Post-effective Amendment to an S-8 Filing (s-8 Pos)
March 25 2013 - 3:48PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, DC 20549
____________________
(Post-Effective Amendment
No. 1)
FORM S-8
REGISTRATION STATEMENT
UNDER THE SECURITIES ACT OF 1933
COLOMBIA ENERGY RESOURCES,
INC.
(Exact name of registrant
as specified in its charter)
Delaware
(State or other jurisdiction
of incorporation
or organization)
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87-0567033
(I.R.S. Employer Identification
No.)
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One Embarcadero Center,
Suite 500, San Francisco, CA
(Address of Principal
Executive Offices)
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94111
(ZIP Code)
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COLOMBIA ENERGY RESOURCES,
INC. 2010 EQUITY INCENTIVE PLAN AS AMENDED ON AUGUST 31, 2011
(Full title of the Plan)
Edward P. Mooney, Interim
Chief Executive Officer
Colombia Energy Resources,
Inc.
One Embarcadero Center,
Suite 500
San Francisco, California
94111
(415) 460-1165
(Name and address of agent
for service)
With copies to:
Ronald N. Vance
Attorney at Law
1656 Reunion Avenue, Suite
250
South Jordan, Utah 84095
(801) 446-8802
Indicate by check mark
whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting
company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting
company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
¨
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Accelerated filer
¨
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Non-accelerated filer
¨
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Smaller reporting company
þ
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(Do not check if a smaller reporting company)
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EXPLANATORY NOTE
DEREGISTRATION OF SECURITIES
This Post-Effective
Amendment No.1 to the Registration Statement on Form S-8 (File No. 333-178363) (the “
Registration Statement”
)
is being filed by Colombia Energy Resources, Inc., a Delaware corporation (the “
Registrant
”), in order to terminate
the effectiveness of the Registration Statement and to deregister, as of the effective date of this Post-Effective Amendment No.
1, all shares of the Common Stock, par value $0.001 per share, of the Registrant which remain unsold under the Registration Statement
on the date hereof.
Following effectiveness
of this Post-Effective Amendment No. 1, the Registrant intends to file a Form 15 to terminate its duty to file reports under Section
13(a) and 15(d) of the Securities Exchange Act of 1934, as amended.
SIGNATURES
Pursuant to the requirements
of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements
for filing on Form S-8 and has duly caused this Post-Effective Amendment to the Registration Statement to be signed on its behalf
by the undersigned, thereunto duly authorized, in the San Francisco, California, on March 25, 2013.
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COLOMBIA ENERGY RESOURCES, INC.
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By:
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/s/ Edward P. Mooney
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Edward P. Mooney, Interim
Chief Executive Officer
(principal executive officer)
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Pursuant to with the
requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacities
and on the date indicated.
Signature
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Title
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Date
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/s/ Edward P. Mooney
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Interim Chief Executive Officer & Director
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March 25, 2013
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Name: Edward P. Mooney
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(principal executive officer and principal financial and accounting officer)
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/s/ Daniel F. Carlson
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Director
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March 22, 2013
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Name: Daniel F. Carlson
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