, 2017 VIA EDGAR Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Attention: Ms. Tonya K. Aldave REMARO GROUP CORP. Registration Statement on Form S-1 (File No. 333-215000) Dear Ms. Tonya K. Aldave: Pursuant to Rule 461(a) of the Securities Act of 1933, as a

REMARO GROUP CORP. Calle Robles, Casa 25, Quito, Ecuador Tel. +56-2-2979-1247 Email: [email protected]

REMARO GROUP CORP. Calle Robles, Casa 25, Quito, Ecuador Tel. +56-2-2979-1247 Email: [email protected] April 17, 2017 Ms. Tonya K. Aldave United States Securities and Exchange Commission Division of Corporate Finance Washington, DC 20549 Re: Remaro Group Corp. Amendment No. 1 to Registration Statement on Form S-1 Filed March 31, 2017 File No. 333-215000 Dear Ms. Aldave, Remaro Group Corp. (th

Registration No. 333-215000 As filed with the Securities and Exchange Commission on April 17, 2017 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 Amendment # 2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

Registration No. 333-215000 As filed with the Securities and Exchange Commission on April 17, 2017 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 Amendment # 2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 REMARO GROUP CORP. (Exact name of registrant as specified in its charter) Nevada (State or Other Jurisdiction of Incorporation or Organization) 36-483

Contract

EX-10.2 4 tourguideagreement2.htm Exhibit 10.2 Contract The agreement is made on this day 12/16/2016. Between Remaro Group Corp. (The Tour Guide) And Santa Turismo Gaya, LLC (The Customer) hereinafter referred to as “Parties” 1. Subject of contract 1.1. The Tour Guide undertakes to provide the Customer the services (hereinafter referred to as “Guide Service”) specified in p. 1.2 of this Contract i

Registration No. 333-215000 As filed with the Securities and Exchange Commission on March 31, 2017 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 Amendment #1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 R

Registration No. 333-215000 As filed with the Securities and Exchange Commission on March 31, 2017 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 Amendment #1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 REMARO GROUP CORP. (Exact name of registrant as specified in its charter) Nevada (State or Other Jurisdiction of Incorporation or Organization) 36-4833

Contract

EX-10.1 3 tourguideagreement1.htm Exhibit 10.1 Contract The agreement is made on this day 09/08/2016. Between Remaro Group Corp. (The Tour Guide) And Koledo Sera Geo, LLC. (The Customer) hereinafter referred to as “Parties” 1. Subject of contract 1.1. The Tour Guide undertakes to provide the Customer the services (hereinafter referred to as “Guide Service”) specified in p. 1.2 of this Contract in

REMARO GROUP CORP. Calle Robles, Casa 25, Quito, Ecuador Tel. +56-2-2979-1247 Email: [email protected]

Corp. REMARO GROUP CORP. Calle Robles, Casa 25, Quito, Ecuador Tel. +56-2-2979-1247 Email: [email protected] March 31, 2017 Ms. Tonya K. Aldave United States Securities and Exchange Commission Division of Corporate Finance Washington, DC 20549 Re: Remaro Group Corp. Registration Statement on Form S-1 Filed December 9, 2016 File No. 333-215000 Dear Ms. Aldave, Remaro Group Corp. (the “Company”

Subscription Agreement

Exhibit 99.1 Subscription Agreement 1. Investment: The undersigned (?Buyer?) subscribes for Shares of Common Stock of Remaro Group Corp. (?Company?) at $0.01 per share. Total subscription price ($0.10 times the number of Shares): = . PLEASE MAKE CHECKS PAYABLE TO: Remaro Group Corp. 2. Investor information: Name (type or print) SSN/EIN/Taxpayer/ or other type of Identification Number(s): Address:

Registration No. __________________ As filed with the Securities and Exchange Commission on December 8, 2016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 REMA

Registration No. As filed with the Securities and Exchange Commission on December 8, 2016 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 REMARO GROUP CORP. (Exact name of registrant as specified in its charter) Nevada (State or Other Jurisdiction of Incorporation or Organization) 36-4833921 IRS Employer Ident

EX-3.1

Exhibit 3.1

By-laws of the Registrant (incorporated by reference to Exhibit 3.2 to the Company's Registration Statement on Form S-1 filed on December 9, 2016).

Exhibit 3.2 BYLAWS OF REMARO GROUP CORP. (a Nevada corporation) ARTICLE I Meetings of Stockholders and Other Stockholder Matters SECTION 1. Annual Meeting. An annual meeting of the stockholders of Remaro Group Corp., a Nevada corporation (hereinafter, the ?Corporation?) shall be held for the election of directors and for the transaction of such other proper business at such time, date and place, e