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 August 31, 2015

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT

For the transition period from ________ to _______

Commission File No. 333-136247

Domark International, Inc.

(Name of small business issuer as specified in its charter)

Nevada	20­4647578
(State of Incorporation)	(IRS Employer Identification No.)

34 King Street, East Suite 1102 Toronto, Ontario M5C 1E9

(Address of principal executive offices)

  
321-250-­4996

(Issuer's telephone number)

Securities registered under Section 12(b) of the Exchange Act:

None

Securities registered under Section 12(g) of the Exchange Act:

Common Stock, $0.001 par value per share

(Title of Class)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S­T (ss.232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non­accelerated filer or a smaller reporting company.

Large accelerated filer	¨	Accelerated Filer	¨
Non-­accelerated filer	¨	Smaller reporting company	x

Indicate by check mark whether the registrant is a shell company (as defined in rule 12b­-2 of the Exchange Act) Yes ¨ No x

As of August 31, 2015, there were 8,681,112,367 shares of Common Stock, $0.001 par value per share, issued and outstanding and there were 50,000 shares of Series A Preferred Stock, $0.001 par value per share, issued and outstanding and there are zero shares of Series B Preferred Stock, $0.001 par value per share, issued and outstanding.

DOMARK INTERNATIONAL, INC.

TABLE OF CONTENTS

		PAGE
PART I -­ FINANCIAL INFORMATION
Item 1.
	Consolidated Balance Sheets August 31, 2015 (unaudited & unreviewed) and May 31, 2015 (audited )		3
	Consolidated Statements of Operations three months ending August 31, 2015 and three months ended August 31, 2014 (unaudited & unreviwed)		5
	Consolidated Statements of Cash Flows three months ending August 31, 2015 and three months ended August 31, 2014 (unaudited & unreviwed)		6
	Notes to Consolidated Financial Statements (unaudited)		7-17
Item 2.	Management Discussion & Analysis of Financial Condition and Results of Operations		18
Item 3.	Quantitative and Qualitative Disclosures About Market Risk		19
Item 4.	Controls and Procedures		20

PART II ­- OTHER INFORMATION
Item 1.	Legal Proceedings	21
Item 1A.	Risk Factors	21
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	21
Item 3.	Defaults Upon Senior Securities	21
Item 4.	Mine Safety Disclosure	21
Item 5.	Other information	21
Item 6.	Exhibits	22

2

DOMARK INTERNATIONAL, INC.

CONSOLIDATED BALANCE SHEETS

	August 31,		May 31,
	2015		2015
	Unaudited/Unreviewed
ASSETS
CURRENT ASSETS
Cash and cash equivalents	$	-	$	-
Loan receivable from consultant		36,203		36,203
Prepaid expenses		24,500		4,500
TOTAL CURRENT ASSETS		60,703		40,703
INVESTMENTS		1,144,166		1,144,166
OTHER ASSETS
Patents, net of accumulated amortization
of $16,105 and $13,605 respectively		54,397		56,897
Licenses, net of accumulated amortization
of $304,698 and $270,338 respectively		5,302		41,662
TOTAL OTHER ASSETS		59,699		98,559
TOTAL ASSETS	$	1,264,568	$	1,283,428

The accompanying notes are an integral part of these consolidated financial statements.

3

DOMARK INTERNATIONAL, INC.

CONSOLIDATED BALANCE SHEETS

	August 31,			May 31,
	2015			2015
	Unaudited/Unreviewed
LIABILITIES AND STOCKHOLDERS' (DEFICIT)
CURRENT LIABILITIES
Amounts payable to Bank	$	22		$	115
Note payable to bank		198,000			198,000
Accounts payable and accrued expenses		249,817			855,665
Amounts due under Licensing Agreement with Wazzamba SA		224,924			224,924
Loans payable to consultants and stockholders		126,993			189,928
Convertible notes payable (net of unamortized discounts
of $152,694 and $674,886 respectively)		631,575			580,956
Derivative liability for convertible notes payable		2,988,218			2,564,280
TOTAL CURRENT LIABILITIES AND TOTAL LIABILITIES		4,419,549			4,613,868
STOCKHOLDERS' DEFICIT
Preferred stock, $0.001 par value, authorized 10,000,000 shares:
Series A convertible preferred stock - issued and outstanding
50,000 shares as of August 31, 2015 and May 31, 2015		50			50
Preferred stock, $0.001 par value, authorized 2,000,000 shares
Series B convertible preferred stock - issued and outstanding
1,950,000 shares as of August 31, 2015 and "0" as of May 31, 2015		1,950			-
Common stock, $0.001 par value, authorized 14,000,000,000 shares:
8,805,932,169 and 8,805,932,169 shares issued,
and 8,681,112,367 and 8,681,112,367 shares outstanding,
as of August 31, 2015 and May 31, 2015		8,805,932			8,805,932
Less: Treasury stock (124,819,802 shares) as of Aug. 31, 2015 and May 31, 2015		(124,820	)		(124,820	)
Common stock payable		858,000			858,000
Additional paid in capital		37,788,799			36,219,642
Accumulated other comprehensive income (loss)		(131,453	)		(126,453	)
Accumulated deficit		(50,353,439	)		(48,962,791	)
TOTAL STOCKHOLDERS' DEFICIT		(3,154,981	)		(3,330,440	)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	1,264,568		$	1,283,428

The accompanying notes are an integral part of these consolidated financial statements

4

DOMARK INTERNATIONAL, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED & UNREVIEWED)

	For three months			For three months
	ended			ended
	August 31,			August 31,
	2015			2014
Sales	$	-		$	-
Cost of sles		-			-
Gross profit		-			-
Operating expenses:
General and administrative		(462,770	)		209,643
Stock-based compensation - Consultants		1,326,000			55,623
Stock-based compensation - Salaries and wages		-			-
Amortization expense		38,860			53,360
Total operating expenses		902,090			318,626
Loss from operations		(902,090	)		(318,626	)
Other income (expense):
Other income		-			-
Revaluation of derivative liablilty for convertible notes		(423,938	)		(192,890	)
Interest and accretion expense		(64,620	)		(147,433	)
Total other income (expense)		(488,558	)		(340,323	)
Net Loss		(1,390,648	)		(658,949	)
Statement of Comprehensive Loss:
Net Loss		(1,390,648	)		(658,949	)
Other Comprehensive loss
Foreign currency translation adjustment		(5,000	)		(11,650	)
		(5,000	)		(11,650	)
Total Comprehensive Loss	$	(1,395,648	)	$	(670,599	)
Net loss per common shares, basic and diluted	$	(0.00	)	$	(0.00	)
Weighted average common shares outstanding		8,681,112,367			1,077,885,876

The accompanying notes are an integral part of these consolidated financial statements.

5

DOMARK INTERNATIONAL, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED & UNREVIEWED)

	For the three months ended
	August 31,			August 31,
	2015			2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss	$	(1,390,648	)	$	(658,949	)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization expense		38,860			53,360
Series B Preferred stock issued as compensation - consultants		1,326,000			55,623
Series B Preferred stock issued for loans payable - consultants		62,935			-
Non cash interest expense		64,620			147,433
Loss (gain) on revalutaion of derivative liability - convertible notes		423,938			192,890
Change in operating assets and liabilities:
Prepaid expenses		20,000			-
Accounts payable and accrued expenses		(605,848	)		4,801
Accounts payable - related party		(62,935	)		(21,336	)
Net cash used in operating activities		(123,078	)		(226,178	)
CASH FLOWS FROM INVESTING ACTIVITIES
Cash paid for investments		-			-
Cash paid for loan receivable from consultant		-			-
Net cash used in investing activities		-			-
Other Comprehensive income (loss)		(5,000	)		(11,650	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from convertible notes payable		128,171			128,448
Proceeds from loans payable to consultants and stockholders		-			108,885
Net cash provided by financing activities		128,171			237,333
Net increase (decrease) in cash and cash equivalents		93			(495	)
CASH BALANCE (BANK OVERDRAFT) BEGINNING OF PERIOD		(115	)		460
CASH BALANCE (BANK OVERDRAFT) END OF PERIOD	$	(22	)	$	(35	)
Cash paid for interest	$	4,500		$	20,424
Cash paid for taxes	$	-		$	-

SUPPLEMENT SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
Shares issued for settlement of loans payable to consultants
and stockholders	$	1,326,000	$	55,623
Shares issued for settlement of convertible notes payable	$	-	$	237,940

The accompanying notes are an integral part of these consolidated financial statements.

6

DOMARK INTERNATIONAL, INC

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDING AUGUST 31, 2015 AND AUGUST 31, 2014

(Unaudited & Unreviewed)

NOTE 1 – DESCRIPTION OF BUSINESS

DOMARK INTERNATIONAL, INC. ("DoMark" or the "Company") was incorporated under the laws of the State of Nevada on March 30, 2006. During 2008 and 2009, the Company acquired several operating businesses. On May 21, 2009, the Company entered into an acquisition agreement (the "Victory Lane Agreement") with Victory Lane Financial Elite, LLC ("Victory Lane") with respect to a real estate lifestyle business known as "Victory Lane" (the "Victory Lane Business"). Shortly thereafter, a dispute arose between the Company and the principals of Victory Lane regarding the representations of the principals of Victory Lane and the Victory Lane Business and the Victory Lane Agreement.

On March 5, 2012, the Company entered into an Asset Purchase Agreement with its then controlling shareholder, R. Thomas Kidd, for the sale of the Company's subsidiary Armada Armada/The Golf Championships and certain assets related thereto. The Company relied upon Accounting Standards Codification ("ASC") Topic Nos, 860­20­25 and 860­20­40 to record the sale. The fair value of the transaction was measured at the fair value of the assets less any liabilities sold.

On February 29, 2012, the Company formed a new wholly owned subsidiary, Solarwerks, Inc. in the state of Nevada, for the purposes of entering the business of marketing specialized solar consumer electronics. Solarwerks' current focus is to develop and distribute the SolaPad, a combined cover and charging system for Apple's iPad; and the SolaCase, a combined cover and charging system for all versions of Apple's iPhone. Solarwerks competes in a market that also includes 3D Systems (DDD), Dell (DELL) and Hewlett Packard (HPQ). Solarwerks, Inc. is currently in default with the Nevada Secretary of State.

On June 20, 2012, the Company formed a new wholly­owned subsidiary, MuscleFoot Inc. in the state of Nevada for the purpose of distributing, marketing, and acting as sales agent for the patented foot care system of Barefoot Science. MuscleFoot Inc. is currently in default with the Nevada Secretary of State.

On July 20, 2012, the Company formed a new wholly­owned subsidiary, DoMark Canada Inc. in the province of Ontario for the purpose of supporting the Company's corporate operations based in Toronto, Ontario, Canada.

On February 28, 2013, the Company entered into a Memorandum of Understanding to purchase 44% of Zaktek Ltd. ("Zaktek"). Zaktek's main product is the phonepad+, an Apple Inc. approved tablet device that works with smartphones, including the Apple iPhoneÒ and Samsung Galaxy products to improve functionality including video and gaming abilities.

On April 23, 2013, the Company received notification that Zaktek was ending discussions in regards to the definitive purchase agreement with DoMark.

On June 11, 2013, the Company then purchased 100% of South Hill Ltd., an English private limited company, which owns approximately 19% of Zaktek.

NOTE 2 – GOING CONCERN

The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America which contemplate continuation of the Company as a going concern. Furthermore, the Company has inadequate working capital to maintain or develop its operations, and is dependent upon funds from private investors, promissory notes from lenders, and the support of certain stockholders.

These factors raise substantial doubt about the ability of the Company to continue as a going concern. These condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty. In this regard, management is planning to raise any necessary additional funds through loans and additional sales of its common stock. There isn't any assurance that the Company will be successful in raising additional capital to meet its operating needs.

7

NOTE 3 – BASIS OF PRESENTATION

The unaudited consolidated financial statements as of August 31, 2015 and for the three months ended August 31, 2014 have been prepared in accordance with accounting principles generally accepted in the United States for interim consolidated financial information and with instructions to Form 10-­Q. In the opinion of management, the unaudited consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the consolidated financial position as of August 31, 2015 and the results of operations and cash flows for the three months ended August 31, 2015 and 2014. The financial data and other information disclosed in these notes to the interim consolidated financial statements related to these periods are unaudited. The results for the three month period August 31, 2015 are not necessarily indicative of the results to be expected for any subsequent quarter of the entire year ending May 31, 2015. The consolidated balance sheet at August 31, 2015 has been derived from the unaudited consolidated financial statements at that date.

Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States have been omitted pursuant to the Securities and Exchange Commission's rules and regulations. These unaudited consolidated financial statements should be read in conjunction with our audited financial statements and notes thereto for the year ended May 31, 2014 as included in our annual report on Form 10­-K.

NOTE 4 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

RECENT ACCOUNTNG PRONOUNCEMENTS

In June 2014, The Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014­10, "Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation" ("ASU 2014­-10"). ASU 2014­10 removes the financial reporting distinction between development stage entities and other reporting entities and eliminates the requirements for development stage entities to (1) present inception­to­date information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. As permitted by ASU 2014­-10, the Company has elected early application of this standard for the accompanying consolidated financial statements for the Quarter ended February 28, 2015 and year ended May 31, 2014. The Company has reviewed other recently issued accounting pronouncements and plans to adopt those that are applicable to it. It does not expect the adoption of these pronouncements to have a material impact on its financial position, results of operations or cash flows.

PRINCIPLES OF CONSOLIDATION

The accompanying consolidated financial statements represent the consolidated financial position and results of operations of the Company and include the accounts and results of operations of the Company and its subsidiaries. The accompanying consolidated financial statements include the parent entity of DoMark International, Inc. and its wholly owned subsidiaries, Domark Canada, Inc., Solarwerks, Inc., MuscleFoot, Inc. The Company has relied upon the guidance provided by ASC Topic No. 810­-10­-15­-3.

Foreign Currency Translation and Transaction Gains and Losses

We record foreign currency translation adjustments and transaction gains and losses in accordance with SFAS 52, Foreign Currency Translation. For our operations that have a functional currency other than the U.S. dollar, gains and losses resulting from the translation of the functional currency into U.S. dollars for financial statement presentation are not included in determining net loss but are accumulated in the cumulative foreign currency translation adjustment account as a separate component of shareholders' deficit. The Company and its subsidiaries also have transactions in foreign currencies other than the functional currency. We record transaction gains and losses in our consolidated statements of income related to the recurring measurement and settlement of such transactions. The translation rates as of August 31, 2015 were $1.00 US equaled $1.33 Canadian.

USE OF ESTIMATES

The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements. These estimates and assumptions also affect the reported amounts of revenues, costs and expenses during the reporting period. Management evaluates these estimates and assumptions on a regular basis. Actual results could differ from those estimates.

8

The primary management estimates included in these condensed consolidated financial statements are the fair value of Company stock tendered in various nonmonetary transactions and the fair value of the derivative liability for convertible notes payable.

CASH AND CASH EQUIVALENTS

The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. At August 31, 2015 there weren't any cash or cash equivalents. At August 31, 2015 and May 31, 2015, cash and cash equivalents consisted only of cash in the bank, or a bank over draft.

LOANS RECEIVABLE CONSULTANT

The loan receivable consultants are a short term, less than one year note, due February 28, 2016 and non-­interest bearing.

NET LOSS PER COMMON SHARE

Basic net loss per common share is computed by dilutive net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per common share is computed by dividing net loss by the weighted average number of shares of common stock and potentially dilutive securities (such as convertible notes payable, convertible preferred stock, and warrants) outstanding during the relevant period. Dilutive securities having an anti­-dilutive effect on diluted net loss per common share are excluded from the calculation.

For the three months ending August 31, 2015 and 2014, diluted common shares outstanding excluded the following dilutive securities as the effect of their inclusion was anti­-dilutive:

	Common Shares Equivalents
	Three Months Ended August 31,
	2015		2014
Convertible Notes Payable		29,793,433,824		307,459,536
Serie A Convertible Preferred Shares		50,000,000		50,000,000
Serie B Convertible Preferred Shares		15,600,000,000		-
Warrants		850,000		850,000
Total Common Shares Equivalents		45,444,283,824		358,309,536

INTANGIBLE ASSETS

Intangible assets are carried at cost less accumulated amortization. Amortization is recorded over the estimated useful lives of the respective assets.

IMPAIRMENT OF LONG­LIVED ASSETS

In accordance with ASC Topic No. 360-­10­-40, long­-lived assets, such as property, plant, and equipment, and purchased intangibles, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Goodwill and other intangible assets are tested for impairment annually. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset.

9

STOCK­-BASED COMPENSATION

The Company accounts for share based payments in accordance with ASC Topic No. 718, Compensation ­- Stock Compensation, which requires all share­-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on the grant date fair value of the award. In accordance with ASC 718-­10­-30­-9, Measurement Objective -­ Fair Value at Grant Date, the Company estimates the fair value of the award using a valuation technique. For stock options, the Company uses the Black­-Scholes option pricing model. The Company believes this model provides the best estimate of fair value due to its ability to incorporate inputs that change over time, such as stock volatility, interest rates, and to allow for actual exercise behavior of option holders. Compensation cost is recognized over the requisite service period which is generally equal to the vesting period. Upon exercise, shares issued will be newly issued free trading shares from the Company's authorized common stock.

ASC Topic No. 505, "Compensation­-Stock Compensation", establishes standards for the accounting for transactions in which an entity exchanges its equity instruments to non­-employees for goods or services. Under this method, stock compensation expense includes compensation expense for all stock­-based compensation awards granted on or after January 1, 2006, based on the grant­date fair value estimated in accordance with the provisions of ASC 505.

RESEARCH AND DEVELOPMENT

All research and development expenditures are expensed as incurred.

REVENUE RECOGNITION

The Company recognizes revenues when persuasive evidence of an arrangement exists, delivery and acceptance has occurred or service has been rendered, the price is fixed or determinable, and collection of the resulting receivable is reasonably assured.

NOTE 5 – INVESTMENTS

Investments consist of:

	August 31, 2015		August 31, 2014
Imagic Ltd. - ­40% equity interest	$	1,094,166	$	1,094,166
Barefoot Science Products & Services Inc. ­- 15% equity interest		50,000		50,000
Total	$	1,144,166	$	1,144,166

 

The cost of the 40% equity interest in Imagic Ltd. at August 31, 2015 consists of:

July 22, 2013 issuance of 7,500,000 shares of DoMark common stock to Imagic Ltd.	$	697,500
December 3, 2013 issuance of 8,000,000 shares of DoMark common stock to Meadow Grove Ltd. in exchange for 9% equity interest in Imagic Ltd.		96,005
Cash payments to or for the benefit of Imagic Ltd.		150,661
Payments from Foremark Holdings to Imagic Ltd. in exchange for DoMark notes payable to Foremark Holdings		150,000
Total	$	1,094,166

Imagic is a privately owned company registered in Gibraltar which owns proprietary product designs for its Digilink and Game Control products. Imagic shares are not quoted or traded on any securities exchange or in any recognized over-­the counter market. Imagic is accounted for on the equity method of accounting. The Company consolidates entities that we control. The Company accounts for investments in joint ventures using the equity method of accounting when we exercise significant influence over the venture. If the Company does not exercise significant influence, we account for the investment using the cost method of accounting. Imagic did not have any revenues or expenses for the period ended February 28, 2015.

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NOTE 6 – LICENSING AGREEMENT WITH WAZZAMBA SA

During the three months ended February 28, 2014, the Company executed a Licensing Agreement with Wazzamba SA (the "Licensor"). The agreement provides the Company an exclusive license to use certain technology (which permits third-­party subscribers to integrate a fully equipped online shop into their websites) in Canada and the United States for an initial term ending July 31, 2015. The agreement provides for the Company to pay the Licensor "Flat Fee" compensation of $ 300,000 in 3 installments of $100,000 each (first installment payable within 5 days of the signing of the agreement, second installment payable on July 1, 2014, and third installment payable on February 1, 2015) plus "Revenue Share" compensation equal to 50% of Net Commissions generated by the Company payable monthly. In the event that the Company does not generate $500,000 in Net Commissions by January 31, 2015, the Licensor has the right to cancel the agreement with one month notice (in which case the third $100,000 installment will no longer be due). With respect to an Extended License Term after July 31, 2015, the agreement provides the Company a right of first refusal to match any offer received by the Licensor from a third party.

At August 31, 2015, the Company has a recorded intangible asset for "Licensing Agreement with Wazzamba SA" in the amount of $300,000, and included the liability under the Licenses net of accumulated amortization. Commencing March 1, 2014, the Company will amortize the $300,000 intangible asset on a straight line basis over the remaining 17 months of the Initial Term ending July 31, 2015 (approximately $17,647 per month).

On March 27, 2014, the Company paid $75,000 of the first $300,000 "Flat Fee" installment due the Licensor under the agreement. The other $225,000 due is presently past due.

Licenses, net of accumulated amortization are as follows:

	August 31,			May 31,
	2015			2015
Wazzamba S.A.	$	300,000		$	300,000
Bioharmonics		10,000			10,000
Subtotal		310,000			310,000
Accumulated amortization		(304,698	)		(270,338	)
Totals	$	5,302		$	41,662

NOTE 7 – NOTE PAYABLE TO BANK

In December 2013, the Company entered into a Loan Agreement with a bank located in Maryland. The related Promissory Note in the amount of $180,000 bears interest at a rate at 10% payable monthly, and is due in full on December 31, 2014, and is secured by a 25,000,000 shares of Domark International, Inc (Common Stock Reserve as defined in the Loan Agreement), a Guaranty of Payment from the Company's chief financial officer and his wife, and certain real property owned by the Company's chief financial officer and his wife. The loan has been modified and the lender has extended a six month extension for the loan repayment, with a July 1, 2015 balloon due date.

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NOTE 8 – LOANS PAYABLE TO CONSULTANTS AND STOCKHOLDERS

Loans payable to consultants and stockholders consist of ;

	August 31,		May 31,
	2015		2015
Consultant and stockholder	$	80,796	$	80,796
President of Domark		-		45,850
Chairman of Barefor Science and affilliate		21,500		21,500
Consultant		16,097		16,097
Consultant		-		17,085
Consultant		8,600		8,600
Totals	$	126,993	$	189,928

 

NOTE 9 – CONVERTIBLE NOTES PAYABLE

At August 31, 2015 the convertible notes payable consisted of;

Date of		Interest	Maturity	Principal		Unamortized	Net
Note	Noteholder	Rate	Date	Amount		Discount	Note
12/19/13	JMJ Financial Inc	10%	12/19/14	$24,842	(i)	$0	$24,842
3/7/14	JSJ Investments, Inc.	12%	10/7/14	12,130	(g)	0	12,130
3/28/14	Redwood Fund III	10%	9/28/14	35,122	(f)	0	35,122
3/18/14	Redwood Managament, LLC.	10%	9/28/14	50,000	(g)	0	50,000
4/14/14	WHC Capital, Inc	12%	10/14/14	38,200	(i)	0	38,200
4/11/14	Tonaquint, Inc	12%	10/11/14	40,559	(g)	0	40,559
4/24/14	JSJ Investments, Inc.	12%	10/24/14	50,000	(g)	0	50,000
5/12/14	Iconic Holdings, LLC	10%	11/12/14	46,645	(g)	0	46,645
5/16/14	KBM Worldwide, Inc	8%	11/14/14	9,410	(l)	0	9,410
6/3/14	Adar Bays, Inc	8%	12/12/14	48,654	(g)	0	48,654
6/23/14	JMJ Financial Inc	10%	12/23/14	50,000	(i)	0	50,000
7/3/14	LG Capital, Inc	8%	1/3/15	36,750	(a)	0	36,750
7/22/14	Redwood Fund III	10%	1/22/15	100,082	(g)	0	100,082
8/14/14	KBM Worldwide, Inc	8%	2/14/15	27,500	(l)	0	27,500
10/8/14	LG Capital, Inc	8%	4/8/15	3,000	(a)	0	3,000
12/2/14	Tonaquint, Inc	12%	6/2/15	10,000	(g)	0	10,000
12/5/14	LG Capital, Inc.	8%	6/5/15	9,500	(a)	0	9,500
1/7/15	LG Capital Inc	8%	7/7/15	22,500	(a)	0	22,500
3/15/15	Curran	10%	3/15/15	25,000	(l)	18,231	6,769
7/22/15	LG Capital, Inc	8%	1/22/16	60,375	(a)	57,060	3,315
7/22/15	JMJ Financial Inc	10%	1/22/16	20,000	(i)	18,401	1,599
7/17/15	Iconic Holdings, LLC	8%	1/17/16	22,000	(g)	20,302	1,698
7/22/15	Redwood Fund III	10%	1/22/16	22,000	(f)	20,302	1,698
7/15/15	Tonaquint, Inc	12%	1/15/16	20,000	(g)	18,398	1,602
	Totals			$784,269		$152,694	$631,575

12

Legend

(a)	At noteholder's option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to the lower of $0.081 or 50% of the average of the three lowest closing prices during the 10 trading days prior to the notice of conversion.
(b)	At noteholder's option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to the lower of $0.085 or 60% of the lowest closing price during the 25 trading days prior to the notice of conversion.
(c)	At noteholder's option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to the lower of $0.08 or 50% of the lowest closing price during the 10 trading days prior to the notice of conversion.
(d)	At noteholder's option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to the lower of $0.0725 or 34% of the lowest closing price during the 20 trading days prior to the notice of conversion.
(e)	At noteholder's option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to 55% of the average of the two lowest closing prices during the 15 trading days prior to the notice of conversion.
(f)	At noteholder's option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to the lower of $0.00929 or 50% of the average of the three lowest trading prices during the 10 trading days prior to the notice of conversion.
(g)	At noteholder's option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to 25% of the lowest trading price during the 20 trading days prior to the notice of conversion.
(h)	At noteholder's option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to 58% of the average of the two lowest closing prices during the 15 trading days prior to the notice of conversion.
(i)	At noteholder's option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to 40% of the lowest closing price during the 25 trading days prior to the notice of conversion.
(j)	At noteholder's option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to 40% of the lowest closing price during the 20 trading days prior to the notice of conversion.
(k)	At noteholder's option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to 58% of the average of the two lowest closing prices during the 15 trading days prior to the notice of conversion.
(l)	At noteholder's option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to 49% of the average of the two lowest closing prices during the 15 trading days prior to the notice of conversion.

13

 NOTE 10 – STOCKHOLDERS' EQUITY

Series A Convertible Preferred Stock

Each share of Series A Convertible Preferred Stock has 1,000 voting rights and is convertible into 1,000 shares of the Company's common stock.

Series B. Convertible Preferred Stock

Each share of Series B Convertible Preferred Stock has 8,000 voting rights and is convertible into 8,000 shares of the Company's common stock.

Common Stock Issuances

On August 13, 2015, the Company issued 994,500 shares of Series B convertible preferred shares in satisfaction of $365,708 of unpaid compensation.

On August 13, 2015, the Company issued 663,000 shares of Series B convertible preferred shares in satisfaction of $203,121 of unpaid compensation.

On August 13, 2015, the Company issued 175,500 shares of Series B convertible preferred shares in satisfaction of $45,850 of unpaid loans payable.

On August 13, 2015, the Company issued 117,000 shares of Series B convertible preferred shares in satisfaction of $17,085 of unpaid loans payable

Warrants to Purchase Common Stock

A summary of warrant activity from May 31, 2012 until the three months ending August 31, 2015 are as follows:

	Weighted Average Number of Warrants		Exercise Price
Outstanding at May 31, 2012	$	­-		-­
Granted		850,000		0.42
Exercised		­-		-­
Cancelled		­-		-­
Outstanding at May 31, 2013		850,000		0.42
Granted		­-		-­
Exercised		­-		-­
Cancelled		­-		-­
Outstanding at August 31, 2015	$	850,000		0.42

Warrants outstanding at August 31, 2015 consist of:

Date Granted	Number Outstanding		Exercise price		Expiration Date
May 25, 2012		100,000	$	1.00		May 25, 2015
June 12, 2012		150,000	$	1.00		June 12, 2015
June 26, 2012		100,000	$	1.00		June 26, 2015
January 1, 2012		500,000	$	0.01		January 1, 2015
Totals		850,000

14

NOTE 11— FAIR VALUE MEASUREMENTS AND DERIVATIVE LIABILIITY

The Company evaluates all of it financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then re­valued at each reporting ate, with changes in the fair value reported as charges or credits to income. For option­based derivative financial instruments, the Company uses the Black­-Scholes option­-pricing model to value the derivative instruments at inception and subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is re­assessed at the end of each reporting period derivative instrument liabilities are classified in the balance sheet as current or non­current based on whether or not net­-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date.

During the period ended August 31, 2015 the Company entered into several convertible note agreements. The conversion option and the outstanding common stock warrants on that date which were tainted by the convertible note were classified as derivative liabilities at their fair value on the date of issuance.

Under ASC­815 the conversion options embedded in the notes payable described in Note 9 require liability classification because they do not contain an explicit limit to the number of shares that could be issued upon settlement.

As defined in FASB ASC 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilized the market data of similar entities in its industry or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. FASB ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement).

The three levels of the fair value hierarchy are as follows:

Level 1 – Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-­traded derivatives, marketable securities and listed equities.

Level 2 ­ Pricing inputs are other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reported date.

Level 3 ­ Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management's best estimate of fair value.

Derivative liability — the Company's derivative liability is classified within Level 3 of the fair value hierarchy.

The Company uses the Black Scholes Option Pricing Model to value its option based derivatives predicated upon the following assumptions: dividend yield of -­0-­%, volatility of stock price =100%, risk free interest rate varying from 8 to 12 % and an expected term equal to the remaining conversion period of the note.

15

The following table sets forth by level within the fair value hierarchy the Company's financial assets and liabilities that were accounted for at fair value as of August 31, 2015.

Recurring Fair Value Measurements	Level 1		Level 2		Level 3		Total
LIABILITIES:
Derivative liability­ August 31, 2015		-		-		2,988,218		2,988,218
Derivative liability­ May 31, 2015		-		-		2,564,280		2,564,280

NOTE 12 – COMMITMENTS AND CONTINGENCIES

License Agreements

On February 29, 2012, the Company entered into a Memorandum of Agreement with Xiamen Taiyang Neng Gongsi and Michael Franklin. For and in consideration of the payment of an initial license fee of $10,000, and for the future payment of royalties of $5.00 per SolaPad unit sold, Xiamen granted an exclusive worldwide license and joint patent rights to the Company for a solar charging case for IPAD, including IPAD 3. The license under the Agreement expires on December 31, 2018.

On April 19, 2013, our subsidiary DoMark Canada Inc. executed an agreement with Bioharmonics Technologies Cop. ("Bioharmoniecs"). The agreement provided for the acquisition of certain inventions and related patents and patent applications in exchange for 500,000 shares of DoMark common stock (which was delivered April 19, 2013) and $30,000 cash payable no later than October 17, 2013 (which was satisfied through the delivery of an additional 500,000 shares of DoMark common stock to Bioharmonics on August 15, 2013). The agreement also provides for a royalty obligation payable quarterly to Bioharmonics equal to 10% of the wholesale price for each unit using infrared and solar charging.

In January 2014, the Company executed a Licensing Agreement with Wazzamba SA. See Note 6.

Employment Agreements

On May 25, 2012, the Company entered into an employment agreement with its President, R. Brentwood Strasler, for an indefinite period or until terminated. Mr.

Strasler is entitled to an annual salary of $150,000 USD and 100,000 stock purchase warrants exercisable to purchase shares of common stock of the Company at $1.00 per share. The warrants are exercisable for a three year period and can be vested quarterly on a pro rata basis over twelve months from the date of issue. Additionally, Mr. Strasler is to be enrolled in a long term Executive Option Plan and is entitled to term life insurance in the face amount of $2,500,000, payable to the beneficiary designated by Mr. Strasler. On December 1, 2014 Mr, Strasler resigned from the Company, mutually accepted by Mr. Ritchie, CEO and President.

On June 15, 2012, the Company entered into an employment agreement with its Chief Executive Officer Andrew Ritchie, for an indefinite period or until terminated. Mr. Ritchie is entitled to an annual salary of $240,000 USD and 150,000 stock purchase warrants exercisable to purchase shares of common stock of the Company at $1.00 per share. The warrants are exercisable for a three year period and can be vested quarterly on a pro rata basis over twelve months from the date of issue. Additionally, Mr. Ritchie is to be enrolled in a long term Executive Option Plan and is entitled to term life insurance in the face amount of $2,500,000, payable to the beneficiary designated by Mr. Richie.

16

Lease Agreement

On August 1, 2013, the Company entered into an office lease in Toronto, Ontario, Canada for a five year period. At August 31, 2015, the future lease commitments on this lease for the years ended May 31, are as follows, and are in U.S. dollars:

2015	$	11,264
2016		47,616
2017		47,616
2018		47,616
Thereafter		7,936
Total	$	162,047

NOTE 13 – SUBSEQUENT EVENT

In September 22, 2015 the Company applied to FINRA to enact a 1:6000 (one for six thousand) one common share for six thousand common shares, reverse stock split. The Company already had the form 14C approved by the SEC to apply for the reverse stock split. Since there are two shareholders with over 50% (fifty percent) voting control, there wasn't any need for a proxy vote on the reverse stock split. The Company's ahareholder's were notified of the reverse stock split application, Due to the fact the Company's stock value was significantly low, the Company needed to do a reverse stock split to raise potential capital, through promissory note and investment vehicle funding, to continue operations. Mr Andrew Ritchie, is still the Company's CEO, President, and board director.

The Company is actively seeking a sale, joint venture, marketing partnership, or any other related venture opportunity with Simba Deals.

17

 ITEM 2 ­ MANAGEMENT DISCUSSION AND ANALYSIS OF THE CONSOLIDATED FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following is management's discussion and analysis of certain significant factors that have affected our condensed consolidated financial position and operating results during the periods included in the accompanying condensed consolidated financial statements, as well as information relating to the current plans of our management. This report includes forward-­looking statements. Generally, the words "believes", "anticipates", "may", "will", "should", "expect", "intend", "estimate", "continue", and similar expressions or the negative thereof or comparable terminology are intended to identify forward­-looking statements.

Such statements are subject to certain risks and uncertainties, including the matters set forth in this report or other reports or documents we file with the Securities and Exchange Commission from time to time, which could cause actual results or outcomes to differ materially from those projected. Undue reliance should not be placed on these forward­-looking statements, which speak only as of the date hereof. We undertake no obligation to update these forward-­looking statements.

The following discussion and analysis should be read in conjunction with our consolidated financial statements and the related notes thereto and other financial information contained elsewhere in this Form 10-­Q.

RECENT DEVELOPMENTS

The main operations of the Company have been to search, negotiate and acquire ownership interests in companies with products at an advanced stage of their development or products already in production.

In December 2013, the Company increased its equity interest in Imagic Ltd. to 40%. Imagic is a company registered in Gibraltar which owns proprietary product designs for its Digilink and Game Control products.

In January 2014, the Company acquired United States and Canada marketing rights to certain online shop technology pursuant to a Licensing Agreement with Wazzamba SA.

On February 24, 2014, the Company increased the number of authorized shares of common stock to 900,000,000 shares.

On August 11, 2014 the Company increased the number of authorized shares of common stock to 7,500,000,000.

On December 15, 2014, R. Brent Strasler (non Exec. Chariman) tendered his resignation to the Company, mutually agreed upon by the President/CEO.

On August 11, 2014 the Company increased the number of authorized shares of common stock to 7,500,000,000.

On December 9, 2014 the Company increased the number of authorized shares of common stock to 14,000,000,000.

In January 2015, the Company entered into a joint venture agreement with Mobil Lads, Corp, to acquire 75% of Simbadeals North American licensing rights, for $700,000 value of Mobile Lads Corp common stock and $225,000 in cash. The cash will be used by Domark to pay off the existing licensing responsibilities to Wazzamba (the program developer of Simbadeals). Mobil Lads Corp will manage the future of Simbadeals and will be fully responsible for all future funding of the operation. Domark will retain the 25% interest in the Joint Venture.

On August 13, 2015, the Company issued 1,170,000 Preferred Series B convertible shares, to Mr. Andrew Ritchie (CEO & President), and 780,000 Preferred Series B convertible shares to Mr. Thomas Crompton ( CFO), with a conversion rate of 8,000 common shares to one preferred share. These shares were issued for unpaid compensation and unpaid loans to Mr. Ritchie and Mr. Crompton. The unpaid compensation for Mr. Ritchie and Mr. Crompton were $365,708 and $203,121 respectively. The unpaid loans, at the time of preferred share issuance for Mr. Ritchie and Mr. Crompton were $45,480 and $30,723 respectively.

On September 8, 2015, the Company has filed an S-8 for the announcement of a reverse stock split. The SEC has approved the 14C filing, for the application. Currently the Company is applying for a 6000: 1 (six thousand common shares for one common share) reverse stock split on the Company's voting common stock. Since Mr, Ritchie and Mr. Crompton have over 50% (fifty percent) voting control of the Company (See Item #2, recent developments below), the shareholders are being notified, and no proxy is required.

18

LIQUIDITY AND CAPITAL RESOURCES

Our operating requirements have been funded primarily through financing facilities, sales of our common stock, and loans from shareholders and 3rd party financiers. Currently, the Company's cash flows do not adequately support the operating expenses of the Company. We received $0 in the nine months ended February 28, 2015 from the sale of our common stock. The Company will continue to require financing from loans and notes payable until such time as our business has generated income sufficient to carry our operating costs.

Cash used by operating activities for the three month period ended August 31, 2015 was $123,078 compared to $226,178 for the same period in 2014. Stock­-based compensation for the three month period ended August 31, 2015 was $1,326,000 as compared to $55.623 for the three month period ended August 31, 2014.

Cash used in investing activities was $0 for the three month period ended August 31, 2015 compared to $0 for the three month period ended August 31, 2014. Cash provided by financing activities was $128,171 for the three month period ended August 31, 2015 versus $237,333 for the three month period ended August 31, 2014. Financing activities consisted of cash received from related parties, promissory convertible notes payable, and notes payable.

OTHER CONSIDERATIONS

There are numerous factors that affect the Company's business and the results of its consolidated operations. Sources of these factors include general economic and business conditions, federal and state regulation of business activities, the level of demand for services, the level and intensity of competition, and our ability to continue to improve our infrastructure, including personnel and systems, to keep pace with our anticipated rapid growth in the development of our business.

RESULTS OF CONDENSED CONSOLIDATED OPERATIONS

THREE MONTHS ENDED AUGUST 31, 2015 VS AUGUST 31, 2014

The Company did not have any revenues for the three months ending August 31, 2015 and August 31, 2014

Total general and administrative expenses for the three months ending August 31, 2015 were $(462,770) compared to $209,643 for the same three month period in 2014. The decrease is primarily due to the lesser operational expense amounts for the period ending August 31, 2015.

The net loss for the three months ending August 31, 2015 amounted to $1,395,648 for a net loss per share of $0.00, vs. a net loss of $676,599 and a net loss per share of $0.00 for the same three month period ending in 2014. The increase was primarily due to increased stock based compensation and general and administrative costs.

ITEM 3 ­ QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable to smaller reporting companies.

19

ITEM 4 ­ CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Our management team, under the supervision and with the participation of our principal executive officer and our principal financial officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as such term is defined under Rule 13a­-15(e) promulgated under the Securities Exchange Act of 1934, as amended ("Exchange Act"), as of the last day of the fiscal period covered by this report, August 31, 2015. The term disclosure controls and procedures means our controls and other procedures that are designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is accumulated and communicated to management, including our principal executive and principal financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Based on this evaluation, our principal executive officer and our principal financial officer concluded that our disclosure controls and procedures were not effective as of August 31, 2015. Management is working on hiring other responsibilities to add some internal control procedures.

Our principal executive officer and our principal financial officer are responsible for establishing and maintaining adequate internal controls over financial reporting, as such term is defined in Exchange Act Rules 13a­-15(f). Management is required to base its assessment of the effectiveness of our internal control over financial reporting on a suitable, recognized control framework, such as the framework developed by the Committee of Sponsoring Organizations ("COSO"). The COSO framework, published in INTERNAL CONTROL­INTEGRATED FRAMEWORK, is known as the COSO Report. Our principal executive officer and our principal financial officer have chosen the COSO framework on which to base its assessment. Based on this evaluation, our management concluded that our internal control over financial reporting was not effective as of August 31, 2015.

There weren't any changes in our internal control over financial reporting that occurred during the period ended August 31, 2015 that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting. Controls are being put in place for daily operations which will allow for controlled cash management and oversite.

It should be noted that any system of controls, however well designed and operated, can provide only reasonable and not absolute assurance that the objectives of the system are met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of certain events. Because of these and other inherent limitations of control systems, there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.

Management is aware that there is a lack of segregation of duties at the Company due to the small number of employees dealing with general administrative and financial matters. However, at this time management has decided that considering the abilities of the employees now involved and the control procedures in place, the risks associated with such lack of segregation are low and the potential benefits of adding employees to clearly segregate duties do not justify the substantial expenses associated with such increases. Management will periodically reevaluate this situation.

20

PART II ­ OTHER INFORMATION

ITEM 1 ­ LEGAL PROCEEDINGS

On May 21, 2009, the Company entered into an Agreement for the Exchange of Common Stock (the "Victory Lane Agreement") with Victory Lane Financial Elite, LLC ("Victory Lane") with respect to a real estate lifestyle business known as Victory Lane (the "Victory Lane Business") pursuant to which the Company intended to purchase the Victory Lane Business. Shortly thereafter, a dispute arose between the Company and Victory Lane regarding alleged misrepresentations made by Victory Lane in connection with the Victory Lane Agreement.

In August, 2009, Victory Lane Financial Elite, LLC, Legacy Development, LLC and Patrick Costello filed suit in the Superior Court of Tattnall County, Georgia (Civ. No. 2009-­V­-381­-JW) against the Company, R. Thomas Kidd and various officers and directors of the Company, alleging that the Company was in breach of the Victory Lane Agreement and that the Company and certain of the individual defendants had committed various torts against the plaintiffs and that certain of the individual defendants had violated various fiduciary and other duties owed to the plaintiffs in connection with the Victory Lane Agreement and the handling of the Victory Lane Business (the "VLFE Case"). The plaintiffs sought a declaratory judgment to the effect that the Victory Lane Agreement had not been executed, as well as money damages from the Company and the individual defendants. The Company and Mr. Kidd have answered the Complaint, denying any liability for the plaintiff's claims and have asserted various counterclaims including fraud and other torts. In July 2010 the court dismissed all of the individual defendants, other than R. Thomas Kidd, in response to a motion to dismiss for lack of jurisdiction. The case has since been stayed.

In December, 2009, AHIFO­-21, LLC filed a lawsuit in the Superior Court of Tattnall County, Georgia (Civ. No. 2009­-V­-672-­JS) against Victory Lane, LLC, Patrick J. Costello and Stephen Brown (the "Victory Lane Defendants") alleging that the Victory Lane Defendants owe the plaintiff more than $7,740,000 in respect of one or more loans made by the plaintiff to certain Victory Lane Defendants in connection with the Victory Lane Business (the "AHIFO Case"). In February 2010, the Victory Lane Defendants filed a Third Party Complaint against the Company and R. Thomas Kidd, claiming that the Company and Mr. Kidd should be liable for any amounts the Victory Lane Defendants are required to pay to the plaintiff in this case. The Company and Mr. Kidd have answered the Complaint, denying any liability for the plaintiff's claims and Mr. Kidd has asserted various counterclaims including fraud and other torts. The Company and Mr. Kidd filed a motion to dismiss the Third Party Complaint, but the entire case was subsequently stayed.

Because each of the VLFE Case and the AHIFO Case have been stayed and because discovery in those cases is not complete, the Company has determined that the probability of any loss is remote and that the amount of any damages, if any were determined adverse to the Company, would not be reasonably estimable. The Company believes that it has meritorious claims against the opposing parties with respect to the Victory Lane Agreement and that the claims asserted against it are not meritorious. The Company intends to defend itself vigorously

ITEM 1A ­ RISK FACTORS

Not required.

ITEM 2 ­ UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

ITEM 3 ­ DEFAULTS UPON SENIOR SECURITIES

There were no defaults upon senior securities during the interim period ended August 31, 2015.

ITEM 4 ­ MINE SAFETY DISCLOSURE

None.

ITEM 5 ­ OTHER INFORMATION

None.

21

ITEM 6 ­ EXHIBITS

Exhibit

No.	Document Description
31.1	Certification of CEO Pursuant to 18 U.S.C. Section 1350, Pursuant to Section 302 of the Sarbanes-­Oxley Act of 2002.
31.2	Certification of CFO Pursuant to 18 U.S.C. Section 1350, Pursuant to Section 302 of the Sarbanes-­Oxley Act of 2002.
32.1*	Certification of CEO Pursuant to 18 U.S.C. Section 1350, Pursuant to Section 906 of the Sarbanes­-Oxley act of 2002.
32.2*	Certification of CFO Pursuant to 18 U.S.C. Section 1350, Pursuant to Section 906 of the Sarbanes­-Oxley act of 2002.
101	Interactive data files pursuant to Rule 405 of Regulation S­T.

______________

* This exhibit shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 of the Securities Exchange Act of 1934, whether made before or after the date hereof and irrespective of any general incorporation language in any filings.

22

SIGNATURES

In accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, there unto duly authorized.

	DOMARK INTERNATIONAL, INC. REGISTRANT
Date: October 15, 2015	By:	/s/ Andrew Ritchie
		Andrew Ritchie
		Chief Executive Officer/President

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the undersigned on behalf of the registrant and in the capacities indicated on the 15th day of October 2015.

By:	/s/ Thomas Crompton
	Thomas Crompton
	Chief Financial Officer

23

EX-31.1

EXHIBIT 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO RULES 13A-14 AND 15D-14 OF THE SECURITIES EXCHANGE ACT OF 1934

I, Andrew Ritchie, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of DoMark International, Inc.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report;
4.	The small business issuer's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the small business issuer and have:

 

a.	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.	Evaluated the effectiveness of the small business issuer's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.	Disclosed in this report any change in the small business issuer's internal control over financial reporting that occurred during the small business issuer's most recent fiscal quarter (the small business issuer's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect the small business issuer's internal control over financial reporting; and

 

5. The small business issuer's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small business issuer's board of directors (or persons performing the equivalent functions):

 

a.	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the small business issuer's ability to record, process, summarize and report financial information; and
b.	Any fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer's internal control over financial reporting.

October 15, 2015	By:	/s/ Andrew Ritchie
		Andrew Ritchie
		Chief Executive Officer

EX-31.2

EXHIBIT 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO RULES 13A-14 AND 15D-14 OF THE SECURITIES EXCHANGE ACT OF 1934

I, Thomas Crompton, certify that:

1.	I have reviewed this quarterly report on Form 10-Q of DoMark International, Inc.;
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the small business issuer as of, and for, the periods presented in this report;
4.	The small business issuer's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the small business issuer and have:

 

a.	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the small business issuer, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.	Evaluated the effectiveness of the small business issuer's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.	Disclosed in this report any change in the small business issuer's internal control over financial reporting that occurred during the small business issuer's most recent fiscal quarter (the small business issuer's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect the small business issuer's internal control over financial reporting; and

 

5. The small business issuer's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the small business issuer's auditors and the audit committee of the small business issuer's board of directors (or persons performing the equivalent functions):

 

a.	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the small business issuer's ability to record, process, summarize and report financial information; and
b.	Any fraud, whether or not material, that involves management or other employees who have a significant role in the small business issuer's internal control over financial reporting.

October 15, 2015	By:	/s/ Thomas Crompton
		Thomas Crompton
		Chief Financial Officer

EX-32.1

EXHIBIT 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of DoMark International, Inc. (the "Company") on Form 10-Q for the period ended August 31, 2015 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Andrew Ritchie, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, That to the best of my knowledge:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

October 15, 2015	By:	/s/ Andrew Ritchie
		Andrew Ritchie
		Chief Executive Officer

EX-32.2

EXHIBIT 32.2

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of DoMark International, Inc. (the "Company") on Form 10-Q for the period ended August 31, 2015 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Thomas Crompton, Principal Financial Officer of the Company, certify, pursuant to 18 U.S.C. section 1350, as adopted pursuant to section 906 of the Sarbanes-Oxley Act of 2002, That to the best of my knowledge:

(1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

October 15, 2015	By:	/s/ Thomas Crompton
		Thomas Crompton
		Chief Financial Officer

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Stockholders Equity (Tables)

3 Months Ended

Aug. 31, 2015

Stockholders Equity Tables

Summary of warrant activity

A summary of warrant activity from May 31, 2012 until the three months ending August 31, 2015 are as follows:

	Weighted Average Number of Warrants		Exercise Price
Outstanding at May 31, 2012	$	-		-
Granted		850,000		0.42
Exercised		-		-
Cancelled		-		-
Outstanding at May 31, 2013		850,000		0.42
Granted		-		-
Exercised		-		-
Cancelled		-		-
Outstanding at August 31, 2015	$	850,000		0.42

Warrants outstanding

Warrants outstanding at August 31, 2015 consist of:

Date Granted	Number Outstanding		Exercise price		Expiration Date
May 25, 2012		100,000	$	1.00		May 25, 2015
June 12, 2012		150,000	$	1.00		June 12, 2015
June 26, 2012		100,000	$	1.00		June 26, 2015
January 1, 2012		500,000	$	0.01		January 1, 2015
Totals		850,000

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Fair Value Measurements and Derivative Liabiliity (Details)	Aug. 31, 2015 USD ($)
LIABILITIES
Derivative liability - August 31, 2015	$ 2,988,218
Derivative liability - May 31, 2015	$ 2,564,280
Level 1 [Member]
LIABILITIES
Derivative liability - August 31, 2015
Derivative liability - May 31, 2015
Level 2 [Member]
LIABILITIES
Derivative liability - August 31, 2015
Derivative liability - May 31, 2015
Level 3 [Member]
LIABILITIES
Derivative liability - August 31, 2015	$ 2,988,218
Derivative liability - May 31, 2015	$ 2,564,280

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Summary of Significant Accounting Policies

3 Months Ended

Aug. 31, 2015

Notes to Financial Statements

Note 4 - Summary of Significant Accounting Policies

RECENT ACCOUNTNG PRONOUNCEMENTS

In June 2014, The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 201410, “Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation” (“ASU 201410”). ASU 2014-10 removes the financial reporting distinction between development stage entities and other reporting entities and eliminates the requirements for development stage entities to (1) present inceptiontodate information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. As permitted by ASU 2014-10, the Company has elected early application of this standard for the accompanying consolidated financial statements for the Quarter ended February 28, 2015 and year ended May 31, 2014. The Company has reviewed other recently issued accounting pronouncements and plans to adopt those that are applicable to it. It does not expect the adoption of these pronouncements to have a material impact on its financial position, results of operations or cash flows.

PRINCIPLES OF CONSOLIDATION

The accompanying consolidated financial statements represent the consolidated financial position and results of operations of the Company and include the accounts and results of operations of the Company and its subsidiaries. The accompanying consolidated financial statements include the parent entity of DoMark International, Inc. and its wholly owned subsidiaries, Domark Canada, Inc., Solarwerks, Inc., MuscleFoot, Inc. The Company has relied upon the guidance provided by ASC Topic No. 810-10-15-3.

Foreign Currency Translation and Transaction Gains and Losses

We record foreign currency translation adjustments and transaction gains and losses in accordance with SFAS 52, Foreign Currency Translation. For our operations that have a functional currency other than the U.S. dollar, gains and losses resulting from the translation of the functional currency into U.S. dollars for financial statement presentation are not included in determining net loss but are accumulated in the cumulative foreign currency translation adjustment account as a separate component of shareholders’ deficit. The Company and its subsidiaries also have transactions in foreign currencies other than the functional currency. We record transaction gains and losses in our consolidated statements of income related to the recurring measurement and settlement of such transactions. The translation rates as of August 31, 2015 were $1.00 US equaled $1.33 Canadian.

USE OF ESTIMATES

The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements. These estimates and assumptions also affect the reported amounts of revenues, costs and expenses during the reporting period. Management evaluates these estimates and assumptions on a regular basis. Actual results could differ from those estimates.

The primary management estimates included in these condensed consolidated financial statements are the fair value of Company stock tendered in various nonmonetary transactions and the fair value of the derivative liability for convertible notes payable.

CASH AND CASH EQUIVALENTS

The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. At August 31, 2015 there weren’t any cash or cash equivalents. At August 31, 2015 and May 31, 2015, cash and cash equivalents consisted only of cash in the bank, or a bank over draft.

LOANS RECEIVABLE CONSULTANT

The loan receivable consultants are a short term, less than one year note, due February 28, 2016 and non-interest bearing.

NET LOSS PER COMMON SHARE

Basic net loss per common share is computed by dilutive net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per common share is computed by dividing net loss by the weighted average number of shares of common stock and potentially dilutive securities (such as convertible notes payable, convertible preferred stock, and warrants) outstanding during the relevant period. Dilutive securities having an anti-dilutive effect on diluted net loss per common share are excluded from the calculation.

For the three months ending August 31, 2015 and 2014, diluted common shares outstanding excluded the following dilutive securities as the effect of their inclusion was anti-dilutive:

	Common Shares Equivalents
	Three Months Ended August 31,
	2015		2014
Convertible Notes Payable		29,793,433,824		307,459,536
Serie A Convertible Preferred Shares		50,000,000		50,000,000
Serie B Convertible Preferred Shares		15,600,000,000		-
Warrants		850,000		850,000
Total Common Shares Equivalents		45,444,283,824		358,309,536

INTANGIBLE ASSETS

Intangible assets are carried at cost less accumulated amortization. Amortization is recorded over the estimated useful lives of the respective assets.

IMPAIRMENT OF LONGLIVED ASSETS

In accordance with ASC Topic No. 360-10-40, long-lived assets, such as property, plant, and equipment, and purchased intangibles, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Goodwill and other intangible assets are tested for impairment annually. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset.

STOCK-BASED COMPENSATION

The Company accounts for share based payments in accordance with ASC Topic No. 718, Compensation Stock Compensation, which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on the grant date fair value of the award. In accordance with ASC 718-10-30-9, Measurement Objective Fair Value at Grant Date, the Company estimates the fair value of the award using a valuation technique. For stock options, the Company uses the Black-Scholes option pricing model. The Company believes this model provides the best estimate of fair value due to its ability to incorporate inputs that change over time, such as stock volatility, interest rates, and to allow for actual exercise behavior of option holders. Compensation cost is recognized over the requisite service period which is generally equal to the vesting period. Upon exercise, shares issued will be newly issued free trading shares from the Company’s authorized common stock.

ASC Topic No. 505, "Compensation-Stock Compensation", establishes standards for the accounting for transactions in which an entity exchanges its equity instruments to non-employees for goods or services. Under this method, stock compensation expense includes compensation expense for all stock-based compensation awards granted on or after January 1, 2006, based on the grantdate fair value estimated in accordance with the provisions of ASC 505.

RESEARCH AND DEVELOPMENT

All research and development expenditures are expensed as incurred.

REVENUE RECOGNITION

The Company recognizes revenues when persuasive evidence of an arrangement exists, delivery and acceptance has occurred or service has been rendered, the price is fixed or determinable, and collection of the resulting receivable is reasonably assured.

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Summary of Significant Accounting Policies (Details Narrative)	Aug. 31, 2015 USD ($) CAD
Summary Of Significant Accounting Policies Details Narrative
Foreign currency translation rates US	$ 1.00
Foreign currency translation rates Canadian | CAD	1.33

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Summary of Significant Accounting Policies (Details) - shares	3 Months Ended
	Aug. 31, 2015	Aug. 31, 2014
Summary Of Significant Accounting Policies Details
Convertible notes payable	29,793,433,824	307,459,536
Series A convertible preferred shares	50,000,000	50,000,000
Series B convertible preferred shares	15,600,000,000
Warrants	850,000	850,000
Total common shares equivalent	45,444,283,824	358,309,536

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Investments (Details) - USD ($)	Aug. 31, 2015	Aug. 31, 2014
Investments Details
Imagic Ltd. - 40% equity interest	$ 1,094,166	$ 1,094,166
Barefoot Science Products & Services Inc. - 15% equity interest	50,000	50,000
Total	$ 1,144,166	$ 1,144,166

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Investments (Details 1) - USD ($)	Aug. 31, 2015	Aug. 31, 2014
Investments Details
July 22, 2013 issuance of 7,500,000 shares of DoMark common stock to Imagic Ltd.	697,500
December 3, 2013 issuance of 8,000,000 shares of DoMark common stock to Meadow Grove Ltd. in exchange for 9% equity interest in Imagic Ltd.	96,005
Cash payments to or for the benefit of Imagic Ltd.	$ 150,661
Payments from Foremark Holdings to Imagic Ltd. in exchange for DoMark notes payable to Foremark Holdings	150,000
Total	$ 1,094,166	$ 1,094,166

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Basis of Presentation

3 Months Ended

Aug. 31, 2015

Notes to Financial Statements

Note 3 - Basis of Presentation

The unaudited consolidated financial statements as of August 31, 2015 and for the three months ended August 31, 2014 have been prepared in accordance with accounting principles generally accepted in the United States for interim consolidated financial information and with instructions to Form 10-Q. In the opinion of management, the unaudited consolidated financial statements have been prepared on the same basis as the annual consolidated financial statements and reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the consolidated financial position as of August 31, 2015 and the results of operations and cash flows for the three months ended August 31, 2015 and 2014. The financial data and other information disclosed in these notes to the interim consolidated financial statements related to these periods are unaudited. The results for the three month period August 31, 2015 are not necessarily indicative of the results to be expected for any subsequent quarter of the entire year ending May 31, 2015. The consolidated balance sheet at August 31, 2015 has been derived from the unaudited consolidated financial statements at that date.

Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States have been omitted pursuant to the Securities and Exchange Commission’s rules and regulations. These unaudited consolidated financial statements should be read in conjunction with our audited financial statements and notes thereto for the year ended May 31, 2014 as included in our annual report on Form 10-K.

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Licensing Agreement With Wazzamba Sa (Details) - USD ($)	Aug. 31, 2015	May. 31, 2015
Licensing Agreement With Wazzamba Sa Details
Wazzamba, S.A.	$ 300,000	$ 300,000
Bioharmonics	10,000	10,000
Subtotal	310,000	310,000
Accumulated amortization	(304,698)	(270,338)
Total	$ 5,302	$ 39,662

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Consolidated Balance Sheets - USD ($)	Aug. 31, 2015	May. 31, 2015
CURRENT ASSETS
Cash and cash equivalents
Loan receivable from consultant	$ 36,203	$ 36,203
Prepaid expenses	24,500	4,500
TOTAL CURRENT ASSETS	60,703	40,703
INVESTMENTS	1,144,166	1,144,166
OTHER ASSETS
Patents, net of accumulated amortization of $16,105 and $13,605 respectively	54,397	56,897
Licenses, net of accumulated amortization of $304,698 and $270,338 respectively	5,302	41,662
TOTAL OTHER ASSETS	59,699	98,559
TOTAL ASSETS	1,264,568	1,283,428
CURRENT LIABILITIES
Accounts payable to Bank	22	115
Note payable to bank	198,000	198,000
Accounts payable and accrued expenses	249,817	855,665
Amounts due under Licensing Agreement with Wazzamba SA	224,924	224,924
Loans payable to consultants and stockholders	126,993	189,928
Convertible notes payable (net of unamortized discounts of $152,694 and $674,886 respectively)	631,575	580,956
Derivative liability for convertible notes payable	2,988,218	2,564,280
TOTAL CURRENT LIABILITIES AND TOTAL LIABILITIES	4,419,549	4,613,868
STOCKHOLDERS' DEFICIT
Preferred stock, $0.001 par value, authorized 10,000,000 shares: Series A convertible preferred stock - issued and outstanding 50,000 shares as of August 31, 2015 and May 31, 2015	50	$ 50
Preferred stock, $0.001 par value, authorized 2,000,000 shares Series B convertible preferred stock - issued and outstanding 1,950,000 shares as of August 31, 2015 and "0" as of May 31, 2015	1,950
Common stock, $0.001 par value, authorized 14,000,000,000 shares: 8,805,932,169 and 8,805,932,169 shares issued, and 8,681,112,367 and 8,681,112,367 shares outstanding, as of August 31, 2015 and May 31, 2015	8,805,932	$ 8,805,932
Less: Treasury stock (124,819,802 shares) as of Aug. 31, 2015 and May 31, 2015	(124,820)	(124,820)
Common stock payable	858,000	858,000
Additional paid-in capital	37,788,799	36,219,642
Accumulated other comprehensive income (loss)	(131,453)	(126,453)
Accumulated deficit	(50,353,439)	(48,962,791)
TOTAL STOCKHOLDERS' DEFICIT	(3,154,981)	(3,330,440)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$ 1,264,568	$ 1,283,428

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Description of Business

3 Months Ended

Aug. 31, 2015

Notes to Financial Statements

Note 1 - Description of Business

DOMARK INTERNATIONAL, INC. ("DoMark" or the "Company") was incorporated under the laws of the State of Nevada on March 30, 2006. During 2008 and 2009, the Company acquired several operating businesses. On May 21, 2009, the Company entered into an acquisition agreement (the "Victory Lane Agreement") with Victory Lane Financial Elite, LLC ("Victory Lane") with respect to a real estate lifestyle business known as "Victory Lane" (the "Victory Lane Business"). Shortly thereafter, a dispute arose between the Company and the principals of Victory Lane regarding the representations of the principals of Victory Lane and the Victory Lane Business and the Victory Lane Agreement.

On March 5, 2012, the Company entered into an Asset Purchase Agreement with its then controlling shareholder, R. Thomas Kidd, for the sale of the Company’s subsidiary Armada Armada/The Golf Championships and certain assets related thereto. The Company relied upon Accounting Standards Codification (“ASC”) Topic Nos, 8602025 and 8602040 to record the sale. The fair value of the transaction was measured at the fair value of the assets less any liabilities sold.

On February 29, 2012, the Company formed a new wholly owned subsidiary, Solarwerks, Inc. in the state of Nevada, for the purposes of entering the business of marketing specialized solar consumer electronics. Solarwerks' current focus is to develop and distribute the SolaPad, a combined cover and charging system for Apple's iPad; and the SolaCase, a combined cover and charging system for all versions of Apple's iPhone. Solarwerks competes in a market that also includes 3D Systems (DDD), Dell (DELL) and Hewlett Packard (HPQ). Solarwerks, Inc. is currently in default with the Nevada Secretary of State.

On June 20, 2012, the Company formed a new whollyowned subsidiary, MuscleFoot Inc. in the state of Nevada for the purpose of distributing, marketing, and acting as sales agent for the patented foot care system of Barefoot Science. MuscleFoot Inc. is currently in default with the Nevada Secretary of State.

On July 20, 2012, the Company formed a new whollyowned subsidiary, DoMark Canada Inc. in the province of Ontario for the purpose of supporting the Company’s corporate operations based in Toronto, Ontario, Canada.

On February 28, 2013, the Company entered into a Memorandum of Understanding to purchase 44% of Zaktek Ltd. (“Zaktek”). Zaktek’s main product is the phonepad+, an Apple Inc. approved tablet device that works with smartphones, including the Apple iPhoneÒ and Samsung Galaxy products to improve functionality including video and gaming abilities.

On April 23, 2013, the Company received notification that Zaktek’s was ending discussions in regards to the definitive purchase agreement with DoMark.

On June 11, 2013, the Company then purchased 100% of South Hill Ltd., an English private limited company, which owns approximately 19% of Zaktek.

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Stockholders' Equity (Details) - $ / shares	3 Months Ended
	Aug. 31, 2015	Aug. 31, 2014
Stockholders Equity Details
Outstanding Number of Warrants, Beginning Balance	850,000
Granted		850,000
Exercised
Cancelled
Outstanding Number of Warrants, Ending Balance	850,000
Weighted Average Exercise Price, Beginning Balance	$ 0.42
Granted		$ 0.42
Exercised
Cancelled
Weighted Average Exercise Price, Ending Balance	$ 0.42

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Licensing Agreement With Wazzamba Sa (Tables)

3 Months Ended

Aug. 31, 2015

Licensing Agreement With Wazzamba Sa Tables

Licenses, net of accumulated amortization

Licenses, net of accumulated amortization are as follows:

	August 31,			May 31,
	2015			2015
Wazzamba S.A.	$	300,000		$	300,000
Bioharmonics		10,000			10,000
Subtotal		310,000			310,000
Accumulated amortization		(304,698	)		(270,338	)
Totals	$	5,302		$	39,662

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Stockholders' Equity (Details 1) - $ / shares	3 Months Ended
	Aug. 31, 2015	May. 31, 2015
Number Of Warrant Outstanding	850,000	850,000
Warrant [Member]
Date Granted	May 25, 2012
Number Of Warrant Outstanding	100,000
Exercise price	$ 1.00
Expiration Date	May 25, 2015
Warrant One [Member]
Date Granted	Jun. 12, 2012
Number Of Warrant Outstanding	150,000
Exercise price	$ 1.00
Expiration Date	Jun. 12, 2015
Warrant Two [Member]
Date Granted	Jun. 26, 2012
Number Of Warrant Outstanding	100,000
Exercise price	$ 1.00
Expiration Date	Jun. 26, 2015
Warrant Three [Member]
Date Granted	Jan. 01, 2012
Number Of Warrant Outstanding	500,000
Exercise price	$ 0.01
Expiration Date	Jan. 01, 2015

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Convertible Notes Payable (Tables)

3 Months Ended

Aug. 31, 2015

Convertible Notes Payable Tables

Convertible notes payable

At August 31, 2015 the convertible notes payable consisted of ;

Date of		Interest	Maturity	Principal		Unamortized	Net
Note	Noteholder	Rate	Date	Amount		Discount	Note
12/19/13	JMJ Financial Inc	10%	12/19/14	$24,842	(i)	$0	$24,842
3/7/14	JSJ Investments, Inc.	12%	10/7/14	12,130	(g)	0	12,130
3/28/14	Redwood Fund III	10%	9/28/14	35,122	(f)	0	35,122
3/18/14	Redwood Managament, LLC.	10%	9/28/14	50,000	(g)	0	50,000
4/14/14	WHC Capital, Inc	12%	10/14/14	38,200	(i)	0	38,200
4/11/14	Tonaquint, Inc	12%	10/11/14	40,559	(g)	0	40,559
4/24/14	JSJ Investments, Inc.	12%	10/24/14	50,000	(g)	0	50,000
5/12/14	Iconic Holdings, LLC	10%	11/12/14	46,645	(g)	0	46,645
5/16/14	KBM Worldwide, Inc	8%	11/14/14	9,410	(l)	0	9,410
6/3/14	Adar Bays, Inc	8%	12/12/14	48,654	(g)	0	48,654
6/23/14	JMJ Financial Inc	10%	12/23/14	50,000	(i)	0	50,000
7/3/14	LG Capital, Inc	8%	1/3/15	36,750	(a)	0	36,750
7/22/14	Redwood Fund III	10%	1/22/15	100,082	(g)	0	100,082
8/14/14	KBM Worldwide, Inc	8%	2/14/15	27,500	(l)	0	27,500
10/8/14	LG Capital, Inc	8%	4/8/15	3,000	(a)	0	3,000
12/2/14	Tonaquint, Inc	12%	6/2/15	10,000	(g)	0	10,000
12/5/14	LG Capital, Inc.	8%	6/5/15	9,500	(a)	0	9,500
1/7/15	LG Capital Inc	8%	7/7/15	22,500	(a)	0	22,500
3/15/15	Curran	10%	3/15/15	25,000	(l)	18,231	6,769
7/22/15	LG Capital, Inc	8%	1/22/16	60,375	(a)	57,060	3,315
7/22/15	JMJ Financial Inc	10%	1/22/16	20,000	(i)	18,401	1,599
7/17/15	Iconic Holdings, LLC	8%	1/17/16	22,000	(g)	20,302	1,698
7/22/15	Redwood Fund III	10%	1/22/16	22,000	(f)	20,302	1,698
7/15/15	Tonaquint, Inc	12%	1/15/16	20,000	(g)	18,398	1,602
	Totals			$784,269		$152,694	$631,575

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Going Concern

3 Months Ended

Aug. 31, 2015

Notes to Financial Statements

Note 2 - Going Concern

The accompanying consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America which contemplate continuation of the Company as a going concern. Furthermore, the Company has inadequate working capital to maintain or develop its operations, and is dependent upon funds from private investors, promissory notes from lenders, and the support of certain stockholders.

These factors raise substantial doubt about the ability of the Company to continue as a going concern. These condensed consolidated financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts, or amounts and classification of liabilities that might result from this uncertainty. In this regard, management is planning to raise any necessary additional funds through loans and additional sales of its common stock. There isn’t any assurance that the Company will be successful in raising additional capital to meet its operating needs.

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Consolidated Balance Sheets (Parenthetical) - USD ($)	Aug. 31, 2015	May. 31, 2015
OTHER ASSETS
Patents, net of accumulated amortization	$ 16,105	$ 13,605
License, net of accumulated amortization	304,698	270,338
CURRENT LIABILITIES
Convertible notes payable net of unamortized discounts	$ 152,694	$ 674,886
STOCKHOLDERS' EQUITY (DEFICIT)
Preferred stock series A, par value	$ 0.001	$ 0.001
Preferred stock series A, shares authorized	10,000,000	10,000,000
Preferred stock series A, shares issued	50,000	50,000
Preferred stock series A, shares outstanding	50,000	50,000
Convertible preferred stock series B, par value	0.001	0.001
Convertible preferred stock series B, shares authorized	2,000,000	2,000,000
Convertible preferred stock series B, shares issued	1,950,000	0
Convertible preferred stock series B, shares outstanding	1,950,000	0
Common Stock, par value	$ 0.001	$ 0.001
Common Stock, shares authorized	14,000,000,000	14,000,000,000
Common Stock, shares issued	8,805,932,169	8,805,932,169
Common Stock, shares outstanding	8,681,112,367	8,681,112,367
Treasury Stock, Shares	124,819,802	124,819,802

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Commitments and Contingencies

3 Months Ended

Aug. 31, 2015

Notes to Financial Statements

Note 12 - Commitments and Contingencies

License Agreements

On February 29, 2012, the Company entered into a Memorandum of Agreement with Xiamen Taiyang Neng Gongsi and Michael Franklin. For and in consideration of the payment of an initial license fee of $10,000, and for the future payment of royalties of $5.00 per SolaPad unit sold, Xiamen granted an exclusive worldwide license and joint patent rights to the Company for a solar charging case for IPAD, including IPAD 3. The license under the Agreement expires on December 31, 2018.

On April 19, 2013, our subsidiary DoMark Canada Inc. executed an agreement with Bioharmonics Technologies Cop. (“Bioharmoniecs”). The agreement provided for the acquisition of certain inventions and related patents and patent applications in exchange for 500,000 shares of DoMark common stock (which was delivered April 19, 2013) and $30,000 cash payable no later than October 17, 2013 (which was satisfied through the delivery of an additional 500,000 shares of DoMark common stock to Bioharmonics on August 15, 2013). The agreement also provides for a royalty obligation payable quarterly to Bioharmonics equal to 10% of the wholesale price for each unit using infrared and solar charging.

In January 2014, the Company executed a Licensing Agreement with Wazzamba SA. See Note 6.

Employment Agreements

On May 25, 2012, the Company entered into an employment agreement with its President, R. Brentwood Strasler, for an indefinite period or until terminated. Mr.

Strasler is entitled to an annual salary of $150,000 USD and 100,000 stock purchase warrants exercisable to purchase shares of common stock of the Company at $1.00 per share. The warrants are exercisable for a three year period and can be vested quarterly on a pro rata basis over twelve months from the date of issue. Additionally, Mr. Strasler is to be enrolled in a long term Executive Option Plan and is entitled to term life insurance in the face amount of $2,500,000, payable to the beneficiary designated by Mr. Strasler. On December 1, 2014 Mr, Strasler resigned from the Company, mutually accepted by Mr. Ritchie, CEO and President.

On June 15, 2012, the Company entered into an employment agreement with its Chief Executive Officer Andrew Ritchie, for an indefinite period or until terminated. Mr. Ritchie is entitled to an annual salary of $240,000 USD and 150,000 stock purchase warrants exercisable to purchase shares of common stock of the Company at $1.00 per share. The warrants are exercisable for a three year period and can be vested quarterly on a pro rata basis over twelve months from the date of issue. Additionally, Mr. Ritchie is to be enrolled in a long term Executive Option Plan and is entitled to term life insurance in the face amount of $2,500,000, payable to the beneficiary designated by Mr. Richie.

Lease Agreement

On August 1, 2013, the Company entered into an office lease in Toronto, Ontario, Canada for a five year period. At February 28, 2015, the future lease commitments on this lease for the years ended May 31, are as follows, and are in U.S. dollars:

2015	$	11,264
2016		47,616
2017		47,616
2018		47,616
Thereafter		7,936
Total	$	162,047

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Document and Entity Information	3 Months Ended
	Aug. 31, 2015 shares
Document And Entity Information
Entity Registrant Name	Domark International Inc.
Entity Central Index Key	0001365160
Document Type	10-Q
Document Period End Date	Aug. 31, 2015
Amendment Flag	false
Current Fiscal Year End Date	--05-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding	8,681,112,367
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2016

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Subsequent Event

3 Months Ended

Aug. 31, 2015

Notes to Financial Statements

Note 13 - Subsequent Event

In September 22, 2015 the Company applied to FINRA to enact a 1:6000 ( one for six thousand ) one common share for six thousand common shares, reverse stock split. The Company already had the form 14C approved by the SEC to apply for the reverse stock split. Since there are two shareholders with over 50% ( fifty percent ) voting control, there wasn’t any need for a proxy vote on the reverse stock split. The Company’s shareholder’s were notified of the reverse stock split application, Due to the fact the Company’s stock value was significantly low, the Company needed to do a reverse stock split to raise potential capital , through promissory note and investment vehicle funding, to continue operations. Mr. Andrew Ritchie, is still the Company’s CEO, President, and board director.

The Company is actively seeking a sale, joint venture, marketing partnership or any other related venture opportunity with Simba Deals.

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Consolidated Statements Of Operations (Unaudited) - USD ($)	3 Months Ended
	Aug. 31, 2015	Aug. 31, 2014
Consolidated Statements Of Operations
Sales
Cost of sales
Gross profit
Operating expenses:
General and administrative	$ (462,770)	$ 209,643
Stock-based compensation - consultants	$ 1,326,000	$ 55,623
Stock-based compensation - Salaries and wages
Amortization expense	$ 38,860	$ 53,360
Total operating expenses	902,090	318,626
Loss from operations	$ (902,090)	$ (318,626)
Other income (expense):
Other income
Revaluation of derivative liability for convertible notes	$ (423,938)	$ (192,890)
Interest and accretion expense	(64,620)	(147,433)
Total other income (expense)	(488,558)	(340,323)
Net Loss	(1,390,648)	(658,949)
Statement of Comprehensive Income: Net Loss	(1,390,648)	(658,949)
Other Comprehensive Loss
Foreign currency translation adjustment	(5,000)	(11,650)
Total Other Comprehensive Loss	(5,000)	(11,650)
Total Comprehensive loss	$ (1,395,648)	$ (670,599)
Net loss per common share, basic and diluted	$ (0.00)	$ (0.00)
Weighted average common shares outstanding	8,681,112,367	1,077,885,876

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Note Payable To Bank

3 Months Ended

Aug. 31, 2015

Notes to Financial Statements

Note 7 - Note Payable To Bank

In December 2013, the Company entered into a Loan Agreement with a bank located in Maryland. The related Promissory Note in the amount of $180,000 bears interest at a rate at 10% payable monthly, and is due in full on December 31, 2014, and is secured by a 25,000,000 shares of Domark International, Inc (Common Stock Reserve as defined in the Loan Agreement), a Guaranty of Payment from the Company’s chief financial officer and his wife, and certain real property owned by the Company’s chief financial officer and his wife. The loan has been modified and the lender has extended a six month extension for the loan repayment, with a July 1, 2015 balloon due date.

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Licensing Agreement With Wazzamba Sa

3 Months Ended

Aug. 31, 2015

Notes to Financial Statements

Note 6 - Licensing Agreement With Wazzamba Sa

During the three months ended February 28, 2014, the Company executed a Licensing Agreement with Wazzamba SA (the “Licensor”). The agreement provides the Company an exclusive license to use certain technology (which permits third-party subscribers to integrate a fully equipped online shop into their websites) in Canada and the United States for an initial term ending July 31, 2015. The agreement provides for the Company to pay the Licensor “Flat Fee” compensation of $ 300,000 in 3 installments of $100,000 each (first installment payable within 5 days of the signing of the agreement, second installment payable on July 1, 2014, and third installment payable on February 1, 2015) plus “Revenue Share” compensation equal to 50% of Net Commissions generated by the Company payable monthly. In the event that the Company does not generate $500,000 in Net Commissions by January 31, 2015, the Licensor has the right to cancel the agreement with one month notice (in which case the third $100,000 installment will no longer be due). With respect to an Extended License Term after July 31, 2015, the agreement provides the Company a right of first refusal to match any offer received by the Licensor from a third party.

At August 31, 2015, the Company has a recorded intangible asset for “Licensing Agreement with Wazzamba SA” in the amount of $300,000, and included the liability under the Licenses net of accumulated amortization. Commencing March 1, 2014, the Company will amortize the $300,000 intangible asset on a straight line basis over the remaining 17 months of the Initial Term ending July 31, 2015 (approximately $17,647 per month).

On March 27, 2014, the Company paid $75,000 of the first $300,000 “Flat Fee” installment due the Licensor under the agreement. The other $225,000 due is presently past due.

Licenses, net of accumulated amortization are as follows:

	August 31,			May 31,
	2015			2015
Wazzamba S.A.	$	300,000		$	300,000
Bioharmonics		10,000			10,000
Subtotal		310,000			310,000
Accumulated amortization		(304,698	)		(270,338	)
Totals	$	5,302		$	39,662

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Loans Payable to Consultants and Stockholders (Tables)

3 Months Ended

Aug. 31, 2015

Loans Payable To Consultants And Stockholders Tables

Loans payable to related parties, consultants, and stockholders

Loans payable to consultants and stockholders consist of ;

	August 31,		May 31,
	2015		2015
Consultant and stockholder	$	80,796	$	80,796
President of Domark		-		45,850
Chairman of Barefor Science and affilliate		21,500		21,500
Consultant		16,097		16,097
Consultant		-		17,085
Consultant		8,600		8,600
Totals	$	126,993	$	189,928

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Summary of Significant Accounting Policies (Policies)

3 Months Ended

Aug. 31, 2015

Summary Of Significant Accounting Policies Policies

Recent Accountng Pronouncements

In June 2014, The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-10, “Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements, Including an Amendment to Variable Interest Entities Guidance in Topic 810, Consolidation” (“ASU 201410”). ASU 201410 removes the financial reporting distinction between development stage entities and other reporting entities and eliminates the requirements for development stage entities to (1) present inceptiontodate information in the statements of income, cash flows, and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose in the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. As permitted by ASU 2014-10, the Company has elected early application of this standard for the accompanying consolidated financial statements for the Quarter ended February 28, 2015 and year ended May 31, 2014. The Company has reviewed other recently issued accounting pronouncements and plans to adopt those that are applicable to it. It does not expect the adoption of these pronouncements to have a material impact on its financial position, results of operations or cash flows.

Principles of Consolidation

The accompanying consolidated financial statements represent the consolidated financial position and results of operations of the Company and include the accounts and results of operations of the Company and its subsidiaries. The accompanying consolidated financial statements include the parent entity of DoMark International, Inc. and its wholly owned subsidiaries, Domark Canada, Inc., Solarwerks, Inc., MuscleFoot, Inc. The Company has relied upon the guidance provided by ASC Topic No. 810-10-15-3.

Foreign Currency Translation and Transaction Gains and Losses

We record foreign currency translation adjustments and transaction gains and losses in accordance with SFAS 52, Foreign Currency Translation. For our operations that have a functional currency other than the U.S. dollar, gains and losses resulting from the translation of the functional currency into U.S. dollars for financial statement presentation are not included in determining net loss but are accumulated in the cumulative foreign currency translation adjustment account as a separate component of shareholders’ deficit. The Company and its subsidiaries also have transactions in foreign currencies other than the functional currency. We record transaction gains and losses in our consolidated statements of income related to the recurring measurement and settlement of such transactions. The translation rates as of August 31, 2015 were $1.00 US equaled $1.33 Canadian.

Use of Estimates

The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements. These estimates and assumptions also affect the reported amounts of revenues, costs and expenses during the reporting period. Management evaluates these estimates and assumptions on a regular basis. Actual results could differ from those estimates.

The primary management estimates included in these condensed consolidated financial statements are the fair value of Company stock tendered in various nonmonetary transactions and the fair value of the derivative liability for convertible notes payable.

Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents. At August 31, 2015 there weren’t any cash or cash equivalents. At August 31, 2015 and May 31, 2015, cash and cash equivalents consisted only of cash in the bank, or a bank over draft.

Loan Receivable Consultant

The loan receivable consultants are a short term, less than one year note, due February 28, 2016 and non-interest bearing.

Net Loss Per Common Share

Basic net loss per common share is computed by dilutive net loss by the weighted average number of shares of common stock outstanding during the period. Diluted net loss per common share is computed by dividing net loss by the weighted average number of shares of common stock and potentially dilutive securities (such as convertible notes payable, convertible preferred stock, and warrants) outstanding during the relevant period. Dilutive securities having an anti-dilutive effect on diluted net loss per common share are excluded from the calculation.

For the three months ending August 31, 2015 and 2014, diluted common shares outstanding excluded the following dilutive securities as the effect of their inclusion was anti-dilutive:

	Common Shares Equivalents
	Three Months Ended August 31,
	2015		2014
Convertible Notes Payable		29,793,433,824		307,459,536
Serie A Convertible Preferred Shares		50,000,000		50,000,000
Serie B Convertible Preferred Shares		15,600,000,000		-
Warrants		850,000		850,000
Total Common Shares Equivalents		45,444,283,824		358,309,536

Intangible Assets

Intangible assets are carried at cost less accumulated amortization. Amortization is recorded over the estimated useful lives of the respective assets.

Impairment of Long-Lived Assets

In accordance with ASC Topic No. 360-10-40, long-lived assets, such as property, plant, and equipment, and purchased intangibles, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Goodwill and other intangible assets are tested for impairment annually. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset.

Stock-Based Compensation

The Company accounts for share based payments in accordance with ASC Topic No. 718, Compensation Stock Compensation, which requires all share-based payments to employees, including grants of employee stock options, to be recognized in the financial statements based on the grant date fair value of the award. In accordance with ASC 718-10-30-9, Measurement Objective Fair Value at Grant Date, the Company estimates the fair value of the award using a valuation technique. For stock options, the Company uses the Black-Scholes option pricing model. The Company believes this model provides the best estimate of fair value due to its ability to incorporate inputs that change over time, such as stock volatility, interest rates, and to allow for actual exercise behavior of option holders. Compensation cost is recognized over the requisite service period which is generally equal to the vesting period. Upon exercise, shares issued will be newly issued free trading shares from the Company’s authorized common stock.

ASC Topic No. 505, "Compensation-Stock Compensation", establishes standards for the accounting for transactions in which an entity exchanges its equity instruments to non-employees for goods or services. Under this method, stock compensation expense includes compensation expense for all stock-based compensation awards granted on or after January 1, 2006, based on the grant date fair value estimated in accordance with the provisions of ASC 505.

Research and Development

All research and development expenditures are expensed as incurred.

Revenue Recognition

The Company recognizes revenues when persuasive evidence of an arrangement exists, delivery and acceptance has occurred or service has been rendered, the price is fixed or determinable, and collection of the resulting receivable is reasonably assured.

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Stockholders Equity

3 Months Ended

Aug. 31, 2015

Notes to Financial Statements

Note 10 - Stockholders' Equity

Series A Convertible Preferred Stock

Each share of Series A Convertible Preferred Stock has 1,000 voting rights and is convertible into 1,000 shares of the Company’s common stock.

Series B. Convertible Preferred Stock

Each share of Series B Convertible Preferred Stock has 8,000 voting rights and is convertible into 8,000 shares of the Company’s common stock.

Common Stock Issuances

On August 13, 2015, the Company issued 994,500 shares of Series B convertible preferred shares in satisfaction of $365,708 of unpaid compensation.

On August 13, 2015, the Company issued 663,000 shares of Series B convertible preferred shares in satisfaction of $203,121 of unpaid compensation.

On August 13, 2015, the Company issued 175,500 shares of Series B convertible preferred shares in satisfaction of $45,850 of unpaid loans payable.

On August 13, 2015, the Company issued 117,000 shares of Series B convertible preferred shares in satisfaction of $17,085 of unpaid loans payable

Warrants to Purchase Common Stock

A summary of warrant activity from May 31, 2012 until the three months ending August 31, 2015 are as follows:

	Weighted Average Number of Warrants		Exercise Price
Outstanding at May 31, 2012	$	-		-
Granted		850,000		0.42
Exercised		-		-
Cancelled		-		-
Outstanding at May 31, 2013		850,000		0.42
Granted		-		-
Exercised		-		-
Cancelled		-		-
Outstanding at August 31, 2015	$	850,000		0.42

Warrants outstanding at August 31, 2015 consist of:

Date Granted	Number Outstanding		Exercise price		Expiration Date
May 25, 2012		100,000	$	1.00		May 25, 2015
June 12, 2012		150,000	$	1.00		June 12, 2015
June 26, 2012		100,000	$	1.00		June 26, 2015
January 1, 2012		500,000	$	0.01		January 1, 2015
Totals		850,000

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Loans Payable to Consultants and Stockholders

3 Months Ended

Aug. 31, 2015

Notes to Financial Statements

Note 8 - Loans Payable To Related Parties, Consultants, And Stockholders

Loans payable to consultants and stockholders consist of ;

	August 31,		May 31,
	2015		2015
Consultant and stockholder	$	80,796	$	80,796
President of Domark		-		45,850
Chairman of Barefor Science and affilliate		21,500		21,500
Consultant		16,097		16,097
Consultant		-		17,085
Consultant		8,600		8,600
Totals	$	126,993	$	189,928

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Convertible Notes Payable

3 Months Ended

Aug. 31, 2015

Notes to Financial Statements

Note 9 - Convertible Notes Payable

At August 31, 2015 the convertible notes payable consisted of ;

Date of		Interest	Maturity	Principal		Unamortized	Net
Note	Noteholder	Rate	Date	Amount		Discount	Note
12/19/13	JMJ Financial Inc	10%	12/19/14	$24,842	(i)	$0	$24,842
3/7/14	JSJ Investments, Inc.	12%	10/7/14	12,130	(g)	0	12,130
3/28/14	Redwood Fund III	10%	9/28/14	35,122	(f)	0	35,122
3/18/14	Redwood Managament, LLC.	10%	9/28/14	50,000	(g)	0	50,000
4/14/14	WHC Capital, Inc	12%	10/14/14	38,200	(i)	0	38,200
4/11/14	Tonaquint, Inc	12%	10/11/14	40,559	(g)	0	40,559
4/24/14	JSJ Investments, Inc.	12%	10/24/14	50,000	(g)	0	50,000
5/12/14	Iconic Holdings, LLC	10%	11/12/14	46,645	(g)	0	46,645
5/16/14	KBM Worldwide, Inc	8%	11/14/14	9,410	(l)	0	9,410
6/3/14	Adar Bays, Inc	8%	12/12/14	48,654	(g)	0	48,654
6/23/14	JMJ Financial Inc	10%	12/23/14	50,000	(i)	0	50,000
7/3/14	LG Capital, Inc	8%	1/3/15	36,750	(a)	0	36,750
7/22/14	Redwood Fund III	10%	1/22/15	100,082	(g)	0	100,082
8/14/14	KBM Worldwide, Inc	8%	2/14/15	27,500	(l)	0	27,500
10/8/14	LG Capital, Inc	8%	4/8/15	3,000	(a)	0	3,000
12/2/14	Tonaquint, Inc	12%	6/2/15	10,000	(g)	0	10,000
12/5/14	LG Capital, Inc.	8%	6/5/15	9,500	(a)	0	9,500
1/7/15	LG Capital Inc	8%	7/7/15	22,500	(a)	0	22,500
3/15/15	Curran	10%	3/15/15	25,000	(l)	18,231	6,769
7/22/15	LG Capital, Inc	8%	1/22/16	60,375	(a)	57,060	3,315
7/22/15	JMJ Financial Inc	10%	1/22/16	20,000	(i)	18,401	1,599
7/17/15	Iconic Holdings, LLC	8%	1/17/16	22,000	(g)	20,302	1,698
7/22/15	Redwood Fund III	10%	1/22/16	22,000	(f)	20,302	1,698
7/15/15	Tonaquint, Inc	12%	1/15/16	20,000	(g)	18,398	1,602
	Totals			$784,269		$152,694	$631,575

Legend

(a)	At noteholder’s option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to the lower of $0.081 or 50% of the average of the three lowest closing prices during the 10 trading days prior to the notice of conversion.
(b)	At noteholder’s option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to the lower of $0.085 or 60% of the lowest closing price during the 25 trading days prior to the notice of conversion.
(c)	At noteholder’s option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to the lower of $0.08 or 50% of the lowest closing price during the 10 trading days prior to the notice of conversion.
(d)	At noteholder’s option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to the lower of $0.0725 or 34% of the lowest closing price during the 20 trading days prior to the notice of conversion.
(e)	At noteholder’s option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to 55% of the average of the two lowest closing prices during the 15 trading days prior to the notice of conversion.
(f)	At noteholder’s option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to the lower of $0.00929 or 50% of the average of the three lowest trading prices during the 10 trading days prior to the notice of conversion.
(g)	At noteholder’s option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to 25% of the lowest trading price during the 20 trading days prior to the notice of conversion.
(h)	At noteholder’s option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to 58% of the average of the two lowest closing prices during the 15 trading days prior to the notice of conversion.
(i)	At noteholder’s option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to 40% of the lowest closing price during the 25 trading days prior to the notice of conversion.
(j)	At noteholder’s option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to 40% of the lowest closing price during the 20 trading days prior to the notice of conversion.
(k)	At noteholder’s option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to 58% of the average of the two lowest closing prices during the 15 trading days prior to the notice of conversion.
(l)	At noteholder’s option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to 49% of the average of the two lowest closing prices during the 15 trading days prior to the notice of conversion.

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Fair Value Measurements and Derivative Liabiliity

3 Months Ended

Aug. 31, 2015

Notes to Financial Statements

Note 11 - Fair Value Measurements and Derivative Liabiliity

The Company evaluates all of it financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value and is then revalued at each reporting ate, with changes in the fair value reported as charges or credits to income. For optionbased derivative financial instruments, the Company uses the Black-Scholes option-pricing model to value the derivative instruments at inception and subsequent valuation dates. The classification of derivative instruments, including whether such instruments should be recorded as liabilities or as equity, is reassessed at the end of each reporting period derivative instrument liabilities are classified in the balance sheet as current or noncurrent based on whether or not net-cash settlement of the derivative instrument could be required within 12 months of the balance sheet date.

During the period ended August 31, 2015 the Company entered into several convertible note agreements. The conversion option and the outstanding common stock warrants on that date which were tainted by the convertible note were classified as derivative liabilities at their fair value on the date of issuance.

Under ASC815 the conversion options embedded in the notes payable described in Note 9 require liability classification because they do not contain an explicit limit to the number of shares that could be issued upon settlement.

As defined in FASB ASC 820, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The Company utilized the market data of similar entities in its industry or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. These inputs can be readily observable, market corroborated, or generally unobservable. The Company classifies fair value balances based on the observability of those inputs. FASB ASC 820 establishes a fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to unobservable inputs (level 3 measurement).

The three levels of the fair value hierarchy are as follows:

Level 1 – Quoted prices are available in active markets for identical assets or liabilities as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis. Level 1 primarily consists of financial instruments such as exchange-traded derivatives, marketable securities and listed equities.

Level 2 Pricing inputs are other than quoted prices in active markets included in level 1, which are either directly or indirectly observable as of the reported date.

Level 3 Pricing inputs include significant inputs that are generally less observable from objective sources. These inputs may be used with internally developed methodologies that result in management’s best estimate of fair value.

Derivative liability — the Company’s derivative liability is classified within Level 3 of the fair value hierarchy.

The Company uses the Black Scholes Option Pricing Model to value its option based derivatives predicated upon the following assumptions: dividend yield of 0%, volatility of stock price =100%, risk free interest rate varying from 8 to 12 % and an expected term equal to the remaining conversion period of the note.

The following table sets forth by level within the fair value hierarchy the Company’s financial assets and liabilities that were accounted for at fair value as of August 31, 2015.

Recurring Fair Value Measurements	Level 1		Level 2		Level 3		Total
LIABILITIES:
Derivative liability August 31, 2015		-		-		2,988,218		2,988,218
Derivative liability May 31, 2015		-		-		2,564,280		2,564,280

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Convertible Notes Payable (Details) - USD ($)		3 Months Ended
		Aug. 31, 2015	Aug. 30, 2015	May. 31, 2015
Principal Amount		$ 784,269
Unamortized Discount		152,694		$ 674,886
Net Note		$ 631,575		$ 580,956
JMJ Financial Inc. [Member]
Date of Note		Dec. 19, 2013
Interest Rate		10.00%
Maturity date		Dec. 19, 2014
Principal Amount	[1]	$ 24,842
Unamortized Discount		0
Net Note		$ 24,842
JSJ Investments, Inc [Member]
Date of Note		Mar. 07, 2014
Interest Rate		12.00%
Maturity date		Oct. 07, 2014
Principal Amount	[2]	$ 12,130
Unamortized Discount		0
Net Note		$ 12,130
Redwood Fund, III [Member]
Date of Note			Mar. 28, 2014
Interest Rate		10.00%
Maturity date			Sep. 28, 2014
Principal Amount	[3]	$ 35,122
Unamortized Discount		0
Net Note		$ 35,122
Redwood Management, LLC [Member]
Date of Note		Mar. 18, 2014
Interest Rate		10.00%
Maturity date		Sep. 28, 2014
Principal Amount	[2]	$ 50,000
Unamortized Discount		0
Net Note		$ 50,000
WHC Capital, Inc [Member]
Date of Note		Apr. 14, 2014
Interest Rate		12.00%
Maturity date		Oct. 14, 2014
Principal Amount	[1]	$ 38,200
Unamortized Discount		0
Net Note		$ 38,200
Tonaquint Inc [Member]
Date of Note		Apr. 11, 2014
Interest Rate		12.00%
Maturity date		Oct. 11, 2014
Principal Amount	[2]	$ 40,559
Unamortized Discount		0
Net Note		$ 40,559
JSJ Investments, Inc One [Member]
Date of Note		Apr. 24, 2014
Interest Rate		12.00%
Maturity date		Oct. 24, 2014
Principal Amount	[2]	$ 50,000
Unamortized Discount		0
Net Note		$ 50,000
Iconic Holdings, LLC [Member]
Date of Note		May 12, 2014
Interest Rate		10.00%
Maturity date		Nov. 12, 2014
Principal Amount	[2]	$ 46,645
Unamortized Discount		0
Net Note		$ 46,645
KBM Worldwide, Inc [Member]
Date of Note		May 16, 2014
Interest Rate		8.00%
Maturity date		Nov. 14, 2014
Principal Amount	[1]	$ 9,410
Unamortized Discount		0
Net Note		$ 9,410
Adar Bays, Inc [Member]
Date of Note		Jun. 03, 2014
Interest Rate		8.00%
Maturity date		Dec. 12, 2014
Principal Amount	[2]	$ 48,654
Unamortized Discount		0
Net Note		$ 48,654
JMJ Financial, Inc One [Member]
Date of Note		Jun. 23, 2014
Interest Rate		10.00%
Maturity date		Dec. 23, 2014
Principal Amount	[1]	$ 50,000
Unamortized Discount		0
Net Note		$ 50,000
LG Capital, Inc [Member]
Date of Note		Jul. 03, 2014
Interest Rate		8.00%
Maturity date		Jan. 03, 2015
Principal Amount	[4]	$ 36,750
Unamortized Discount		0
Net Note		$ 36,750
Redwood Fund, III One [Member]
Date of Note		Jul. 22, 2014
Interest Rate		10.00%
Maturity date		Jan. 22, 2015
Principal Amount	[2]	$ 100,082
Unamortized Discount		0
Net Note		$ 100,082
KBM Worldwide, Inc One [Member]
Date of Note		Aug. 14, 2014
Interest Rate		8.00%
Maturity date		Feb. 14, 2015
Principal Amount	[5]	$ 27,500
Unamortized Discount		0
Net Note		$ 27,500
LG Capital, Inc One [Member]
Date of Note		Oct. 08, 2014
Interest Rate		8.00%
Maturity date		Apr. 08, 2015
Principal Amount	[4]	$ 3,000
Unamortized Discount		0
Net Note		$ 3,000
Tonaquint, Inc One [Member]
Date of Note		Dec. 02, 2014
Interest Rate		12.00%
Maturity date		Jun. 02, 2015
Principal Amount	[5]	$ 10,000
Unamortized Discount		0
Net Note		$ 10,000
LG Capital, Inc. Two [Member]
Date of Note		Dec. 05, 2014
Interest Rate		8.00%
Maturity date		Jun. 05, 2015
Principal Amount	[4]	$ 9,500
Unamortized Discount		0
Net Note		$ 9,500
LG Capital, Inc. Three [Member]
Date of Note		Jan. 07, 2015
Interest Rate		8.00%
Maturity date		Jul. 07, 2015
Principal Amount	[4]	$ 22,500
Unamortized Discount		0
Net Note		$ 22,500
Curran [Member]
Date of Note		Mar. 15, 2015
Interest Rate		10.00%
Maturity date		Mar. 15, 2015
Principal Amount	[5]	$ 25,000
Unamortized Discount		18,231
Net Note		$ 6,769
LG Capital Inc Four [Member]
Date of Note		Jul. 22, 2015
Interest Rate		8.00%
Maturity date		Jan. 22, 2016
Principal Amount	[4]	$ 60,375
Unamortized Discount		57,060
Net Note		$ 3,315
JMJ Financial, Inc Two [Member]
Date of Note		Jul. 22, 2015
Interest Rate		10.00%
Maturity date		Jan. 22, 2016
Principal Amount	[2]	$ 20,000
Unamortized Discount		18,401
Net Note		$ 1,599
Iconic Holdings, LLC One [Member]
Date of Note		Jul. 17, 2015
Interest Rate		8.00%
Maturity date		Jan. 17, 2016
Principal Amount	[2]	$ 22,000
Unamortized Discount		20,302
Net Note		$ 1,698
Redwood Fund, III Two [Member]
Date of Note		Jul. 22, 2015
Interest Rate		10.00%
Maturity date		Jan. 22, 2016
Principal Amount	[3]	$ 22,000
Unamortized Discount		20,302
Net Note		$ 1,698
Tonaquint, Inc Two [Member]
Date of Note		Jul. 15, 2015
Interest Rate		12.00%
Maturity date		Jan. 15, 2016
Principal Amount	[2]	$ 20,000
Unamortized Discount		18,398
Net Note		$ 1,602

[1] (i) At noteholder's option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to 40% of the lowest closing price during the 25 trading days prior to the notice of conversion.

[2] (g) At noteholder's option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to 25% of the lowest trading price during the 20 trading days prior to the notice of conversion.

[3] (f) At noteholder's option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to the lower of $0.00929 or 50% of the average of the three lowest trading prices during the 10 trading days prior to the notice of conversion.

[4] (a) At noteholder's option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to the lower of $0.081 or 50% of the average of the three lowest closing prices during the 10 trading days prior to the notice of conversion.

[5] (l) At noteholder's option, the principal amount (and accrued interest) are convertible into shares of DoMark common stock at a conversion price equal to 49% of the average of the two lowest closing prices during the 15 trading days prior to the notice of conversion.

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Investments (Tables)

3 Months Ended

Aug. 31, 2015

Investments Tables

Investments

Investments consist of:

	August 31, 2015		August 31, 2014
Imagic Ltd. 40% equity interest	$	1,094,166	$	1,094,166
Barefoot Science Products & Services Inc. 15% equity interest		50,000		50,000
Total	$	1,144,166	$	1,144,166

Cost of equity interest 40%

The cost of the 40% equity interest in Imagic Ltd. at August 31, 2015 consists of:

July 22, 2013 issuance of 7,500,000 shares of DoMark common stock to Imagic Ltd.	$	697,500
December 3, 2013 issuance of 8,000,000 shares of DoMark common stock to Meadow Grove Ltd. in exchange for 9% equity interest in Imagic Ltd.		96,005
Cash payments to or for the benefit of Imagic Ltd.		150,661
Payments from Foremark Holdings to Imagic Ltd. in exchange for DoMark notes payable to Foremark Holdings		150,000
Total	$	1,094,166

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Fair Value Measurements and Derivative Liabiliity (Tables)

3 Months Ended

Aug. 31, 2015

Fair Value Measurements And Derivative Liabiliity Tables

Recurring Fair Value Measurements

The following table sets forth by level within the fair value hierarchy the Company’s financial assets and liabilities that were accounted for at fair value as of August 31, 2015.

Recurring Fair Value Measurements	Level 1		Level 2		Level 3		Total
LIABILITIES:
Derivative liability August 31, 2015		-		-		2,988,218		2,988,218
Derivative liability May 31, 2015		-		-		2,564,280		2,564,280

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Consolidated Statements Of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Aug. 31, 2015	Aug. 31, 2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss	$ (1,390,648)	$ (658,949)
Adjustments to reconcile net loss to net cash used in operating activities:
Amortization expense	38,860	53,360
Series B Preferred stock issued as compensation - consultants	1,326,000	$ 55,623
Series B Preferred stock issued for loans payable - consultants	62,935
Non cash interest expense	64,620	$ 147,433
Loss (gain) on revalutaion of derivative liability - convertible notes	423,938	$ 192,890
Changes in Operating assets and liabilities:
Prepaid expenses	20,000
Accounts payable and accrued expenses	(605,848)	$ 4,801
Accounts payable -related party	(62,935)	(21,336)
Net cash used in operating activities	$ (123,078)	$ (226,178)
CASH FLOWS FROM INVESTING ACTIVITIES
Cash paid for investments
Cash paid for loan receivable from consultant
Net cash used in investing activities
Other Comprehensive income (loss)	$ (5,000)	$ (11,650)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from convertible notes payable	$ 128,171	128,448
Proceeds from loans payable to consultants and stockholders		108,885
Net cash provided by financing activities	$ 128,171	237,333
Net increase (decrease) in cash and cash equivalents	93	(495)
CASH BALANCE (BANK OVERDRAFT) - BEGINNING OF PERIOD	(115)	460
CASH BALANCE (BANK OVERDRAFT) - END OF PERIOD	(22)	(35)
Cash paid for interest	$ 4,500	$ 20,424
Cash paid for taxes
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:
Shares issued for settlement of loans payable to consultants and stockholders	$ 1,326,000	$ 55,623
Shares issued for settlement of convertible notes payable		$ 237,940

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Investments

3 Months Ended

Aug. 31, 2015

Notes to Financial Statements

Note 5 - Investments

Investments consist of:

	August 31, 2015		August 31, 2014
Imagic Ltd. 40% equity interest	$	1,094,166	$	1,094,166
Barefoot Science Products & Services Inc. 15% equity interest		50,000		50,000
Total	$	1,144,166	$	1,144,166

The cost of the 40% equity interest in Imagic Ltd. at August 31, 2015 consists of:

July 22, 2013 issuance of 7,500,000 shares of DoMark common stock to Imagic Ltd.	$	697,500
December 3, 2013 issuance of 8,000,000 shares of DoMark common stock to Meadow Grove Ltd. in exchange for 9% equity interest in Imagic Ltd.		96,005
Cash payments to or for the benefit of Imagic Ltd.		150,661
Payments from Foremark Holdings to Imagic Ltd. in exchange for DoMark notes payable to Foremark Holdings		150,000
Total	$	1,094,166

Imagic is a privately owned company registered in Gibraltar which owns proprietary product designs for its Digilink and Game Control products. Imagic shares are not quoted or traded on any securities exchange or in any recognized over-the counter market. Imagic is accounted for on the equity method of accounting. The Company consolidates entities that we control. The Company accounts for investments in joint ventures using the equity method of accounting when we exercise significant influence over the venture. If the Company does not exercise significant influence, we account for the investment using the cost method of accounting. Imagic did not have any revenues or expenses for the period ended February 28, 2015.

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Commitments and Contingencies (Tables)

3 Months Ended

Aug. 31, 2015

Commitments And Contingencies Tables

Future Lease Commitments

On August 1, 2013, the Company entered into an office lease in Toronto, Ontario, Canada for a five year period. At February 28, 2015, the future lease commitments on this lease for the years ended May 31, are as follows, and are in U.S. dollars:

2015	$	11,264
2016		47,616
2017		47,616
2018		47,616
Thereafter		7,936
Total	$	162,047

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Commitments And Contingencies (Details)	Aug. 31, 2015 USD ($)
Commitments And Contingencies Details
2015	$ 11,264
2016	47,616
2017	47,616
2018	47,616
Thereafter	7,936
Total	$ 162,047

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Summary of Significant Accounting Policies (Tables)

3 Months Ended

Aug. 31, 2015

Summary Of Significant Accounting Policies Tables

Net Loss Per Common Share

For the three months ending August 31, 2015 and 2014, diluted common shares outstanding excluded the following dilutive securities as the effect of their inclusion was antidilutive:

	Common Shares Equivalents
	Three Months Ended August 31,
	2015		2014
Convertible Notes Payable		29,793,433,824		307,459,536
Serie A Convertible Preferred Shares		50,000,000		50,000,000
Serie B Convertible Preferred Shares		15,600,000,000		-
Warrants		850,000		850,000
Total Common Shares Equivalents		45,444,283,824		358,309,536