10-Q

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 30, 2013

OR

[  ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________

Commission file number 000-53079

AFH ACQUISITION XI, Inc.

(Exact name of registrant as specified in its charter)

Delaware	42-1743433
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification Number)

9595 Wilshire Blvd., Suite 700, Beverly Hills, CA 90212

(Address of principal executive offices)

(310) 492-9898

(Registrant’s telephone number, including area code)

No change

(Former name, former address and former fiscal year, if changed since last report)

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 S-T (Section 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). [X] Yes  [  ] No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer	[  ]	Accelerated filer	[  ]
Non-accelerated filer	[  ]	Smaller reporting company	[X]
(Do not check if a smaller reporting company)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [X]  No [  ].

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING

THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes [  ] No [  ].

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 5,000,000 shares of common stock, par value $.001 per share, outstanding as of June 14, 2013.

AFH ACQUISITION XI, Inc.

- INDEX -

		Page
PART I – FINANCIAL INFORMATION:
Item 1.	Financial Statements	3
	Condensed Balance Sheets at April 30, 2012  and October 31, 2011 (Unaudited)	F-1
	Condensed Statements of Changes in Stockholder’s Deficit for the Period from Date of Inception (October 18, 2007) through April 30, 2012 (Unaudited)	F-2
	Condensed Statements of Operations for the Three and Six Months Ended April 30, 2012 and 2011 and for the Period from Date of Inception (October 18, 2007) through April 30, 2012 (Unaudited)	F-3
	Condensed Statements of Cash Flows for the Six Months Ended April 30, 2012 and 2011 and for the Period from Date of Inception (October 18, 2007) through April 30, 2012 (Unaudited)	F-4
	Notes to Condensed Financial Statements (Unaudited)	F-5 - F-8
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	5
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	6
Item 4.	Controls and Procedures	6
PART II – OTHER INFORMATION:
Item 1.	Legal Proceedings	7
Item 1A.	Risk Factors	7
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	7
Item 3.	Defaults Upon Senior Securities	7
Item 4.	Mine Safety Disclosures	7
Item 5.	Other Information	7
Item 6.	Exhibits	7
Signatures		8

2

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

AFH ACQUISITION XI, INC.

(A DEVELOPMENT STAGE COMPANY)

(A DELAWARE CORPORATION)

Beverly Hills, CA

FINANCIAL REPORTS

AT

APRIL 30, 2013

3

AFH ACQUISITION xi INC.

(A Development Stage Company)

(A DELAWARE Corporation)

Beverly Hills, CA

TABLE OF CONTENTS

Condensed Balance Sheets at April 30, 2012  and October 31, 2011 (Unaudited)	F-1
Condensed Statements of Changes in Stockholder’s Deficit for the Period from Date of Inception (October 18, 2007) through April 30, 2012 (Unaudited)	F-2
Condensed Statements of Operations for the Three and Six Months Ended April 30, 2012 and 2011 and for the Period from Date of Inception (October 18, 2007) through April 30, 2012 (Unaudited)	F-3
Condensed Statements of Cash Flows for the Six Months Ended April 30, 2012 and 2011 and for the Period from Date of Inception (October 18, 2007) through April 30, 2012 (Unaudited)	F-4
Notes to Condensed Financial Statements (Unaudited)	F-5 - F-8

4

AFH ACQUISITION XI, INC.

(A DEVELOPMENT STAGE COMPANY)

(A DELAWARE CORPORATION)

Beverly Hills, CA

Condensed Balance Sheets at April 30, 2012 and October 31, 2011 (Unaudited)
	April 30, 2013			October 31, 2012
ASSETS
Cash and Cash Equivalents		440			500
Total Assets	$	440		$	500
LIABILITIES AND STOCKHOLDER’S DEFICIT
Liabilities
Accrued Expenses	$	7,143		$	4,512
Due to Parent		30,398			29,998
Total Liabilities		37,541			34,510
Stockholder’s Deficit
Preferred Stock: $.001 Par; 20,000,000 Shares Authorized,  -0- Issued and Outstanding		—			—
Common Stock: $.001 Par; 100,000,000 Shares Authorized;  5,000,000 Issued and Outstanding		5,000			5,000
Additional Paid-In-Capital		20,000			20,000
Deficit Accumulated During Development Stage		(62,101	)		(59,010	)
Total Stockholder’s Deficit		(37,101	)		(34,010	)
Total Liabilities and Stockholder’s Deficit	$	440		$	500

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

F-1

AFH ACQUISITION XI, INC.

(A DEVELOPMENT STAGE COMPANY)

(A DELAWARE CORPORATION)

Beverly Hills, CA

Condensed Statements of Changes in Stockholder's Deficit for the Period from Date of Inception (October 18, 2007) through April 30, 2012 (Unaudited)
										Deficit
										Accumulated
	Common Stock				Additional		Stock			During			Total
	Number				Paid-In		Subscription			Development			Stockholder’s
	of Shares		Value		Capital		Receivable			Stage			Deficit
Balance - October 18, 2007		—	$	—	$	—	$	—		$	—		$	—
Common Stock Issued for Cash		5,000,000		5,000		20,000		(12,900	)		—			12,100
Net Loss for the Period		—		—		—		—			(21,823	)		(21,823	)
Balance - October 31, 2007		5,000,000		5,000		20,000		(12,900	)		(21,823	)		(9,723	)
Cash Received for Stock Subscriptions		—		—		—		12,900			—			12,900
Net Loss for the Period		—		—		—		—			(12,112	)		(12,112	)
Balance - October 31, 2008		5,000,000		5,000		20,000		—			(33,935	)		(8,935	)
Net Loss for the Period		—		—		—		—			(10,882	)		(10,882	)
Balance - October 31, 2009		5,000,000	$	5,000	$	20,000	$	—		$	(44,817	)	$	(19,817	)
Net Loss for the Period		—		—		—		—			(3,623	)		(3,623	)
Balance - October 31, 2010		5,000,000	$	5,000	$	20,000	$	—		$	(48,440	)	$	(23,440	)
Net Loss for the Period		—		—		—		—			(4,920	)		(4,920	)
Balance - October 31, 2011		5,000,000	$	5,000	$	20,000	$	—		$	(53,360	)	$	(28,360	)
Net Loss for the Period		—		—		—		—			(5,650	)		(5,650	)
Balance - October 30, 2012		5,000,000	$	5,000	$	20,000	$	—		$	(59,010	)	$	(34,010	)
Net Loss for the Period		—		—		—		—			(3,091	)		(3,091	)
Balance - April 30, 2013		5,000,000	$	5,000	$	20,000	$	—		$	(62,101	)	$	(37,101	)

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

F-2

AFH ACQUISITION XI, INC.

(A DEVELOPMENT STAGE COMPANY)

(A DELAWARE CORPORATION)

Beverly Hills, CA

Condensed Statements of Operations for the Three and Six Months Ended April 30, 2012 and 2011 and for the Period from Date of Inception (October 18, 2007) through April 30, 2012 (Unaudited)
													Period From
													Date of Inception
	For the Three Months Ended						For the Six Months Ended						(October 18, 2007)
	April 30,						April 30,						Through
	2013			2012			2013			2012			April 30, 2013
Revenues	$	—		$	—		$	—		$	—		$	—
Expenses
Consulting	$	—		$	—			—		$	—		$	1,712
Interest		—			—			—			—			15
Legal and Professional		1,043			1,750			2,631			3,125			53,923
Office Expenses		30			—			60			—			399
Organizational Costs		—			—			—			—			1,002
Rent		—			—			—			—			3,650
Total Expenses	$	1,073		$	1,750		$	2,691		$	3,125		$	60,701
Net Loss for the Period Before Taxes	$	(1,073	)	$	(1,750	)	$	(2,691	)	$	(3,125	)	$	(60,701	)
Franchise Tax		400			400			400			400			1,400
Net Loss for the Period After Taxes	$	(1,473	)	$	(2,150	)	$	(3,091	)	$	(3,525	)	$	(62,101	)
Loss per Share - Basic and Diluted	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.00	)	$	(0.01	)
Weighted Average Common Shares Outstanding		5,000,000			5,000,000			5,000,000			5,000,000			5,000,000

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

F-3

AFH ACQUISITION XI, INC.

(A DEVELOPMENT STAGE COMPANY)

(A DELAWARE CORPORATION)

Beverly Hills, CA

Condensed Statements of Cash Flows for the Six Months Ended April 30, 2012 and 2011 and for the Period from Date of Inception (October 18, 2007) through April 30, 2012 (Unaudited)
							Period From
							Date of Inception
	For the Six Months Ended						(October 18, 2007)
	April 30,						Through
	2013			2012			April 30, 2013
Cash Flows from Operating Activities
Net Loss for the Period	$	(3,091	)	$	(3,525	)	$	(62,101	)
Changes in Assets and Liabilities:
Accrued Expenses		2,631			3,525			7,143
Net Cash Flows from Operating Activities		(460	)		—			(54,958	)
Net Cash Flows from Investing Activities		—			—			—
Cash Flows from Financing Activities
Cash Advance by Parent		400			—			30,398
Cash Proceeds from Stock Subscriptions		—			—			12,900
Cash Proceeds from Sale of Stock		—			—			12,100
Net Cash Flows from Financing Activities		400			—			55,398
Net Change in Cash and Cash Equivalents		(60	)		—			440
Cash and Cash Equivalents - Beginning of Period		500			—			—
Cash and Cash Equivalents - End of Period	$	440		$	—		$	440
Cash Paid During the Period for:
Interest	$	—		$	—		$	—
Income Taxes	$	—		$	—		$	—

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

F-4

AFH ACQUISITION XI, INC.

(A Development Stage Company)

(A DELAWARE Corporation)

Beverly Hills, CA

NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)

Note A -	The Company
	AFH Acquisition XI, Inc., a development stage company (the “Company”), was incorporated under the laws of the State of Delaware on October 18, 2007.  The Company is 100% owned by AFH Holding & Advisory, LLC (the “Parent”).  The financial statements presented represent only those transactions of AFH Acquisition XI, Inc. The Company is looking to acquire an existing company or acquire the technology to begin operations.
	As a blank check company, the Company’s business is to pursue a business combination through acquisition, or merger with, an existing company. As of the date of the financial statements, the Company is not conducting negotiations with any target business. No assurances can be given that the Company will be successful in locating or negotiating with any target company.
	Since inception, the Company has been engaged in organizational efforts.
	The condensed financial statements of AFH Acquisition XI, Inc., (the “Company”) included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in conjunction with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. The condensed consolidated balance sheet information as of October 31, 2012 was derived from the audited consolidated financial statements included in Form 10-K. These condensed consolidated financial statements should be read in conjunction with the annual audited consolidated financial statements and the notes thereto included in the Company’s annual report on Form 10-K for the year ended October 31, 2012, and other reports filed with the SEC.
	The accompanying unaudited interim financial statements reflect all adjustments of a normal and recurring nature which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows of the Company for the interim periods presented. The results of operations for these periods are not necessarily comparable to, or indicative of, results of any other interim period or for the fiscal year taken as a whole. Certain information that is not required for interim financial reporting purposes has been omitted.

Note B -	Summary of Significant Accounting Policies
	Method of Accounting
	The Company maintains its books and prepares its financial statements on the accrual basis of accounting.

-continued -

F-5

AFH ACQUISITION XI, INC.

(A Development Stage Company)

(A DELAWARE Corporation)

Beverly Hills, CA

NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)

Note B -	Summary of Significant Accounting Policies – continued
	Development Stage
	The Company has operated as a development stage enterprise since its inception by devoting substantially all of its efforts to financial planning, raising capital, research and development, and developing markets for its services. The Company prepares its financial statements in accordance with the requirements of FASB ASC 915.
	Cash and Cash Equivalents
	Cash and cash equivalents include time deposits, certificates of deposit, and all highly liquid debt instruments with original maturities of three months or less. The Company maintains cash and cash equivalents at financial institutions, which periodically may exceed federally insured amounts.
	Loss Per Common Share
	Loss per common share is computed in accordance with FASB ASC 260-10, by dividing income (loss) available to common stockholders by weighted average number of common shares outstanding for each period.
	Use of Estimates
	The preparation of financial statements in conformity with generally accepted accounting principles 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results can differ from those estimates.
	Organizational Costs
	Organizational costs represent management, consulting, legal, accounting, and filing fees incurred to date in the formation of the company.  Organizational costs are expensed as incurred in accordance with FASB ASC 720-15.
	Income Taxes
	The Company accounts for income taxes in accordance with FASB ASC 740-10, using the asset and liability approach, which requires recognition of deferred tax liabilities and assets for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of such assets and liabilities. This method utilizes enacted statutory tax rates in effect for the year in which the temporary differences are expected to reverse and gives immediate effect to changes in income tax rates upon enactment. Deferred tax assets are recognized, net of any valuation allowance, for temporary differences and net operating loss and tax credit carry forwards. Deferred income tax expense represents the change in net deferred assets and liability balances.

F-6

AFH ACQUISITION XI, INC.

(A Development Stage Company)

(A DELAWARE Corporation)

Beverly Hills, CA

NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)

Note B -	Summary of Significant Accounting Policies – continued
	Financial Instruments
	The Company’s financial instruments consist of cash and due to parent. Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments. The fair value of these financial instruments approximates their carrying value, unless otherwise noted.
	Recent Pronouncements
	The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position, or cash flow.
Note C -	Equity Securities
	Holders of shares of common stock shall be entitled to cast one vote for each common share held at all stockholder’s meetings for all purposes, including the election of directors.  The common stock does not have cumulative voting rights.
	The preferred stock of the Company shall be issued by the Board of Directors of the Company in one or more classes or one or more series within any class and such classes or series shall have such voting powers, full or limited, or no voting powers, and such designations, preferences, limitations or restrictions as the Board of Directors of the Company may determine, from time to time.
	No holder of shares of stock of any class shall be entitled as a matter of right to subscribe for or purchase or receive any part of any new or additional issue of shares of stock of any class, or of securities convertible into shares of stock or any class, whether now hereafter authorized or whether issued for money, for consideration other than money, or by way of dividend.
Note D -	Going Concern
	The Company’s financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has reported recurring losses from operations. As a result, there is an accumulated deficit of $62,101 at April 30, 2013.
	The Company’s continued existence is dependent upon its ability to raise capital or acquire a marketable company. The financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.

F-7

AFH ACQUISITION XI, INC.

(A Development Stage Company)

(A DELAWARE Corporation)

Beverly Hills, CA

NOTES TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)

Note E -	Due to Parent
	Due to parent represents cash advances from AFH Holding & Advisory LLC. AFH Holding & Advisory LLC is the sole shareholder of the Company. There are no repayment terms.

F-8

Item 2. Management’s Discussion and Analysis or Plan of Operation.

Plan of Operation

The Company has not restricted its search for any specific kind of businesses, and it may acquire a business which is in its preliminary or development stage, which is already in operation, or in essentially any stage of its business life. It is impossible to predict the status of any business in which the Company may become engaged, in that such business may need to seek additional capital, may desire to have its shares publicly traded, or may seek other perceived advantages which the Company may offer.

In implementing a structure for a particular business acquisition, the Company may become a party to a merger, consolidation, reorganization, joint venture, or licensing agreement with another corporation or entity.

It is anticipated that any securities issued in any such business combination would be issued in reliance upon exemption from registration under applicable federal and state securities laws. In some circumstances, however, as a negotiated element of its transaction, the Company may agree to register all or a part of such securities immediately after the transaction is consummated or at specified times thereafter. If such registration occurs, it will be undertaken by the surviving entity after the Company has entered into an agreement for a business combination or has consummated a business combination. The issuance of additional securities and their potential sale into any trading market which may develop in the Company’s securities may depress the market value of the Company’s securities in the future if such a market develops, of which there is no assurance. However, if the Company cannot effect a non-cash acquisition, the Company may have to raise funds from a private offering of its securities under Rule 506 of Regulation D. There is no assurance the Company would obtain any such equity funding.

The Company will participate in a business combination only after the negotiation and execution of appropriate agreements. Negotiations with a target company will likely focus on the percentage of the Company which the target company shareholders would acquire in exchange for their shareholdings.

Although the terms of such agreements cannot be predicted, generally such agreements will require certain representations and warranties of the parties thereto, will specify certain events of default, will detail the terms of closing and the conditions which must be satisfied by the parties prior to and after such closing and will include miscellaneous other terms. Any merger or acquisition effected by the Company can be expected to have a significant dilutive effect on the percentage of shares held by the Company’s shareholders at such time.

Results of Operations

The Company has not conducted any active operations since inception, except for its efforts to locate suitable acquisition candidates. No revenue has been generated by the Company from October 18, 2007 (inception) to April 30, 2013. It is unlikely the Company will have any revenues unless it is able to effect an acquisition or merger with an operating company, of which there can be no assurance.

Expenses incurred since inception are primarily due to legal, accounting, and other professional service fees.

Liquidity and Capital Resources

At April 30, 2013, the Company had no capital resources and will rely upon the issuance of common stock and additional capital contributions from shareholders to fund administrative expenses pending acquisition of an operating company.

5

Management anticipates seeking out a target company through solicitation. Such solicitation may include newspaper or magazine advertisements, mailings and other distributions to law firms, accounting firms, investment bankers, financial advisors and similar persons, the use of one or more World Wide Web sites and similar methods. No estimate can be made as to the number of persons who will be contacted or solicited. Management may engage in such solicitation directly or may employ one or more other entities to conduct or assist in such solicitation. Management and its affiliates will pay referral fees to consultants and others who refer target businesses for mergers into public companies in which management and its affiliates have an interest. Payments are made if a business combination occurs, and may consist of cash or a portion of the stock in the Company retained by management and its affiliates, or both.

The Company and/or shareholders will supervise the search for target companies as potential candidates for a business combination. The Company and/or shareholders may pay as their own expenses any costs incurred in supervising the search for a target company. The Company and/or shareholders may enter into agreements with other consultants to assist in locating a target company and may share stock received by it or cash resulting from the sale of its securities with such other consultants.

Due to the uncertainty of our ability to meet our operational expenses, in their report on our audited financial statements as of and for the years ended October 31, 2012 and 2011, our independent auditors included an explanatory paragraph regarding concerns about our ability to continue as a going concern. Our financial statements contain additional note disclosures describing the circumstances that led to this disclosure by our independent auditors. There is substantial doubt about our ability to continue as a going concern as we have losses for the six months ended April 30, 2013 totaling $3,091 as well as an accumulated deficit since inception amounting to $62,101 and negative working capital of $62,101.

Off-Balance Sheet Arrangements

The Company does not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

Item 3. Quantitative and qualitative Disclosures About Market Risk

Not applicable.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

Our Principal Executive Officer and Principal Financial Officer evaluated the effectiveness of our disclosure controls and procedures as of April 30, 2013. Based on that evaluation, our Principal Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures as of the end of the period covered by this report were effective such that the information required to be disclosed by us in reports filed under the Securities Exchange Act of 1934 is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to the Principal Executive Officer and Principal Financial Officer, as appropriate to allow timely decisions regarding disclosure.

Changes in Internal Controls.

There have been no significant changes to the Company’s internal controls over financial reporting that occurred during our last fiscal quarter ended April 30, 2013, that materially affected, or were reasonably likely to materially affect, our internal controls over financial reporting.

6

PART II – OTHER INFORMATION

Item 1. Legal Proceedings.

None

Item 1A. Risk Factors

As a smaller reporting company we are not required to provide this information.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None

Item 3. Defaults Upon Senior Securities.

None

Item 4. Mine Safety Disclosures.

Not Applicable

Item 5. Other Information.

None

Item 6. Exhibits.

(a) Exhibits required by Item 601 of Regulation S-K.

Exhibit	Description
*3.1	Certificate of Incorporation, as filed with the Delaware Secretary of State on October 18, 2007.
*3.2	By-Laws.
31.1	Certification of the Company’s Principal Executive and Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, with respect to the registrant’s Report on Form 10-Q for the quarter ended April 30, 2013.
32.1	Certification of the Company’s Principal Executive and Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document

* Filed as an exhibit to the Company’s Registration Statement on Form 10-SB , as filed with the SEC on February 1, 2008, and incorporated herein by this reference.

7

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Dated: June 14, 2013	AFH Acquisition XI, Inc.
	By:	/s/ Amir F. Heshmatpour
		Amir F. Heshmatpour
		President and Sole Director
		Principal Executive Officer
		Principal Financial Officer

8

EX-31.1

Exhibit 31.1

Certification of Principal Executive Officer and Principal Financial Officer

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

and Securities and Exchange Commission Release 34-46427

I, Amir F. Heshmatpour, certify that:

1. I have reviewed this report on Form 10-Q of AFH Acquisition XI, 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 registrant as of, and for, the periods presented in this report;

4. As the registrant’s Principal Executive officer and Principal Financial Officer, I am 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 registrant and I have:

a) designed such disclosure controls and procedures or caused such disclosure controls and procedures to be designed under my supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me 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 my 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 registrant’s disclosure controls and procedures and presented in this report my 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 registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of the annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’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 registrant’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 registrant’s internal control over financial reporting.

	/s/ Amir F. Heshmatpour
Date: June 14, 2013	Amir F. Heshmatpour Principal Executive Officer Principal Financial Officer

EX-32.1

Exhibit 32.1

Certification of Principal Executive Officer and Principal Financial Officer

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 Report of AFH Acquisition XI, Inc. (the “Company”) on Form 10-Q for the period ended April 30, 2013 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Amir F. Heshmatpour, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(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.

/s/ Amir F. Heshmatpour

Amir F. Heshmatpour

Principal Executive Officer

Principal Financial Officer

June 14, 2013

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Condensed Statements of Changes in Stockholder's Deficit (Unaudited) (USD $)	Common Stock [Member]	Additional Paid-In Capital [Member]	Stock Subscription Receivable [Member]	Deficit Accumulated During Development Stage [Member]	Total
Balance at Oct. 17, 2007
Balance, shares at Oct. 17, 2007
Common Stock Issued for Cash	5,000	20,000	(12,900)		12,100
Common Stock Issued for Cash, shares	5,000,000
Net Loss for the Period				(21,823)	(21,823)
Balance at Oct. 31, 2007	5,000	20,000	(12,900)	(21,823)	(9,723)
Balance, shares at Oct. 31, 2007	5,000,000
Cash Received for Stock Subscriptions			12,900		12,900
Net Loss for the Period				(12,112)	(12,112)
Balance at Oct. 31, 2008	5,000	20,000		(33,935)	(8,935)
Balance, shares at Oct. 31, 2008	5,000,000
Net Loss for the Period				(10,882)	(10,882)
Balance at Oct. 31, 2009	5,000	20,000		(44,817)	(19,817)
Balance, shares at Oct. 31, 2009	5,000,000
Net Loss for the Period				(3,623)	(3,623)
Balance at Oct. 31, 2010	5,000	20,000		(48,440)	(23,440)
Balance, shares at Oct. 31, 2010	5,000,000
Net Loss for the Period				(4,920)	(4,920)
Balance at Oct. 31, 2011	5,000	20,000		(53,360)	(28,360)
Balance, shares at Oct. 31, 2011	5,000,000
Net Loss for the Period				(5,650)	(5,650)
Balance at Oct. 31, 2012	5,000	20,000		(59,010)	(34,010)
Balance, shares at Oct. 31, 2012	5,000,000
Net Loss for the Period				(3,091)	(3,091)
Balance at Apr. 30, 2013	$ 5,000	$ 20,000		$ (62,101)	$ (37,101)
Balance, shares at Apr. 30, 2013	5,000,000

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Going Concern

6 Months Ended

Apr. 30, 2013

Going Concern

Going Concern

Note D -	Going Concern
	The Company’s financial statements have been presented on the basis that it is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has reported recurring losses from operations. As a result, there is an accumulated deficit of $62,101 at April 30, 2013.
	The Company’s continued existence is dependent upon its ability to raise capital or acquire a marketable company. The financial statements do not include any adjustments that might be necessary should the Company be unable to continue as a going concern.

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Condensed Statements of Cash Flows (Unaudited) (USD $)	6 Months Ended		66 Months Ended
	Apr. 30, 2013	Apr. 30, 2012	Apr. 30, 2013
Cash Flows from Operating Activities
Net Loss for the Period	$ (3,091)	$ (3,525)	$ (62,101)
Changes in Assets and Liabilities:
Accrued Expenses	2,631	3,525	7,143
Net Cash Flows from Operating Activities	(460)	0	(54,958)
Net Cash Flows from Investing Activities	0	0	0
Cash Flows from Financing Activities
Cash Advance by Parent	400		30,398
Cash Proceeds from Stock Subscriptions			12,900
Cash Proceeds from Sale of Stock			12,100
Net Cash Flows from Financing Activities	400	0	55,398
Net Change in Cash and Cash Equivalents	(60)	0	440
Cash and Cash Equivalents - Beginning of Period	500	0	0
Cash and Cash Equivalents - End of Period	440	0	440
Cash Paid During the Period for:
Interest
Income Taxes

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Summary of Significant Accounting Policies

6 Months Ended

Apr. 30, 2013

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note B -	Summary of Significant Accounting Policies
	Method of Accounting
	The Company maintains its books and prepares its financial statements on the accrual basis of accounting.
	Development Stage
	The Company has operated as a development stage enterprise since its inception by devoting substantially all of its efforts to financial planning, raising capital, research and development, and developing markets for its services. The Company prepares its financial statements in accordance with the requirements of FASB ASC 915.
	Cash and Cash Equivalents
	Cash and cash equivalents include time deposits, certificates of deposit, and all highly liquid debt instruments with original maturities of three months or less. The Company maintains cash and cash equivalents at financial institutions, which periodically may exceed federally insured amounts.
	Loss Per Common Share
	Loss per common share is computed in accordance with FASB ASC 260-10, by dividing income (loss) available to common stockholders by weighted average number of common shares outstanding for each period.
	Use of Estimates
	The preparation of financial statements in conformity with generally accepted accounting principles 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results can differ from those estimates.
	Organizational Costs
	Organizational costs represent management, consulting, legal, accounting, and filing fees incurred to date in the formation of the company.  Organizational costs are expensed as incurred in accordance with FASB ASC 720-15.
	Income Taxes
	The Company accounts for income taxes in accordance with FASB ASC 740-10, using the asset and liability approach, which requires recognition of deferred tax liabilities and assets for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of such assets and liabilities. This method utilizes enacted statutory tax rates in effect for the year in which the temporary differences are expected to reverse and gives immediate effect to changes in income tax rates upon enactment. Deferred tax assets are recognized, net of any valuation allowance, for temporary differences and net operating loss and tax credit carry forwards. Deferred income tax expense represents the change in net deferred assets and liability balances.
	Financial Instruments
	The Company’s financial instruments consist of cash and due to parent. Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments. The fair value of these financial instruments approximates their carrying value, unless otherwise noted.
	Recent Pronouncements
	The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position, or cash flow.

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Due to Parent

6 Months Ended

Apr. 30, 2013

Related Party Transactions [Abstract]

Due to Parent

Note E -	Due to Parent
	Due to parent represents cash advances from AFH Holding & Advisory LLC. AFH Holding & Advisory LLC is the sole shareholder of the Company. There are no repayment terms.

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Equity Securities

6 Months Ended

Apr. 30, 2013

Equity [Abstract]

Equity Securities

Note C -	Equity Securities
	Holders of shares of common stock shall be entitled to cast one vote for each common share held at all stockholder’s meetings for all purposes, including the election of directors.  The common stock does not have cumulative voting rights.
	The preferred stock of the Company shall be issued by the Board of Directors of the Company in one or more classes or one or more series within any class and such classes or series shall have such voting powers, full or limited, or no voting powers, and such designations, preferences, limitations or restrictions as the Board of Directors of the Company may determine, from time to time.
	No holder of shares of stock of any class shall be entitled as a matter of right to subscribe for or purchase or receive any part of any new or additional issue of shares of stock of any class, or of securities convertible into shares of stock or any class, whether now hereafter authorized or whether issued for money, for consideration other than money, or by way of dividend.

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Condensed Balance Sheets (Unaudited) (Parenthetical) (USD $)	Apr. 30, 2013	Oct. 31, 2012
Statement of Financial Position [Abstract]
Preferred Stock, Par value	$ 0.001	$ 0.001
Preferred Stock, Shares Authorized	20,000,000	20,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Stock, Par value	$ 0.001	$ 0.001
Common Stock, Shares Authorized	100,000,000	100,000,000
Common Stock, Shares Issued	5,000,000	5,000,000
Common Stock, Shares Outstanding	5,000,000	5,000,000

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Condensed Statements of Operations (Unaudited) (USD $)	3 Months Ended		6 Months Ended		66 Months Ended
	Apr. 30, 2013	Apr. 30, 2012	Apr. 30, 2013	Apr. 30, 2012	Apr. 30, 2013
Income Statement [Abstract]
Revenues
Expenses
Consulting					1,712
Interest					15
Legal and Professional	1,043	1,750	2,631	3,125	53,923
Office Expenses	30		60		399
Organizational Costs					1,002
Rent					3,650
Total Expenses	1,073	1,750	2,691	3,125	60,701
Net Loss for the Period Before Taxes	(1,073)	(1,750)	(2,691)	(3,125)	(60,701)
Franchise Tax	400	400	400	400	1,400
Net Loss for the Period After Taxes	$ (1,473)	$ (2,150)	$ (3,091)	$ (3,525)	$ (62,101)
Loss per Share - Basic and Diluted	$ 0.00	$ 0.00	$ 0.00	$ 0.00	$ (0.01)
Weighted Average Common Shares Outstanding	5,000,000	5,000,000	5,000,000	5,000,000	5,000,000

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Condensed Balance Sheets (Unaudited) (USD $)	Apr. 30, 2013	Oct. 31, 2012
ASSETS
Cash and Cash Equivalents	$ 440	$ 500
Total Assets	440	500
Liabilities
Accrued Expenses	7,143	4,512
Due to Parent	30,398	29,998
Total Liabilities	37,541	34,510
Stockholder's Deficit
Preferred Stock: $.001 Par; 20,000,000 Shares Authorized, -0- Issued and Outstanding
Common Stock: $.001 Par; 100,000,000 Shares Authorized; 5,000,000 Issued and Outstanding	5,000	5,000
Additional Paid-In-Capital	20,000	20,000
Deficit Accumulated During Development Stage	(62,101)	(59,010)
Total Stockholder's Deficit	(37,101)	(34,010)
Total Liabilities and Stockholder's Deficit	$ 440	$ 500

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Going Concern (Details Narrative) (USD $)	Apr. 30, 2013
Going Concern
Accumulated deficit	$ 62,101

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Summary of Significant Accounting Policies (Policies)

6 Months Ended

Apr. 30, 2013

Accounting Policies [Abstract]

Method of Accounting

Method of Accounting

The Company maintains its books and prepares its financial statements on the accrual basis of accounting.

Development Stage

Development Stage

The Company has operated as a development stage enterprise since its inception by devoting substantially all of its efforts to financial planning, raising capital, research and development, and developing markets for its services. The Company prepares its financial statements in accordance with the requirements of FASB ASC 915.

Cash and Cash Equivalents

Cash and Cash Equivalents

Cash and cash equivalents include time deposits, certificates of deposit, and all highly liquid debt instruments with original maturities of three months or less. The Company maintains cash and cash equivalents at financial institutions, which periodically may exceed federally insured amounts.

Loss Per Common Share

Loss Per Common Share

Loss per common share is computed in accordance with FASB ASC 260-10, by dividing income (loss) available to common stockholders by weighted average number of common shares outstanding for each period.

Use of Estimates

Use of Estimates

The preparation of financial statements in conformity with generally accepted accounting principles 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 financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results can differ from those estimates.

Organizational Costs

Organizational Costs

Organizational costs represent management, consulting, legal, accounting, and filing fees incurred to date in the formation of the company.  Organizational costs are expensed as incurred in accordance with FASB ASC 720-15.

Income Taxes

Income Taxes

The Company accounts for income taxes in accordance with FASB ASC 740-10, using the asset and liability approach, which requires recognition of deferred tax liabilities and assets for the expected future tax consequences of temporary differences between the carrying amounts and the tax basis of such assets and liabilities. This method utilizes enacted statutory tax rates in effect for the year in which the temporary differences are expected to reverse and gives immediate effect to changes in income tax rates upon enactment. Deferred tax assets are recognized, net of any valuation allowance, for temporary differences and net operating loss and tax credit carry forwards. Deferred income tax expense represents the change in net deferred assets and liability balances.

Financial Instruments

Financial Instruments

The Company’s financial instruments consist of cash and due to parent. Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, currency or credit risks arising from these financial instruments. The fair value of these financial instruments approximates their carrying value, unless otherwise noted.

Recent Pronouncements

Recent Pronouncements

The Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on the Company’s results of operations, financial position, or cash flow.

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The Company

6 Months Ended

Apr. 30, 2013

Company

The Company

Note A -	The Company
	AFH Acquisition XI, Inc., a development stage company (the “Company”), was incorporated under the laws of the State of Delaware on October 18, 2007.  The Company is 100% owned by AFH Holding & Advisory, LLC (the “Parent”).  The financial statements presented represent only those transactions of AFH Acquisition XI, Inc. The Company is looking to acquire an existing company or acquire the technology to begin operations.
	As a blank check company, the Company’s business is to pursue a business combination through acquisition, or merger with, an existing company. As of the date of the financial statements, the Company is not conducting negotiations with any target business. No assurances can be given that the Company will be successful in locating or negotiating with any target company.
	Since inception, the Company has been engaged in organizational efforts.
	The condensed financial statements of AFH Acquisition XI, Inc., (the “Company”) included herein have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in conjunction with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information presented not misleading. The condensed consolidated balance sheet information as of October 31, 2012 was derived from the audited consolidated financial statements included in Form 10-K. These condensed consolidated financial statements should be read in conjunction with the annual audited consolidated financial statements and the notes thereto included in the Company’s annual report on Form 10-K for the year ended October 31, 2012, and other reports filed with the SEC.
	The accompanying unaudited interim financial statements reflect all adjustments of a normal and recurring nature which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows of the Company for the interim periods presented. The results of operations for these periods are not necessarily comparable to, or indicative of, results of any other interim period or for the fiscal year taken as a whole. Certain information that is not required for interim financial reporting purposes has been omitted.

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Document and Entity Information	6 Months Ended
	Apr. 30, 2013	Jun. 14, 2013
Document And Entity Information
Entity Registrant Name	AFH ACQUISITION XI, INC.
Entity Central Index Key	0001419553
Document Type	10-Q
Document Period End Date	Apr. 30, 2013
Amendment Flag	false
Current Fiscal Year End Date	--10-31
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		5,000,000
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2013